As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 9/30/14  3D Makerjet, Inc.                 10-KT       7/31/14   45:1.6M                                   Action Edgar Fil… Svc/FA

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K/T

      .

ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended ______________

  X .

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

For the transition period from February 1, 2014 to July 31, 2014

Commission file number: 333-157783

3D MakerJet, Inc.

(Exact name of registrant as specified in its charter)

Nevada		26-4083754
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

4303 Vineland Rd. F2, Orlando, Florida   32011

(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number: (407) 930-0807

Securities registered under Section 12(b) of the Exchange Act

Title of each class		Name of each exchange on which registered
None		N/A

Securities registered under Section 12(g) of the Exchange Act:

Title of each class

None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes      . No  X .

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes  X . No      .

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes      . No  X .

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  X .

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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” and “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	X .

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

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter. Not available.

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date. 10,200,000 as of September 15, 2014

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TABLE OF CONTENTS

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PART I

Item 1. Business

We were incorporated on January 12, 2009. We have not generated significant revenues from our planned principal operations. However, we cannot take advantage of being an emerging growth company under the JOBS Act because we had gone public prior to December 8, 2011.

Our mission at inception was to provide strategic business planning and management consulting services to small companies. In March 2014, our former President, Edward A. Sundberg, together with our other shareholders sold their shares of our common stock. At that time, Edward A. Sundberg and Lindsay Chisholm resigned their positions as officers and directors. Our principal shareholder is now Market Milestones, Inc., a Nevada corporation, which holds 88.2% of our outstanding shares of common stock. Taylor L. Touchette is president of Market Milestones, Inc. The address of Market Milestones, Inc. is P.O. Box 4470, Lake Tahoe (Stateline), NV 89449-4470.

As part of the agreement relating to the sale of shares and change of ownership, the holders of loans or notes payable issued by us indicating that aggregate amounts of $75,527 due under the notes by us have been forgiven.

At September 15, 2014, we had three employees. We intend to develop a business focused on 3D printers, scanners and ancillary equipment. We plan to take active steps in the next twelve months to develop this line of business.

As a result of our change in business direction, on May 4, 2014, our board of directors and a majority of our shareholders approved an amendment to our Articles of Incorporation for the purpose of changing our name to “3D MakerJet, Inc.” and increasing our total authorized capital stock from 75,000,000 shares to 310,000,000 shares, consisting of 300,000,000 shares of common stock, par value $0.001 per share, and 10,000,000 shares of preferred stock, par value $0.001 per share.

On September 9, 2014, the board approved the change of our fiscal year end from January 31 to July 31, beginning with July 31, 2014. References to any of our previous fiscal years mean the fiscal years ended on January 31. This transition report on Form 10-K/T covers the fiscal period beginning on February 1, 2014 through July 31, 2013, and annual reports on Form 10-K covering fiscal years ending July 31 will be filed thereafter.

Item 2. Properties

We lease space for our corporate offices at 4303 Vineland Rd. F2, Orlando, Florida 32011. The term of the lease is June 1, 2014 through August 31, 2017. Rent is due under the following schedule:

Item 3. Legal Proceedings

We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.

Item 4. Mine Safety Disclosures

N/A

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PART II

Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities

Market Information

There is presently no public market for our common stock. We intend to enlist a market maker to enable us to quote on the OTCBB, but we can provide no assurance that a public market will materialize.

Holders of Our Common Stock

As of September 15, 2014, we had 10,200,000 shares of our common stock issued and outstanding, held by four (4) shareholders of record, with others holding shares in street name.

Dividends

There are no restrictions in our articles of incorporation or bylaws that prevent us from declaring dividends. The Nevada Revised Statutes, however, do prohibit us from declaring dividends where after giving effect to the distribution of the dividend:

1.

We would not be able to pay our debts as they become due in the usual course of business, or;

2.

Our total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.

We have not declared any dividends and we do not plan to declare any dividends in the foreseeable future.

Securities Authorized for Issuance under Equity Compensation Plans

We do not have any equity compensation plans.

Item 6. Selected Financial Data

A smaller reporting company is not required to provide the information required by this Item.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.

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Results of Operations for the six month periods ended July 31, 2014 and 2013

Revenues

We have generated limited revenue since our inception. We have incurred losses since our inception.

Operating Expenses

Operating expenses increased to $224,244 for the six month transition period ended July 31, 2014 from $6,500 for the six months ended July 31, 2013. The increase is primarily due to legal fees totaling $29,220, subcontractor fees totaling $95,853, travel expenses of $35,355, and design fees totaling $25,133.

We anticipate our operating expenses will increase as we undertake our plan of operations. The increase will be attributable to administrative and operating costs associated with our 3D printer related activities and the professional fees associated with our reporting obligations under the Securities Exchange Act of 1934.

Other Income (Expense)

Other income (expenses) increased to $29,862 for the six month transition period ended July 31, 2014 from $(524) for the six months ended July 31, 2013. The increase is primarily due to a gain on forgiveness of debt of $48,287 with an offsetting increase in interest expense of $17,901.

Net Loss

We incurred a net loss of $194,382 for the six month transition period ended July 31, 2014, compared to a net loss of $7,024 for the six months ended July 31, 2013.

Results of Operations for the years ended January 31, 2014 and 2013

Revenues

We have generated limited revenue since our inception. We have incurred losses since our inception.

Operating Expenses

Operating expenses decreased to $7,002 for the year ended January 31, 2014 from $38,022 for the year ended January 31, 2013. Our operating expenses for the year ended January 31, 2014 consisted of professional fees in the amount of $7,002. In comparison, our operating expenses for the year ended January 31, 2013 consisted of professional fees in the amount of $601, officer compensation of $37,421.

We anticipate our operating expenses will increase as we undertake our plan of operations. The increase will be attributable to administrative and operating costs associated with our 3D printer related activities and the professional fees associated with our reporting obligations under the Securities Exchange Act of 1934.

Other Income (Expense)

Other expense consisted of interest of $1,048 for the years ended January 31, 2014 and 2013.

Net Loss

We incurred a net loss of $8,050 for the year ended January 31, 2014, compared to a net loss of $29,992 for the year ended January 31, 2013.

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Liquidity and Capital Resources

As of July 31, 2014, we had $81,923 in total current assets. We had current liabilities of $132,494 as of July 31, 2014. Accordingly, we had a working capital deficit of $50,571 as of July 31, 2014.

Operating activities used $253,922 in cash for the six month transition period ended July 31, 2014, as compared with $0 used for the six months ended July 31, 2013. Our negative operating cash flow for January 31, 2014 was mainly a result of our net loss for the period, the gain on forgiveness of debt, and the increase in inventory, offset by an increase in accrued expenses.

Investing activities for the six month transition period ended July 31, 2014 used $27,333 in cash, as compared with cash flows used by financing activities of $0 for the six months ended July 31, 2013, due to the purchase of showroom equipment in the current period.

Financing activities for the six month transition period ended July 31, 2014 generated $301,178 in cash, as compared with cash flows provided by financing activities of $0 for the six months ended July 31, 2013. Proceeds from financing activities consisted of $62,000 in advances from a related party and $239,178 in proceeds from convertible debt, including $131,631 in proceeds from a related party.

The success of our business plan beyond the next 12 months is contingent upon us obtaining additional financing. We intend to fund operations through debt and/or equity financing arrangements, which may be insufficient to fund our capital expenditures, working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all.

Going Concern

We were formed in January 2009. We have negative working capital and a net stockholders’ deficit of $19,734 at July 31, 2014 and have no sources of financing. While we are attempting to expand operations and produce revenues, our cash position may not be significant enough to support our daily operations. Management will seek funds from outside business contacts as needed. There can be no assurances to that our business plan will succeed.

Our ability to continue as a going concern is dependent upon our ability to further implement our business plan and generate revenues. The financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern.

Critical Accounting Policies

In December 2001, the SEC requested that all registrants list their most “critical accounting polices” in the Management Discussion and Analysis. The SEC indicated that a “critical accounting policy” is one which is both important to the portrayal of a company’s financial condition and results, and requires management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. We do not believe that any accounting policies currently fit this definition.

Recently Issued Accounting Pronouncements

We do not expect the adoption of recently issued accounting pronouncements to have a significant impact on our results of operations, financial position or cash flow.

Off Balance Sheet Arrangements

As of July 31, 2014, there were no off balance sheet arrangements.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

A smaller reporting company is not required to provide the information required by this Item.

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Item 8. Financial Statements and Supplementary Data

Index to Financial Statements Required by Article 8 of Regulation S-X:

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors

3D MakerJet, Inc. (formerly American Business Change Agents, Inc.)

We have audited the accompanying balance sheets of 3D MakerJet, Inc. (formerly American Business Change Agents, Inc.) as of July 31, 2014, January 31, 2014 and 2013, and the related statements of operations, stockholders’ deficit, and cash flows for the periods then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company has determined that it is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of 3D MakerJet, Inc. (formerly American Business Change Agents, Inc.) as of July 31, 2014, January 31, 2014 and 2013, and the results of its operations and cash flows for the periods then ended in conformity with accounting principles generally accepted in the United States.

The accompanying financial statements have been prepared assuming that 3D MakerJet, Inc. (formerly American Business Change Agents, Inc.) will continue as a going concern. As discussed in Note 3 to the financial statements, the Company has incurred losses from operations since inception, has negative working capital, and is in need of additional financing. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans with regard to these matters are described in Note 3. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

L.L. Bradford & Company

/s/ L.L. Bradford & Company

Sugar Land, Texas

September 15, 2014

F-1

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3D MAKERJET, INC.

(Formerly)

AMERICAN BUSINESS CHANGE AGENTS, INC.

BALANCE SHEETS

AS OF JULY 31, 2014 AND JANUARY 31, 2014 AND 2013

ASSETS		July 31, 2014		January 31, 2014		January 31, 2013
Current Assets
Cash	$	19,923	$	-	$	2
Inventory		62,000		-		-
Total Current assets		81,923		-		-
Property and equipment, net of accumulated depreciation of $3,370		23,963		-		-
Lease security deposit and other asset		7,234		-		-
Total Assets	$	113,120	$	-	$	2
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts payable and accrued liabilities	$	54,751	$	18,950	$	10,902
Convertible notes payable, net of discount of $223,435, $0 and $0, respectively		15,743		38,000		38,000
Loan payable		-		7,220		7,220
Due to related parties		62,000		30,307		30,307
Total liabilities		132,494		94,477		86,429
Stockholders’ Deficit
Preferred stock; $0.001 par value; 10,000,000 shares authorized; none issued or outstanding		-		-		-
Common stock $0.001 par value; 300,000,000 shares authorized; 10,200,000 and 10,200,000 shares issued and outstanding at July 31, 2014 and January 31, 2014 and 2013		10,200		10,200		10,200
Additional paid in capital		280,285		10,800		10,800
Accumulated deficit		(309,859)		(115,477)		(107,427)
Total Stockholders’ Deficit		(19,374)		(94,477)		(86,427)
Total Liabilities and Stockholders’ Deficit	$	113,120	$	-	$	2

See accompanying notes to the financial statements.

F-2

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3D MAKERJET, INC.

(Formerly)

AMERICAN BUSINESS CHANGE AGENTS, INC.

STATEMENTS OF OPERATIONS

FOR THE SIX MONTHS ENDED JULY 31, 2014 AND 2013 AND

FOR THE YEARS ENDED JANUARY 31, 2014 AND 2013

		Six Months Ended July 31,				Years Ended January 31,
		2014		2013		2014		2013
REVENUES	$	-	$	-	$	-	$	9,078
OPERATING EXPENSES
General and administrative		212,044		6,500		7,002		601
Compensation		12,200		-		-		37,421
TOTAL OPERATING EXPENSES		224,244		6,500		7,002		38,022
LOSS FROM OPERATIONS		(224,244)		(6,500)		(7,002)		(28,944)
OTHER INCOME (EXPENSE)
Gain on forgiveness of debt		48,287		-		-		-
Interest expense		(18,425)		(524)		(1,048)		(1,048)
TOTAL OTHER INCOME (EXPENSE)		29,862		(524)		(1,048)		(1,048)
PROVISION FOR INCOME TAXES		-		-		-		-
NET LOSS	$	(194,382)	$	(7,024)	$	(8,050)	$	(29,992)
NET LOSS PER SHARE: BASIC AND DILUTED	$	($0.02)	$	(0.00)	$	(0.00)	$	(0.00)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED		10,200,000		10,200,000		10,200,000		10,200,000

See accompanying notes to the financial statements.

F-3

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3D MAKERJET, INC.

(Formerly)

AMERICAN BUSINESS CHANGE AGENTS, INC.

STATEMENT OF STOCKHOLDERS’ DEFICIT

THE PERIOD FROM JANUARY 31, 2012 TO JULY 31, 2014

See accompanying notes to the financial statements.

F-4

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3D MAKERJET, INC.

(Formerly)

AMERICAN BUSINESS CHANGE AGENTS, INC.

STATEMENTS OF CASH FLOWS

 FOR THE SIX MONTHS ENDED JULY 31, 2014 AND 2013 AND THE

YEARS ENDED JANUARY 31, 2014 AND 2013

See accompanying notes to the financial statements.

F-5

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3D MAKERJET, INC.

(Formerly)

AMERICAN BUSINESS CHANGE AGENTS, INC.

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1 – ORGANIZATION

3D MakerJet, Inc. (the Company), formerly known as American Business Change Agents, Inc. was incorporated under the laws of the State of Nevada on January 12, 2009.

On March 21, 2014, Edward A. Sundberg, our former officer and director, sold an aggregate of 9,000,000 shares of his common stock in our company to Market Milestones, Inc., in a private transaction. As consideration for the shares, Market Milestones, Inc. paid a total purchase price of $200,000 from its personal funds. Immediately upon the closing of the transaction, Market Milestones, Inc. became the majority shareholder of our company and beneficially owned stock representing 88% of the outstanding voting shares of our company.

On May 4, 2014, the name of the Company was changed to 3D MakerJet, Inc. and the Company’s total authorized capital stock was increased from 75,000,000 shares to 310,000,000 shares, consisting of 300,000,000 shares of common stock, par value $0.001 per share, and 10,000,000 shares of preferred stock, par value $0.001 per share.

The Company is developing a business plan focused on the sale of 3D printers, scanners and ancillary equipment.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Change in Fiscal Year End

On September 9, 2014, the Board approved the change of our fiscal year end from January 31 to July 31, beginning with July 31, 2014. References to any of our previous fiscal years mean the fiscal years ended on January 31. This transition report on Form 10-K/T covers the transition period beginning on February 1, 2014 through July 31, 2014, and annual reports on Form 10-K covering fiscal years ending July 31 will be filed thereafter. As a result of the change in fiscal year end, the financial statements include the Company’s financial results for the six month transition period from February 1, 2014 to July 31, 2014 (the “transition period”). The comparative six month information provided for the period ended July 31, 2013 is unaudited as it represented an interim period during the fiscal year ended January 31, 2014.

Accounting Basis

These financial statements are prepared on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. GAAP 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 revenues and expenses during the reporting period. Actual results could differ from those estimates.

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Fair Value Measurements

Accounting Standards Codification (“ASC”) 820-10, Fair Value Measurements, defines fair value, establishes a framework for measuring fair value under generally accepted accounting principles and enhances disclosures about fair value measurements. Fair value is defined under ASC 820-10 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the Note principal or the most advantageous market for an asset or liability in an orderly transaction between participants on the measurement date. Valuation techniques used to measure fair value under ASC 820-10 must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on the levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following:

•

Level 1 - Quoted prices in active markets for identical assets or liabilities.

•

Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or corroborated by observable market data or substantially the full term of the assets or liabilities.

•

Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the value of the assets or liabilities

Cash Equivalents

The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents.

Inventory

Inventory is valued at cost using the first-in, first-out cost flow assumption. All inventory consists of finished products ready for sale.

Extinguishment of debt

The company accounts for debt extinguishment pursuant FASB ASC 470-50-40 Debt Modifications and Extinguishments - Derecognition which provides that the net carrying amount of extinguished debt shall be recognized currently in income of the period of extinguishment as losses or gains and moreover, extinguishment transaction between related entities can be in capital transaction and should be identified as a separate item.

Beneficial Conversion Features

From time to time, the Company may issue convertible notes that may contain an imbedded beneficial conversion feature. A beneficial conversion feature exists on the date a convertible note is issued when the fair value of the underlying common stock to which the note is convertible into is in excess of the remaining unallocated proceeds of the note after first considering the allocation of a portion of the note proceeds to the fair value of warrants, if related warrants have been granted. The intrinsic value of the beneficial conversion feature is recorded as a debt discount with a corresponding amount to additional paid in capital. The debt discount is amortized to interest expense over the life of the note using the effective interest method.

Revenue Recognition

The Company applies paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned less an amount for estimated future doubtful accounts. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the services have been rendered, (iii) the sales price for the services is fixed or determinable, and (iv) collectability is reasonably assured.

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Income Taxes

The Company accounts for income taxes pursuant to FASB ASC 740—Income Taxes, which requires recognition of deferred income tax liabilities and assets for the expected future tax consequences of events that have been recognized in the financial statements or tax returns. The Company provides for deferred taxes on temporary differences between the financial statements and tax basis of assets using the enacted tax rates that are expected to apply to taxable income when the temporary differences are expected to reverse.

FASB ASC 740 establishes a more-likely-than-not threshold for recognizing the benefits of tax return positions in the financial statements. Also, the statement implements a process for measuring those tax positions that meet the recognition threshold of being ultimately sustained upon examination by the taxing authorities. There are no uncertain tax positions taken by the Company on its tax returns. The Company files tax returns in the U.S. and states in which it has operations and is subject to taxation. Tax years subsequent to 2008 remain open to examination by U.S. federal and state tax jurisdictions.

Fair value of financial instruments

3D Makerjet’s financial instruments consist of payables and short-term debt. The carrying amount of payables approximates fair value because of the short-term nature of these items. The carrying amount of short-term debt approximates fair value due to the relationship between the interest rate on debt and 3D Makerjet’s incremental risk adjusted borrowing rate.

Net Loss Per Common Share

Net loss per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. There were no potentially dilutive shares outstanding as of January 31, 2014 or 2013. There are no shares included in the earnings per share calculation for the years ended January 31, 2014 or 2013 or the six months ended July 31, 2014 related to the Company's convertible note outstanding because the Company’s average stock price did not exceed the conversion price and, accordingly, there is no conversion spread. The company has incurred losses for all periods, the impact of the common stock equivalents would be antidilutive and therefore are not included in the calculation.

Property and Equipment

Property and equipment are recorded at cost and depreciated or amortized using the straight-line method over the estimated useful life of the asset or the underlying lease term for leasehold improvements, whichever is shorter. The estimated useful life by asset description is noted in the following table:

Asset Description		Estimated Useful Life (years)
Showroom equipment		2

Additions are capitalized and maintenance and repairs are charged to expense as incurred. Gains and losses on dispositions of equipment are reflected in other income.

Subsequent Events

The Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company evaluates subsequent events from the date of the balance sheet through the date when the financial statements are issued. Pursuant to ASU 2010-09 of the FASB Accounting Standards Codification, the Company as an SEC filer considers its financial statements issued when they are widely distributed to users, such as through filing them with the SEC on the EDGAR system.

F-8

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Recently Issued Accounting Standards

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.

NOTE 3 – GOING CONCERN

The Company was formed in January 2009. It has incurred cumulative losses since inception, has negative working capital and a net stockholders’ deficit of $19,374 at July 31, 2014 and recurring negative cash flows from operations. While the Company is attempting to raise both debt and equity capital, expand operations and produce revenues, the Company’s cash position may not be significant enough to support the Company’s daily operations. Management intends to seek funds from outside business contacts as needed. There can be no assurances to that its business plan will succeed. Accordingly, there is doubt that the Company will be able to realize its assets and liquidate its liabilities in the normal course of business operations.

The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate revenues. 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– PROPERTY AND EQUIPMENT

Property and equipment consists of the following at July 31:

		July 31,2014
3D Printers & scanning equipment	$	27,333
Less: accumulated depreciation and amortization		(3,370)
Property & equipment, Net	$	23,963

Depreciation expense for the six months ended July 31, 2014 amounted to $3,370.

NOTE 5 – LOANS PAYABLE

As of January 31, 2014, the Company had loans payable of $45,220 due to an unrelated party and a loan payable to its former President with a principal balance of $30,307. Both loans payable were forgiven in March 2014. Accrued interest on the unrelated party notes and the related party note was $3,067 and $0, respectively, on the date of forgiveness. The Company recognized a gain of $48,287 upon the forgiveness of the unrelated party notes and related accrued interest and recorded an increase in additional paid capital of $30,307 related to the forgiveness of the related party debt and related party debt. As a result, the balance in notes payable at July 31, 2014 was $0.

NOTE 6 – CONVERTIBLE PROMISSORY NOTES

On various dates from June 16, 2014 through July 27, 2014, the Company issued convertible promissory notes totaling $239,178, including $131,631 to an employee. The notes mature between June 24, 2015 and July 31, 2015, carry interest at 15%, and are convertible into the common stock of the Company at a conversion price of $0.001 per share. At the time of issuance, the notes were evaluated and were determined to contain a beneficial conversion feature. As a result, a discount on convertible promissory notes totaling $239,178, including $131,631 to the related party, was recorded with a corresponding credit to additional paid-in capital. Discount amortization for the six months ended July 31, 2014 totaled $15,743.

F-9

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NOTE 7 – STOCKHOLDERS’ DEFICIT

The Company is authorized to issue 300,000,000 shares of common stock and 10,000,000 shares of preferred stock.

There were 9,000,000 shares of common stock issued at incorporation.

The Company incurred $50,000 of legal costs relating to the registration of shares of its common stock in a Registration Statement on Form S-1 that became effective in September 2010. This amount was included in Accrued Expenses at January 31, 2011. That obligation was satisfied in full in February 2011 when the Company (i) issued 1,200,000 registered shares of common stock and (ii) entered into a $38,000 convertible note payable with its outside counsel to satisfy the obligation. The convertible note is payable on demand, bears interest at 2% per annum, and is convertible into shares of the Company’s common stock at a price per share equal to the par value of the shares. Conversion can be in whole or in any portion of the outstanding principal balance at the option of the holder. The convertible note payable was forgiven in March 2014.

After the 1,200,000 shares were issued, there were 10,200,000 common shares outstanding. No shares of preferred stock have been issued.

In March 2014, the Company recorded an increase in additional paid-in capital of $30,307 related to the forgiveness of related party debt.

On various dates in June and July 2014, the Company recorded increases to additional paid-in capital of $239,178 related to beneficial conversion features on convertible promissory notes.

NOTE 8 – RELATED PARTY TRANSACTIONS

In March 2014, the former president forgave $30,307 of debt. The forgiveness amount is recorded as additional paid in capital.

During the six months ended July 31, 2014, 3D MakerJet Asia, Ltd. purchased inventory valued at $62,000 on behalf of the Company. This amount is outstanding as of July 31, 2014.

NOTE 9– INCOME TAXES

The company had a change in ownership on March 21, 2014. Because of the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards for Federal income tax reporting purposes are subject to annual limitations. The change in Company ownership described in Note 1 limits the use of the net operating loss of prior ownership change carry forwards in future years.

As of July 31, 2014, the Company has net operating loss carry forwards of approximately $125,121. This loss carry forward expires according to the following schedule:

Year Ending July 31,		Amount
2034	$	125,121
Total	$	125,121

The income tax provision differs from the amount of income tax determined by applying the federal income tax rate to pre-tax income from continuing operations for the years ended July 31, 2014, due to the following:

		Amount
Computed "expected" tax expense (benefit)	$	(43,792)
Valuation allowance		43,792
Income tax expense (benefit)	$	-

Unrealized deferred tax assets at July 31, 2014 are comprised of net operating loss carry forwards.

F-10

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NOTE 10 – COMMITMENTS AND CONTINGENCIES

The Company leases office space at 4303 Vineland Rd. F2, Orlando, Florida 32011. The term of the lease is June 1, 2014 through August 31, 2017.

The Company accounts for the lease on the straight-line basis and is recording monthly rent expense of $2,045. Total rent expense for the six months ended July 31, 2014 was $4,091.

Minimum future lease commitments are as follows:

Year Ending July 31,		Amount
2015	$	23,607
2016		26,518
2017		27,313
2018		2,332
Total	$	79,770

NOTE 11 – SUBSEQUENT EVENTS

The Company has evaluated all events that occurred after the balance sheet date of January 31, 2014 through September 15, 2014, the date when the financial statements were issued. The Management of the Company determined that there were no reportable events that occurred during that subsequent period to be disclosed or recorded other than the transaction described in Note 2 regarding the change in our fiscal year.

F-11

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Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure

No events occurred requiring disclosure under Item 304 of Regulation S-K during the six month transition period ending July 31, 2014.

Item 9A. Controls and Procedures

(a)

Disclosure Controls and Procedures

We conducted an evaluation, with the participation of our Chief Executive Officer and Chief Financial Officer, 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) under the Securities Exchange Act of 1934, as amended, or the Exchange Act, as of July 31, 2014, to ensure that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities Exchange Commission’s rules and forms, including to ensure that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is accumulated and communicated to our management, including our principal executive and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of July 31, 2014, our disclosure controls and procedures were not effective at the reasonable assurance level due to the material weaknesses identified and described in Item 9A(b).

Our principal executive officers do not expect that our disclosure controls or internal controls will prevent all error and all fraud. Although our disclosure controls and procedures were designed to provide reasonable assurance of achieving their objectives and our principal executive officers have determined that our disclosure controls and procedures are effective at doing so, a control system, no matter how well conceived and operated, can provide only reasonable, not absolute assurance that the objectives of the system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company 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 if there exists in an individual a desire to do so. There can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

(b)

Management Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in Rules 13a-15(f) and 15d-15(f) promulgated under the Exchange Act, as amended, as a process designed by, or under the supervision of, our principal executive and principal financial officer and effected by our board of directors, management and other personnel, 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 in the United States and includes those policies and procedures that:

•

Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect our transactions and any disposition of our assets;

•

Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and

•

Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect all misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

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A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. Our management assessed the effectiveness of our internal control over financial reporting as of July 31, 2014. In making this assessment, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework. Based on this assessment, Management identified the following material weaknesses that have caused management to conclude that, as of July 31, 2014, our disclosure controls and procedures, and our internal control over financial reporting, were not effective at the reasonable assurance level:

1.

We do not have written documentation of our internal control policies and procedures. Written documentation of key internal controls over financial reporting is a requirement of Section 404 of the Sarbanes-Oxley Act as of the six month transition period ending July 31, 2014. Management evaluated the impact of our failure to have written documentation of our internal controls and procedures on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented a material weakness.

2.

We do not have sufficient segregation of duties within accounting functions, which is a basic internal control. Due to our size and nature, segregation of all conflicting duties may not always be possible and may not be economically feasible. However, to the extent possible, the initiation of transactions, the custody of assets and the recording of transactions should be performed by separate individuals. Management evaluated the impact of our failure to have segregation of duties on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented a material weakness.

3.

Effective controls over the control environment were not maintained. Specifically, a formally adopted written code of business conduct and ethics that governs our employees, officers, and directors was not in place. Additionally, management has not developed and effectively communicated to employees its accounting policies and procedures. This has resulted in inconsistent practices. Further, our Board of Directors does not currently have any independent members and no director qualifies as an audit committee financial expert as defined in Item 407(d)(5)(ii) of Regulation S-K. Since these entity level programs have a pervasive effect across the organization, management has determined that these circumstances constitute a material weakness.

To address these material weaknesses, management performed additional analyses and other procedures to ensure that the financial statements included herein fairly present, in all material respects, our financial position, results of operations and cash flows for the periods presented. Accordingly, we believe that the financial statements included in this report fairly present, in all material respects, our financial condition, results of operations and cash flows for the periods presented.

(c)

Remediation of Material Weaknesses

To remediate the material weakness in our documentation, evaluation and testing of internal controls we plan to engage a third-party firm to assist us in remedying this material weakness once resources become available.

We intend to remedy our material weakness with regard to insufficient segregation of duties by hiring additional employees in order to segregate duties in a manner that establishes effective internal controls once resources become available.

(d)

Changes in Internal Control over Financial Reporting

No change in our system of internal control over financial reporting occurred during the period covered by this report, the six month transition period ended July 31, 2014, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Item 9B. Other Information

On June 1, 2014, we appointed Eric Forward as our Chief Financial Officer. Aside from that provided in the section titled “Executive Compensation,” our newly-appointed officer has not had any material direct or indirect interest in any of our transactions or proposed transactions over the last two years. At this time, we do not have any written employment agreements or other formal compensation agreements with the Mr. Forward. Compensation arrangements with our officers and directors are the subject of ongoing development and we will make appropriate additional disclosures as they are further developed and formalized.

There are no family relationships among any of our current or former directors or executive officers.

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PART III

Item 10. Directors, Executive Officers and Corporate Governance

The following table contains information with respect to our current executive officer and director:

John Crippen. From 2009 to 2010, Mr. Crippen was a consultant at Business Planning Group in Orlando, Florida, providing assistance to companies in the areas of real estate, finance, technologies, and benefits packages. He received his Bachelor of Arts degree in Literature from NYU.

Eric Forward. From 2000 to 2013, Mr. Forward served as the Chief Financial Officer for Margaritaville Enterprises, a leading restaurant, retail, hospitality and branding company. He graduated from St John Fisher College with a degree in finance.

Term of Office

Our directors are appointed for a one-year term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws. Our officers are appointed by our board of directors and hold office until removed by the board.

Family Relationships

There are no family relationships between or among the directors, executive officers or persons nominated or chosen by us to become directors or executive officers.

Involvement in Certain Legal Proceedings

To the best of our knowledge, during the past ten years, none of the following occurred with respect to a present or former director, executive officer, or employee: (1) any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time; (2) any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); (3) being subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his or her involvement in any type of business, securities or banking activities; and (4) being found by a court of competent jurisdiction (in a civil action), the SEC or the Commodities Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.

Committees of the Board

Our company currently does not have nominating, compensation or audit committees or committees performing similar functions nor does our company have a written nominating, compensation or audit committee charter. Our directors believe that it is not necessary to have such committees, at this time, because the functions of such committees can be adequately performed by the board of directors.

Our company does not have any defined policy or procedural requirements for shareholders to submit recommendations or nominations for directors. The board of directors believes that, given the stage of our development, a specific nominating policy would be premature and of little assistance until our business operations develop to a more advanced level. Our company does not currently have any specific or minimum criteria for the election of nominees to the board of directors and we do not have any specific process or procedure for evaluating such nominees. The board of directors will assess all candidates, whether submitted by management or shareholders, and make recommendations for election or appointment.

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A shareholder who wishes to communicate with our board of directors may do so by directing a written request addressed to our CEO and director, John Crippen, at the address appearing on the first page of this transition report.

Code of Ethics

We have not adopted a Code of Ethics that applies to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.

Item 11. Executive Compensation

The table below summarizes all compensation awarded to, earned by, or paid to our officers for all services rendered in all capacities to us for our fiscal years ended July 31, 2014 and 2013.

SUMMARY COMPENSATION TABLE
							Nonqualified
						Non-Equity	Deferred
				Stock	Option	Incentive Plan	Compensation	All Other
Name and		Salary	Bonus	Awards	Awards	Compensation	Earnings	Compensation	Total
principal position	Period Ended	($)	($)	($)	($)	($)	($)	($)	($)
John Crippen	July 31, 2014	13,962						22,500	36,462
Chief Executive Officer,	January 31, 2014	-	-	-	-	-	-	-	-
Principal Executive Officer and Director	January 31, 2013	-	-	-	-	-	-	-	-
Edward Sundberg	July 31, 2014	-	-	-	-	-	-	-	-
Former Chief Executive	January 31, 2014	-	-	-	-	-	-	-	-
Officer, Principal Executive Officer and Director	January 31, 2013	37,421	-	-	-	-	-	-	37,421
Eric Forward	July 31, 2014	-	-	-	-	-	-	3,010	3,010
Chief Financial Officer	January 31, 2014	-	-	-	-	-	-	-	-
	January 31, 2013	-	-	-	-	-	-	-	-

Narrative Disclosure to the Summary Compensation Table

We have not entered into any employment agreement or consulting agreement with our executive officers. There are no arrangements or plans in which we provide pension, retirement or similar benefits for executive officers.

Our decision to compensate officers depends on the availability of our cash resources with respect to the need for cash to further our business purposes.

Stock Option Grants

We have not granted any stock options to the executive officers or directors since our inception.

Outstanding Equity Awards at Fiscal Year-End

The table below summarizes all unexercised options, stock that has not vested, and equity incentive plan awards for each named executive officer as of July 31, 2014.

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OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END
OPTION AWARDS					STOCK AWARDS
Name	Number of Securities Underlying Unexercised Options (#) Exercisable	Number of Securities Underlying Unexercised Options (#) Unexercisable	Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)	Option Exercise Price ($)	Option Expiration Date	Number of Shares or Units of Stock That Have Not Vested (#)	Market Value of Shares or Units of Stock That Have Not Vested ($)	Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)	Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested (#)
John Crippen	-	-	-	-	-	-	-	-	-
Eric Forward	-	-	-	-	-	-	-	-	-

Director Compensation

We do not pay any compensation to our directors at this time. However, we reserve the right to compensate our directors in the future with cash, stock, options, or some combination of the above.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The following table sets forth, as of September 15, 2014, certain information as to shares of our voting stock owned by (i) each person known by us to beneficially own more than 5% of our outstanding voting stock, (ii) each of our directors, and (iii) all of our executive officers and directors as a group.

Unless otherwise indicated below, to our knowledge, all persons listed below have sole voting and investment power with respect to their shares of voting stock, except to the extent authority is shared by spouses under applicable law.

The number of shares beneficially owned by each stockholder is determined under rules promulgated by the SEC. The information is not necessarily indicative of beneficial ownership for any other purpose. Under these rules, beneficial ownership includes any shares as to which the individual or entity has sole or shared voting or investment power and any shares as to which the individual or entity has the right to acquire beneficial ownership within 60 days through the exercise of any stock option, warrant or other right. The inclusion in the following table of those shares, however, does not constitute an admission that the named stockholder is a direct or indirect beneficial owner.

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Item 13. Certain Relationships and Related Transactions, and Director Independence

Other than the transactions described below and under the heading “Executive Compensation” (or with respect to which such information is omitted in accordance with SEC regulations), since February 1, 2014 there have not been, and there is not currently proposed, any transaction or series of similar transactions to which we were or will be a participant in which the amount involved exceeded or will exceed $120,000, and in which any director, executive officer, holder of 5% or more of any class of our capital stock or any member of the immediate family of any of the foregoing persons had or will have a direct or indirect material interest.

During the six months ended July 31, 2014, 3D MakerJet Asia, Ltd. purchased inventory valued at $62,000 on behalf of the Company. This amount is outstanding as of July 31, 2014.

In March 2014, the Company’s former president, Edward Sundberg, forgave $30,307 of debt. The forgiveness amount is recorded as additional paid in capital.

Director Independence

For purposes of determining director independence, we have applied the definitions set out in NASDAQ Rule 4200(a)(15). Under NASDAQ Rule 4200(a)(15), a director is not considered to be independent if he or she is also an executive officer or employee of the corporation. Accordingly, we do not have an independent director as of July 31, 2014.

Item 14. Principal Accounting Fees and Services

Audit Fees: Audit fees consist of fees billed for professional services rendered for the audit of our year-end financial statements and services that are normally provided in connection with statutory and regulatory filings. Fees incurred were $10,000 for the six month transition period ended July 31, 2014 and $6,000 and $5,000 for the years ended January 31, 2014 and 2013, respectively.

Audit-Related Fees: Audit-related services consist of fees billed for assurance and related services that are reasonably related to the performance of the audit or review of our financial statements and are not reported under “Audit Fees.” These services include attest services that are not required by statute or regulation and consultations concerning financial accounting and reporting standards and were not incurred for the six month transition period ended July 31, 2014 or for the years ended January 31, 2014 and 2013.

Tax Services Fees: Tax fees consist of fees billed for professional services for tax compliance. These services include assistance regarding federal, state, and local tax compliance. Tax fees were not incurred during the six month transition period ended July 31, 2014 or for the years ended January 31, 2014 and 2013.

All Other Fees: Other fees, which were not incurred, would include fees for products and services other than the services reported above.

PART IV

Item 15. Exhibits, Financial Statements Schedules

(a)

Financial Statements and Schedules

The following financial statements and schedules listed below are included in this Form 10-K/T.

Financial Statements (See Item 8)

(b)

Exhibits

Exhibit Number		Description
31.1		Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2		Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

3D MakerJet, Inc.

By: /s/ John Crippen

John Crippen

President, Chief Executive Officer, Principal Executive Officer,

and Director

September 19, 2014

By: /s/ Eric Forward

Eric Forward

Chief Financial Officer, Principal Financial Officer,

And Principal Accounting Officer

September 19, 2014

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By: /s/ John Crippen

John Crippen

President, Chief Executive Officer, Principal Executive Officer,

and Director

September 19, 2014

By: /s/ Eric Forward

Eric Forward

Chief Financial Officer, Principal Financial Officer,

And Principal Accounting Officer

September 19, 2014

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