10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended June 30, 2013

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

For the transition period from to

Commission File Number:  000-53643

Living 3D Holdings, Inc.

(Exact name of registrant as specified in its charter)

Nevada	86-87-0451230
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

109 Lafayette Street, Suite 802

New York, New York 10013

(Address of principal executive offices)

(212) 925-4759

(Registrant’s telephone number, including area code)

________________________________________________________________

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

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 issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.ý Yes¨ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).¨ Yes ý 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 the definitions of “large accelerated filer,” “accelerated filer,” “non-accelerated filer,” and “a smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨                                                                                                Accelerated filer ¨

Non-accelerated filer ¨  (Do not check if a smaller reporting company)                                                                                                                     Smaller reporting company ý

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

¨ Yes   ý No

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

Class	Outstanding at August 12, 2013
Common Stock, $.001 par value	69,703,480

	Form 10-Q Living 3D Holdings, Inc. June 30, 2013 Table of Contents
PART I – FINANCIAL INFORMATION                                                                                                                                                                                                                                                                                                                                                                                                                         Page
Item 1.	Financial Statements.
	Consolidated Balance Sheets—As of June 30, 2013 (Unaudited) and December 31, 2012.	1
	Consolidated Statements of Operations (Unaudited)—for the three and six months ended June 30, 2013 and 2012 and from June 23, 2008 (inception) to June 30, 2013.	2
	Consolidated Statement of Changes in Stockholders’ Equity (Deficit) for the year ended December 31, 2012 and the six months ended June 30, 2013 and from June 23, 2008 (inception) to June 30, 2013 (Unaudited).	3
	Consolidated Statements of Cash Flows (Unaudited) for the six months ended June 30, 2013 and 2012 and from June 23, 2008 (inception) to June 30, 2013.	4
	Notes to Consolidated Financial Statements (Unaudited).	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	7
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	11
Item 4.	Controls and Procedures.	11
PART II – OTHER INFORMATION
Item 1.	Legal Proceedings.	12
Item 1A.	Risk Factors.	12
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	12
Item 3.	Defaults Upon Senior Securities.	12
Item 4.	Mine Safety Disclosures.	12
Item 5.	Other Information.	12
Item 6.	Exhibits.	12
Signatures
Exhibits
Certifications

QB\144058.00004\22110152.5

Living 3D Holdings, Inc.
(A Development Stage Company)
Consolidated Balance Sheets (Unaudited)
(Stated in US dollars)
		June 30, 2013			December 31, 2012
		(Unaudited)
ASSETS
Current Assets
Cash and cash equivalents		$	16,431		$	24,857
Other current assets			57			33
Total Current Assets			16,488			24,890
TOTAL ASSETS		$	16,488		$	24,890
LIABILITIES & SHAREHOLDERS’ EQUITY (DEFICIT)
Current Liabilities
Accounts payable		$	18,756		$	18,756
Accrued liabilities and other payable			709,001			534,355
Due to related party			236,789			184,807
Total Current Liabilities			964,546			737,918
TOTAL LIABILITIES		$	964,546		$	737,918
SHAREHOLDERS’ EQUITY (DEFICIT)
Preferred Stock, $.001 par value, 10,000,000 shares authorized, no shares issued and outstanding		$	-		$	-
Common stock, $.001 par value, 90,000,000 shares authorized, 69,703,480 shares issued and outstanding at June 30, 2013 and December 31, 2012			69,704			69,704
Additional paid-in capital			(69,604	)		(69,604	)
Earnings (deficit) accumulated during the development stage			(948,158	)		(713,128	)
TOTAL SHAREHOLDERS’ EQUITY (DEFICIT)			(948,058	)		(713,028	)
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)	$		16,488			24,890
The accompanying notes are an integrated part of these unaudited consolidated financial statements

QB\144058.00004\22110152.5

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Living 3D Holdings, Inc.
(A Development Stage Company)
Consolidated Statements of Operations (Unaudited)
(Stated in US dollars)
	For The Three Months Ended June 30,						For The Six Months Ended June 30,						From Inception (June 23, 2008) Through June 30,
	2013			2012			2013			2012			2013
Revenue	$	-		$	-		$	6,104		$	-		$	164,896
Cost of revenue		-			-			5,548			-			124,301
Gross profit		-			-			556			-			40,595
Operating expenses
General and administrative expenses		125,457			149,291			235,524			291,153			989,802
Total operating expenses		125,457			149,291			235,524			291,153			989,802
Income (loss) from operations		(125,457	)		(149,291	)		(234,968	)		(291,153	)		(949,207	)
Other income (expense)		32			87			(62	)		4			1,049
Net Income (Loss)	$	(125,425	)	$	(149,204	)		(235,030	)	$	(291,149	)	$	(948,158	)
Basic and Diluted Earnings (Loss) per Common Share	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted Average Common Shares; Basic and Diluted		69,703,480			69,703,480			69,703,480			69,703,480
The accompanying notes are an integrated part of these unaudited consolidated financial statements

QB\144058.00004\22110152.5

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Living 3D Holdings, Inc.
(A Development Stage Company)
Consolidated Statement of Shareholders’ Equity (Deficit)
(Stated in US dollars)
					Additional			Earnings (Deficit)			Total
	Common Stock				Paid-in			Accumulated During the			Shareholders'
	Shares		Amount		Capital			Development Stage			Equity (Deficit)
Balance as of June 23, 2008 (Date of Inception)		-	$	-	$	-		$	-		$	-
Issuance of common stock		62,590,880		62,591		(62,591	)		-			-
Net loss for the period									(897	)		(897	)
Balance as of December 31, 2008		62,590,880	$	62,591	$	(62,591	)	$	(897	)	$	(897	)
Net loss for the year		-		-		-			(3,200	)		(3,200	)
Balance as of December 31, 2009		62,590,880	$	62,591	$	(62,591	)	$	(4,097	)	$	(4,097	)
Net income for the year		-		-		-			23,914			23,914
Balance as of December 31, 2010		62,590,880	$	62,591	$	(62,591	)	$	19,817		$	19,817
Shares issued in reverse merger		7,112,600		7,113		(7,113	)		-			-
Subscription receivable collected		-		-		100			-			100
Net loss for the year		-		-		-			(118,693	)		(118,693	)
Balance as of December 31, 2011		69,703,480	$	69,704	$	(69,604	)	$	(98,876	)	$	(98,776	)
Net loss for the year		-		-		-			(614,252	)		(614,252	)
Balance as of December 31, 2012		69,703,480		69,704		(69,604	)	$	(713,128	)	$	(713,028	)
Net loss for the quarter		-		-		-			(235,030	)		(235,030	)
Balance as of June 30, 2013 (Unaudited)		69,703,480	$	69,704	$	(69,604	)	$	(948,158	)	$	(948,058	)

QB\144058.00004\22110152.5

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Living 3D Holdings Inc
(A Development Stage Company)
Consolidated Statements of Cash Flows (Unaudited)
(Stated in US dollars)
								From Inception
		Six Months Ended			Six Months Ended			(June 23, 2008)
		June 30,			June 30,			Through June 30,
		2013			2012			2013
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)		$	(235,030	)	$	(291,149	)	$	(948,158	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Changes in operating assets and liabilities:
Other current assets			(24	)		-			(57	)
Accounts payable			-			(1	)		18,756
Accrued liabilities and other payable			174,646			214,109			709,001
CASH USED IN OPERATING ACTIVITIES			(60,408	)		(77,041	)		(220,458	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from related parties			51,982			64,389			236,789
Collection of subscription receivable			-			-			100
CASH PROVIDED BY FINANCING ACTIVITIES			51,982			64,389			236,889
NET INCREASE (DECREASE) IN CASH			(8,426	)		(12,652	)		16,431
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR		$	24,857		$	96,881		$	-
CASH AND CASH EQUIVALENTS AT END OF PERIOD		$	16,431		$	84,229		$	16,431
Supplementary Disclosures for Cash Flow Information:
Income taxes paid	$		-		$	-		$	-
Interest paid	$		-		$	-		$	-
The accompanying notes are an integrated part of these unaudited consolidated financial statements

QB\144058.00004\22110152.5

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Notes to Consolidated Financial Statements

 (Unaudited)

NOTE 1 - DESCRIPTION OF BUSINESS AND ORGANIZATION

Living 3D Holdings Ltd (“L3D”) was incorporated in the British Virgin Islands (the “BVI”) on June 23, 2008.  L3D markets three-dimensional (3D) hardware display devices designed by affiliates and manufactured by third parties. Such products have application in industries where LCD monitors and LED panels are utilized, including location based entertainment, computer monitors, telecommunications, mobile phones and other hand held devices.

L3D has the following wholly owned subsidiaries, Living 3D (Hong Kong) Ltd, 3D Capital Holdings Inc, Columbia College Hollywood International Limited and Living 3D Technology Group Limited. L3D and its subsidiaries are collectively referred to as L3D or the Company. L3D is a development stage company as defined by Statement of Financial Accounting Standard No. 7, Accounting and Reporting by Development Stage Enterprises.

On December 8, 2011, L3D entered into a share exchange agreement (the "Share Exchange") with Living 3D Holdings, Inc. (formerly AirWare International Corp and formerly Concrete Casting Incorporated), a company incorporated in the State of Nevada on October 29, 1987.  Under the Exchange Agreement Living 3D Holdings, Inc. ("Living 3D" or the “Company”) issued an aggregate of 62,590,880 shares of its common stock to the shareholders of L3D in exchange for all of the issued and outstanding securities of L3D. The Share Exchange closed on December 8, 2011. As a result of the Share Exchange, L3D became Living 3D's wholly-owned subsidiary.

The transaction has been treated as a recapitalization of L3D and its subsidiaries, with Living 3D (the legal acquirer of L3D and its subsidiaries) considered the accounting acquiree, and L3D whose management took control of Living 3D (the legal acquiree of L3D) considered the accounting acquirer. The Company did not recognize goodwill or any intangible assets in connection with the transaction. All costs related to the transaction are being charged to operations as incurred. The 62,590,880 shares of common stock issued in conjunction with the Share Exchange have been presented as outstanding for all periods. The historical consolidated financial statements include the operations of the accounting acquirer for all periods presented.

For the sake of clarity, this Report follows English naming convention of first name followed by last name, regardless of whether an individual’s name is Chinese or English. For example, the name of our President will be presented as "Jimmy Kent-Lam Wong," even though, in Chinese, his name would be presented as "Wong Jimmy Kent-Lam."

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A.   BASIS OF PRESENTATION

The consolidated financial statements are prepared in accordance with generally accepted accounting principles used in the United States of America.

The accompanying unaudited interim financial statements of Living 3D Holdings, Inc. have been prepared in according with accounting principles generally accepted in United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s latest Annual Report filed with SEC on Form 10-K. In the option of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the results of operations for the interim periods presented have been reflected herein. The results of operations for such interim periods are not necessarily indicative of operations for a full year. Notes to the consolidated financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year, 2012, as reported in Form 10-K, have been omitted.

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NOTE 3 – GOING CONCERN

The Company first generated revenue in 2010 and is still in the early stages of establishing a market for the products it sells. The Company is primarily funded by Jimmy Kent-Lam Wong, the Company’s Chief Executive Officer ("CEO") and principal owner. The Company will have to raise additional capital, including through the sale of equity securities, to support its operation and expansion.

These conditions and uncertainties raise substantial doubt as to the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 4 – RELATED PARTY TRANSACTIONS

The due to related party balances at June 30, 2013 and December 31, 2012 are $236,789 and $184,807, respectively. The balances represent advances from Jimmy Kent-Lam Wong, the Company’s CEO and principal owner, to support the Company’s operation. They are unsecured and non-interest bearing without terms and a maturity date.

NOTE 5 - ACCRUED LIABILITIES AND OTHER PAYABLES

Of the $709,001 of accrued liabilities and other payables shown at June 30, 2013, $705,128 is owed to the Company's directors and officers as accrued but unpaid compensation. The Board of Directors has determined that such amounts will be paid in cash, to the extent to which the Company is able to do, and  only after the Board has determined that the Company is able to operate on a profitable basis, in its sole judgment.

NOTE 6 – SUBSEQUENT EVENT

On June 18, 2013, Living 3D (Hong Kong) Limited ("L3D-HK") entered into an agreement with China 3D Industrial Park Company Limited, a Chinese corporation ("China 3D"), and Tianjin 3D Technology Company Limited, a Chinese corporation ("Tianjin 3D"), to form a joint venture company, 3D Science & Cultural Products International Exchange Center. The principal activities of the joint venture company will be the provision of a platform for the exhibition and trading of 3D products and the transfer of 3D technology.

The total capital of 3D Science & Cultural Products International Exchange Center will be RMB 10,000,000 (approximately US $1.6 million).  L3D-HK and China 3D have each committed to contribute RMB 4,500,000 (approximately US $0.7 million) of such amount and each will own 45% of the joint venture.  L3D-HK and China 3D are to make their respective capital contributions as follows: RMB 1,500,000 (approximately US $0.24 million) on or before July 31, 2013; RMB 1,500,000 (approximately US $0.24 million) on or before December 31, 2013; RMB 1,500,000 (approximately US $0.24 million) on or before May 31, 2014.  Neither L3D-HK nor China 3D made its capital contribution of RMB 1,500,000 (approximately US $0.24 million) that was due on July 31, 2013 yet. Tianjin 3D will contribute certain assets valued at RMB 1,000,000 (approximately 0.2 million) for its equity interest of 10% in the joint venture.

Jimmy Kent-Lam Wong, the Company's CEO, a director and principal shareholder, is also one of  two directors of China 3D and through his affiliates owns a 50% interest in China 3D.  Chang Li, the Company's Chief Technology Officer and a director, is the second director of China 3D.  Additionally, Chang Li is the sole director and shareholder of Tianjin 3D, which also owns a 50% interest in China 3D.

QB\144058.00004\22110152.5

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

Forward-Looking Statements

This report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “may,” “should,” “could,” “will,” “plan,” “future,” “continue” and other expressions that are predictions of or indicate future events and trends and that do not relate to historical matters identify forward-looking statements. These forward-looking statements are based largely on our expectations or forecasts of future events, can be affected by inaccurate assumptions, and are subject to various business risks and known and unknown uncertainties, a number of which are beyond our control. Therefore, actual results could differ materially from the forward-looking statements contained in this document, and readers are cautioned not to place undue reliance on such forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. A wide variety of factors could cause or contribute to such differences and could adversely impact revenues, profitability, cash flows and capital needs. There can be no assurance that the forward-looking statements contained in this document will, in fact, transpire or prove to be accurate.

Factors that could cause or contribute to our actual results to differ materially from those discussed herein or for our stock price to be adversely affected include, but are not limited to: (i) our short operating history, lack of revenue and history of losses; (ii) our independent registered public accountants have expressed a going concern opinion; (iii) our ability to raise additional working capital that we may require and, if available, that such working capital will be on terms acceptable to us; (iv) our ability to implement our business plan; (v) uncertainties regarding our ability to generate revenues and penetrate our market; (vi) economic and general risks relating to business; (vii) our ability to manage our costs of production; (viii) our ability to protect our intellectual property through patents and other intellectual property protection; (ix) our dependence on key personnel; (x) increased competition or our failure to compete successfully; (xi) our ability to keep pace with technological advancements in our industry; (xii) our ability to comply with Section 404 of the Sarbanes-Oxley Act of 2002, as required; (xiii) our nonpayment of dividends and lack of plans to pay dividends in the future; (xiv) future sale of a substantial number of shares of our common stock that could depress the trading price of our common stock, if it trades, lower our value and make it more difficult for us to raise capital; (xv) our additional securities available for issuance, which, if issued, could adversely affect the rights of the holders of our common stock; (xvi) our ability to have our common stock trade in an active public market; (xvii) the price of our stock, if it trades, is likely to be highly volatile because of several factors, including a relatively limited public float; and (xviii) indemnification of our officers and directors.

General

The following discussion should be read in conjunction with our Financial Statements and notes thereto. The following discussion contains forward-looking statements, including, but not limited to, statements concerning our plans, anticipated expenditures, the need for additional capital and other events and circumstances described in terms of our expectations and intentions. You are urged to review the information set forth under the captions for factors that may cause actual events or results to differ materially from those discussed below.

Overview

Our business is focused on the marketing and sale of 3D image display devices designed and manufactured by third parties using original equipment manufacturer (OEM) parts. We have concentrated on the markets for 3D touch pads, 3D indoor and outdoor light emitting diode (LED) displays and 3D televisions.  We believe that the market for touch pads, displays and televisions will grow more quickly in the immediate future than other 3D markets, although we can offer no assurances in this regard.  The products we market are based on "auto stereoscopic 3D" technology, or Auto 3D, which means that viewers are not required to wear 3D glasses in order to experience the 3D effects of the screen, and instant switching between two dimensional, or 2D, and 3D viewing is enabled.  We believe that this gives us a competitive advantage over other suppliers of 3D products requiring the use of a visor or glasses in order to experience a 3D effect.  While our sales to date have focused on customers utilizing our products in media and advertising, 3D display products are applicable in a wide range of industries, including entertainment, education, consumer electronics, medical diagnosis and scientific research.  We market our 3D technologies and products under our Living 3D brand in the PRC.

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Recent Development.  On June 18, 2013, Living 3D (Hong Kong) Limited ("L3D-HK") entered into an agreement with China 3D Industrial Park Company Limited, a Chinese corporation ("China 3D"), and Tianjin 3D Technology Company Limited, a Chinese corporation ("Tianjin 3D"), to form a joint venture company, 3D Science & Cultural Products International Exchange Center. The principal activities of the joint venture company will be the provision of a platform for the exhibition and trading of 3D products and the transfer of 3D technology.

The total capital of 3D Science & Cultural Products International Exchange Center will be RMB 10,000,000 (approximately US $1.6 million).  L3D-HK and China 3D have each committed to contribute RMB 4,500,000 (approximately US $0.7 million) of such amount and each will own 45% of the joint venture.  L3D-HK and China 3D are to make their respective capital contributions as follows: RMB 1,500,000 (approximately US $0.24 million) on or before July 31, 2013; RMB 1,500,000 (approximately US $0.24 million) on or before December 31, 2013; and RMB 1,500,000 (approximately US $0.24 million) on or before May 31, 2014. Neither L3D-HK nor China 3D made its capital contribution of RMB 1,500,000 that was due on July 31, 2013 yet. Tianjin 3D will contribute certain assets valued at RMB 1,000,000 (approximately US $0.16 million) for its equity interest of 10% in the joint venture.

Jimmy Kent-Lam Wong, the Company's CEO, a director and principal shareholder, is also one of  two directors of China 3D and through his affiliates owns a 50% interest in China 3D.  Chang Li, the Company's Chief Technology Officer and a director, is the second director of China 3D.  Additionally, Chang Li is the sole director and shareholder of Tianjin 3D, which also owns a 50% interest in China 3D.

The following discussion summarizes the material changes in our results of operations and our financial condition for the three and six months ended June 30, 2013 and June 30, 2012.  The Statement of Operations is included in the Financial Statements attached to this report.  Please refer to the Statement of Operations.

Results of Operations for the three months ended June 30, 2013 and 2012

Results of Operations

Revenues.  For the three months ended June 30, 2013 and June 30, 2012, the Company had no revenues.

Cost of Revenue.  There was no cost of revenue in the three months ended June 30, 2013 and June 30, 2012, because the Company had no revenues in such periods.

Gross Profit.  For the three months ended June 30, 2013 and June 30, 2012, the Company had no gross profits due to the lack of revenues.

General and Administrative Expenses.   For the three months ended June 30, 2013 and June 30, 2012, general and administrative expenses were $125,457 and $149,291, respectively, a decrease of $23,834.  The decrease in such expenses is primarily attributable to the decrease in officers' compensation accrued due to the effect in 2013 of the resignation of an officer in 2012.

Operating (Loss) or Operating Income.  For the three months ended June 30, 2013, the operating loss was ($125,457) compared with an operating loss of ($149,291) for the period ended June 30, 2012, a decrease of $23,834.  The decrease is primarily due to the decrease in general and administrative expenses discussed above.

Income Tax Provision.  No provision for income tax benefit from net operating losses has been made for the three months ended June 30, 2013 as we have fully reserved the asset until realization is more reasonably assured.

Net (Loss) or Net Income.  The net loss for the three months ended June 30, 2013 was ($125,425) and the net loss for the three months ended June 30, 2012 was ($149,204), a decrease of $23,779.  This decrease was mainly resulted from the decrease in general and administrative expenses.

Liquidity and Capital Resources.  Cash and equivalents at June 30, 2013 and December 31, 2012 totaled $16,431 and $24,857, respectively, a decrease of $8,426.  This is primarily due to payments for various expenses. The decrease was offset by the financing provided by Jimmy Kent-Lam Wong, our CEO and majority shareholder.

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Results of Operations for the six months ended June 30, 2013 and 2012

Results of Operations

Revenues.  For the six months ended June 30, 2013 and June 30, 2012, revenues were $6,104 and $-0-, respectively, an increase of $6,104.  The revenues for the six months ended June 30, 2013 were derived from sales of 3D technology products manufactured by third parties.  The increase in revenue is due to a lack of sales for the first six months of 2012 compared with product sales generated in the six months ended June 30, 2013.

Cost of Revenue.  The Company's cost of revenue increased to $5,548 from $-0-, in the six months ended June 30, 2013 compared to the same period in 2012.  This increase was due to the increase in sales in the current period.

Gross Profit.  For the six months ended June 30, 2013, the gross profit was $556 compared with $-0- for the same period in 2012.  The increase was because to the Company had no revenues in the 2012 period and generated revenues during the current period.

General and Administrative Expenses.   For the six months ended June 30, 2013 and June 30, 2012, general and administrative expenses were $235,524 and $291,153, respectively, a decrease of $55,629.  The decrease in such expenses is primarily attributable to the decrease in accrued officers' compensation because of the resignation of an officer in 2012.

Operating (Loss) or Operating Income.  For the six months ended June 30, 2013, the operating loss was ($234,968) compared with an operating loss of ($291,153) for the comparable period in 2012, a decrease of $56,185.  The reduction in operating loss is primarily due to the decrease in general and administrative expenses discussed above.

Income Tax Provision.  No provision for income tax benefit from net operating losses has been made for the six months ended June 30, 2013 as we have fully reserved the asset until realization is more reasonably assured.

Net (Loss) or Net Income.  The net loss for the six months ended June 30, 2013 was ($235,030) compared with a loss for the six months ended June 30, 2012 of ($291,149), a decrease of $56,119.  This decrease was mainly resulted from the decrease in general and administrative expenses.

Liquidity and Capital Resources

Current and Expected Liquidity

Historically, we have financed operations primarily through the issuance of debt.  In the near future, as additional capital is needed, we expect to rely primarily on the sale of equity securities. We had loans payable to Jimmy Kent-Lam Wong, our CEO and majority shareholder, in an aggregate principal amount of $236,789 at June 30, 2013 that do not contain any restrictive covenants restricting our ability to issue additional debt or equity securities.  We also financed operations by increasing our payables and liabilities due to third parties to $709,001 at June 30, 2013 from $534,355 at December 31, 2012, an increase of $174,646.  The increase is due principally to salaries accrued for the services of our officers in the first half of 2013.  Such salaries are payable only after we have demonstrated our ability to operate on a profitable basis for a period of time, in the judgment of the Board of Directors.

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Our cash flows used for operating activities decreased by $16,633 from $77,041 at June 30, 2012 to $60,408 at June 30, 2013, due principally to the reduction in our general and administrative expenses.

Our cash from financing activities decreased by $12,407, from $64,389 at June 30, 2012 to $51,982 at June 30, 2013, due principally toa decrease in loans from our principal shareholder.

We will require substantial additional capital to develop a market for 3D products and implement our business plan.  We plan to pursue financing from private investors and institutions in and outside the PRC.  We do not have any commitments for additional financing. Such new financing could include equity, which may be dilutive to our shareholders, or debt, which would likely restrict our ability to borrow from other sources.  In addition, such securities may contain rights, preferences or privileges senior to the rights of our current shareholders.

There can be no assurance that additional funds will be available on terms attractive to us or at all.  If adequate funds are not available, we may have to materially curtail our operations.  Any inability to raise adequate funds could have a material adverse effect on our business, results of operation and financial condition.

Due to the uncertainties related to these matters, there exists substantial doubt about our ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result should we be unable to continue as a going concern.

Capital Commitments

We had no material commitments for capital expenditures.

Off-Balance Sheet Arrangements

There were no off-balance sheet arrangements at June 30, 2013.

Critical Accounting Policies and Estimates

Accounting Estimates.  The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results when ultimately realized could differ from those estimates.

Fair Value of Financial Instruments.  The carrying amounts of financial instruments, including cash, other receivables, accounts payable and accrued expenses, approximates their fair value due to the relatively short-term nature of these instruments.

Revenue Recognition.  We recognize revenue when the significant risks and rewards of ownership have been transferred to the customer, including factors such as when persuasive evidence of an arrangement exists, delivery or service has been performed, the sales price is fixed and determinable, and collectability is probable. The Company recognizes sales when the merchandise is shipped, title has passed to the customers or the service is provided, and collectability is reasonably assured.

Foreign Currency Translation.  For financial reporting purposes, the financial statements of the Company, which are prepared in Hong Kong Dollars ("HKD"), are translated into the Company's reporting currency, United States Dollars ("USD").  Balance sheet accounts are translated using the closing exchange rate in effect at the balance sheet date and income and expense accounts are translated using the average exchange rate prevailing during the reporting period.  Adjustments resulting from the translation, if any, are included in accumulated other comprehensive income (loss) in the owner's equity.

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We follow FASB ASC 80-30, "Foreign Currency Translation", for both the translation and re-measurement of balance sheet and income statement items into U.S. dollars.  Resulting translation adjustments are reported as a separate component of accumulated comprehensive income (loss) in stockholders' equity.

We maintain our books and accounting records in HKD, with HKD being the functional currency.  Transactions denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing on the transaction dates.  Assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing at the balance sheet date.  Any translation gains (losses) are recorded in exchange reserve as a component of shareholders equity.  Income and expenditures are translated at the average exchange rate of the year.

Income Taxes.  Taxes are calculated in accordance with taxation principles currently effective in Hong Kong.  We account for income taxes using the liability method.  Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income in the period that includes the enactment date.  A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.

Related Parties.  A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company.  Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.  A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one of more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party.

Recent Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Item 3.                      Quantitative and Qualitative Disclosures About Market Risk

Not applicable.

Item 4.                                Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act are recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms.  Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Under the supervision and with the participation of our Chief Executive Officer, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934.  Based on his evaluation as of the end of the period covered by this report, he concluded that our disclosure controls and procedures were effective at a reasonable assurance level to ensure that the information required to be disclosed in reports filed or submitted under the Securities Exchange Act of 1934, including this report, were recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and was accumulated and communicated to management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal controls over financial reporting during the quarter ended June 30, 2013 that have materially affected or are reasonably likely to materially affect, such controls.

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PART II – OTHER INFORMATION

Item 1.                           Legal Proceedings.

There are no claims, actions, suits, proceedings or investigations that are currently pending or, to our knowledge, threatened by or against us, or with respect to our operations or assets, by or against any of our officers, directors or affiliates.

Item 1A.                           Risk Factors.

Not applicable.

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

None.

Item 3.                                Defaults upon Senior Securities.

None.

Item 4.                                Mine Safety Disclosures.

Not applicable.

Item 5.                                Other Information.

None.

Item 6.                                Exhibits.

(c) Exhibits.

10.1	Joint Venture Agreement of 3D Science & Cultural Products International Exchange Center
31.1	Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32	Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

QB\144058.00004\22110152.5

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SIGNATURES

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

	Living 3D Holdings, Inc.
Date:  August 19, 2013	/s/ Jimmy Kent-Lam Wong                                                                            Name:  Jimmy Kent-Lam Wong Title: Chief Executive Officer and Chairman of the Board of Directors
Date:  August 19, 2013	/s/ Kin Wah Ngai                                                                            Name:  Kin Wah Ngai Title: Chief Financial Officer and Director

QB\144058.00004\22110152.5

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Index to Exhibits

10.1	Joint Venture Agreement of 3D Science & Cultural Products International Exchange Center
31.1	Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32	Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

EX-10.1

Joint Venture Agreement of 3D Science & Cultural Products International Exchange

3D Science & Cultural Products International Exchange Center

Sino – Foreign Joint Venture Agreement

Chapter 1     General Provision

Chapter 2     The Parties of the Joint Venture

Chapter 3     The Parties of the Joint Venture Company

Chapter 4     The Purpose, Scope and Size of Business

Chapter 5     The Total Amount of Investment and the Registered Capital

Chapter 6     Responsibility of Each Party to the Joint Venture

Chapter 7     The Board of Directors

Chapter 8     Supervisors

Chapter 9     Business Management institution

Chapter 10    The Legal Representative of the Joint Venture Company

Chapter 11    Preparation and Construct

Chapter 12    Labor Management

Chapter 13    Finance, Accounting and Audit

Chapter 14    The duration of the Joint Venture Company

Chapter 15    The Termination and Liquidation of the Agreement

Chapter 16    The Amendments of the Agreement

Chapter 17    Liabilities for Breach of the Agreement

Chapter 18    Force Majeure

Chapter 19   Applicable Law

Chapter 20   Settlement of disputes

Chapter 21   Language

Chapter 22   The Effectiveness of the Agreement and Others

Chapter 1　　General Provision

In consideration of the mutual covenants hereinafter set forth, China 3D Industrial Park

Company Limited （hereinafter referred to as Party A), Living 3D (Hong Kong) Limited  (hereinafter referred to as Party B) and Tianjin 3D Technology Company Limited（hereinafter referred to as Party C) have agreed to form a joint venture company 3D Science & Cultural Products International Exchange Center (Joint Venture) in Tianjin Geguzhen according to the Sino Foreign Joint Ventures Law and other associated Laws of the People’s Republic of China.

Chapter 2　　 The Parties of the Joint Venture

Article 1　Parties of this agreement are as follows ：

Party A：China 3D Industrial Park Company Limited incorporated in the People’s Republic of China；

Registered Address: No.8, Shepherd Road, Hanjiang Economic and Technological Development District, China.

Legal representative：  Jimmy Kent-Lam Wong

Position：Director   Nationality：  Canadian

Party B：  Living 3D (Hong Kong) Limited incorporated in Hong Kong；

Registered  Address： 1402, 14/F, Fourseas Building, 208-212, Nathan Road, Kowloon, Hong Kong

Legal representative：  Jimmy Kent-Lam Wong

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Position：Director  Nationality：    Canadian

Party C：Tianjin 3D Technology Company Limited, incorporated in the People’s Republic of China

Registered Address： Fifth Avenue VII, Tianjin Economic and Technological Development Zone, Tianjin China

Legal representative：  Chang Li

Position： Director   Nationality： Chinese

Any changes to the above should have been notified immediately. The parties will not assume any responsibilities on any legal consequences that may arise had the changes not been effectively and promptly channeled.

Chapter 3　　 Particulars of the Joint Venture Company

Article 2　The joint venture is formed in Geguzhen, Tianjin, China under the Sino Foreign Joint Venture Law and other associated Laws of the people’s Republic of China

Article 3　The Chinese name of the Joint Venture：天津滨海三维科技文化产品国际交易中心有限公司

The English name：3D Science & Cultural Products International Exchange Center

The registered address of the joint venture：Room 035,No. 15-1510, Block A,Tianjin Binhai private economic growth bases creative center space

Article 4                      The joint venture is treated as a legal person and all its activities must abide, and be protected by the Laws and regulation of the People’s Republic of China..

Article 5　The joint venture is a limited liability company. The liabilities of all parties are confined to the amount invested.

Chapter 4　　 The Purpose and the nature of Business

Article 6　 With a view of enhancing the shareholders’ value, the purpose of joint venture is to improve the cooperation between the parties as to facilitate technology  transfer, to improve the product quality, to develop new products, and to gain a competitive position in the world market both in quality and price.

Article 7 The principal activities of the joint venture is the provision of exhibition centers for 3D and its associated cultural and educational products. The holding of trade fairs. The sale of 3D and other associated products and the provision of 3D consultancy services.

Chapter 5　　 The Total Amount of Investment and the Registered Capital

Article 8　 The total investment for the joint venture is RMB 10,000,000。

The total amount of the registered capital is RMB10,000,000  ，which is to be satisfied by RMB 9,000,000 in cash representing 90% of the registered capital.　　　　

Article 9　Party A will contribute RMB 4,500,000 in cash which accounts for 45% of the total registered Capital. The capital is to be paid by three equal tranches on or before July 31, 2013, December 31, 2013 and May 31, 2014；Party B will contribute RMB 4,500,000 in cash which accounts for 45% of the total registered Capital. The capital is to be paid by three equal tranches on or before July 31, 2013, December 31, 2013 and May 31, 2014；Party C will contribute RMB 1,000,000 in the form of intangible asset and accounts for the remaining 10% of the total registered capital. The contribution should have been completed the latest by December 31, 2013

Article 10　Within 30 days on receipt of the capital, the joint venture will cause a CPA to render a capital verification report. This report together with all other necessary documents will then be submitted to various government authorities for approval within the next thirty days　　

Note: The parties agreed to formulate a new agreement to cater for any contribution of capital in other asset and technology other than in cash. The new agreement will form an integral part of this agreement.

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Article 11　Approval should be obtained from various government authorities with regard to any adjustments to the total investment and the registered capital of the joint venture.

If either parties transfer all or part of the shares of the joint venture, it should comply with the “Company Law of the People’s Republic of China” applicable to limited liability company.

 In case any party of the joint venture intends to assign all or part of it shares to a third party, consent should be obtained from the examining and approving authority. When one party of the joint venture company assigns all or part of its shares, the other parties has preemptive right.

Article 12　The joint venture may obtain loans or borrowing locally or from abroad to finance any deficit in capital contribution of the shareholders. During the term of the joint venture company, no party shall be allowed to mortgage any part of the investment to the third party without the written consent of the other parties。　　

Chapter 6　　 Responsibility of Each Party to the Joint Venture

Article 13　The responsibilities of all parties are follows:

Party A shall be responsible for the following matters：

1)Handing applications for approval, registration, business license and other matters concerning the establishment of the joint venture company from relevant departments in China；

2)Obtaining the land uses right procedures with the land administration department；

3)Organizing the design and construction of the workshops and other engineering facilities of the joint venture company；

4)Providing capital in accordance with the stipulations in Article 9 and Article 10；

5)Assisting the joint venture company in purchasing or leasing equipment， materials, raw materials,  articles for office use, means of transportation and communication facilities;；

6)Assisting the joint venture company in contracting and settling the fundamental facilities such as water, electricity, transportation and land；

7)Assisting the joint venture company in recruiting Chinese workers and staffs；

8)Assisting foreign workers and staffs in applying for the entry visa, work license and processing their travelling matters；

9)Responsible for handling other matters entrusted by the joint venture company.

Party B shall be responsible for the following matters：

1)Providing capital in accordance with the stipulations in Article 9 and Article 10；

2)Handing the joint venture company in purchasing machinery, equipment and materials outside China；

3) Providing the required equipment installation, scheduling, and trial production technology, production and testing technicians;

4) Training joint venture company technicians and workers；

5) Responsible for other matters entrusted by the joint venture company;

6) Hosting cost used by the party would determined by the joint venture company after they confirmed.

Party C shall be responsible for the following matters：

1)Providing capital in accordance with the stipulations in Article 9 and Article 10；

2) Responsible for other matters entrusted by the joint venture company；

All costs incurred in the setting up of the joint venture should be borne by the joint venture.

Chapter 7　　 The Board of Directors

Article 14　 The board of directors should be formed on the date of the issue of the business registration certificate. The board of directors is the highest authority of the joint venture.

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Article 15　 The board of directors shall consist 7 members, among whom 3 directors shall be appointed by Party A, 2 directors by Party B and 2 directors by Party C. The board of directors has a chairman is to be elected by the board of directors. The term of office for chairman and directors is three years. The chairman and directors shall be eligible for re-election in following years.

Any appointment and resignation of directors by any party should be in writing. The other parties and the relevant government authorities should be notified regarding the changes.

The existing directors have to act in accordance with the laws and the Company’s Memorandum and Articles of Association and perform their duties until their successors are in place.

Article 16　 Board meetings shall be convened and presided over by the chairman. If the chairman is unable to or fails to perform his duties, the director jointly elected by a majority of the board of directors shall convene and preside the meeting。

Article 17  Each director hold one vote in a director meeting.

Article 18　 The board of directors shall convene at least one meeting every year. The meeting shall be called upon and presided over by the chairman of the board. Special meetings of the board of directors can only be held if proposed by no less than one-third of the board of directors.

Article 19　The board meeting (including extraordinary meeting) can only be held if attended by at least two-third of the board of directors.

Article 20　If the director is unable to attend the board meeting, he may exercise his right by proxy to vote instead.

Article 21                      Minutes should be kept for all directors’ meeting which are to be signed by the directors.

Article 22   The following matters require unanimous resolutions：

1、Amendment of the memorandum and article of association of the joint venture company;

2、Termination and dissolution of the joint venture company；

3、Increase or decrease of the registered capital of the joint venture company;

4、Merger of the joint venture company with other entities；

5、Pledge of shares of the joint venture.

　The above require unanimous approval。

　For other matters that have not been listed above, only majority vote is required.

Article 23　The directors who do not work as management in the joint venture are not entitled to salaries. Costs of the directors meetings is to be borne by the joint venture.

Chapter 8   Supervisors

Article 24   The joint venture does not maintain a supervisory committee, but a supervisor will be appointed jointly by all parties.

Article 25  Directors, Senior managers cannot be appointed as supervisor simultaneously.

Article 26  The term of supervisor is three years. The supervisor shall be eligible for reappointment.

Article 27  Supervisor may attend Board meetings and raise queries regarding the board resolution. Supervisor is empowered to investigate any abnormal operation, if considered necessary. The supervisor can require assistance from CPA firms for the investigation and all cost is to borne by the joint venture.

Article 28  The supervisor shall be governed by the  “Company Laws” in performing his duties. Any cost borne arising therefrom will be borne by the joint venture.

Chapter 9　　 Business Management team

Article 29　 The joint venture company shall establish a management office which shall be responsible for its daily management. The management office shall have one general manager who is to be recruited by the board of director with a term of office for 3 years. The term of office can be prolonged.

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Article 30　 General Manager is responsible for implementing the resolutions of the board meeting, to organize and to supervise the daily management duties of the joint venture .

Duties and responsibilities of the general manager shall be discussed and decided by the Board of Directors。

The management office may have several department managers responsible for the corporate work of various departments and to handle matters assigned by General Manager.　

Article 31  General manager and all other managers should conscientiously perform their duties. They cannot serve other positions in the joint venture simultaneously.

In case of misconduct on the part of the general manager, the board of directors shall have the power to dismiss him at any time.

Article 32　 The various departments of the joint venture and their respective structure should be formulating by the general manager and is to be approved by the board of directors.

 Article 33　 In case of misconduct on the part of the senior managers, the board of directors shall have the power to dismiss them at any time.

Chapter 10   The Legal Representative of the Joint Venture Company

Article 34   The legal representative of the joint venture company is the chairman.

Chapter 11　　 Preparation and Construction

Article 35　 During the period of preparation, an office shall be set up by the board of directors to monitor the site of the joint venture. The office shall consist of 7 persons, among whom 3 persons shall be recommended by Party A，2 persons by Party B and 2 persons by Party C. An officer and a deputy officer responsible for overseeing the preparation and construction work should be recommended jointly by all parties and approved by the board of directors.

Article 36　 This office specifically responsible for reviewing engineering design and to sign construction and sub-contractors contracts. This office is also responsible for the purchase of machinery and equipment and the overseeing of the progress of the construction. This office is also responsible for the budgetary controls of the construction project.

Article 37　 Under the supervision of this office, certain technical staff will be assigned by the joint venture to form a technical team to oversee that the design, engineering, quality, equipment and materials are in line with acceptable standards.

Article 38　 The remuneration for staff of the office should be included in the construction budget, after having obtained the approval of all parties

Article 39　This office will be closed after the construction is completed.

Chapter 12　　 Labor Management

Article 40  Labor contract covering the recruitment, dismissal and resignation， salaries， labor insurance, welfare, rewards, penalty and other matters concerning the staff and workers of the joint venture company shall be drawn up and is to be approved by the board of directors in accordance with the "Regulations of the People's of China on Labor Management in Sino-Foreign Joint Ventures and its Implementation of Rules."  The relevant governmental department will be notified after the labor contract has been drawn up.

Article 41　The remuneration for the senior managers should be fixed and approved by the board of directors according to the labor rules and regulation of the People’s Republic of China.

 Article 42　 Joint venture company shall follow the relevant Chinese laws and regulations to organize a workers union. The joint venture should support the workers’ union.

Chapter 13　　 Finance, Accounting and Audit

Article 43　Joint venture company follows the relevant Chinese laws and financial accounting systems and other relevant regulation of the company’s accounting system and work procedures.

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Article 44　The denominating currency of the financial statements is RMB.

Article 45　The financial year of the joint venture is from January 1 to December 31. All the vouchers, receipts, reports and books should be written in Chinese.

Article 46　 The joint venture will contribute to various reserve from the net profit after tax in accordance with the regulation of the People’s Republic of China. The actual contribution is to be approved by the board of directors.

Article 47　Joint venture company will hire certified accountant to audit the annual financial statements and to report to the general manager and the board of directors as to the operation of the joint venture.

Article 48　during the first quarter of every year, the general manager shall prepare balance sheets, profit and loss statement and profit distribution plan of previous year and is to be reviewed at the board meeting.

Article 49　 Joint venture is based on Chinese laws and regulations applicable in the domestic banks to open foreign exchange account and RMB account.

Article 50　In four months after the end of each financial year, the board may decide on the proposed dividend depending on the actual financial situation. Dividend cannot be proposed unless the prior accumulated losses have been offset.

Article 51　The joint venture company will urge the foreign workers to pay the salaries tax in according with the rules and regulation.

Article 52　Joint venture company shall promptly report to the local tax authority as to the taxable income and pay the taxes.

Article 53  The Insurance of Joint venture is to be purchased from local insurance companies, risk insured, the insurance coverage and period, etc. should be in accordance with the provisions of the insurance company. This has to be discussed and approved by the board of directors.

Chapter 14 The duration of the Joint Venture Company

Article 54　 The duration of the joint venture company is 15 years. The establishment of the joint venture company shall start from the date on which the business license of the joint venture company is issued.

Article 55   The term of the joint venture can be extended 180 days before expiry if such extension has been agreed and approved by all the parties. Application of the extension should be made with relevant governmental authorities.

Chapter 16  The Termination and Liquidation of the Agreement

Article 56　For the following reasons, the joint venture can be terminated or dissolved ：

1、The cause of this agreement cannot perform due to force majeure；

2、Unable to continue to operate due to loss of joint venture；

3、No need to continue to fulfill this agreement due to the party or parties material breach of the agreement；

4、The parties agreed that the joint venture does not meet the objectives of the operation nor promising；

5、Terminated as require by Laws and regulation, the Company Memorandum and articles of Association or any provision of this agreement.

Article 57　The joint venture company shall be liquidated upon termination of the joint venture agreement. The liquidation committee composed at least three members shall be elected by the board of directors or to employ other Chinese professionals as permitted by law of Joint venture . The joint Venture cannot carry out  any other business which is not related with the liquidation.

Article 58　The task of the liquidation committee is to assess the assets and liabilities of the joint venture. To prepare a balance sheet and formulating a liquidation plan for the approval of the board of directors.

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Article 59 The liquidation committee will represent the joint venture on all legal matters during the liquidation process.

Article 60                      The liquidation expenses will be paid out first on the liquidation of the joint venture assets.

Article 61                      The remaining assets after liquidation should be distributed to the parties according to the percentage of shares held.

Article 62　The joint venture company shall apply to the administrative department for industry and commerce for cancellation of registration after liquidation and hand in its business license.

Chapter 16                       The Amendments of the Agreement

Article 63  Any amendment of the agreement and annexes must be approved by a written agreement signed by the parties and submitted to the original examination and approval authority to become effective.

Chapter 17　Liabilities for Breach of the Agreement

Article 64　If any parties fails to in comply with the stipulations in Chapter 5 of the capital contribution paid or to be paid, this constitutes a breach of agreement. If the defaulting party still cannot pay within one month. This defaulting party deem to waive his right in the joint venture. In this regard, the joint venture company shall approve for early dissolution of the joint venture or to identify another partner to bear all the rights and obligations of the defaulting party.

Article 65　The defaulting party will bear the responsibility for the non performance of this joint venture agreement.

Chapter 18　 Force Majeure

Article 66　Under force majeure all parties should considered whether this agreement should be terminated, part performance and late execution allowed.

Chapter 19　　 Applicable Law

Article 67　The construction, validity and performance of this Agreement shall be governed by the laws and regulations of the jurisdiction.

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Chapter 20　　Settlement of disputes

Article 68　Arising from the execution of this agreement or in connection with all disputes relating to this agreement. The party shall resolve through friendly consultation or mediation: If negotiation or mediation does not resolve shall be submitted to China Arbitration Commission for arbitration institution. According to the institution procedure for arbitration. The arbitral award is final and binding on both parties.

Article 69  If no agreement can be reached through arbitration, the parties can bring the dispute to the Court.

Article 70 During the arbitration, unless the parties disputed part of the ongoing arbitration otherwise the agreement shall continue to perform.

Chapter 21　　Language

Article 71 The agreement is in Chinese.

Chapter 22　The Effectiveness of the Agreement and Other

Article 72  Any annex for this agreement is an integral part of this agreement.

Article 73  This agreement is signed in triplicate and has to be approved by the Tianjin Commission of Commerce before effective.

Article 74                      All notices should be in writing.

Article 75                      All notices should be mailed by registered mail

Article 76                      The agreement was signed on 18th June, 2013

SIGNED BY

Mr. Jimmy Kent-Lam Wong for China 3D Industrial Park Company Limited

Mr. Jimmy Kent-Lam Wong for Living 3D (Hong Kong) Limited

Mr. Chang Li for Tianjin 3D Technology Company Limited

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EX-31.1

Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF SARBANES-OXLEY ACT OF 2002

I, Jimmy Kent-Lam Wong, certify that;

(1) I have reviewed this quarterly report on Form 10-Q of Living 3D Holdings, Inc.;

(2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

(3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

(4) The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

(5) The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:  August 19, 2013

/s/ Jimmy Kent-Lam Wong

By:      Jimmy Kent-Lam Wong

Title:   Chief Executive Officer

            (Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

PURSUANT TO SECTION 302 OF SARBANES-OXLEY ACT OF 2002

I, Kin Wah Ngai, certify that;

(1) I have reviewed this quarterly report on Form 10-Q of Living 3D Holdings, Inc.;

(2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

(3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

(4) The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

(5) The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:  August 19, 2013

/s/ Kin Wah Ngai

By:      Kin Wah Ngai

Title:   Chief Financial Officer

            (Principal Financial Officer)

EX-32

Exhibit 32

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of Living 3D Holdings, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2013, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned hereby certifies to the best of his knowledge, pursuant to 18 U.S.C. §1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/  Jimmy Kent-Lam Wong

Jimmy Kent-Lam Wong

Chief Executive Officer

 August 19, 2013

/s/  Kin Wah Ngai

Kin Wah Ngai

Chief Financial Officer

 August 19, 2013

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Note 6 - Subsequent Event (Details) (Subsequent Event, USD $)	6 Months Ended
	Jun. 30, 2013
Joint Venture Capital Required	$ 1,600,000
Corporate Joint Venture
Joint Venture Capital Committed By Each Party	700,000
Subsidiary or Equity Method Investee, Cumulative Percentage Ownership after All Transactions	45.00%
Corporate Joint Venture | Payment Due Date 1
Joint Venture Capital Committed By Each Party Payments	240,000
Joint Venture Capital Committed Payment Due Date	Jul. 31, 2013
Corporate Joint Venture | Payment Due Date 2
Joint Venture Capital Committed By Each Party Payments	240,000
Joint Venture Capital Committed Payment Due Date	Dec. 31, 2013
Corporate Joint Venture | Payment Due Date 3
Joint Venture Capital Committed By Each Party Payments	240,000
Joint Venture Capital Committed Payment Due Date	May 31, 2014
Tianjin 3D
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners	10.00%
China 3D
Equity Method Investment, Ownership Percentage	50.00%
China, Yuan Renminbi
Joint Venture Capital Required	10,000,000
China, Yuan Renminbi | Corporate Joint Venture
Joint Venture Capital Committed By Each Party	4,500,000
China, Yuan Renminbi | Corporate Joint Venture | Payment Due Date 1
Joint Venture Capital Committed By Each Party Payments	1,500,000
China, Yuan Renminbi | Corporate Joint Venture | Payment Due Date 2
Joint Venture Capital Committed By Each Party Payments	1,500,000
China, Yuan Renminbi | Corporate Joint Venture | Payment Due Date 3
Joint Venture Capital Committed By Each Party Payments	$ 1,500,000

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Consolidated Statements of Operations (Unaudited) (USD $)	3 Months Ended		6 Months Ended		60 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013
Income Statement
Revenue			$ 6,104		$ 164,896
Cost of revenue			5,548		124,301
Gross profit			556		40,595
Operating expenses
General and administrative expenses	125,457	149,291	235,524	291,153	989,802
Total operating expenses	125,457	149,291	235,524	291,153	989,802
Income (loss) from operations	(125,457)	(149,291)	(234,968)	(291,153)	(949,207)
Other income (expense)	32	87	(62)	4	1,049
Net Income (Loss)	$ (125,425)	$ (149,204)	$ (235,030)	$ (291,149)	$ (948,158)
Basic and Diluted Earnings (Loss) per Common Share	$ 0.00	$ 0.00	$ 0.00	$ 0.00
Weighted Average Common Shares; Basic and Diluted	69,703,480	69,703,480	69,703,480	69,703,480

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Note 4 - Related Party Transactions

6 Months Ended

Jun. 30, 2013

Notes

Note 4 - Related Party Transactions

NOTE 4 – RELATED PARTY TRANSACTIONS

The due to related party balances at June 30, 2013 and December 31, 2012 are $236,789 and $184,807, respectively. The balances represent advances from Wong Jimmy Kent Lam, the Company’s CEO and principal owner, to support the Company’s operation. They are unsecured and non-interest bearing without terms and a maturity date.

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Consolidated Statements of Cash Flows (Unaudited) (USD $)	6 Months Ended		60 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$ (235,030)	$ (291,149)	$ (948,158)
Changes in operating assets and liabilities:
Other current assets	(24)		(57)
Accounts payable		(1)	18,756
Accrued liabilities and other payable	174,646	214,109	709,001
CASH USED IN OPERATING ACTIVITIES	(60,408)	(77,041)	(220,458)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from related parties	51,982	64,389	236,789
Collection of subscription receivable			100
CASH PROVIDED BY FINANCING ACTIVITIES	51,982	64,389	236,889
NET INCREASE (DECREASE) IN CASH	(8,426)	(12,652)	16,431
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR	24,857	96,881
Supplementary Disclosures for Cash Flow Information:
Income taxes paid
Interest paid
CASH AND CASH EQUIVALENTS AT END OF PERIOD	16,431	84,229	16,431
Supplementary Disclosures for Cash Flow Information:
Income taxes paid
Interest paid

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Note 2 - Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2013

Notes

Note 2 - Summary of Significant Accounting Policies

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A.   BASIS OF PRESENTATION

The consolidated financial statements are prepared in accordance with generally accepted accounting principles used in the United States of America.

The accompanying unaudited interim financial statements of Living 3D Holdings, Inc. have been prepared in according with accounting principles generally accepted in United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s latest Annual Report filed with SEC on Form 10-K. In the option of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the results of operations for the interim periods presented have been reflected herein. The results of operations for such interim periods are not necessarily indicative of operations for a full year. Notes to the consolidated financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year, 2012, as reported in Form 10-K, have been omitted.

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Note 5 - Accrued Liabilites and Other Payables

6 Months Ended

Jun. 30, 2013

Notes

Note 5 - Accrued Liabilites and Other Payables

NOTE 5 - ACCRUED LIABILITES AND OTHER PAYABLES

            Of the $709,001 of accrued liabilities and other payables shown at June 30, 2013, $705,128 is owed to the Company's directors and officers as accrued but unpaid compensation. The Board of Directors has determined that such amounts will be paid in cash, to the extent to which the Company is able to do, and  only after the Board has determined that the Company is able to operate on a profitable basis, in its sole judgment.

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Note 3 - Going Concern

6 Months Ended

Jun. 30, 2013

Notes

Note 3 - Going Concern

NOTE 3 – GOING CONCERN

The Company first generated revenue in 2010 and is still in the early stages of establishing a market for the products it sells. The Company is primarily funded by Wong Jimmy Kent Lam, the Company’s Chief Executive Officer ("CEO") and principal owner. The Company will have to raise additional capital, including through the sale of equity securities, to support its operation and expansion.

These conditions and uncertainties raise substantial doubt as to the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

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Consolidated Balance Sheets (Parenthetical) (USD $)	Jun. 30, 2013	Dec. 31, 2012
Statement of Financial Position
Common Stock, par or stated value	$ 0.001	$ 0.001
Common Stock, shares authorized	90,000,000	90,000,000
Common Stock, shares issued	69,703,480	69,703,480
Common Stock, shares outstanding	69,703,480	69,703,480
Preferred Stock, par or stated value	$ 0.001	$ 0.001
Preferred Stock, shares authorized	10,000,000	10,000,000
Preferred Stock, shares issued	0	0
Preferred Stock, shares outstanding	0	0

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Note 1 - Description of Business and Organization (Details)	6 Months Ended
	Jun. 30, 2013
Details
Business Acquisition, Name of Acquired Entity	L3D
Noncash or Part Noncash Acquisition, Noncash Financial or Equity Instrument Consideration, Options Issued	62,590,880
Business Acquisition, Effective Date of Acquisition	Dec. 08, 2011

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Consolidated Statement of Shareholders' Equity (Deficit) (USD $)	Total	Common Stock	Additional Paid-in Capital	Earnings (Deficit) Accumulated During the Development Stage	Total Shareholders' Equity (Deficit)
Stockholders' Equity at Jun. 22, 2008		$ 0	$ 0	$ 0	$ 0
Shares, Outstanding at Jun. 22, 2008		0
Issuance of common stock, value		62,591	(62,591)
Issuance of common stock, shares		62,590,880
Net loss				(897)	(897)
Stockholders' Equity at Dec. 31, 2008		62,591	(62,591)	(897)	(897)
Shares, Outstanding at Dec. 31, 2008		62,590,880
Net loss				(3,200)	(3,200)
Stockholders' Equity at Dec. 31, 2009		62,591	(62,591)	(4,097)	(4,097)
Shares, Outstanding at Dec. 31, 2009		62,590,880
Net loss				23,914	23,914
Stockholders' Equity at Dec. 31, 2010		62,591	(62,591)	19,817	19,817
Shares, Outstanding at Dec. 31, 2010		62,590,880
Shares issued in reverse merger, value		7,113	(7,113)
Shares issued in reverse merger, shares		7,112,600
Subscription receivable collected			100		100
Net loss				(118,693)	(118,693)
Stockholders' Equity at Dec. 31, 2011		69,704	(69,604)	(98,876)	(98,776)
Shares, Outstanding at Dec. 31, 2011		69,703,480
Net loss				(614,252)	(614,252)
Stockholders' Equity at Dec. 31, 2012	(713,028)	69,704	(69,604)	(713,128)	(713,028)
Shares, Outstanding at Dec. 31, 2012		69,703,480
Net loss				(235,030)	(235,030)
Stockholders' Equity at Jun. 30, 2013	$ (948,058)	$ 69,704	$ (69,604)	$ (948,158)	$ (948,058)
Shares, Outstanding at Jun. 30, 2013		69,703,480

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Consolidated Balance Sheets (Unaudited) (USD $)	Jun. 30, 2013	Dec. 31, 2012
Current Assets
Cash and cash equivalents	$ 16,431	$ 24,857
Other current assets	57	33
Total Current Assets	16,488	24,890
TOTAL ASSETS	16,488	24,890
Current Liabilities
Accounts payable	18,756	18,756
Accrued liabilities and other payable	709,001	534,355
Due to related party	236,789	184,807
Total Current Liabilities	964,546	737,918
TOTAL LIABILITIES	964,546	737,918
SHAREHOLDERS' EQUITY (DEFICIT)
Common stock, $.001 par value, 90,000,000 shares authorized, 69,703,480 shares issued and outstanding at June 30, 2013 and December 31, 2012	69,704	69,704
Additional paid-in capital	(69,604)	(69,604)
Earnings (deficit) accumulated during the development stage	(948,158)	(713,128)
TOTAL SHAREHOLDERS' EQUITY (DEFICIT)	(948,058)	(713,028)
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)	$ 16,488	$ 24,890

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Note 2 - Summary of Significant Accounting Policies: Basis of Presentation (Policies)

6 Months Ended

Jun. 30, 2013

Policies

Basis of Presentation

A.   BASIS OF PRESENTATION

The consolidated financial statements are prepared in accordance with generally accepted accounting principles used in the United States of America.

The accompanying unaudited interim financial statements of Living 3D Holdings, Inc. have been prepared in according with accounting principles generally accepted in United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s latest Annual Report filed with SEC on Form 10-K. In the option of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the results of operations for the interim periods presented have been reflected herein. The results of operations for such interim periods are not necessarily indicative of operations for a full year. Notes to the consolidated financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year, 2012, as reported in Form 10-K, have been omitted.

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Note 5 - Accrued Liabilites and Other Payables (Details) (USD $)	Jun. 30, 2013
Accrued Liabilities, Current	$ 709,001
Management
Accrued Liabilities, Current	$ 705,128

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Note 6 - Subsequent Event

6 Months Ended

Jun. 30, 2013

Notes

Note 6 - Subsequent Event

NOTE 6 – SUBSEQUENT EVENT

On June 18, 2013, Living 3D (Hong Kong) Limited ("L3D-HK") entered into an agreement with China 3D Industrial Park Company Limited, a Chinese corporation ("China 3D"), and Tianjin 3D Technology Company Limited, a Chinese corporation ("Tianjin 3D"), to form a joint venture company, 3D Science & Cultural Products International Exchange Center. The principal activities of the joint venture company will be the provision of a platform for the exhibition and trading of 3D products and the transfer of 3D technology.

The total capital of 3D Science & Cultural Products International Exchange Center will be RMB 10,000,000 (approximately US $1.6 million).  L3D-HK and China 3D have each committed to contribute RMB 4,500,000 (approximately US $0.7 million) of such amount and each will own 45% of the joint venture.  L3D-HK and China 3D are to make their respective capital contributions as follows: RMB 1,500,000 (approximately US $0.24 million) on or before July 31, 2013; RMB 1,500,000 (approximately US $0.24 million) on or before December 31, 2013; RMB 1,500,000 (approximately US $0.24 million) on or before May 31, 2014.  Neither L3D-HK nor China 3D made its capital contribution of RMB 1,500,000 (approximately US $0.24 million) that was due on July 31, 2013 yet. Tianjin 3D will contribute certain assets valued at RMB 1,000,000 (approximately US $0.2 million) for its equity interest of 10% in the joint venture.

Jimmy Kent-Lam Wong, the Company's CEO, a director and principal shareholder, is also one of  two directors of  China 3D and through his affiliates owns a 50% interest in China 3D.  Chang Li, the Company's Chief Technology Officer, a director and a principal shareholder, is the second director of China 3D.

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Note 1 - Description of Business and Organization

6 Months Ended

Jun. 30, 2013

Notes

Note 1 - Description of Business and Organization

NOTE 1 - DESCRIPTION OF BUSINESS AND ORGANIZATION

Living 3D Holdings Ltd (“L3D”) was incorporated in the British Virgin Islands (the “BVI”) on June 23, 2008.  L3D markets three-dimensional (3D) hardware display devices designed by affiliates and manufactured by third parties. Such products have application in industries where LCD monitors and LED panels are utilized, including location based entertainment, computer monitors, telecommunications, mobile phones and other hand held devices.

L3D has the following wholly owned subsidiaries, Living 3D (Hong Kong) Ltd, 3D Capital Holdings Inc, Columbia College Hollywood International Limited and Living 3D Technology Group Limited. L3D and its subsidiaries are collectively referred to as L3D or the Company. L3D is a development stage company as defined by Statement of Financial Accounting Standard No. 7, Accounting and Reporting by Development Stage Enterprises.

On December 8, 2011, L3D entered into a share exchange agreement (the "Share Exchange") with Living 3D Holdings, Inc. (formerly AirWare International Corp and formerly Concrete Casting Incorporated), a company incorporated in the State of Nevada on October 29, 1987.  Under the Exchange Agreement Living 3D Holdings, Inc. ("Living 3D" or the “Company”) issued an aggregate of 62,590,880 shares of its common stock to the shareholders of L3D in exchange for all of the issued and outstanding securities of L3D. The Share Exchange closed on December 8, 2011. As a result of the Share Exchange, L3D became Living 3D's wholly-owned subsidiary.

The transaction has been treated as a recapitalization of L3D and its subsidiaries, with Living 3D (the legal acquirer of L3D and its subsidiaries) considered the accounting acquiree, and L3D whose management took control of Living 3D (the legal acquiree of L3D) considered the accounting acquirer. The Company did not recognize goodwill or any intangible assets in connection with the transaction. All costs related to the transaction are being charged to operations as incurred. The 62,590,880 shares of common stock issued in conjunction with the Share Exchange have been presented as outstanding for all periods. The historical consolidated financial statements include the operations of the accounting acquirer for all periods presented.

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Note 4 - Related Party Transactions (Details) (USD $)	Jun. 30, 2013	Dec. 31, 2012
Details
Due to related party	$ 236,789	$ 184,807

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Document and Entity Information	6 Months Ended
	Jun. 30, 2013	Aug. 12, 2013
Document and Entity Information
Entity Registrant Name	Living 3D Holdings, Inc.
Document Type	10-Q
Document Period End Date	Jun. 30, 2013
Amendment Flag	false
Entity Central Index Key	0000093205
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		69,703,480
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2