SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.  20549
                          FORM 10-Q

(Mark One)

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

      For the quarterly period ended September 30, 2012

                OR

[  ]  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 		000-54830

                      SANDGATE ACQUISITION CORPORATION
           (Exact name of registrant as specified in its charter)


            Delaware                             46-1856372
    (State or other jurisdiction of           (I.R.S. Employer
     incorporation or organization)          Identification No.)

                           215 Apolena Avenue
                        Newport Beach, California 92662
          (Address of principal executive offices)  (zip code)

                              202/387-5400        
          (Registrant's telephone number, including area code)


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

Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company.  See 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           Smaller reporting company  X
   (do not check if a smaller reporting company)


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

Indicate the number of shares outstanding of each of the issuer's 
classes of stock, as of the latest practicable date.


     Class                                   Outstanding at 
                                           September 30, 2012

Common Stock, par value $0.0001               20,000,000

Documents incorporated by reference:            None



<PAGE>


                      FINANCIAL STATEMENTS

       
Balance Sheets as of September 30, 2012 (unaudited) and 
July 31, 2012                                                   1
       
Statement of Operations for the Period from July 23, 
2012 (Inception) to September 30, 2012 (unaudited)              2

Statement of Cash Flows for the Period from July 23, 
2012 (Inception) to September 30, 2012 (unaudited)              3
       
Notes to Financial Statements (unaudited)                       4-7


<PAGE>
______________________________________________________________________

                       SANDGATE ACQUISITION CORPORATION
                        (A DEVELOPMENT STAGE COMPANY)
                              BALANCE SHEETS


<TABLE>
<CAPTION>                         
                      ASSETS                                         
                                                    
                                                   September 30,      July 31,
						      2012              2012
                                                   ------------      ----------
                                                   (unaudited)
  <S>                                            <C>               <C>
  Current assets      
    Cash                                         $      2,000       $    2,000
                                                  ------------      -----------
            Total assets                         $      2,000       $    2,000
                                                  ============      ===========

               LIABILITIES AND SHAREHOLDERS' EQUITY

  Current liabilities                            $          -       $        -
                                                  ------------      -----------

            Total liabilities                               -                -
                                                  ------------      -----------
  Stockholders' equity
    Preferred stock, $0.0001 par value, 
    20,000,000 shares authorized; none
    issued and outstanding                                  -                -

  Common stock, $0.0001 par value, 100,000,000 
    shares authorized; 20,000,000 shares issued 
    and outstanding                                     2,000            2,000
    
  Additional paid-in capital                            1,007                -
   
  Deficit accumulated during the 
       development stage                               (1,007)               -
                                                  ------------      -----------

         Total stockholders' equity                     2,000            2,000
                                                  ------------      -----------

        Total liabilities and stockholders'
        equity                                   $      2,000       $    2,000
                                                  ============      ===========

</TABLE>


   The accompanying notes are an integral part of these financial statements

                                   1

<PAGE>
______________________________________________________________________

                       SANDGATE ACQUISITION CORPORATION
                        (A DEVELOPMENT STAGE COMPANY)
                           STATEMENT OF OPERATIONS
                               (unaudited)

                                                  For the period from
                                                    July 23, 2012
                                                    (Inception) to
                                                   September 30, 2012
                                                   -----------------

    Revenues                                       $            -

    Cost of revenue                                             -
                                                  -----------------
       Gross profit                                             -
                                                 
    Operating expenses                                       1,007
                                                  -----------------
    Loss before income tax                                  (1,007)

    Income tax                                                  -
                                                  -----------------

    Net loss                                     $          (1,007)
                                                 ==================

    Loss per share - basic and diluted           $          (0.00)
                                                 ==================

    Weighted average shares-basic and diluted           20,000,000
                                                 ==================


The accompanying notes are an integral part of these financial statements

                                   2

<PAGE>

______________________________________________________________________

                     SANDGATE ACQUISITION CORPORATION
                       (A DEVELOPMENT STAGE COMPANY)
                         STATEMENT OF CASH FLOWS
                                (unaudited)
                    
                                                     For the period from
                                                        July 23, 2012
                                                        (Inception) to
                                                      September 30, 2012
                                                      ------------------

 OPERATING ACTIVITIES

   Net loss                                            $     (1,007)
                                                       ------------- 
      Net cash used in operating activities                  (1,007)
                                                       ------------- 
 FINANCING ACTIVITIES

   Proceeds from issuance of common stock                     2,000

   Proceeds from stockholders' additional 
       paid-in capital                                        1,007
                                                       ------------- 
       Net cash provided by financing activities              3,007
                                                       ------------- 
   Net increase in cash                                       2,000

   Cash, beginning of period                                     -
                                                       ------------- 
   Cash, end of period                                 $      2,000
                                                       =============


The accompanying notes are an integral part of these financial statements

                                   3

<PAGE>
______________________________________________________________________

                     SANDGATE ACQUISITION CORPORATION
                       (A DEVELOPMENT STAGE COMPANY)

                       NOTES TO FINANCIAL STATEMENTS
                               (unaudited)

NOTE 1   NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NATURE OF OPERATIONS

Sandgate Acquisition Corporation ("Sandgate" or "the Company") was
incorporated on July 23, 2012 under the laws of the State of Delaware 
to engage in any lawful corporate undertaking, including, but not 
limited to, selected mergers and acquisitions. Sandgate has been in the
developmental stage since inception and its operations to date have been
limited to issuing shares to its original shareholders. Sandgate will
attempt to locate and negotiate with a business entity for the combination
of that target company with Sandgate. The combination will normally
take the form of a merger, stock-for-stock exchange or stock-for-assets
exchange. In most instances the target company will wish to structure 
the business combination to be within the definition of a tax-free
reorganization under Section 351 or Section 368 of the Internal Revenue
Code of 1986, as amended. No assurances can be given that Sandgate
will be successful in locating or negotiating with any target company.
Sandgate has been formed to provide a method for a foreign or domestic
private company to become a reporting company with a class of securities
registered under the Securities Exchange Act of 1934. 

BASIS OF PRESENTATION 

The accompanying unaudited financial statements have been prepared
pursuant to the rules and regulations of the Securities and Exchange
Commission ("SEC") for interim financial information. Accordingly, they
do not include all of the information and notes required by U.S. GAAP 
for complete financial statements. The accompanying unaudited financial
statements include all adjustments, composed of normal recurring 
adjustments, considered necessary by management to fairly state our
results of operations, financial position and cash flows. The operating
results for interim periods are not necessarily indicative of results 
that may be expected for any other interim period or for the full year. 

USE OF ESTIMATES

The preparation of financial statements in conformity with 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 periods.  Actual 
results could differ from those estimates.  

CONCENTRATION OF RISK 

Financial instruments that potentially subject the Company to
concentrations of credit risk consist principally of cash. The Company
places its cash with high quality banking institutions. The Company did
not have cash balances in excess of the Federal Deposit Insurance
Corporation limit as of September 30, 2012.

INCOME TAXES

Under ASC 740, "Income Taxes", deferred tax assets and liabilities are
recognized for the future tax consequences attributable to temporary
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. Valuation allowances are established
when it is more likely than not that some or all of the deferred tax assets
will not be realized.

                               4

<PAGE>
______________________________________________________________________

                     SANDGATE ACQUISITION CORPORATION
                       (A DEVELOPMENT STAGE COMPANY)
                       NOTES TO FINANCIAL STATEMENTS
                               (unaudited)


LOSS PER COMMON SHARE

Basic loss per common share excludes dilution and is computed by dividing 
net loss by the weighted average number of common shares outstanding 
during the period. Diluted loss per common share reflects the potential 
dilution that could occur if securities or other contracts to issue
common stock were exercised or converted into common stock or resulted
in the issuance of common stock that then shared in the loss of the entity. 
As of September 30, 2012, there are no outstanding dilutive securities.

FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company follows guidance for accounting for fair value measurements 
of financial assets and financial liabilities and for fair value 
measurements of nonfinancial items that are recognized or disclosed at 
fair value in the financial statements on a recurring basis. The guidance
establishes a fair value hierarchy that prioritizes the inputs to valuation
techniques used to measure fair value. The hierarchy gives the highest
priority to unadjusted quoted prices in active markets for identical 
assets or liabilities (Level 1 measurements) and the lowest priority 
to measurements involving significant unobservable inputs (Level 3
measurements). The three levels of the fair value hierarchy are as follows: 

   Level 1 inputs are quoted prices (unadjusted) in active markets for
identical assets or liabilities that the Company has the ability to access 
at the measurement date.

   Level 2 inputs are inputs other than quoted prices included within 
Level 1 that are observable for the asset or liability, either directly 
or indirectly. 

   Level 3 inputs are unobservable inputs for the asset or liability.

The Company monitors the market conditions and evaluates the fair value
hierarchy levels at least quarterly. For any transfers in and out of the 
levels of the fair value hierarchy, the Company elects to disclose the fair 
value measurement at the beginning of the reporting period during which the
transfer occurred.

NOTE 2 - GOING CONCERN

The Company has sustained operating losses since inception. It has an
accumulated deficit of $1,007 as of September 30, 2012.  The Company's
continuation as a going concern is dependent on its ability to generate
sufficient cash flows from operations to meet its obligations, which it 
has not been able to accomplish to date, and /or obtain additional 
financing from its stockholders and/or other third parties.

These financial statements have been prepared on a going concern basis,
which implies the Company will continue to meet its obligations and
continue its operations for the next fiscal year. The continuation of the
Company as a going concern is dependent upon financial support from its
stockholders, the ability of the Company to obtain necessary equity
financing to continue operations, successfully locating and negotiate 
with a business entity for the combination of that target company with 
the Company.  

Tiber Creek Corporation, a company affiliated with management, will pay
all expenses incurred by the Company until a business combination is 
effected, without repayment. There is no assurance that the Company 
will ever be profitable. The financial statements do not include any 
adjustments to reflect the possible future effects on the recoverability 
and classification of assets or the amounts and classifications of 
liabilities that may result should the Company be unable to continue 
as a going concern. 

                               5

<PAGE>
______________________________________________________________________

                     SANDGATE ACQUISITION CORPORATION
                       (A DEVELOPMENT STAGE COMPANY)
                       NOTES TO FINANCIAL STATEMENTS
                               (unaudited)

NOTE 3 - RECENT ACCOUNTING PRONOUNCEMENTS

Adopted

In May 2011, the FASB issued ASU 2011-04, "Amendments to Achieve
Common Fair Value Measurement and Disclosure Requirements in U.S.
GAAP and International Financial Reporting Standards (IFRS) of Fair
Value Measurement   Topic 820."  ASU 2011-04 is intended to provide a 
consistent definition of fair value and improve the comparability of 
fair value measurements presented and disclosed in financial statements
prepared in accordance with U.S. GAAP and IFRS.  The amendments
include those that clarify the FASB's intent about the application of
existing fair value measurement and disclosure requirements, as well 
as those that change a particular principle or requirement for measuring 
fair value or for disclosing information about fair value measurements.  
This update is effective for annual and interim periods beginning after
December 15, 2011. The adoption of this ASU did not have a material
impact on the company's financial statements.

Not Adopted

In December 2011, the FASB issued ASU No. 2011-11: Balance Sheet
(Topic 210): Disclosures about Offsetting Assets and Liabilities, which
requires new disclosure requirements mandating that entities disclose 
both gross and net information about instruments and transactions eligible 
for offset in the statement of financial position as well as instruments 
and transactions subject to an agreement similar to a master netting
arrangement. In addition, the standard requires disclosure of collateral
received and posted in connection with master netting agreements or
similar arrangements. This ASU is effective for annual reporting periods
beginning on or after January 1, 2013, and interim period within those
annual periods. Entities should provide the disclosures required
retrospectively for all comparative periods presented. We are currently
evaluating the impact of adopting ASU 2011-11 on the consolidated
financial statements. 

The FASB issued Accounting Standards Update (ASU) No. 2012-02---
Intangibles---Goodwill and Other (Topic 350): Testing Indefinite- 
Lived Intangible Assets for Impairment, on July 27, 2012, to simplify 
the testing for a drop in value of intangible assets such as trademarks, 
patents, and distribution rights. The amended standard reduces the cost 
of accounting for indefinite-lived intangible assets, especially 
in cases where the likelihood of impairment is low. The changes permit
businesses and other organizations to first use subjective criteria to
determine if an intangible asset has lost value. The amendments to U.S.
GAAP will be effective for fiscal years starting after September 15, 2012.
Early adoption is permitted. The company does not expect the adoption of
this ASU inconsistent have a material impact on the company's financial
statements.

Other recent accounting pronouncements issued by the FASB (including
its Emerging Issues Task Force), the American Institute of Certified 
Public Accountants, and the United States Securities and Exchange 
Commission did not or are not believed by management to have a material 
impact on the Company's present or future financial statements. 

                                6


<PAGE>
______________________________________________________________________

                     SANDGATE ACQUISITION CORPORATION
                       (A DEVELOPMENT STAGE COMPANY)
                       NOTES TO FINANCIAL STATEMENTS
                               (unaudited)


NOTE 4   STOCKHOLDER'S EQUITY

The Company is authorized to issue 100,000,000 shares of common stock
and 20,000,000 shares of preferred stock. As of September 30, 2012,
20,000,000 shares of common stock and no preferred stock were issued
and outstanding.

In July, 2012, the Company issued 20,000,000 common shares to two
directors and officers for an aggregated amount of $2,000 in cash.

In August, 2012, the stockholders made a capital contribution in the
amount of $1,007 to pay the operating expenses incurred by the Company.


   

<PAGE> 
                                7
______________________________________________________________________


I
TEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS

      Sandgate Acquisition Corporation was incorporated on 
July 23, 2012 under the laws of the State of Delaware to engage in 
any lawful corporate undertaking, including, but not limited to, 
selected mergers and acquisitions. 

    Since inception Sandgate has been in the developmental stage
and its operations to date of the period covered by this report have 
been limited to issuing shares of common stock to its original shareholders 
and preparing to file a registration statement on Form 10 with the 
Securities and Exchange Commission pursuant to the Securities Exchange 
Act of 1934 as amended to register its class of common stock.  

    Subsequent to the period covered by this report and to date of 
filing of this report, Sandgate has filed with the Securities and 
Exchange Commission a registration statement on Form 10.

	Sandgate has been formed to provide a method for a foreign or 
domestic private company to become a reporting company with a class of 
securities registered under the Securities Exchange Act of 1934.

     The president of Sandgate is the president, director and 
shareholder of Tiber Creek Corporation.  Tiber Creek Corporation assists
companies in becoming public reporting companies and with introductions
to the financial community.  In order to become a trading company,
Tiber Creek Corporation may recommend that a company file a registration
statement, most likely on Form S-1, following a business combination 
with the target company.

     Tiber Creek will typically enter into an agreement with the target
company for assisting it to become a public reporting company and for the
preparation and filing of a registration statement and the introduction to
brokers and market makers.  The target company pays Tiber Creek
Corporation for such services.  Such services include, if appropriate, the
use of Sandgate.  Sandgate will only be used as part of such process
and is not offered for sale.  If the target company chooses to enter into
business combination with Sandgate, the registration statement will be
prepared after such business combination.  The terms of a business
combination may provide for redemption of all or part of their stock in
Sandgate, usually at par.

     The most likely target companies are those seeking the perceived
benefits of a reporting corporation.  Such perceived benefits may include
facilitating or improving the terms on which additional equity financing
may be sought, providing liquidity for incentive stock options or similar
benefits to key employees, increasing the opportunity to use securities 
for acquisitions, providing liquidity for shareholders and other factors. 

     Business  opportunities may be available in many different 
industries and at various stages of development, all of which will 
make the task of comparative investigation and analysis of such business
opportunities difficult and complex.  

     In analyzing prospective business opportunities, Sandgate may consider
such matters as the available technical, financial and managerial 
resources; working capital and other financial requirements; history of 
operations, if any; prospects for the future; nature of present and 
expected competition; the quality and experience of management services 
which may be available and the depth of that management; the potential 
for further research, development, or exploration; specific risk factors 
not now foreseeable but which may be anticipated; the potential for growth 
or expansion; the potential for profit; the perceived public recognition 
or acceptance of products, services, or trades; name identification; and 
other relevant factors.  This discussion of the proposed criteria is not 
meant to be restrictive of the virtually unlimited discretion of Sandgate 
to search for and enter into potential business opportunities.   

     A combination will normally take the form of a merger, stock-for-stock
exchange or stock-for-assets exchange.  In most instances the target
company will wish to structure the business combination to be within the
definition of  a tax-free reorganization under Section 351 or Section 368 
of the Internal Revenue Code of 1986, as amended.  

     Sandgate has, and will continue to have, no capital with which to
provide the owners of business entities with any cash or other assets. 
However, Sandgate offers owners of acquisition candidates the
opportunity to acquire a controlling ownership interest in a reporting
company. 

     As of September 30, 2012, Sandgate had not generated revenues and had
no income or cash flows from operations since inception. The continuation 
of Sandgate as a going concern is dependent upon financial support from
its stockholders, its ability to obtain necessary equity financing to 
continue operations, to successfully locate and negotiate with a business 
entity for the combination of that target company with Sandgate. Tiber 
Creek Corporation will pay all expenses incurred by Sandgate until a  
change in control is effected, without repayment. 



I
TEM 3.  Quantitative and Qualitative Disclosures About Market Risk.

Information not required to be filed by Smaller reporting companies.



ITEM 4.  Controls and Procedures.

Disclosures and Procedures

      Pursuant to Rules adopted by the Securities and Exchange Commission,
the Company carried out an evaluation of the effectiveness of the design 
and operation of its disclosure controls and procedures pursuant to 
Exchange Act Rules.  This evaluation  was done as of the end of the 
period covered by this report under the supervision and with the 
participation of the Company's principal executive officer (who is 
also the principal financial officer).  

      Based upon that evaluation, he believes that the Company's 
disclosure controls and procedures are effective in gathering, analyzing 
and disclosing information needed to ensure that the information 
required to be disclosed by the Company in its periodic reports is 
recorded, processed, summarized and reported, within the time periods 
specified in the Commission's rules and forms. Disclosure controls and 
procedures include, without limitation, controls and procedures designed 
to ensure that information required to be disclosed by an issuer in the 
reports that it files or submits under the Act is accumulated and 
communicated to the issuer's management, including its principal executive 
and principal financial officers, or persons performing similar functions, 
as appropriate to allow timely decisions regarding required disclosure.

      This Quarterly Report does not include an attestation report of
the Company's registered public accounting firm regarding internal 
control over financial reporting.  Management's report was not subject
to attestation by the Company's registered public accounting firm 
pursuant to temporary rules of the Securities and Exchange 
Commission that permit the Company to provide only management's
report in this Quarterly Report.

Changes in Internal Controls

      There was no change in the Company's internal control over
financial reporting that was identified in connection with such 
evaluation that occurred during the period covered by this report
that has materially affected, or is reasonably likely to materially
affect, the Company's internal control over financial reporting.
	

                   PART II -- OTHER INFORMATION
        
`ITEM 1.  LEGAL PROCEEDINGS
        
     There are no legal proceedings against the Company and the Company 
is unaware of such proceedings contemplated against it.
        


ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
        
       During the past three years, Sandgate has issued 20,000,000
common shares pursuant to Section 4(2) of the Securities Act of 1933 
for an aggregate purchase price of $2,000 as folllows:

     On July 31, 2012, Sandgate issued the following shares of 
its common stock:

Name               Number of Shares         Consideration

Tiber Creek Corporation    10,000,000          $1,000
MB Americus LLC            10,000,000          $1,000


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
        
     Not applicable.
        


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
        
     Not applicable.
        


ITEM 5.  OTHER INFORMATION
        
               (a)  Not applicable.
               (b)  Item 407(c)(3) of Regulation S-K:

   During the quarter covered by this Report, there have not been 
any material changes to the procedures by which security holders 
may recommend nominees to the Board of Directors.


ITEM 6.  EXHIBITS 
        
     (a)     Exhibits

     31   Certification of the Chief Executive Officer and Chief 
                    Financial Officer pursuant to Section 302 of 
                    the Sarbanes-Oxley Act of 2002

     32   Certification of the Chief Executive Officer and Chief 
                    Financial Officer pursuant to Section 906 of 
                    the Sarbanes-Oxley Act of 2002 
        
        



                                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.

                            SANDGATE ACQUISITION CORPORATION

       
                            By:   /s/ James M. Cassidy
                                  President, Chief Financial Officer

Dated:   May 7, 2013
          





                             

                            EXHIBIT 32



CERTIFICATION PURSUANT TO SECTION 906

Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to 
Section 906 of the Sarbanes-Oxley Act of 2002, I, the
undersigned officer of Sandgate Acquisition Corporation
 (the "Company"), hereby certify to my knowledge that:

The Report on Form 10-Q for the period ended September 30,
2012 of the Company fully complies, in all material respects, 
with the requirements of Section 13(a) or 15(d) of the Securities
Exchange Act of 1934, and the information contained in the 
Report fairly represents, in all material respects, the 
financial condition and results of operations of the Company.

A signed original of this written statement required by Section
906 has been provided to the Company and will be retained by
the Company and furnished to the Securities and Exchange 
Commission or its staff upon request.


                             /s/ James Cassidy
                                 Chief Executive Officer
                                 Chief Financial Officer
Date: May 7, 2013




                                                       EXHIBIT 31

CERTIFICATION PURSUANT TO SECTION 302 


I, James Cassidy, certify that:

1.   I have reviewed this Form 10-Q of Sandgate Acquisition
     Corporation.

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 evaluations; 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 fiscal 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; and

5.   The registrant's other certifying officer(s) and I have disclosed, 
     based on our most recent evaluation, 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: May 7, 2013             /s/ James Cassidy
                                          
                                          Chief Executive Officer and
                                          Chief Financial Officer