UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the fiscal year ended October 31, 2012
	For the fiscal year ended October 31, 2013
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from __________ to __________

000-52452
Commission File Number
DUSSAULT APPAREL INC.
(Exact name of registrant as specified in its charter)
Nevada	98-0513727
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1885 Shore Drive South, South Pasadena, FL	33707
# 98 50 Carrera 73,Medellin, Colombia	N/A
(Address of principal executive offices)	(Zip Code)
(727) 902-2594
1(888)876-9995
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class

Name of each exchange on which registered

n/a

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

Common Stock

Title of class

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes

[ ]

[X]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.

Yes

[ ]

[X]

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]

[ ]

Table of Contents

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, 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

[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.

Yes

[ ]

[X]

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]

The aggregate market value of voting and non-voting common stock held by non-affiliates of the registrant was approximately $~~251~~353,~~295~~444 based on the closing price of $0.~~0015~~0010 on April 30, ~~2012~~2013 (the last business day of the registrant’s most recently completed second quarter), assuming solely for the purpose of this calculation that all directors, officers and greater than 10% stockholders of the registrant are affiliates. The determination of affiliate status for this purpose is not necessarily conclusive for any other purpose.

APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PAST 5 YEARS:

Indicate by check mark whether the issuer has filed all documents and reports required to be filed by Section 12, 13, or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

Yes

[ ]

APPLICABLE ONLY TO CORPORATE REGISTRANTS

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

~~353~~753,344,347 shares of common stock issued and outstanding as of February 287, ~~2013~~2014

DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g. Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) of the Securities Act of 1933. The listed documents should be clearly described for identification purposes.

None

2Table of Contents

TABLE OF CONTENTS

		Page
	PART I
Item 1	Business	5
Item 1A	Risk Factors	8
Item 1B	Unresolved Staff Comments	13
Item 2	Properties	13
Item 3	Legal Proceedings	13
Item 4	Mine Safety Disclosures	13
	PART II
Item 5	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	14
Item 6	Selected Financial Data	15
Item 7	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 7A	Quantitative and Qualitative Disclosures About Market Risk	17
Item 8	Financial Statements and Supplementary Data	17
Item 9	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	18
Item 9A	Controls and Procedures	18
Item 9B	Other Information	20
	PART III
Item 10	Directors, Executive Officers and Corporate Governance	21
Item 11	Executive Compensation	23
Item 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	24
Item 13	Certain Relationships and Related Transactions, and Director Independence	25
Item 14	Principal Accounting Fees and Services	26
	PART IV
Item 15	Exhibits, Financial Statement Schedules	27
	SIGNATURES	28

3Table of Contents 1

Forward Looking Statements

This Annual Report on Form 10-K (“Annual Report”) contains forward-looking statements. These statements relate to future events or our future financial performance. A number of important factors could cause our actual results to differ materially from those expressed in any forward-looking statements made by us in this Form 10-K. In some cases, you can identify forward-looking statements by terminology such as "may," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential," or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors" and the risks set out below, any of which may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

~~Such~~These risks include, ~~among~~by ~~others,~~way ~~the following: international, national and local general economic and market conditions: demographic changes; the ability~~ of ~~the Company to sustain, manage or forecast its growth; the ability of the Company to successfully make~~ example and ~~integrate~~not ~~acquisitions; raw material costs and availability; new product development and introduction; existing government regulations and changes~~ in, or the failure to comply with, government regulations; adverse publicity; competition; the loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; changes in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect technology; and other factors referenced in this and previous filings.limitation:

·	the uncertainty that we will not be able to successfully identify commercially viable resources on our exploration properties;
·	risks related to the large number of established and well-financed entities that are actively competing for limited resources within the mineral property exploration field;

·	risks related to the failure to successfully manage or achieve growth of our business if we are successful in identifying a viable mineral resource, and;
·	other risks and uncertainties related to our business strategy.

This list is not an exhaustive list of the factors that may affect any of our forward-looking statements. These and other factors should be considered carefully and readers should not place undue reliance on our forward-looking statements.

Forward looking statements are made based on management’s beliefs, estimates and opinions on the date the statements are made and we undertake no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

The safe harbors of forward-looking statements provided by Section 21E of the Exchange Act are unavailable to issuers of penny stock. As we issued securities at a price below $5.00 per share, our shares are considered penny stock and such safe harbors set forth under the Private Securities Litigation Reform Act of 1995 are unavailable to us.

Our financial statements are stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles.

In this annual report, unless otherwise specified, all dollar amounts are expressed in United States dollars and all references to "common stock" refer to the common shares in our capital stock.

As used in this Annual Report, the terms "we," "us," "Company," "our" and "Dussault" mean Dussault Apparel Inc., unless otherwise indicated.

4Table of Contents 2

~~ITEM~~Measurement ~~1. BUSINESS~~& Currency

~~Background~~Conversion of metric units into imperial equivalents is as follows:

The address of our principal executive office is 1885 Shore Drive South, South Pasadena, FL, 33707. Our telephone number is (727) 902-2594. The Company’s web-site is www.dussaultapparel.com.

Metric Units	Multiply by	Imperial Units
hectares	2.471	= acres
meters	3.281	= feet
kilometers	0.621	= miles (5,280 feet)
grams	0.032	= ounces (troy)
tonnes	1.102	= tons (short) (2,000 lbs)
grams/tonne	0.029	= ounces (troy)/ton

~~Our~~Cautionary ~~common~~Note ~~stock~~to isUnited ~~quoted on the OTCBB and on the OTCMarkets QB under the symbol "DUSS".~~States Investors

~~Corporate~~We ~~History~~caution U.S. investors that the Company may have materials in the public domain that may use terms that are recognized and permitted under Canadian regulations, however the U.S. Securities and Exchange Commission (“S.E.C.”) may not recognize such terms. We have detailed below the differences in the SEC regulations as compared to the Canadian Regulations under National Instrument NI 43-101.

We were incorporated on October 1, 2006 in the State Nevada under the name Release Your Lease Inc. Our initial business plan was to create a web-based service for buyers and sellers of leased automobiles. Our stock was listed for trading on the OTC Bulletin Board on March 14, 2007 under the symbol “RLYL”. A decision was made by new management, to change the corporate direction of the Company and to pursue opportunities in the retail fashion industry.

S.E.C. Industry Code		National Instrument 43-101 (“NI 43-101”)
Reserve: That part of a mineral deposit which could be economically and legally extracted or produced at the time of the reserve determination. The United States Securities and Exchange Commission requires a final or full Feasibility Study to be completed in order to support either Proven or Probably Reserves and does not recognize other classifications of mineralized deposits. Note that for industrial mineral properties, in addition to the Feasibility Study, “sales” contracts or actual sales may be required in order to prove the project’s commerciality and reserve status.		Mineral Reserve: The economically mineable part of a Measured or Indicated Mineral Resource demonstrated by at least a Preliminary Feasibility study. This study must include adequate information on mining, processing, metallurgical, economic and other relevant factors that demonstrate, at the time of reporting, that economic extraction can be justified.
Proven Reserves: Reserves for which a quantity is computed from dimensions revealed in outcrops, trenches, workings or drill holes, grade and/or quality are computed from the results of detailed sampling; the sites for inspection, sampling and measurement are spaced so closely and the geologic character is so well defined that size, share, depth and mineral content of reserves are well established.		Proven Mineral Reserve: The economically mineable part of a Measured Mineral Resource demonstrated by at least a Preliminary Feasibility study. This study must include adequate information on mining, processing, metallurgical, economic and other relevant factors that demonstrate, at the time of reporting, that economic extraction is justified.
Probable Reserves: Reserves for which quantity and grade and/or quality are computed from information similar to that used for proven reserves, but the sites for inspection, sampling and measurement are farther apart or are otherwise less adequately spaced. The degree of assurance, although lower than that for proven reserves, is high enough to assume continuity between points of observation.		Probable Mineral Reserve: The economically mineable part of an indicated, and in some circumstances, a Measured Mineral Resource, demonstrated by at least a Preliminary Feasibility Study. This study must include adequate information on mining, processing, metallurgical, and economic and other relevant factors that demonstrate, at the time of reporting, that economic extraction can be justified.

~~Effective~~Table June 11, 2007, we completed a merger with our wholly subsidiary Dussault Apparel Inc. As a result, we changed our name from “Release Your Lease Inc.” to “Dussault Apparel Inc.” We changed the name of ~~the~~Contents Company to better reflect the anticipated direction and business of the Company. On June 11, 2007, our symbol changed to “DUSS”. The subsidiary was created solely for the purpose of the merger and change of name.3

~~Effective~~ITEM ~~June 11, 2007 we effected a fourteen (14) for one (~~1~~) forward stock split of our authorized, issued and outstanding shares~~. As a result, our authorized capital increased from 75,000,000 shares of common stock with a par value of $0.001 to 1,050,000,000 shares of common stock with a par value of $0.001. Our issued and outstanding share capital increased from 3,060,000 shares of common stock to 49,000,000 shares of common stock.BUSINESS

On November 8, 2007, we opened our first retail location on Melrose Avenue, Los Angeles, California. Our Melrose location featured women’s and men’s Ready-To-Wear collections as well as jewelry, luggage and headwear. On October 31, 2008, we elected to close our store located on Melrose Avenue in Los Angeles, California and ceased all operations relating to this location. Given the losses associated with our Melrose location, and the current market circumstances for retailers, management was of the view such closure was necessary to prevent further losses and conserve working capital.Background

~~On April 15, 2009, the Company entered into an assignment of royalty with Jason Dussault.~~ The ~~assignment~~address of ~~royalty~~our ~~provided~~principal ~~for~~executive office ~~the~~is ~~payment~~#98- by50 ~~Jason~~Carrera Dussault of 5% of the royalties received by him pursuant to a merchandising license agreement with Gene Simmons Company and USPA Accessories LLC for the license of “Moneybag” intellectual property and related products73, pursuant to and in accordance with the terms and conditions of a merchandising license agreement. Jason Dussault agreed to provide sales and design services under a merchandising license agreement in consideration for royalty payments from 4.5% to 7.5% of gross income from sales derived under a merchandising license agreement. From any royalty payments that may become due and payable to Jason DussaultMedellin, MrColombia. ~~Dussault~~Our ~~has~~telephone ~~agreed~~number tois ~~assign~~1(888)876-9995 toThe ~~our company 5% of the gross income and agreed to assign to the~~ Company’s ~~his~~web-site ~~rights,~~is ~~title~~currently under ~~and interest in and to the amount of the royalty~~development. ~~We have been advised that the underlying license agreement with Gene Simmons Company and USPA Accessories LLC has been terminated. As a result we do not receive any assigned royalty payments.~~

~~Between~~Our ~~May~~common ~~15,~~stock ~~2009~~is ~~and~~quoted ~~July~~on ~~10,~~the ~~2009,~~OTC Markets weInc. ~~entered~~owned ~~into~~and ~~consulting~~operated ~~agreements~~Inter-dealer ~~with~~Quotation ~~four~~System (4“OTCQB”) ~~consultants,~~under ~~wherein, each of~~ the ~~consultants~~symbol ~~agreed to provide consulting services to the Company~~"DUSS". ~~Pursuant to the terms of the consulting agreements, we issued an aggregate of 2,750,000 restricted shares of our Company’s common stock.~~

OnWe were incorporated on October 311, ~~2009,~~2006 in the ~~Company~~State ~~entered~~Nevada ~~into~~under athe ~~merchandising~~name ~~license~~Release ~~agreement~~Your ~~with~~Lease ~~USPA~~Inc. ~~Accessories,~~Effective ~~LLC~~June 11, ~~wherein~~2007, we ~~agreed~~completed toa ~~provide~~merger ~~design~~with ~~services~~our ~~under~~wholly subsidiary Dussault Apparel Inc., a ~~merchandising~~company ~~license~~created ~~agreement~~solely infor ~~consideration~~the purpose of the merger and change of name to Dussault Apparel Inc. Effective June 11, 2007 we effected a fourteen (14) for ~~royalty~~one ~~payments~~(1) forward stock split of ~~10%~~our authorized, issued and outstanding shares. As a result, our authorized capital increased from 75,000,000 shares of common stock with a par value of $0.001 to 1,050,000,000 shares of common stock with a par value of $0.001. From the ~~gross~~date ~~income~~of ~~from~~the merger with Dussault Apparel Inc. until November 21, 2013, the Company ~~sales~~operated ~~derived~~solely ~~under~~in the garment industry initially by being a ~~merchandising~~manufacturer–wholesaler ~~license~~and ~~agreement~~to licensing of its trademark to other wholesalers in the primarily in the Canadian market, while promoting its marque. The ~~collection~~Company ~~was~~also ~~only~~purchased the trademark of a ~~“one~~cosmetics ~~time”~~line. ~~design~~Currently ~~and~~no sales, production or sampling of the ~~agreement~~cosmetic line has occurred or is noplanned. As business ~~longer~~continued to decline, the Company renegotiated its licensing agreement in ~~place~~early 2013 to receive royalty income only for its designs with one current manufacturer.

On ~~November~~October 1015, ~~2009~~2013, the ~~Company~~Board ~~entered~~of ~~into~~Directors and amanagement ~~distribution~~changed ~~agreement~~ with ~~EHM~~the ~~Holdings~~appointment ~~for~~of aOrlando ~~term~~Alberto ofBarrientos ~~two~~Acevedo ~~years,~~(“Alberto ~~for~~Barrientos”) thbeing ~~distribution~~appointed the ~~rights~~sole toofficer ~~Deuce~~and ~~Custom~~director. ~~Ink~~A ~~brand~~review ~~throughout~~of ~~Canada.~~the ~~The~~current ~~agreement~~business ~~expired~~of onthe ~~November~~Company ~~10,~~was ~~2011~~made and a determination was made to change the business of the Company.

5On November 21, 2013, the Company entered into an Asset Purchase Agreement with Jervis Explorations, Inc. whereby the Company purchased various mineral claims referred to as “Montauban Gold Tailings” in exchange for 400,000,000 shares of the Company. This acquisition enacted a change of business of the Company and effected a change of control with Jervis Explorations, Inc. becoming the controlling shareholder of the Company. The Company is currently divesting itself of all of its prior business assets and will solely operate in the mining industry.

On ~~April~~December 9, ~~2010~~2013, ~~our~~the Company ~~entered~~received a ~~into~~written anconsent ~~Asset~~in ~~Acquisition~~lieu ~~Agreement~~of ~~with~~a ~~Open~~meeting ~~Sundaes~~of ~~Ventures~~stockholders ~~Ltd.~~from ~~(“Open Sundaes”) for~~ the ~~acquisition~~holder of ~~certain~~400,000,000 ~~assets~~shares ~~relating~~of toCommon ~~the~~Stock ~~business~~(representing 53.1% of the ~~production~~issued and ~~development~~outstanding shares of ~~beauty~~Common ~~and~~Stock). ~~bath~~The ~~products~~shares ~~including~~were ~~inventory,~~issued ~~intellectual~~book ~~property~~entry and ~~business~~certificated ~~knowhow~~on February 7, 2014. The written Inconsent ~~consideration~~adopted ~~for~~resolutions approving an amendment to the ~~acquisition~~Company’s articles of ~~these~~incorporation ~~assets,~~changing ~~our~~the name of the Company ~~paid~~from ~~$43~~Dussault Apparel,~~860~~ ~~and~~Inc. ~~agreed~~ to ~~issue~~“Prospect anVentures, ~~aggregate~~Inc.” In ~~of 4~~addition,~~000,002~~ ~~shares~~the ofshareholders ~~its~~approved a ~~common~~reverse stock tosplit ~~the~~at ~~shareholders~~a ratio of ~~Open Sundaes~~800:1. The ~~Asset~~name ~~Acquisition~~change ~~Agreement~~and ~~was approved by~~ the ~~shareholders~~reserve ofsplit ~~Open~~are ~~Sundaes~~subject atto athe ~~special~~requisite ~~meeting~~regulatory ~~held~~approvals prior onto ~~April~~becoming ~~22, 2010~~effective.We ~~have~~As ~~not~~of tothe date ~~pursued~~of the ~~line~~filing weof ~~acquired. After~~this aAnnual ~~review~~Report, of the ~~costs~~Company tohas ~~pursue~~not ~~this~~effected ~~line~~nor ~~and~~filed with the state ~~current~~of ~~financial~~Nevada ~~position~~or ofFINRA. ~~the~~The Company, weanticipates dofiling ~~not~~with ~~expect~~the ~~that~~state weby ~~will~~the ~~pursue~~end ~~this~~of ~~line~~the month and webeginning ~~are~~the ~~looking~~application toprocess before ~~divest~~March of1, ~~this asset~~2014.

~~“Dussault Inc~~.”At ~~was~~the areport ~~Canadian~~date ~~reality~~mineral TVclaims, with ~~series~~unknown ~~which~~reserves, ~~was~~have ~~broadcast~~been onacquired. ~~networks~~We inhave ~~Canada~~not ~~and~~established ~~was~~the ~~picked~~existence ~~for~~of ~~broadcast~~a incommercially ~~New~~mineable ~~Zealand~~ore bydeposit ~~TVNZ. Management~~and ~~had~~therefore have ~~hoped~~not ~~that~~reached the ~~association~~development ofstage ~~the~~and ~~Dussault~~are ~~name~~considered ~~would~~to ~~increase~~be ~~merchandise~~in ~~sales, however,~~ the ~~show~~exploration ~~is no longer being aired~~stage.

~~Our~~We ~~Current~~do ~~Business~~not have any subsidiaries.

~~The~~Other ~~Company~~than ~~currently~~as ~~operates~~set inout ~~the~~herein, ~~retail~~we ~~fashion~~have not ~~industry. The~~been ~~Company~~involved ~~transitioned~~in ~~from~~any ~~being~~bankruptcy, areceivership ~~manufacturer–wholesaler~~or tosimilar ~~licensing~~proceedings, ~~its~~nor ~~trademark~~have ~~and~~we ~~currently~~been has one licensor of its products selling limited merchandise. The Company also offers limited product through its website for which it shares the revenue with the licensor. Management is currently renegotiating the royalty with its licensee. The Company had a ~~change~~party into ~~management~~any ~~during~~material ~~fiscal~~reclassification, merger, ~~2012~~consolidation ~~and~~or ~~the~~purchase ~~current~~or ~~focus~~sale of ~~management~~a issignificant toamount ~~review the current business~~ of ~~the~~assets ~~Company~~not ~~with~~in ~~a view to increasing~~ the ~~revenues~~ordinary ~~from~~course ~~operations and undertaking an analysis~~ of ~~operations~~our to see if the current trademarks and licensing agreements can be renegotiated and if there are any further opportunities for licensing the Company’s trademarks and fashion line, while reviewing other business ~~opportunities that may present themselves as an opportunity to bring shareholder value~~.

~~Distribution~~Table ~~and Marketing~~ of ~~Our~~Contents ~~Products~~4

~~Currently our products are sold on our website and through a licensing agreement with one Canadian manufacturer.~~Industry

~~Competition~~By industry standards, there are various types of mining companies, dependent on the level of operations and the status of the assets. We are considered a “Pre-exploration” stage company. Typically, a mining company at the stage that we are currently at is focused on exploration to identify new, commercially viable gold deposits and to define reserves both proven and probable. “Junior mining companies” typically have proven and probable reserves of less than one million ounces of gold, generally produce less than 100,000 ounces of gold annually, and/or are in the process of trying to raise enough capital to fund the remainder of the steps required to move from a staked claim to production. “Mid-tier” and large mining “senior” companies may have several projects in production plus several million ounces of gold in reserve.

WeThe ~~face~~gold ~~intense~~mining ~~competition in the apparel industry from other established companies. A number of our competitors may have significantly greater financial, technological, manufacturing, sales, marketing~~ and ~~distribution resources than we do. Their greater capabilities in these areas may enable them to better withstand periodic downturns in the apparel~~ exploration industry, ~~compete~~has ~~more~~experienced ~~effectively~~several on the basis of price and production and more quickly develop new products. In addition, there are low barriers of entry into this industry and new companies may enter the markets in which we compete, further increasing competition in the industry. We believe that our ability to compete successfully depends on a number of factors, ~~including~~recently the style and quality of our products and the strength of our brand name, as well as many factors beyond our control. We may not be able to compete successfully in the future, and increased competition may result in price reductions, reduced profit margins, loss of market share and an inability to generate cash flows that are ~~sufficient~~favorable to ~~maintain or expand~~ our ~~development and marketing of new products~~Company, ~~which~~as ~~would~~described ~~adversely impact the trading price of our common stock~~below.

~~Government~~The ~~Regulation~~spot market price of an ounce of gold has increased from a low of just over $800 in 2009 to a high of $1,908 in 2011 and ~~Supervision~~is currently trading in the range of $1,250.

~~Our~~The ~~operations~~increase ~~are~~in ~~subject~~price tolevels has ~~the~~made ~~effects~~it ofeconomically ~~international~~more ~~treaties~~feasible ~~and~~to ~~regulations~~produce ~~such~~gold, as ~~the~~well ~~North~~as ~~American~~making ~~Free~~gold ~~Trade~~a ~~Agreement~~more ~~(NAFTA).~~attractive Weinvestment ~~are~~for ~~also subject to the effects of international trade agreements and embargoes by entities such as the World Trade Organization~~many. ~~Generally,~~While ~~these~~prices have ~~international~~pulled ~~trade~~back ~~agreements~~from ~~benefit~~their ~~our~~highs ~~business~~of ~~rather than burden it because they tend to reduce trade quotas~~2011, ~~duties,~~we ~~taxes~~believe ~~and~~that ~~similar~~there ~~impositions.~~is ~~However,~~the ~~these~~existence ~~trade~~of ~~agreements may also impose restrictions that could have~~ an ~~adverse~~opportunity ~~impact~~profit onpotential ~~our~~if ~~business, by limiting the countries from whom~~ we ~~can~~are successful ~~purchase~~in ~~our~~identifying ~~fabric~~and orextracting ~~other~~gold ~~component~~at ~~materials, or limiting the countries where we might market and sell~~ our ~~products~~property.

~~Labelling~~Further, ~~and~~gold ~~advertising~~reserves ofhave ~~our~~generally been ~~products~~declining isfor ~~subject~~a tonumber ~~regulation~~of byyears for the ~~Federal~~following ~~Trade Commission. We believe that we are in substantial compliance with these regulations.~~reasons:

6the extended period of low gold prices from 1996 to 2001 made it economically unfeasible to explore for new deposits for most mining companies, and
~~Research~~the demand for and ~~Development~~production of gold products have exceeded the amount of new reserves added over the last several consecutive years.

~~The~~Table ~~Company~~of ~~has~~Contents ~~not undertaken any research and development activities for fiscal year 2012 or 2011.~~5

~~Corporate~~Reversing ~~Offices~~the decline in lower gold reserves is a long term process. Due to the extended time frame it takes to explore, develop, and bring new production on-line, the large mining companies are facing an extended period of lower gold reserves. Accordingly, junior companies that are able to increase their gold reserves more quickly should directly benefit with an increased valuation.

~~Our~~Additional ~~principal~~factors ~~office~~causing ishigher ~~currently~~gold prices ~~located~~over atthe ~~1885~~past ~~Shore~~several ~~Drive~~years ~~South,~~have ~~South~~come ~~Pasadena,~~from ~~Florida~~a ~~33707~~weakened ~~which~~U.S. isdollar. ~~the~~Reasons ~~office~~for ofthe ~~our~~lower ~~sole~~dollar ~~officer~~compared ~~and~~to ~~director~~other currencies include, ~~Natalie~~but ~~Bannister~~are not limited to, ~~free~~the ofhistorically ~~charge.~~low U. WeS. ~~believe~~interest ~~that~~rates, ~~this~~the ~~space~~weak isU.S. ~~sufficient~~economy, tothe ~~meet~~increasing ~~our~~U.S. ~~present~~budget ~~needs~~ and trade dodeficits, ~~not~~and ~~anticipate~~the ~~any~~general ~~difficulty~~worldwide inpolitical ~~securing~~instability ~~alternative~~caused orby ~~additional~~the ~~space,~~war ~~as needed,~~ on ~~terms acceptable to us~~terrorism.

~~Employees~~Our Current Business

We doare ~~not~~an ~~currently~~exploration ~~have~~stage ~~any~~company engaged ~~employees,~~in ~~our sole officer and director, Natalie Bannister provides consulting services and invoices~~ the ~~Company~~exploration ~~a fee~~ of ~~$2,500~~mineral ~~per month for such services~~properties.

~~Intellectual~~On ~~Property~~November 21, 2013, the Company entered into an Asset Purchase Agreement with Jervis Explorations, Inc. whereby the Company purchased various mineral claims referred to as “Montauban Gold Tailings” in exchange for 400,000,000 shares of the Company.

We ~~own~~plan ~~and~~to ~~operate~~undertake work on the ~~following~~Montauban Gold ~~registered~~Tailings ~~internet~~with ~~domain~~a ~~names:~~view to production on the mining claims.

·We ~~www~~do not currently have funds available to undertake the planned work programs but are negotiating financing with various parties.~~dussaultapparel.com;~~

WeThere ~~own~~is no assurance that a commercially viable mineral deposit, a reserve, exists until further work is undertaken and ~~operate~~a ~~the~~comprehensive ~~following~~evaluation ~~trademark:~~concludes economic and legal feasibility. We have not yet generated or realized any revenues from our business operations.

·Should ~~Dussault~~we ~~Custom~~be ~~Ink~~successful ~~Trademark~~in raising sufficient funds in order to conduct our planned programs, the full extent and cost of which is not presently known, and such exploration programs results in an indication that production of our minerals of interest is economically feasible, then at that point in time we would make a determination as to the best and most viable approach for mineral extraction.

·Competitive InBusiness ~~addition, we acquired all rights to the tradename “Open Sundaes”. As of the date of this report no formal filing reserving this tradename has been made.~~Conditions

WeAs doall ~~not~~of ~~have~~our ~~any~~minerals ~~subsidiaries~~of interest are commodity products, they are expected to be readily saleable on an open market at then current prices. Therefore, we foresee no direct competition per se for the selling of our products, should we ever reach the production stage. However, we would be competing with numerous other companies in the region, in the country of Canada and globally, for the equipment, manpower, geological expertise and capital, required to fund, explore, develop, extract and distribute such minerals.

~~Other~~We ~~than~~compete aswith ~~set~~many ~~out~~companies ~~herein~~in the mining business, including larger, more established mining companies with substantial capabilities, personnel and financial resources. Of the four types of mining companies, we ~~have~~believe ~~not~~junior ~~been~~mining ~~involved~~companies represent the largest group of gold companies that are publicly listed. All four types of mining companies may have projects located in any ~~bankruptcy~~of the gold producing continents of the world. Further, ~~receivership~~there oris ~~similar~~a ~~proceedings~~limited supply of desirable mineral lands available for claim-staking, ~~nor~~lease or acquisition in areas where we may conduct exploration activities. Because we compete with individuals and companies that have greater financial resources and larger technical staffs, we ~~been~~may be at a ~~party~~competitive todisadvantage ~~any~~in ~~material~~acquiring ~~reclassification,~~desirable ~~merger~~mineral properties. From time to time, specific ~~consolidation~~properties or ~~purchase~~areas that would otherwise be attractive to us for exploration or ~~sale~~acquisition ofare aunavailable ~~significant~~due ~~amount~~to oftheir previous ~~assets~~acquisition ~~not~~by inother ~~the~~companies ~~ordinary~~or ~~course~~our lack of ~~our~~financial ~~business~~resources.

~~Available~~Competition ~~Information~~in the mining industry is not limited to the acquisition of mineral properties but also extends to the technical expertise to find, advance and operate such properties; the labor to operate the properties; and the capital needed to fund the acquisition and operation of such properties. Competition may result in our company being unable not only to acquire desired properties, but to recruit or retain qualified employees, to obtain equipment and personnel to assist in our exploration

~~Our~~Table Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and all amendments to those reports that we file with the Securities and Exchange Commission, or SEC, are available at the SEC's public reference room at 100 F Street, N.E., Washington, D.C. 20549. The public may obtain information on the operation of ~~the~~Contents public reference room by calling the SEC at 1-800-SEC-0330. The SEC also maintains a website at www.sec.gov that contains reports, proxy and information statements and other information regarding reporting companies.6

7activities or to acquire the capital necessary to fund our operation and advance our properties. Our inability to compete with other companies for these resources would have a material adverse effect on our results of operations and business.

~~ITEM~~As 1Anoted above, we compete with other mining and exploration companies, many of which possess greater financial resources and technical facilities than we do, in connection with the acquisition of suitable exploration properties and in connection with the engagement of qualified personnel. ~~RISK~~ ~~FACTORS~~The gold exploration and mining industry is fragmented, and we are a very small participant in this sector. Many of our competitors explore for a variety of minerals and control many different properties around the world. Many of them have been in business longer than we have and have established more strategic partnerships and relationships and have greater financial accessibility than we have. Accordingly, given the significant competition for gold and silver exploration properties, we may be unable to continue to acquire interests in attractive gold and silver mineral exploration properties on terms we consider acceptable.

AnWhile ~~investment~~we incompete ~~our~~with ~~securities~~other ~~should~~exploration companies bein ~~considered~~acquiring ~~highly~~suitable ~~speculative due to various factors~~properties, ~~including~~we ~~the~~believe ~~nature~~that ofthere ~~our~~would ~~business and the present stage of our development. An investment in our securities should only~~ be ~~undertaken~~readily byavailable ~~persons~~purchasers ~~who have sufficient financial resources to afford the total loss~~ of ~~their~~gold investment. In addition to the usual risks associated with investment in a business, the following is a general description of significant risk factors which should be considered. You should carefully consider the following material risk factors and ~~all~~ other ~~information~~precious metals ~~contained~~if inthey ~~this~~were ~~Annual Report before deciding~~ to ~~invest~~be inproduced ~~our~~from ~~common stock. If~~ any of the ~~following~~properties ~~risks~~we ~~occur,~~currently ~~our~~have ~~business,~~interests ~~financial~~in. ~~condition~~The ~~and~~price ~~results~~ of ~~operations~~precious ~~could~~metals can be ~~materially and adversely~~ affected. ~~Additional~~by ~~risks~~a ~~and~~number ~~uncertainties~~of wefactors dobeyond ~~not presently know or that we currently deem immaterial may also impair~~ our ~~business~~control, ~~financial condition or operating results.~~including:

~~Risks~~· ~~Relating~~fluctuations toin ~~our~~the ~~Company~~market prices; · fluctuating supplies; · fluctuating demand; and · mining activities of others.

WeIf ~~have~~we ~~had~~find ~~minimal~~gold ~~cash~~mineralization ~~flows~~that is ~~from~~determined ~~operations~~to be of economic grade and ifin sufficient quantity to justify production, we ~~are~~may ~~not~~then ~~able~~seek tosignificant ~~obtain~~additional capital ~~further~~through equity or debt financing weto ~~may~~develop, mine and sell our production. Our production would probably be ~~forced~~sold to ~~scale~~a ~~back~~refiner that would in turn purify our material and then sell it on the open market or ~~cease~~through ~~operations~~its agents or ~~our~~dealers. ~~business~~In ~~operations~~the ~~may~~event ~~fail~~we should find economic concentrations of gold mineralization and were able to commence production, we do not believe that we would have any difficulty selling the gold we would produce.

To date we have had minimal cash flows from operations and we have been dependent on sales of our equity securities to meet our cash requirements. As of October 31, 2012, we had working capital deficit of $96,258. Our revenues have been minimal and we expect them to remain so if we must rely solely on our current business. We have estimated that we may require up to $500,000 to during the twelve month period ended October 31, 2012 for operations and to seek additional business opportunities. There is no assurance that we will be able to obtain this funding, and if we do ~~obtain the funding that it will be on favourable terms. If we do~~ not ~~raise~~engage ~~funds~~in ~~our~~hedging ~~business will fail~~ transactions and we ~~may~~have ~~not~~no behedged ~~able~~mineral ~~to maintain the required regulatory reporting with the Securities and Exchange Commission~~resources.

WeGeneral ~~depend~~Government on third parties for sales and distribution efforts. If these third parties do not continue to assist us in our sales and distribution, our revenue could decrease, which would have an adverse impact on our business.Regulations

WeOur ~~have~~mineral ~~limited~~exploration ~~marketing~~program ~~efforts.~~which we Weplan ~~depend~~to ~~substantially~~undertake ~~upon~~is ~~third~~subject ~~parties~~to ~~for~~the ~~several~~regulations ~~critical~~of ~~elements~~the country of ~~our~~Canada, ~~business~~which ~~including,~~sets ~~among~~forth ~~other~~rules ~~things~~for locating concessions, ~~sales~~posting concessions, working concessions and ~~distribution~~reporting ~~activities~~work performed. ~~There~~We ~~can~~are bealso nosubject ~~assurance~~to ~~that~~rules on how and where we orcan ~~these~~explore ~~third~~for minerals. ~~parties~~We ~~will~~must becomply ~~able~~with these laws to ~~establish~~operate orour ~~maintain~~business. ~~adequate~~Compliance ~~sales~~with these rules and ~~distribution~~regulations ~~capabilities,~~will ~~that~~not weadversely affect ~~will~~our beoperations. ~~able~~We are also subject to ~~enter~~the ~~into~~numerous ~~agreements~~laws orfor ~~relationships~~the environmental protection of forests, lakes and rivers, fisheries, wild life, etc. These codes deal with ~~third~~environmental ~~parties~~matters inrelating ~~additional~~to ~~territories~~the onexploration ~~financially~~and ~~acceptable~~development ~~terms~~of ormining ~~that~~properties. We ~~any~~are ~~third~~responsible ~~parties~~for ~~with~~providing ~~whom~~a wesafe ~~enter~~working ~~into~~environment, ~~such~~not ~~arrangements~~disrupting ~~will~~archaeological besites ~~successful~~and conducting our activities in ~~selling~~a ormanner ~~distributing~~that ~~our~~prevents ~~products~~unnecessary damage to the property.

IfWe ~~they~~will ~~are~~secure ~~not~~all necessary permits for exploration and, ~~our~~if ~~business~~exploitation ~~could~~is bewarranted, ~~negatively~~on ~~impacted.~~the ~~Also~~concessions, ifwill file final plans of operation before we ~~are~~start ~~unable~~any tomining operations. ~~maintain~~We ~~our~~anticipate ~~relationships~~no ~~with~~discharge ~~these~~of ~~sales~~water ~~agents~~into ~~and~~any ~~distributors~~active stream, creek, river, lake or ifany ~~these~~other ~~sales~~body ~~agents~~of ~~and~~water ~~distributors~~regulated by ~~begin~~environmental ~~selling~~law ~~our~~or ~~competitor’s~~regulation. ~~products~~No endangered species will be disturbed. Restoration of the disturbed land will be completed according to law. All holes, ~~then~~pits ~~our~~and ~~ability~~shafts will be sealed upon abandonment of the property. It is difficult to ~~generate~~estimate ~~revenues~~the ~~through~~cost of compliance with the ~~sale~~environmental law since the full nature and extent of our ~~products~~proposed ~~could~~activities cannot be ~~negatively~~determined ~~impacted~~until we start our operations and know what that will involve from an environmental standpoint. We are in compliance with all regulations at present and will continue to comply in the future. We believe that compliance with these regulations will not adversely affect our business operations.

~~Changes~~We intend to ~~government~~subcontract ~~regulation~~ exploration and ~~supervision~~exploitation ~~could~~work ~~have~~out anto ~~adverse~~third ~~effect~~parties onunder the guidance and direction of our ~~business~~management. We intend to use the services of contractors for manual labor exploration work.

~~Any~~Table negative changes to international trade agreements and regulations such as NAFTA or any agreements affecting international trade such as those made by the World Trade Organization which result in a rise in trade quotas, duties, taxes and similar impositions or which has the result of ~~limiting~~Contents ~~the countries from whom we can purchase our fabric or other component materials, or limiting the countries where we might market and sell our products, could have an adverse effect on our business.~~7

~~Changes~~Marketing ~~in trends may cause uncertainties with respect to the growth of our company~~ and ~~can~~Distribution ~~affect our ability to generate revenues.~~

~~Our~~Gold ~~ability~~can tobe ~~generate~~readily ~~revenues~~sold inon numerous markets throughout the ~~future~~world and it is ~~dependent~~not difficult to ascertain its market price at any particular time. Benchmark prices are generally based on ~~whether~~the weLondon ~~successfully~~gold ~~develop~~market ~~our~~quotations. ~~products~~Gold bullion is held as an asset class for a variety of reasons, including as a store of value and ~~create~~a safeguard against the collapse of paper assets such as stocks, bonds and other financial instruments that are traded in fiat currencies not exchangeable into gold (at a ~~marketable~~fixed ~~product~~rate) under a “gold standard”, as a hedge against future inflation and ~~license~~for orportfolio ~~otherwise~~diversification. ~~commercialize~~Governments, ~~our~~central ~~products~~banks and other official institutions hold significant quantities of gold as a component of exchange reserves. WeSince ~~cannot~~there ~~predict~~are ~~whether~~a orlarge ~~when~~number ~~this~~of ~~may~~available ~~happen~~gold ~~and~~purchasers, ~~this~~we ~~causes~~will ~~uncertainty~~not be dependent upon the sale of gold to any one customer. Gold price volatility remained high in 2012, with ~~respect~~the price ranging from $1,195 per ounce to $1,693 per ounce. Current prices are in the ~~growth~~range of ~~our~~$1,250 ~~company~~per ounce. Gold has continued to attract investor interest through its role as a safe haven investment, store of value and ~~our~~alternative ~~ability~~to fiat currency due to ~~generate~~concerns ~~revenues~~over global economic growth, geopolitical issues, sovereign debt and deficit levels, bank stability, future inflation prospects, and continuing accommodative monetary policies put in place by many of the world’s central banks. In particular, the current monetary policies of the U.S. Federal Reserve have a significant impact on the price of gold. The continuing uncertain macroeconomic environment and loose monetary policies, together with the limited choice of alternative safe haven investments, is supportive of continued strong investment demand. This is evidenced by the growth in Exchange Traded Funds (“ETFs”), as well as the worldwide demand for physical gold in forms such as bars and coins. Physical demand for gold for jewelry and other uses also remains a significant driver of the overall gold market. A continuation of these trends is supportive of higher gold prices. Product fabrication and bullion investment are two principal sources of gold demand. The introduction of more readily accessible and liquid gold investment vehicles has further facilitated investment in gold. Within the fabrication category, there are a wide variety of end uses, the largest of which is the manufacture of jewelry. Other fabrication purposes include official coins, electronics, miscellaneous industrial and decorative uses, dentistry, medals and medallions.

8Employees

~~Our~~As ~~revenues~~of ~~are~~the ~~influenced~~date byof ~~general~~the ~~economic~~filing ~~cycles,~~of ~~diminished~~this report ~~consumer~~have ~~spending~~not ~~may~~entered into employment agreements with our current officer or director of the Company and we currently have anno employees. ~~adverse~~We ~~effect~~had onprior paid consulting fees to our ~~business~~former officer and ~~financial~~director ~~condition~~of $2,500 per month.

~~Apparel~~Available is a cyclical industry that is dependent upon the overall level of consumer spending. Our wholesale customers anticipate and respond to adverse changes in economic conditions and uncertainty by reducing inventories and cancelling orders. As a result, factors that diminish consumer spending and confidence in any of the regions in which we compete, particularly deterioration in general economic conditions, increases in energy costs or interest rates, housing market downturns, and other factors such as acts of war, acts of nature or terrorist or political events that impact consumer confidence, could reduce our sales and adversely affect our business and financial condition. For example, the price of oil has risen in the recent past. A continued or sustained rise in oil prices could adversely affect consumer spending and demand for our products and also increase our operating costs, both of which could adversely affect our business and financial condition.Information

~~Intense~~Our ~~competition~~Annual inReports ~~the~~on ~~worldwide~~Form ~~apparel~~10-K, ~~industry~~Quarterly Reports ~~could~~on ~~reduce~~Form ~~our~~10-Q, ~~sales~~Current Reports on Form 8-K and ~~prices~~all amendments to those reports that we file with the Securities and ~~adversely~~Exchange Commission, ~~affect~~or ~~our~~SEC, ~~business~~are available at the SEC's public reference room at 100 F Street, N.E., Washington, D.C. 20549. The public may obtain information on the operation of the public reference room by calling the SEC at 1-800-SEC-0330. The SEC also maintains a website at www.sec.gov that contains reports, proxy and ~~financial~~information ~~condition~~statements and other information regarding reporting companies.

We face a variety of competitive challenges from streetwear and casual apparel marketers, fashion-oriented apparel marketers, vertically integrated specialty stores and retailers of private-label productsItem 1A. risk Some of these competitors have greater financial and marketing resources than we do and may be able to adapt to changes in consumer preferences or retail requirements more quickly, devote greater resources to the building and sustaining of their brand equity and the marketing and sale of their products or adopt more aggressive pricing policies than we can. As a result, we may not be able to compete as effectively with them and may not be able to maintain or grow the equity of and demand for our brand. Increased competition in the worldwide apparel industry — including from international expansion of vertically integrated specialty stores, from department stores, chain stores and mass channel retailers developing exclusive labels, and from well-known and successful non-apparel brands expanding into jeans and casual apparel — could reduce our sales and adversely affect our business and financial condition.factors

WeAn ~~rely~~investment onin ~~contract~~our ~~manufacturing~~securities should be considered highly speculative due to various factors, including the nature of our ~~products~~business and the present stage of our development. An ~~Our~~investment ~~inability~~in our securities should only be undertaken by persons who have sufficient financial resources to ~~secure~~afford ~~production~~the ~~sources~~total loss ~~meeting~~of ~~our~~their ~~quality,~~investment. ~~cost~~In addition to the usual risks associated with investment in a business, ~~working~~the ~~conditions~~following is a general description of significant risk factors which should be considered. You should carefully consider the following material risk factors and all other ~~requirements,~~information orcontained ~~failures~~in bythis ~~our~~Annual ~~contractors~~Report before deciding to ~~perform~~invest in our common stock. If any of the following risks occur, our business, financial condition and results of operations could ~~harm~~be materially and adversely affected. Additional risks and uncertainties we do not presently know or that we currently deem immaterial may also impair our ~~sales~~business, ~~service~~financial ~~levels~~condition or ~~and~~operating ~~reputation~~results.

WeTable source our products from independent manufacturers who purchase fabric and other raw materials. As a result, we must locate and secure production capacity. We depend on independent manufacturers to maintain adequate financial resources, secure a sufficient supply of ~~raw~~Contents materials, and maintain sufficient development and manufacturing capacity in an environment characterized by continuing cost pressure and demands for product innovation and speed-to-market. In addition, we do not have material long-term contracts with any of our independent manufacturers, and these manufacturers generally may unilaterally terminate their relationship with us at any time.8

~~Our~~Risks ~~dependence~~Relating ~~on contract manufacturing could subject us~~ to ~~difficulty in obtaining timely delivery of products of acceptable quality. A manufacturer's failure to ship products to us in a timely manner or to meet~~ our quality standards could cause us to miss the delivery date requirements of our wholesale customers. In addition, any interference with our ability to receive shipments from those manufacturers, such as conditions at ports or issues that otherwise affect transportation and warehousing providers, could cause delayed delivery of product. Additionally, if we experience a significant increase in demand, or if we need to replace any of the manufacturers that we currently use, we may have to expand our third party manufacturing capacity. We cannot assure you that this capacity will be available to us, or available on terms that are acceptable to us. Failing to make timely deliveries may cause our customers to cancel orders, refuse to accept deliveries, impose non-compliance charges through invoice deductions or other charge-backs, demand reduced prices or reduce future orders, any of which could harm our sales and margins.Company

9Because we may never earn revenues from our operations, our business may fail and then investors may lose all of their investment in our Company.

We have no history of revenues from mining operations and we have divested ourselves of all prior operations which generated minimal revenue. We have yet to generate positive earnings and there can be no assurance that we will ever operate profitably. Our Company has no operating history in our current business, is in the pre-exploration stage and has a history of operating losses. The success ~~depends~~of our Company is significantly dependent on the ~~continued~~uncertain ~~protection~~events of ~~our~~the ~~trademark~~discovery and ~~other~~exploitation ~~proprietary~~of ~~intellectual~~mineral ~~property~~reserves on our properties or selling the rights to exploit those mineral reserves. If our business plan is not successful and we are not able to operate profitably, then our stock may become worthless and investors may lose all of their investment in our Company.

~~Our~~We ~~trademark~~have ~~and~~no ~~other~~revenues ~~intellectual~~from ~~property~~operations in ~~rights are important to~~ our ~~success~~chosen ~~and~~business ~~competitive position,~~ and ~~the~~have ~~loss~~divested of orour ~~inability~~small torevenue ~~enforce~~generating ~~trademark and other proprietary intellectual property rights could harm our~~ business. ~~Despite any precautions we may take~~ to ~~protect~~concentrate ~~our~~on ~~intellectual property, policing unauthorized use of~~ our ~~intellectual~~mining ~~property~~operations. isWe ~~difficult,~~will not ~~expensive~~receive ~~and~~revenues ~~time~~from ~~consuming,~~operations ~~and~~at ~~we may be unable to adequately protect our intellectual property or determine the extent of~~ any ~~unauthorized~~time ~~use, particularly~~ in ~~those foreign countries where~~ the ~~laws~~near ~~do not protect proprietary rights as fully as in Canada or the United States~~future. Our efforts to establish and protect our trademark and other proprietary intellectual property rights may not be adequate to prevent imitation or counterfeiting of our products by others or to prevent others from seeking to block sales of our products for violating their trademarks and proprietary rights.. ~~Unauthorized~~We ~~copying~~have ofincurred our products or unauthorized use of our trademarks or other proprietary rights may not only erode sales of our products but may also cause significant damage to our brand names and our ability to effectively represent ourselves to our customerslosses. ~~Also,~~There wecan ~~cannot~~be ~~assure~~no ~~you~~assurance that our ~~others~~operations will ~~not~~ever ~~assert~~generate ~~rights~~any ~~in,~~revenues orto ~~ownership~~fund ~~of,~~ our ~~trademarks~~continuing ~~and~~operations ~~other proprietary rights, that our proprietary rights would be upheld if challenged~~ or that we ~~would,~~will inever ~~that~~generate ~~event,~~positive ~~not~~cash ~~be prevented~~ flow from ~~using~~ our ~~trademarks, any of which could have a material adverse effect on our financial condition and results of~~ operations. Further, we ~~could~~can ~~incur~~give ~~substantial~~no ~~costs~~assurance inthat ~~legal~~we ~~actions~~will ~~relating~~attain ~~to our use of intellectual property~~ or ~~the~~sustain ~~use~~profitability ~~of our intellectual property by others. Even if we are successful~~ in ~~these~~any ~~actions,~~future ~~the costs we incur could have a material adverse effect on us~~period.

~~Our~~The ~~licensees~~feasibility ~~may~~of ~~not~~mineral ~~comply~~extraction on ~~with~~the our ~~product~~mining ~~quality,~~concessions ~~manufacturing~~has ~~standards~~not been established, ~~marketing~~as ~~and~~we have not completed exploration or other ~~requirements~~work necessary to determine if it is commercially feasible to develop the properties.

We ~~license~~are ~~our~~currently ~~trademarks~~a tomining ~~third~~pre-exploration stage ~~parties~~company ~~for~~(see ~~manufacturing,~~“Item ~~marketing~~2 ~~and~~Properties” ~~distribution~~ of ~~various~~this ~~products.~~Report ~~While~~for wemore ~~enter~~information ~~into~~regarding ~~agreements with~~ our ~~licensees~~mining ~~covering product design, product quality, sourcing, manufacturing, marketing and other requirements, our licensees may not comply fully with those agreements~~assets). Non-compliance could include marketing products under our brand names that do not meet our quality and other requirements or engaging in manufacturing practices that do not meet our standards. These activities could harm our brand equity, our reputation and our business.

~~Violation~~According to SEC definitions, our concessions do not have any proven or probable reserves. A “reserve,” as defined by the SEC, is that part of ~~labor~~a ~~laws~~mineral deposit which could be economically and ~~practices~~legally byextracted or produced at the time of the reserve determination. A reserve requires a feasibility study demonstrating with reasonable certainty that the deposit can be economically extracted and produced. We have not carried out any feasibility study with regard to our ~~licensees~~mining orconcessions. ~~suppliers~~As ~~could~~a ~~harm~~result, we currently have no reserves and there are no assurances that we will be able to prove that there are reserves on our ~~business~~mining concessions.

We ~~require~~have ~~our~~no ~~licensing~~reported ~~partners~~mineral reserves and ~~suppliers~~if towe ~~operate~~are unsuccessful in ~~compliance~~identifying ~~with~~mineral ~~applicable~~reserves ~~laws~~in ~~and~~the ~~regulations. While our code of conduct promotes ethical business practices~~future, we domay not ~~control~~be ~~our~~able ~~licensees~~to orrealize ~~suppliers or their labor practices. The violation of labor or other laws by~~ any ofprofit ~~our licensees or suppliers, or divergence of a licensee's or supplier's labor practices~~ from ~~those generally accepted as ethical in Canada or the United States, could interrupt or otherwise disrupt the shipment of~~ our ~~products, harm the value of our trademarks, damage our reputation or expose us to potential liability for their wrongdoings~~property interests.

~~Our~~We ~~quarterly~~are ~~sales~~a pre-exploration stage company and ~~operating~~have ~~results~~no ~~fluctuate~~reported asmineral areserves. Any ~~result~~mineral reserves will only come from extensive additional exploration, engineering, and evaluation of aexisting ~~variety~~or future mineral properties. The lack of ~~factors,~~reserves ~~including~~on ~~seasonal~~our ~~fluctuations~~mineral inproperties ~~demand~~could ~~for~~prohibit us ~~premium~~from ~~apparel~~sale ~~and~~or ~~related~~joint ~~categories,~~venture ~~and~~of ~~accessories~~our mineral properties. If we are unable to sell or joint venture for development of our mineral properties, ~~delivery~~we ~~date~~will ~~delays~~not be able to realize any profit from our interests in such mineral properties, ~~recognition~~which could materially adversely affect our financial position or results of ~~stock-based~~operations. Additionally, ~~compensation~~if ~~and~~we ~~potential~~or ~~fluctuations~~partners into whom we may joint venture our ~~annualized~~mineral ~~tax~~properties ~~rate~~are unable to develop reserves on our mineral properties, ~~which~~we may ~~result~~be unable to realize any profit from our interests in ~~volatility~~such ofproperties, which could have a material adverse effect on our ~~stock~~financial ~~price~~position or results of operations.

~~Our~~We ~~quarterly~~are ~~sales and operating results have varied significantly in the past and can be expected to fluctuate in the future due to~~ a ~~number~~pre-exploration ~~of factors~~stage company, many of which are beyond our control. For example, sales of our products have historically been somewhat seasonal in nature with the largest sales generally occurring in the second half of the year. Delays in scheduling or pickup of products by our licensing partners wholesale customers could negatively impact our revenues and ~~results~~there ofis ~~operations~~no ~~for~~assurance ~~any~~that ~~given quarter. As~~ a ~~result~~commercially ofviable ~~these~~deposit specific and other general factors, our operating results will likely vary from quarter to quarter and the results for any particular quarter may not be necessarily indicative of results for the full year. Any shortfall in sales or ~~net~~“reserve” ~~income~~exists ~~from levels expected by securities analysts and investors could cause a decrease~~ in the ~~trading~~property ~~price~~in ofwhich we ~~our~~have ~~common stock~~claim.

We are ~~subject~~a topre-exploration ~~new~~stage ~~corporate~~company and ~~governance~~cannot ~~and~~assure ~~internal~~you ~~control~~that ~~reporting~~a ~~requirements~~commercially viable deposit, ~~and~~or ~~our~~“reserve,” ~~costs~~exists ~~related~~on toour ~~compliance~~mineral ~~with~~properties. Therefore, determination orof ~~our~~the ~~failure~~existence toof ~~comply~~a ~~with~~reserve ~~existing~~will depend on appropriate and ~~future~~sufficient ~~requirements~~exploration work and the evaluation of legal, economic ~~could~~and ~~adversely~~environmental ~~affect~~factors. If we fail to find commercially viable deposits, our ~~business~~financial condition and results of operations will be materially adversely affected.

WeMineral ~~may~~exploration ~~face~~is ~~new~~highly speculative ~~corporate~~in ~~governance~~nature ~~requirements under the Sarbanes-Oxley Act of 2002, as well as new rules~~ and ~~regulations~~there ~~subsequently~~can ~~adopted~~be byno ~~the~~certainty SEC and the Public Company Accounting Oversight Board. These laws, rules, and regulations continue to evolve and may become increasingly stringent in the future. In particular, under rules proposed by the SEC on October 6, 2006, we are required to include management’s report on internal controls as part of our ~~annual~~successful ~~report~~development ~~pursuant to Section 404~~ of ~~the~~profitable ~~Sarbanes-Oxley~~commercial ~~Act. We~~mining ~~strive to continuously evaluate and improve our control structure to help ensure that we comply with Section 404 of the Sarbanes-Oxley Act~~operations. The financial cost of compliance with these laws, rules, and regulations is expected to remain substantial. We cannot assure you that we will be able to fully comply with these laws, rules, and regulations that address corporate governance, internal control reporting, and similar matters. Failure to comply with these laws, rules and regulations could materially adversely affect our reputation, financial condition, and the value of our securities.

10Table of Contents 9

WeThe ~~depend~~exploration and development of mineral properties involve significant risks that even a combination of careful evaluation, experience and knowledge may not eliminate. There is no certainty that the expenditures made by us towards the exploration and evaluation of mineral deposits will result in discoveries of commercial quantities of ore. While the discovery of an ore body may result in substantial rewards, few explored properties develop into producing mines. Substantial expenses may be incurred to locate and establish mineral reserves, develop metallurgical processes, and construct mining and processing facilities at a particular site. Whether a mineral deposit will be commercially viable depends on ~~our~~a ~~sole~~number ~~officer~~of factors, some of which are the particular attributes of the deposit, such as size, grade, and ~~director~~proximity to infrastructure; metals prices which are highly cyclical; drilling and other related costs that appear to be rising; and government regulations, including those related to prices, taxes, royalties, land tenure, land use, importing and exporting of minerals and environmental protection. The exact effect of these factors cannot be accurately predicted, but the ~~loss~~combination of these factors may result in us not receiving an adequate return on invested capital. If we are unable to establish the presence of ~~this~~commercially ~~individual~~exploitable ~~could~~reserves ~~adversely~~of ~~affect~~minerals on our ~~business~~properties, our ability to fund future exploration activities will be impeded, we will not be able to operate profitably and investors may lose all of their investment in our company.

~~Our~~Because ~~Company~~of isthe ~~completely~~unique ~~dependent on our sole officer Natalie Bannister, who is also our sole director. We currently have no employees~~ difficulties and ~~the~~uncertainties ~~loss~~inherent ofin ~~Ms.~~mineral ~~Bannister~~exploration ~~could significantly and adversely affect our business~~ventures, ~~and~~we ~~could~~face ~~result in~~ a ~~complete~~high ~~failure~~risk of ~~the~~business ~~Company~~failure. ~~We do not carry any life insurance on our sole director and officer.~~

~~Risks~~Potential ~~Relating~~investors should be aware of the difficulties normally encountered by new mineral exploration companies and the high rate of failure of such enterprises. The likelihood of success must be considered in light of the problems, expenses, difficulties, complications, and delays encountered in connection with the exploration of the mineral properties that we plan to anundertake. These ~~Investment~~potential problems include, but are not limited to, unanticipated problems relating to exploration, environmental permitting difficulties and delays and additional costs and expenses that may exceed current estimates. The expenditures to be made by us in the exploration of the mineral claim may not result in the discovery of mineable mineral deposits. Problems such as unusual or unexpected formations and other conditions are involved in mineral exploration and often result in unsuccessful exploration efforts. If the results of our ~~Securities~~exploration do not reveal viable commercial mineralization, we may decide to abandon our claims. If this happens, our business will likely fail.

WeThe ~~may,~~nature inof ~~the~~mineral ~~future,~~exploration and ~~issue~~production ~~additional~~activities ~~common~~involves ~~shares~~a ~~that~~high ~~would~~degree ~~reduce~~of risk ~~investors’~~and ~~percent~~the possibility of ~~ownership~~uninsured ~~and~~losses ~~may~~that ~~dilute~~could materially ~~our~~and ~~share~~adversely affect ~~value~~our operations.

~~Our~~Exploration ~~Articles~~for ofminerals ~~Incorporation~~is ~~authorize~~highly ~~the~~speculative and ~~issuance~~involves ofgreater uprisk tothan ~~1,050,000,000~~many ~~common~~other ~~shares, $0~~businesses.~~001~~ Many ~~par~~exploration ~~value.~~programs ~~The~~do ~~future~~not ~~issuance~~result ofin ~~common~~the ~~shares~~discovery ~~may~~of ~~result~~mineralization and inany ~~substantial~~mineralization ~~dilution~~discovered inmay ~~the~~not ~~percentage~~be of ~~our~~sufficient ~~common~~quantity ~~shares~~or ~~held~~quality byto ~~our~~be ~~then~~profitably ~~existing stockholders~~mined. Few Weproperties that ~~may~~are ~~value~~explored ~~any~~are ~~common~~ultimately ~~shares~~advanced ~~issued~~to in the ~~future~~stage onof anproducing ~~arbitrary basis~~mines. Our ~~The~~current ~~issuance~~exploration ofefforts ~~common~~are, ~~shares~~and any ~~for~~ future ~~services~~development or ~~acquisitions~~mining oroperations ~~other~~we ~~corporate actions~~ may ~~have~~elect ~~the~~to ~~effect~~conduct ofwill ~~diluting~~be, ~~the~~subject ~~value~~to all of the ~~common~~operating ~~shares~~hazards ~~held~~and byrisks normally ~~our~~incident ~~investors,~~to ~~and~~exploring ~~might~~for ~~have~~and andeveloping ~~adverse~~mineral ~~effect~~properties, onsuch ~~any~~as, ~~trading~~but ~~market~~not ~~for~~limited ~~our~~to ~~common~~the ~~shares.~~following:

~~Market~~· ~~for~~economically ~~penny~~insufficient ~~stock~~mineralized ~~has~~material; ~~suffered~~· fluctuations in ~~recent~~production ~~years~~costs ~~from~~that ~~patterns~~may make mining uneconomical; · labor disputes; · unanticipated variations in grade and other geologic problems; · seismic activity · environmental hazards; · water conditions; · difficult surface or underground conditions; · industrial accidents; · metallurgical and other processing problems; · mechanical and equipment performance problems; · failure of ~~fraud~~pit walls or dams, including retaining dams around tailing disposal areas; · unusual or unexpected rock formations; · personal injury, fire, flooding, cave-ins, rock bursts and ~~abuse~~landslides; · bad or hazardous weather conditions and ~~our~~other ~~stock~~acts ~~has~~of ~~been~~God; ~~volatile~~and · decrease in reserves due to a lower gold price.

~~Stockholders~~Table ~~should be aware that, according to SEC Release No. 34-29093, the market for penny stocks has suffered in recent years from patterns~~ of ~~fraud~~Contents and abuse. Such patterns include: (i) control of the market for the security by one or a few broker-dealers that are often related to the promoter or issuer; (ii) manipulation of prices through prearranged matching of purchases and sales and false and misleading press releases; (iii) boiler room practices involving high-pressure sales tactics and unrealistic price projections by inexperienced salespersons; (iv) excessive and undisclosed bid-ask differential and markups by selling broker-dealers; and, (v) the wholesale dumping of the same securities by promoters and broker-dealers after prices have been manipulated to a desired level, along with the resulting inevitable collapse of those prices and with consequential investor losses.10

~~Our~~Any ~~management~~of isthese ~~aware~~risks ofcan materially and adversely affect, among other things, the ~~abuses~~development ~~that~~of ~~have~~properties, ~~occurred~~production ~~historically~~quantities and rates, costs and expenditures and production commencement dates and could also result in ~~the~~damage ~~penny~~to, ~~stock~~or ~~market~~destruction of, mines and other producing facilities, damage to life or property, environmental damage and possible legal liability. ~~The~~We ~~occurrence~~currently ofhave no insurance to guard against any of these ~~patterns~~risks. If orwe ~~practices~~determine ~~could~~that incapitalized ~~the~~costs ~~future~~associated ~~increase~~with ~~the~~any ~~volatility~~of our mineral interests are not likely to be recovered, we would incur a write-down of our ~~share~~investment ~~price~~in these interests. All of these factors may result in losses in relation to amounts spent which are not recoverable.

~~Our~~If ~~common~~any ~~shares~~of ~~are~~these ~~subject~~risks toand hazards adversely affect our mining operations or our exploration activities, they may: (i) increase the ~~“penny~~cost ~~stock”~~of ~~rules~~exploration to a point where it is no longer economically feasible to continue operations; (ii) require us to write down the carrying value of one or more mines or a property; (iii) cause delays or a stoppage in the ~~SEC,~~exploration ~~which~~of ~~makes~~minerals; ~~transactions~~(iv) result in ~~our~~damage ~~stock~~to ~~cumbersome~~or destruction of mineral properties or processing facilities; and ~~may~~(v) ~~reduce~~result ~~the~~in ~~value~~personal injury, death or legal liability. Any or all of anthese ~~investment~~adverse inconsequences may have a material adverse effect on our ~~stock~~financial condition, results of operations and future cash flows.

The ~~SEC~~potential ~~has~~profitability ~~adopted~~of mineral ~~regulations~~ventures ~~that~~depends ~~generally~~in ~~define~~part aupon ~~“penny~~factors ~~stock”~~beyond ~~to be any equity security other than a security excluded from such definition by Rule 3a51-1 under~~ the ~~Securities~~control ~~Exchange Act~~ of ~~1934,~~our ascompany ~~amended.~~and ~~For~~even ~~the~~if ~~purposes~~we ~~relevant~~discover toand ~~our~~exploit ~~Company~~mineral deposits, we itmay isnever ~~any~~become ~~equity~~commercially ~~security~~viable ~~that~~and ~~has~~we amay ~~market~~be ~~price~~forced ~~of less than $5.00 per share, subject~~ to ~~certain~~cease ~~exceptions~~operations.

~~Our~~The ~~common~~commercial ~~shares~~feasibility ~~are~~of ~~currently~~mineral properties ~~regarded~~is asdependent aupon ~~“penny~~many ~~stock”,~~factors ~~since~~beyond our ~~shares~~control, ~~are~~including ~~not~~the ~~listed~~existence onand asize ~~national~~of ~~stock~~mineral ~~exchange~~deposits orin ~~quoted on~~ the ~~NASDAQ~~properties we ~~Market~~explore, ~~within~~ the ~~United~~proximity ~~States,~~and tocapacity ~~the~~of ~~extent~~processing ~~the~~equipment, market ~~price~~fluctuations ~~for~~of ~~its~~prices, ~~shares~~taxes, isroyalties, ~~less~~land ~~than $5.00 per share. The penny stock rules require a broker-dealer to deliver a standardized risk disclosure document prepared by the SEC~~tenure, toallowable production ~~provide~~and aenvironmental ~~customer~~regulation. These ~~with~~factors ~~additional~~cannot ~~information~~be ~~including~~accurately ~~current~~predicted ~~bid~~ and ~~offer~~any ~~quotations~~one ~~for~~or ~~the~~a ~~penny~~combination ~~stock, the compensation~~ of these ~~the~~factors ~~broker-dealer~~may ~~and~~result ~~its salesperson~~ in ~~the~~our ~~transaction,~~company ~~monthly~~not ~~account~~receiving ~~statements~~an ~~showing~~adequate ~~the~~return ~~market~~on ~~value~~invested ofcapital. These ~~each~~factors ~~penny~~may ~~stock~~have material ~~held in the customer's account,~~ and tonegative ~~make~~effects aon ~~special~~our ~~written~~financial ~~determination~~performance ~~that the penny stock is a suitable investment for the purchaser,~~ and ~~receive~~our ~~the~~ability ~~purchaser's written agreement~~ to ~~the~~continue ~~transaction~~operations.

11Mineralized material is based on interpretation and assumptions and may yield less mineral production under actual conditions than is currently estimated.

ToUnless otherwise indicated, mineralized material presented in our filings with securities regulatory authorities, including the ~~extent~~SEC, ~~these~~press ~~requirements~~releases, and other public statements that may be ~~applicable~~made ~~they~~from time to time are based upon estimates made by our consultants. When making determinations about whether to advance any of our projects to development, we must rely upon such estimated calculations as to the mineralized material on our properties. Until mineralized material is actually mined and processed, it must be considered an estimate only. These estimates are imprecise and depend on geological interpretation and statistical inferences drawn from drilling and sampling analysis, which may prove to be unreliable. We cannot assure you that these mineralized material estimates will ~~reduce~~be accurate or that this mineralized material can be mined or processed profitably. Any material changes in estimates of mineralized material will affect the ~~level~~economic viability of ~~trading~~placing ~~activity~~a property into production and such property’s return on capital. There can be no assurance that minerals recovered in ~~the~~small ~~secondary~~scale ~~market~~tests ~~for~~will ~~the~~be ~~common~~recovered ~~shares~~at production scale. The mineralized material estimates have been determined and valued based on assumed future prices, cut-off grades and operating costs that may prove ~~severely~~inaccurate. Extended declines in market prices for gold may render portions of our mineralized material uneconomic and adversely affect the ~~ability~~commercial viability of ~~broker-dealers~~one toor ~~sell~~more ~~the~~of ~~common~~our ~~shares~~properties and could have a material adverse effect on our results of operations or financial condition.

~~FINRA~~The ~~sales~~construction ~~practice~~of ~~requirements~~mines ~~may~~are subject ~~also~~to ~~limit~~all aof ~~stockholders~~the ~~ability~~risks toinherent ~~buy~~in ~~and sell our stock~~construction.

InThese ~~addition~~risks toinclude ~~the~~potential ~~penny~~delays, cost ~~stock rules promulgated by the SEC~~overruns, ~~which~~shortages ~~are~~of ~~discussed~~material inor ~~the immediately preceding risk factor~~labor, ~~FINRA~~construction ~~rules~~defects ~~require~~and ~~that~~injuries into ~~recommending~~persons anand ~~investment~~property. While towe aanticipate taking ~~customer,~~all ameasures ~~broker-dealer~~which ~~must~~we ~~have~~deem reasonable ~~grounds~~and ~~for~~prudent ~~believing~~in ~~that~~connection ~~the~~with ~~investment~~construction, there is ~~suitable~~no assurance ~~for~~ that ~~customer.~~the ~~Prior~~risks described toabove ~~recommending~~will ~~speculative~~not ~~low-priced~~cause ~~securities~~delays toor ~~their~~cost ~~non-institutional~~overruns ~~customers,~~in ~~broker-dealers~~connection ~~must~~with ~~make~~such ~~reasonable~~construction. Any ~~efforts~~delay towould ~~obtain~~postpone our ~~information~~anticipated ~~about~~receipt ~~the~~of ~~customer’s~~revenue ~~financial~~and ~~status,~~adversely ~~tax~~affect ~~status,~~our ~~investment objectives and other information~~operations. Cost ~~Under~~overruns ~~interpretations~~would oflikely ~~these~~require ~~rules, FINRA believes~~ that ~~there~~we isobtain additional acapital ~~high~~in ~~probability~~order ~~that~~to ~~speculative~~commence ~~low-priced securities will not be suitable for at least some customers~~production. Any ~~FINRA~~of ~~requirements~~these ~~make~~occurrences itmay ~~more~~adversely ~~difficult~~affect ~~for broker-dealers to recommend that their customers buy~~ our ~~common stock, which may limit the~~ ability to ~~buy~~generate revenues and ~~sell our stock and have an adverse effect on~~ the ~~market~~price ~~value~~of ~~for~~ our ~~shares~~stock.

~~Our~~An ~~common~~adequate ~~stock~~supply ~~may~~of ~~experience~~water ~~extreme rises or declines in price, and you~~ may not be ~~able~~available to ~~sell~~undertake ~~your~~mining ~~shares~~and production at orour ~~above the price paid~~property.

~~Our~~Table ~~common stock may be highly volatile and could be subject to extreme fluctuations in response to various factors, many~~ of ~~which~~Contents are beyond our control, including (but not necessarily limited to) (i) the trading volume of our shares; (ii) the number of securities analysts, market-makers and brokers following our common stock; (iii) changes in, or failure to achieve, financial estimates by securities analysts; (iv) actual or anticipated variations in quarterly operating results; (v) conditions or trends in our business industries; (vi) announcements by us of significant contracts, acquisitions, strategic partnerships, joint ventures or capital commitments; (vii) additions or departures of key personnel; (viii) sales of our common stock; and (ix) general stock market price and volume fluctuations of publicly-traded and particularly, microcap companies.11

~~Investors~~The ~~may~~amount ~~have difficulty reselling shares~~ of ~~our~~water ~~common~~that ~~stock,~~we ~~either~~are atentitled to oruse ~~above~~from ~~the~~wells ~~price they paid for our stock,~~ or ~~even~~other atwater ~~fair~~sources ~~market~~must ~~value.~~be ~~The~~determined ~~stock~~by ~~markets often experience significant price and volume changes that are not related to~~ the ~~operating~~appropriate ~~performance~~regulatory authorities. A determination of ~~individual~~these ~~companies,~~rights ~~and because our common stock~~ is ~~thinly~~dependent ~~traded~~in itpart ison ~~particularly~~our ~~susceptible~~ability to ~~such~~demonstrate ~~changes.~~a ~~These~~beneficial ~~broad~~use ~~market~~for ~~changes may cause~~ the ~~market~~amount ~~price~~ of ~~our~~water ~~common~~that ~~stock to decline regardless of how well~~ we ~~perform~~intend asto ~~a company~~use. Unless we Inare ~~addition,~~successful ~~there~~in isdeveloping a ~~history~~property ofto ~~securities~~a ~~class~~point ~~action~~where ~~litigation~~it ~~following~~can ~~periods~~commence ofcommercial ~~volatility~~production ~~in the market price~~ of agold ~~company’s securities. Although there is no such shareholder litigation currently pending~~ or ~~threatened~~other ~~against~~precious ~~the Company~~metals, we ~~such~~may anot ~~suit~~be ~~against~~able usto ~~could~~demonstrate ~~result~~such inbeneficial ~~the incursion of substantial legal fees, potential liabilities and the diversion of management’s attention and resources from our business~~use. ~~Moreover~~ Accordingly, ~~and~~there asis ~~noted~~no ~~below,~~assurance ~~our~~that ~~shares~~we ~~are~~will ~~currently~~have ~~traded~~access ~~on the OTCBB and, further, are subject~~ to the ~~penny~~amount ~~stock~~of ~~regulations.~~water ~~Price~~needed ~~fluctuations in such shares are particularly volatile and subject~~ to ~~manipulation~~operate bya ~~market-makers,~~mine ~~short-sellers~~at ~~and~~our ~~option traders~~properties.

WeExploration ~~have not~~ and doexploitation ~~not~~activities are ~~intend~~subject to ~~pay~~comprehensive ~~any~~regulation ~~cash~~which ~~dividends~~may oncause ~~our~~substantial ~~common~~delays ~~shares~~or ~~and,~~require ~~consequently,~~capital ~~our~~outlays ~~stockholders~~in ~~will~~excess ~~not~~of bethose ~~able~~anticipated causing toan ~~receive~~adverse aeffect ~~return~~ on ~~their~~our ~~shares unless they sell them~~company.

WeExploration ~~intend~~and toexploitation ~~retain~~activities are ~~any~~subject ~~future~~to ~~earnings~~laws, toregulations, ~~finance~~and ~~the~~policies, ~~development~~including ~~and~~laws ~~expansion~~regulating the removal of ~~our~~natural ~~business.~~resources Wefrom ~~have~~the ~~not,~~ground and the dodischarge ~~not,~~of ~~anticipate~~materials ~~paying~~into ~~any~~the ~~cash~~environment. Exploration ~~dividends~~and onexploitation ~~our~~activities ~~common~~are ~~shares~~also insubject ~~the~~to ~~foreseeable~~laws ~~future.~~and regulations ~~Unless~~which weseek ~~pay~~to ~~dividends,~~maintain ~~our~~health ~~stockholders~~and ~~will~~safety ~~not~~standards beby ~~able~~regulating tothe ~~receive~~design aand ~~return~~use onof ~~their~~drilling ~~shares~~methods ~~unless~~and ~~they sell them~~equipment.

AVarious ~~decline~~permits infrom government bodies are required for drilling operations to be conducted, and no assurance can be given that such permits will be received. Environmental and other legal standards imposed by the ~~price~~authorities ofmay be changed and any such changes may prevent us from conducting planned activities or increase our ~~common~~costs ~~stock~~of ~~could~~doing ~~affect~~so, which would have material adverse effects on our ~~ability~~business. Moreover, tocompliance with ~~raise~~such ~~further~~laws ~~working~~may cause substantial delays or require capital outlays in excess of those anticipated, ~~adversely~~thus ~~impact~~causing ~~our~~an ~~ability~~adverse effect on us. Additionally, we may be subject to ~~continue~~liability ~~operations~~for ~~and~~pollution or other environmental damages which we may not ~~cause~~be usable to goor ~~out~~elect not to insure against due to prohibitive premium costs and other reasons. Any laws, regulations, or policies of any government body or regulatory agency may be changed, applied, or interpreted in a manner which will alter and negatively affect our ability to carry on our business.

AMineral ~~prolonged~~exploration ~~decline in the price of our common stock could result in a reduction in the liquidity of our common stock~~ and adevelopment activities ~~reduction~~are insubject ~~our ability~~ to ~~raise~~various ~~capital.~~laws ~~Because~~governing weprospecting, ~~may attempt to acquire a significant portion of the funds we need in order to conduct our planned operations through the sale of equity securities~~development, ~~or convertible debt instruments~~taxes, alabor ~~decline~~standards ~~in the price of our common stock could be detrimental to our liquidity~~ and ~~our~~occupational ~~operations~~health, ~~because~~mine safety, ~~the~~toxic ~~decline~~substances, ~~may~~land ~~cause investors to not choose to invest in our stock. If we are unable to raise the funds we require for all our planned operations~~use, wewater ~~may be forced to reallocate funds from other planned uses and may suffer a significant negative effect on our business plan and operations~~use, ~~including~~land ~~our~~claims ~~ability~~of tolocal ~~develop~~people ~~new products~~ and ~~continue~~other ~~our current operations~~matters. AsWe acannot ~~result,~~assure ~~our~~you ~~business~~that new ~~may~~rules ~~suffer,~~and weregulations ~~may~~will not be ~~successful~~enacted ~~and~~or wethat ~~may~~existing gorules ~~out~~and ofregulations ~~business.~~will ~~We also might~~ not be ~~able~~applied toin ~~meet~~a ~~our~~manner ~~financial~~which ~~obligations~~could limit ifor wecurtail ~~cannot~~our ~~raise~~exploration ~~enough~~or ~~funds~~development ~~through the sale~~ of our ~~common stock and we may be forced to go out of business~~properties.

12Our operating costs could be adversely affected by inflationary pressures especially to labor, equipment and fuel costs.

~~ITEM~~The 1Bglobal economy is currently experiencing a period of high commodity prices and as a result the mining industry is attempting to increase production at new and existing projects, while also seeking to discover, explore and develop new projects. ~~UNRESOLVED~~ This ~~STAFF~~has ~~COMMENTS~~caused significant upward price pressures in the costs of mineral exploration companies, especially in the areas of skilled labor and drilling equipment, both of which are in tight supply and whose costs are increasing. Continued upward price pressures in our exploration costs may have an adverse impact to our business.

~~None~~We may be unable to obtain the funds necessary to effect our business plan.

~~ITEM~~Currently 2we do not have funds to undertake any exploration or development on our current mining claims. ~~PROPERTIES~~ We have been successful in obtaining financing for operations by way of loans but as an exploration company it is often difficult to obtain adequate financing when required, and it is not necessarily the case that the terms of such financings will be favorable. If we fail to obtain additional financing on a timely basis, we could forfeit our mineral property interests and/or reduce or terminate operations, our business could fail, and investors could lose their entire investment.

~~Our~~Because ~~principal~~our ~~office~~business isinvolves numerous ~~located~~operating athazards, ~~the~~we ~~offices~~may ofbe ~~our~~subject ~~sole~~to ~~officer~~claims ~~and~~of ~~director~~a atsignificant ~~1885 Shore Drive~~size, ~~South~~which ~~Pasadena,~~would ~~Florida~~cost ~~who~~a ~~currently~~significant ~~provides~~amount ~~the~~of ~~space~~funds ~~free~~and resources ofto ~~charge~~rectify. We ~~believe~~This ~~that~~could ~~this~~force ~~space~~us ~~is sufficient~~ to ~~meet~~cease our ~~present needs and do not anticipate any difficulty in securing alternative or additional space, as needed, on terms acceptable to us~~operations.

~~ITEM~~Our 3operations are subject to the usual hazards inherent in exploring for minerals, such as general accidents, explosions, chemical exposure and cratering. ~~LEGAL~~ ~~PROCEEDINGS~~The occurrence of these or similar events could result in the suspension of operations, damage to or destruction of the equipment involved and injury or death to personnel. Operations also may be suspended because of machinery breakdowns, abnormal climatic conditions, failure of subcontractors to perform or supply goods or services or personnel shortages. The occurrence of any such contingency would require us to incur additional costs, which would adversely affect our business.

WeTable ~~know~~ of noContents ~~material, active or pending legal proceedings against our Company, nor of any proceedings that a governmental authority is contemplating against us.~~12

~~ITEM~~Damage 4to the environment could also result from our operations. ~~MINE~~ ~~SAFETY~~If ~~DISCLOSURES~~our business damages the environment, we may be subject to claims of a significant size that could force us to cease our operations.

~~Not~~Mineral ~~Applicable~~resource exploration, production and related operations are subject to extensive rules and regulations of federal, provincial, and local agencies. Failure to comply with these rules and regulations can result in substantial penalties. Our cost of doing business may be affected by the regulatory burden on the mineral industry. Although we intend to substantially comply with all applicable laws and regulations, because these rules and regulations frequently are amended or interpreted, we cannot predict the future cost or impact of complying with these laws.

13Environmental enforcement efforts with respect to mineral operations have increased over the years, and it is possible that regulations could expand and have a greater impact on future mineral exploration operations. Although our management intends to comply with all legislation and/or actions of local, provincial, state and federal governments, non-compliance with applicable regulatory requirements could subject us to penalties, fines and regulatory actions, the costs of which could harm our results of operations. We cannot be sure that our proposed business operations will not violate environmental laws in the future.

~~PART~~Our IIoperations and properties are subject to extensive laws and regulations relating to environmental protection, including the generation, storage, handling, emission, transportation and discharge of materials into the environment, and relating to health and safety. These laws and regulations may do any of the following: (i) require the acquisition of a permit or other authorization before exploration commences; (ii) restrict the types, quantities and concentration of various substances that can be released in the environment in connection with exploration activities; (iii) limit or prohibit mineral exploration on certain lands lying within wilderness, wetlands and other protected areas; (iv) require remedial measures to mitigate pollution from former operations; and (v) impose substantial liabilities for pollution resulting from our proposed operations.

~~ITEM~~The ~~5. MARKET~~exploration ~~FOR~~of ~~REGISTRANT’S~~mineral ~~COMMON~~reserves are ~~EQUITY~~subject to all of the usual hazards and risks associated with mineral exploration, ~~RELATED~~which ~~STOCKHOLDER~~could ~~MATTERS~~result ~~AND~~in ~~ISSUER~~environmental ~~PURCHASES~~damage possible OFlegal ~~EQUITY~~liability ~~SECURITIES~~for any or all damages. This would adversely affect our business and may cause us to cease operations.

~~Market~~Severe ~~Price~~weather ofor ~~and~~violent ~~Dividends~~storms could onmaterially ~~the~~affect ~~Registrant’s~~our ~~Common~~operations ~~Equity~~due ~~and~~to ~~Related~~damage ~~Stockholder~~or ~~Matters~~delays caused by such weather.

~~Market~~Our ~~Information~~exploration activities are subject to normal seasonal weather conditions that often hamper and may temporarily prevent exploration activities. There is a risk that unexpectedly harsh weather or violent storms could affect areas where we conduct exploration activities. Delays or damage caused by severe weather could materially affect our operations or our financial position.

~~The~~Our ~~Company's~~business ~~common stock~~ is ~~currently~~extremely ~~quoted~~ dependent on ~~the~~gold, ~~OTCMarketsQB~~commodity ~~(OTCQB)~~prices, and ~~the~~currency ~~Over~~exchange ~~the~~rates ~~Counter~~over ~~Bulletin~~which ~~Board~~we ~~(“OTCBB”)~~have ~~under~~no ~~the trading symbol “DUSS~~control.~~” Following is a report of high and low closing bid prices for each quarterly period for the fiscal years ended October 31, 2012 and October 31, 20101.~~

Quarter	High ($)	Low ($)
4th Quarter ended 10/31/2012	0.0028	0.0005
3rd Quarter ended 7/31/2012	0.0036	0.0004
2nd Quarter ended 4/302012	0.0039	0.0012
1st Quarter ended 1/31/2012	0,.0054	0.0012
4th Quarter ended 10/31/2011	0.014	0.001
3rd Quarter ended 7/31/2011	0.0026	0.001
2nd Quarter ended 4/30/2011	0.009	0.0013
1st Quarter ended 1/31/2011	0.01	0.005

Our operations will be significantly affected by changes in the market price of gold and other commodities since the evaluation of whether a mineral deposit is commercially viable is heavily dependent upon the market price of gold and other commodities. The price of commodities also affects the value of exploration projects we own or may wish to acquire. These prices of commodities fluctuate on a daily basis and are affected by numerous factors beyond our control. The supply and demand for gold and other commodities, the level of interest rates, the rate of inflation, investment decisions by large holders of these commodities including governmental reserves and stability of exchange rates can all cause significant fluctuations in prices. Such external economic factors are in turn influenced by changes in international investment patterns and monetary systems and political developments. The prices of commodities have fluctuated widely and future serious price declines could have a material adverse effect on our financial position or results of operations.

~~The~~Fluctuating ~~above~~gold ~~information was taken from information on theOTC Markets website at www.otcmarkets.com. The quotations provided may reflect inter-dealer~~ prices, ~~without~~could negatively ~~retail~~impact ~~mark-up,~~our ~~mark-down~~business ~~or commission and may not represent actual transactions~~plan.

~~Holders~~The potential for profitability of our gold mining operations and the value of our mining properties are directly related to the market price of gold. The price of gold may also have a significant influence on the market price of our shares. If we obtain positive drill results and progress one of our properties to a point where a commercial production decision can be made, our decision to put a mine into production and to commit the funds necessary for that purpose must be made long before any

AsTable of ~~February~~Contents 7, 2013, there were 56 record holders of the Company’s common stock (which number does not include the number of stockholders whose shares are held by a brokerage house or clearing agency, but does include such brokerage houses or clearing agencies as one record holder13

~~Dividends~~revenue from production would be received. A decrease in the price of gold at any time during future exploration and development may prevent our property from being economically mined or result in the write-off of assets whose value is impaired as a result of lower gold prices. The price of gold is affected by numerous factors beyond our control, including inflation, fluctuation of the United States dollar and foreign currencies, global and regional demand, the purchase or sale of gold by central banks and the political and economic conditions of major gold producing countries throughout the world. The volatility of mineral prices represents a substantial risk which no amount of planning or technical expertise can fully eliminate. In the event gold prices decline and remain low for prolonged periods of time, we might be unable to develop our properties or produce any revenue.

WeThe ~~have~~volatility ~~never~~in ~~declared~~gold orprices ~~paid~~is ~~dividends~~illustrated by onthe ~~our~~following ~~common~~table, ~~stock. We~~which ~~intend~~sets ~~to retain earnings~~forth, ~~if any, to support the development of our business and therefore do not anticipate paying cash dividends~~ for the ~~foreseeable~~periods ~~future.~~indicated ~~Payment~~(calendar ~~of future dividends~~year), ifthe ~~any,~~high ~~will~~and below atprices ~~the~~in ~~discretion~~U.S. ofdollars ~~our~~per ounce ~~board~~ of ~~directors after taking into account various factors~~gold, ~~including~~based ~~current~~on ~~financial~~the ~~condition,~~daily ~~operating~~London ~~results~~P.M. ~~and current and anticipated cash needs~~fix.

~~Recent~~Gold ~~Sales~~Price ofper ~~Unregistered~~Ounce ~~Securities; Use of Proceeds from Registered Securities~~($)

Recent Sales of Unregistered Securities

Year	High		Low
1999	$	326	$	253
2000		312		263
2001		293		256
2002		349		278
2003		416		320
2004		454		375
2005		537		411
2006		725		525
2007		691		608
2008		1,011		713
2009		1,213		810
2010		1,421		1,058
2011		1,895		1,319
2012		1,791		1,540

~~During~~Estimates ~~the~~of ~~three~~mineralized ~~months~~materials are ~~ended~~subject ~~October~~to ~~31,~~geologic ~~2012~~uncertainty and ~~the~~inherent ~~subsequent~~sample ~~period to the date of the filing of this annual report, the Company issued the following shares pursuant to a Convertible Promissory Note~~variability.

OnAlthough ~~September~~the 5,estimated ~~2012,~~resources ~~9,833,333 common shares~~ at our aexisting ~~deemed~~properties ~~price~~will ofbe ~~$0.00060;~~delineated Onwith ~~September~~appropriately ~~24,~~spaced ~~2012~~drilling, ~~9,782,609~~there ~~common~~is ~~shares~~inherent atvariability abetween ~~deemed~~duplicate samples ~~price~~taken ofadjacent ~~$0.00046.On~~to ~~October~~each 4,other ~~2012,~~and ~~9,714,286~~between ~~common~~sampling ~~shares~~points atthat acannot ~~deemed~~be ~~price~~reasonably ~~of $0~~eliminated.~~00035.~~ There Onalso ~~October~~may be ~~11,~~unknown ~~2012,~~geologic ~~9,714,286~~details ~~common~~that ~~shares~~have atnot abeen ~~deemed~~identified ~~price~~or ofcorrectly ~~$0.00035.On~~appreciated ~~October 31, 2012, 9,714,286 common shares~~ at athe ~~deemed~~proposed ~~price~~level of $0delineation.~~00035.On~~ This results ~~November~~in ~~12,~~uncertainties ~~2012,~~that ~~13,243,243~~cannot ~~common~~be ~~shares~~reasonably ateliminated afrom ~~deemed~~the ~~price~~estimation ~~of $0~~process.~~00037.~~ OnSome ~~November~~of ~~30,~~the ~~2012,~~resulting ~~12,592,593~~variances can ~~common~~have ~~shares~~a atpositive aeffect ~~deemed~~and ~~price~~others ofcan ~~$0.00027.On~~have ~~December~~a ~~26,~~negative ~~2012,~~effect ~~11,391,304~~on ~~common~~mining ~~shares~~and atprocessing aoperations. Acceptance ~~deemed~~of these ~~price~~uncertainties is part of $0any mining operation.~~00023.~~

Table of Contents 14

~~The~~We ~~Company~~may ~~claims~~not anbe ~~exemption~~able ~~from the registration requirements of the Securities Act of 1933, as amended, for the issuance of shares~~ to ~~Asher~~compete with ~~Enterprises,~~current ~~Inc. pursuant to Section 4(2) of the Act~~ and~~/or~~ ~~Rule~~potential ~~506~~exploration ~~of Regulation D promulgated thereunder since~~companies, ~~among~~some ~~other~~of ~~things,~~which ~~the transaction does not involve a public offering, the purchasers are “accredited investors” and/or qualified institutional buyers, the purchasers~~ have ~~access~~greater toresources ~~information about the Company~~ and ~~its~~experience ~~purchase,~~than ~~the~~we ~~purchasers~~do ~~will~~in ~~take~~developing mineral ~~the securities for investment and not resale~~reserves.

~~Purchases~~The ofnatural ~~Equity~~resource ~~Securities~~market byis ~~the~~intensely competitive, ~~Issuer~~highly fragmented and ~~Affiliated~~subject ~~Purchasers~~to rapid change. Our competition includes established mining companies with substantial capabilities and with greater financial and technical resources than we have. We may be unable to compete successfully with our existing competitors or with any new competitors. We will be competing with many exploration companies that have significantly greater personnel, financial, managerial and technical resources than we do.

~~During~~As ~~each~~a ~~month~~result ~~within~~of ~~the~~this ~~fourth~~competition, ~~quarter~~we may ofhave ~~the~~to ~~fiscal~~compete ~~year~~for ~~ended~~financing ~~October~~and ~~31,~~be ~~2012,~~unable ~~neither~~to acquire financing on terms we ~~nor~~consider ~~any~~acceptable. We ~~“affiliated~~may ~~purchaser,”~~also ashave to ~~that~~compete ~~term~~with isthe ~~defined~~other mining companies in ~~Rule~~the ~~10b-18(a)(3)~~recruitment ~~under~~and ~~the~~retention ~~Exchange~~of ~~Act,~~qualified ~~repurchased~~managerial ~~any~~and oftechnical employees. This competition from other companies with greater resources and reputations may result in our ~~common~~failure ~~stock~~to maintain or ~~other~~expand ~~securities~~our business.

~~Securities~~We ~~Authorized~~may ~~for~~not ~~Issuance~~have ~~Under~~access ~~Equity~~to ~~Compensation~~all of ~~Plans~~the supplies and materials we need to begin exploration, which could cause us to delay or suspend operations.

~~The~~Competition ~~Company~~and ~~does~~unforeseen ~~not~~limited ~~currently~~sources of supplies in the industry could result in occasional spot shortages of supplies and certain equipment such as bulldozers and excavators that we might need to conduct exploration. We have not attempted to locate or negotiate with any ~~equity~~suppliers ~~compensation~~of ~~plans~~products, equipment or materials. We will attempt to locate products, equipment and ~~thus~~materials noprior ~~securities~~to undertaking exploration programs. If we cannot find the products, equipment and materials we need, we will have ~~been~~to ~~issued~~suspend our exploration plans until we do find the products, equipment and materials.

~~ITEM~~We ~~6. SELECTED~~are ~~FINANCIAL~~subject ~~DATA~~to new corporate governance and internal control reporting requirements, and our costs related to compliance with, or our failure to comply with existing and future requirements, could adversely affect our business.

AsWe amay ~~“smaller~~face ~~reporting~~new ~~company”~~corporate governance requirements under the Sarbanes-Oxley Act of 2002, as well as new rules and regulations subsequently adopted by the SEC and the Public Company Accounting Oversight Board. These laws, rules, and regulations continue to evolve and may become increasingly stringent in the future. In particular, under rules proposed by the SEC on August 6, 2006, we are ~~not~~ required to ~~provide~~include management’s report on internal controls as part of our annual report pursuant to Section 404 of the ~~information~~Sarbanes-Oxley ~~required~~Act. We strive byto ~~this~~continuously ~~Item~~evaluate and improve our control structure to help ensure that we comply with Section 404 of the Sarbanes-Oxley Act. The financial cost of compliance with these laws, rules, and regulations is expected to remain substantial. We cannot assure you that we will be able to fully comply with these laws, rules, and regulations that address corporate governance, internal control reporting, and similar matters. Failure to comply with these laws, rules and regulations could materially adversely affect our reputation, financial condition, and the value of our securities.

~~ITEM~~We ~~7. MANAGEMENT’S~~depend ~~DISCUSSION~~on ~~AND~~our ~~ANALYSIS~~sole OFofficer and ~~FINANCIAL~~director ~~CONDITION~~and ~~AND~~the ~~RESULTS~~loss OFof ~~OPERATION~~this individual could adversely affect our business.

~~The~~Our ~~following~~Company ~~discussion~~is ~~should~~completely bedependent on ~~read in conjunction with~~ our ~~audited~~sole ~~financial~~officer ~~statements~~ and ~~the~~director, ~~related~~Alberto ~~notes~~Barrientos. ~~that~~We ~~appear~~currently ~~elsewhere~~have inno ~~this~~employees ~~Annual~~and ~~Report. The~~the ~~following~~loss ~~discussion~~of ~~contains~~this ~~forward-looking~~individual ~~statements~~could ~~that~~significantly and ~~reflect~~adversely affect our ~~plans~~business, ~~estimates and beliefs. Our actual results~~ could ~~differ~~result ~~materially~~in ~~from~~a ~~those~~complete ~~discussed~~failure inof ~~such~~the ~~forward looking statements~~Company. ~~Factors~~ ~~that~~We ~~could~~do ~~cause~~not orcarry ~~contribute~~any tolife ~~such~~insurance ~~differences~~on ~~include~~the life ~~those~~of ~~discussed~~Mr. ~~below and elsewhere in this Annual Report~~Barrientos.

~~Our~~Risks ~~financial~~Relating ~~statements~~to ~~are~~an ~~stated~~Investment in our ~~United States dollars and are prepared in accordance with United States generally accepted accounting principles.~~Securities

~~Background~~Because of the early stage of development and the nature of our business, our securities are considered highly speculative.

WeOur ~~were~~securities ~~incorporated~~must onbe ~~October~~considered 1highly speculative, ~~2006~~generally inbecause of the ~~State~~nature ~~Nevada~~of ~~under~~our business and the ~~name~~early ~~Release~~stage ~~Your~~of ~~Lease~~its ~~Inc~~development. ~~Our~~We ~~initial~~are engaged in the business of ~~plan~~exploring ~~was~~and, toif ~~create~~warranted aand ~~web-based~~feasible, ~~service~~developing ~~for~~natural ~~buyers~~resource properties. Our mining claims are in the exploration stage only and ~~sellers~~are without proven reserves of ~~leased~~natural ~~automobiles~~resources. AAccordingly, ~~decision~~we ~~was~~have ~~made~~not bygenerated ~~new~~any ~~management,~~revenues tonor ~~change~~have ~~the~~we ~~corporate~~realized a ~~direction~~profit offrom ~~the~~our ~~Company~~operations to date, and tothere ~~pursue~~is ~~opportunities~~little likelihood that we will generate any revenues or realize any profits in the ~~retail~~short ~~fashion~~term. ~~industry~~Any profitability in the future from our business will be dependent upon locating and ~~effective~~developing ~~June~~economic ~~11,~~reserves of ~~2007~~natural resources, wewhich ~~completed~~itself ais ~~merger~~subject ~~with~~to ~~our~~numerous ~~wholly~~risk ~~subsidiary~~factors ~~Dussault~~as ~~Apparel~~set ~~Inc~~forth herein. We ~~currently~~Since ~~operate~~we inhave not generated any revenues, we will have to raise additional monies through the ~~retail~~sale ~~fashion~~of ~~industry~~our equity securities or debt in order to continue our business operations.

~~Liquidity~~Table &of ~~Capital~~Contents ~~Resources~~15

AsWe ~~of October 31~~may, ~~2012,~~in our cash balance was $7,151, which is a decrease from our cash balance of $8,449 as of October 31, 2011. Total current assets decreased to $16,651 (2012) from $34,265 (2011) as we collected accounts receivables and sales tax receivables and expended those funds for operations. Other receivables remained constant at $4,016 for 2012 and 2011. During the ~~fiscal year ended October 31~~future, ~~2012~~issue weadditional common ~~obtained~~shares ~~and~~that ~~used~~would ~~a convertible~~reduce ~~loan~~investors’ ~~totaling~~percent ~~$63,000 to pay various operating expenses related to the ongoing management~~ of ~~the~~ownership ~~Company. As at October 31, 2012 a total of $54,600 of the convertible loan received during the year had been converted to shares of the Company's common stock, with $8,400 remaining due~~ and ~~payable~~may asdilute atour ~~the~~share ~~year end~~value.

~~Presently, our revenues are not sufficient to meet our operating and capital expenses.~~ Our ~~capital~~Articles ~~requirements~~of ~~are~~Incorporation ~~difficult~~authorize the toissuance ~~plan in light~~ of ~~our~~up ~~current strategy~~ to limit our operations and our products. However based on our expenditures from prior years and our determination to seek other acquisitions and to review whether we can increase our current business revenues we have estimated that we will require $5001,050,000,000 ~~over~~common ~~the~~shares, ~~next~~$0.001 ~~twelve~~par ~~months to pay down our existing liabilities and to continue and grow operations~~value. ~~Since~~ ~~our~~The ~~inception,~~future weissuance ~~have been dependent on investment capital as an important source~~ of ~~liquidity.~~common ~~Our~~shares ~~operations~~may ~~presently~~result ~~are generating negative cash flow, and we do not expect positive cash flow from operations~~ in ~~the~~substantial dilution ~~near term. We need to secure additional working capital~~ in the ~~short-term~~percentage inof ~~order to sustain~~ our ~~operations~~common ~~and~~shares ~~execute~~held by our ~~business~~then ~~plan~~existing stockholders. We ~~have~~may ~~incurred~~value ~~operating~~any ~~losses~~common ~~since~~shares ~~inception,~~issued ~~and this is likely to continue into~~ in the ~~fiscal~~future ~~year~~on ~~ending~~an ~~October~~arbitrary ~~31, 2013~~basis. ~~There~~The ~~can~~issuance beof nocommon ~~assurance~~shares ~~that~~for ~~additional~~future ~~financing~~services ~~will~~or beacquisitions ~~available to us when needed~~ or, ifother ~~available,~~corporate ~~that~~actions may ithave ~~can~~the beeffect ~~obtained~~of ondiluting ~~commercially~~the ~~reasonable~~value ~~terms.~~of ~~If we are not able to obtain~~ the ~~additional~~common ~~financing~~shares onheld aby ~~timely~~our ~~basis should it be required~~investors, ~~or generate significant material revenues from operations, we will not be able to meet our other obligations as they become due~~ and wemight ~~will~~have bean ~~forced~~adverse toeffect ~~scale~~on ~~down~~any ortrading market ~~perhaps~~for ~~even cease~~ our ~~operations~~common shares.

15Market for penny stock has suffered in recent years from patterns of fraud and abuse and our stock has been volatile.

~~Our~~Stockholders ~~ability~~should tobe ~~meet~~aware ~~our~~that, ~~financial~~according to ~~commitments~~SEC isRelease ~~primarily~~No. ~~dependent~~34-29093, ~~upon~~ the ~~continued~~market ~~issuance~~for ofpenny ~~equity~~stocks tohas ~~new~~suffered ~~stockholders,~~in ~~the~~recent ~~ability~~years tofrom ~~borrow~~patterns ~~funds,~~of fraud and ~~ultimately~~abuse. ~~upon~~Such ~~our~~patterns include: ~~ability~~(i) tocontrol ~~achieve~~of ~~and~~the ~~maintain~~market ~~profitable~~for ~~operations.~~the ~~There~~security ~~are~~by noone ~~assurances~~or ~~that~~a wefew ~~will~~broker-dealers bethat ~~able~~are tooften ~~obtain~~related ~~required~~to ~~funds~~the ~~for~~promoter ~~our~~or ~~continued~~issuer; (ii) ~~operations~~manipulation orof ~~that~~prices ~~additional~~through ~~financing~~prearranged ~~will~~matching beof ~~available~~purchases toand ussales ~~when~~and ~~needed~~false ~~or,~~and ifmisleading ~~available,~~press ~~that~~releases; it(iii) boiler ~~can~~room bepractices ~~obtained~~involving onhigh-pressure ~~commercially~~sales ~~reasonable~~tactics ~~terms. If~~and weunrealistic ~~are~~price ~~not~~projections ~~able~~by toinexperienced ~~obtain~~salespersons; ~~the~~(iv) excessive ~~additional~~and ~~financing~~undisclosed onbid-ask adifferential ~~timely~~and ~~basis,~~markups weby ~~will~~selling ~~not~~broker-dealers; beand, ~~able~~(v) tothe ~~meet~~wholesale ~~our~~dumping ~~other~~of ~~obligations~~the assame securities ~~they~~by ~~become~~promoters ~~due~~ and webroker-dealers ~~will~~after beprices ~~forced~~have tobeen ~~scale~~manipulated ~~down~~to ora ~~perhaps~~desired ~~even~~level, ~~cease~~along with the ~~operation~~resulting inevitable collapse of ~~our~~those ~~business~~prices and with consequential investor losses.

~~There~~Our management is ~~substantial~~aware ~~doubt~~of ~~about~~the ~~our~~abuses that ~~ability~~have tooccurred ~~continue~~historically asin ~~a going concern, as~~ the ~~continuation~~penny ofstock ~~our business is dependent upon obtaining further short and long-term financing and achieving a profitable level of operations~~market. The ~~issuance~~occurrence of ~~additional~~these ~~equity~~patterns ~~securities~~or bypractices us could ~~result~~ in athe ~~significant~~future ~~dilution in~~ increase the ~~equity~~volatility ~~interests~~ of our ~~current~~share ~~stockholders~~price. ~~Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.~~

~~Results~~Our common shares are subject to the “penny stock” rules of ~~Operations~~the SEC, which makes transactions in our stock cumbersome and may reduce the value of an investment in our stock.

The ~~discussion~~SEC ~~and~~has ~~financial~~adopted ~~statements~~regulations ~~contained~~that generally ~~herein~~define ~~are~~a ~~for~~“penny ~~our~~stock” ~~fiscal~~to ~~year~~be ~~ended~~any ~~October~~equity ~~31,~~security ~~2012~~other ~~and~~than ~~October~~a 31security excluded from such definition by Rule 3a51-1 under the Securities Exchange Act of 1934, ~~2011~~as amended. ~~The~~ ~~following~~For ~~discussion~~the ~~regarding~~purposes relevant to our ~~financial~~Company, ~~statements~~it ~~should~~is beany ~~read~~equity insecurity that ~~conjunction~~has ~~with~~a ~~our~~market ~~financial~~price ~~statements~~of ~~included~~less ~~herewith~~than $5.00 per share, subject to certain exceptions.

WeOur ~~have~~common ~~suffered~~shares ~~recurring~~are ~~losses~~currently ~~from~~regarded as ~~operations.~~a ~~The~~“penny ~~continuation~~stock”, ofsince our ~~Company~~shares isare ~~dependent~~not ~~upon~~listed uson ~~attaining~~a ~~and~~national ~~maintaining~~stock ~~profitable~~exchange ~~operations~~or ~~and~~quoted ~~raising~~on ~~additional~~the ~~capital~~NASDAQ asMarket ~~needed~~within the United States, to the extent the market price for its shares is less than $5.00 Inper ~~this~~share. ~~regard~~The penny stock rules require a broker-dealer to deliver a standardized risk disclosure document prepared by the SEC, weto ~~have~~provide ~~successfully~~a ~~raised~~customer with additional ~~capital~~information including ~~through~~current ~~equity~~bid ~~offerings~~and offer quotations for the penny stock, the compensation of the broker-dealer and ~~loan~~its ~~transactions~~salesperson in the transaction, ~~past~~monthly ~~and~~account ~~presently~~statements ~~believe~~showing wethe ~~will~~market bevalue ~~able~~of toeach dopenny sostock held in the ~~future~~customer's account, ~~though~~and weto ~~can~~make a ~~offer~~special nowritten ~~assurance~~determination ofthat ~~this~~the ~~outcome~~penny asstock nois ~~specific~~a ~~arrangements~~suitable ~~are~~investment infor ~~place~~the purchaser, and receive the purchaser's written agreement to the transaction.

~~Comparison~~To the extent these requirements may be applicable, they will reduce the level of trading activity in the ~~Fiscal~~secondary ~~Year~~market ~~Ended~~for ~~October~~the ~~31,~~common ~~2012~~shares and ~~October~~may ~~31,~~severely ~~2011~~and adversely affect the ability of broker-dealers to sell the common shares.

~~During~~FINRA ~~the~~sales ~~fiscal~~practice ~~years~~requirements may ~~ended~~also ~~October~~limit 31, 2012 and 2011, we earned gross revenues of $30,029 as compared to $66,001, with gross profit of $30,029 in the current fiscal year as compared to $14,443 for the year ended October 31, 2011. We experienced a ~~substantial~~stockholders ~~decline~~ability ~~in overall sales, however, our cost of sales was reduced from $51,558 for October 31, 2011~~ to ~~$Nil~~buy ~~for the fiscal year ended October 31, 2012 as we undertook no marketing or sales efforts internally~~ and ~~relied~~sell on our ~~licensee to fund all marketing and sales efforts and costs of goods~~stock. ~~our revenue stream was limitd to collecting royalty revenues based on a percentage of total product sold by our licensee.~~

~~For~~In addition to the ~~fiscal~~penny ~~year~~stock ~~ended~~rules promulgated ~~October~~by ~~31,~~the ~~2012~~SEC, ~~our~~which ~~operating~~are ~~expenses~~discussed ~~decreased~~in ~~substantially~~the toimmediately ~~$118,729,~~preceding ~~from~~risk ~~$342~~factor,~~191in~~ ~~the~~FINRA ~~prior~~rules ~~year. This~~require ~~decrease~~that ~~was~~in ~~mainly~~recommending an ~~due~~investment to a ~~substantial~~customer, ~~reduction~~a inbroker-dealer ~~consulting~~must ~~fees~~have toreasonable ~~$12,146~~grounds for believing that the ~~fiscal~~investment ~~year~~is ~~ended~~suitable ~~October~~for ~~31,~~that customer. ~~2012~~Prior ~~from~~to ~~$65,617~~recommending inspeculative ~~the~~low-priced ~~fiscal~~securities ~~year~~to ~~ended~~their ~~October~~non-institutional 31customers, ~~2011,~~broker-dealers asmust ~~well~~make reasonable asefforts ato ~~substantial~~obtain ~~decrease~~information inabout ~~other~~the ~~administrative~~customer’s ~~expenses~~financial ~~from $126~~status,~~566~~ ~~(2011)~~tax ~~as compared to $60~~status,~~699~~ ininvestment ~~the~~objectives ~~current~~and ~~fiscal year (2012)~~other information. ~~In addition,~~ weUnder ~~recorded~~interpretations ~~bad debt write offs~~ of ~~$75,346~~these ~~in fiscal 2011~~rules, ~~with~~FINRA nobelieves ~~comparable~~that ~~amount~~there inis ~~the fiscal year ended October 31, 2012,~~ a ~~write~~high ~~down~~probability ofthat ~~obsolete~~speculative ~~inventory~~low-priced securities inwill ~~2011~~not ~~totaling~~be ~~$13,408~~suitable ~~with~~for noat ~~comparative~~least ~~entry~~some ifcustomers. ~~the~~FINRA ~~current~~requirements ~~fiscal~~make ~~year~~it ~~and~~more ~~professinal~~difficult ~~fees~~for ~~decreased~~broker-dealers ~~from $53,577 in the fiscal year ended October 31, 2011~~ to ~~$41,462~~recommend that ~~for~~their ~~the~~customers ~~fiscal~~buy ~~year~~our ~~ended~~common ~~October 31~~stock, ~~2012. Our~~which ~~overall~~may ~~operational~~limit ~~activity substantially decreased during~~ the ~~fiscal~~ability ~~year~~to ~~ended~~buy ~~October~~and ~~31,~~sell ~~2012~~our stock and wehave ~~recorded~~ an ~~operating~~adverse ~~loss~~effect ~~totling~~on the ~~$88,700~~market invalue ~~fiscal~~for ~~2012~~our ~~as compared to $327,748 in fiscal 2011~~shares.

~~Other~~Table ~~income and expenses reflect a trademark impairment charge~~ of ~~$192,214~~Contents in the fiscal year ended October 31, 2011 as compared to a trademark impairment charge of $12,254 for the fiscal year ended October 31, 2012 as the Company evaluated its capitalized trademark costs for recoverability and determined the recoverability of the asset to be impaired. In addition we recorded interest expenses of $72,887 in the current fiscal year, as compared to interest expenses of $20,283 in the fiscal year ended October 31, 2011 as a result of certain loans which were settled by the issuance of shares of common stock at a discount to market price on the date of issue. Loss on conversion of debt into shares of common stock in fiscal 2011 totaled $230,456 with no comparative entry in fiscal 2012, and we recorded a gain as a result of the change in the fair value of derivative liabilities totaling $300 in fiscal 2012, as compared to a loss from the change in the fair value of derivative liabilities in fiscal 2011. 16

~~During~~Our ~~the~~common ~~fiscal~~stock ~~year~~may ~~ended~~experience extreme ~~October~~rises ~~31,~~or ~~2012~~declines ~~the~~in ~~Company~~price, ~~recorded~~and ayou ~~net~~may ~~loss~~not ofbe ~~$173,541~~able ~~as compared~~ to asell ~~net~~your ~~loss~~shares ofat ~~$773,701~~or inabove the ~~prior~~price ~~fiscal year ended October 31, 2011~~paid.

16Our common stock may be highly volatile and could be subject to extreme fluctuations in response to various factors, many of which are beyond our control, including (but not necessarily limited to) (i) the trading volume of our shares; (ii) the number of securities analysts, market-makers and brokers following our common stock; (iii) changes in, or failure to achieve, financial estimates by securities analysts; (iv) actual or anticipated variations in quarterly operating results; (v) conditions or trends in our business industries; (vi) announcements by us of significant contracts, acquisitions, strategic partnerships, joint ventures or capital commitments; (vii) additions or departures of key personnel; (viii) sales of our common stock; and (ix) general stock market price and volume fluctuations of publicly-traded and particularly, microcap companies.

~~Critical~~Investors ~~Accounting~~may ~~Policies~~have difficulty reselling shares of our common stock, either at or above the price they paid for our stock, or even at fair market value. The stock markets often experience significant price and ~~Estimates~~volume changes that are not related to the operating performance of individual companies, and because our common stock is thinly traded it is particularly susceptible to such changes. These broad market changes may cause the market price of our common stock to decline regardless of how well we perform as a company. In addition, there is a history of securities class action litigation following periods of volatility in the market price of a company’s securities. Although there is no such shareholder litigation currently pending or threatened against the Company, such a suit against us could result in the incursion of substantial legal fees, potential liabilities and the diversion of management’s attention and resources from our business. Moreover, and as noted below, our shares are currently traded on the OTC-PK and, further, are subject to the penny stock regulations. Price fluctuations in such shares are particularly volatile and subject to manipulation by market-makers, short-sellers and option traders.

~~The~~We ~~preparation~~have ofnot ~~our~~and ~~financial~~do ~~statements~~not ~~requires management~~ intend to ~~make~~pay ~~estimates~~any ~~and~~cash ~~assumptions~~dividends ~~that~~on ~~affect~~our ~~the~~common ~~reported~~shares ~~amounts of assets~~ and, liabilities and the 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. On an on-going basisconsequently, ~~management~~our ~~evaluates~~stockholders ~~its~~will ~~estimates~~not ~~and~~be ~~judgments~~able ~~which~~to ~~are~~receive ~~based~~a onreturn ~~historical experience and~~ on ~~various other factors that are believed to be reasonable under the circumstances. The results of~~ their shares ~~evaluation~~unless ~~form~~they ~~the~~sell ~~basis for making judgments about the carrying values of assets and liabilities~~them. ~~Actual results may differ from these estimates under different assumptions and circumstances. Our significant accounting policies are more fully discussed in the Notes to our Financial Statements.~~

~~Off-~~We ~~Balance~~intend ~~Sheet~~to ~~Arrangements~~retain any future earnings to finance the development and expansion of our business. We have not, and do not, anticipate paying any cash dividends on our common shares in the foreseeable future. Unless we pay dividends, our stockholders will not be able to receive a return on their shares unless they sell them.

~~The~~A ~~Company~~decline ~~presently~~in ~~does~~the ~~not~~price ~~have~~of ~~any~~our common ~~off-balance~~stock ~~sheet~~could ~~arrangements~~affect our ability to raise further working capital, adversely impact our ability to continue operations and may cause us to go out of business.

~~ITEM~~A 7Aprolonged decline in the price of our common stock could result in a reduction in the liquidity of our common stock and a reduction in our ability to raise capital. ~~QUANTITATIVE~~ Because ~~AND~~we ~~QUALITATIVE~~may ~~DISCLOSURES~~attempt ~~ABOUT~~to ~~MARKET~~acquire ~~RISK~~a significant portion of the funds we need in order to conduct our planned operations through the sale of equity securities, or convertible debt instruments, a decline in the price of our common stock could be detrimental to our liquidity and our operations because the decline may cause investors to not choose to invest in our stock. If we are unable to raise the funds we require for all our planned operations, we may be forced to reallocate funds from other planned uses and may suffer a significant negative effect on our business plan and operations, including our ability to develop new products and continue our current operations. As a result, our business may suffer, we may not be successful and we may go out of business. We also might not be able to meet our financial obligations if we cannot raise enough funds through the sale of our common stock and we may be forced to go out of business.

~~As a “smaller reporting company”, we are not required to provide the information required by this~~ Item 1B. UNRESOLVED STAFF COMMENTS

~~ITEM 8~~None. ~~FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.~~

17Item 2. PROPERTies

~~DUSSAULT~~Executive ~~APPAREL INC.~~Offices

(AOur ~~Development~~sole ~~Stage~~officer and director, Alberto Barrientos, currently provides offices to the Company free of charge. Our offices are at #98 – 50 Carrera 73, Medellin, Colombia. Our telephone number is 1(888)876-9995.

~~REPORT~~Table ~~AND~~of ~~FINANCIAL~~Contents ~~STATEMENTS~~ 17

~~October~~Mineral ~~31, 2012~~Properties

~~(Stated~~Montauban inGold ~~US Dollars)~~Tailings

	Page
Audited Financial Statements
Reports of Independent Registered Public Accounting Firms	F-2 and F-3
Balance Sheets	F-4
Statements of Operations	F-5
Statements of Stockholders' Equity	F-6
Statements of Cash Flows	F-7
Notes to Financial Statements	F-8 to F-16

On November 21, 2013, we entered into an Asset Purchase Agreement with Jervis Explorations, Inc. whereby the Company purchased a 100% interest in various mineral claims referred to as “Montauban Gold Tailings” from the then current property holder Jervis Explorations Inc. (“Jervis”). The mineral claims consist of 8 separate titles as follows: CDC2336196, CDC2336197, CDC2336198, CDC2336199, CDC2336200, CDC2336201, CDC2336202, and CDC2336203. Jervis staked the property in March 2012 after Excel Mining, Inc. (“EMG”) abandoned their claim in 2011. EMG staked the claim in 2009 after a lapse of 20 years.

~~F-1~~The purchase is subject to a 3% royalty payment to be made by the Company to Jervis Exploration, Inc. Per the terms of the Agreement, "3% Net Smelter Returns" means 3% of the net amount of money received by the Purchaser for its own account from the sale of ore, or ore concentrates or other mineral products from the Claims to a smelter or other mineral products buyer after deduction of smelter and/or refining charges, ore treatment charges, penalties and any and all charges made by the purchaser of ore, concentrates, or other mineral products, less any and all transportation costs which may be incurred in connection with the transportation of ore or concentrates, less all umpire charges which the purchaser may be required to pay.

~~REPORT~~With OFthe ~~INDEPENDENT~~execution ~~REGISTERED~~of ~~PUBLIC~~this ~~ACCOUNTING~~agreement and ~~FIRM~~the issuance of the share consideration we are the beneficial owner of a 100% interest in the Montauban Gold Tailings. The Montauban tailing claims comprises 8 mineral titles, totaling 253.31 hectares located near the small village of Montauban les Mines, about 75 miles west of Quebec City, in the Province of Quebec, Canada. While there are previous geological reports on the property which denote that there is a potential for processing of the tailings and producing gold, there are no reserve reports on which the Company can presently rely on to define reserves on the property. We do not have any ore body and have not generated any revenues from our operations. We acquired the Montauban Gold Tailings because the claim area has mine tailings which we believe may be processed to recover gold. silver and zinc.

ToWe plan to undertake an evaluation of the ~~Board~~mine tailing by way of ~~Directors~~metallurgical ~~and~~testing ~~Stockholders~~to determine the maximum recovery of ~~Dussault~~the ~~Apparel~~tailings for gold, ~~Inc~~silver and zinc and we are currently putting budgets in place in order to undertake this work.: We do not presently have any funding for operations and we will be required to raise funding in order to undertake any work on the mining claims.

WeThe ~~have~~Quebec ~~audited~~Mining the accompanying consolidated balance sheet of Dussault Apparel, Inc. (“the Company”) as of October 31, 2012 and the related statement of operations, stockholders’ equity (deficit) and cash flows for the year 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 audit. Act

WeOn ~~conducted~~December ~~our~~10, ~~audit~~2013, inBill ~~accordance~~70 ~~with~~– An ~~standards~~Act ofto amend the ~~Public~~Mining ~~Company~~Act ~~Accounting Oversight Board~~ (~~United~~Bill ~~States~~70)., ~~Those~~tabled ~~standards~~by ~~require~~the ~~that~~Minister weof ~~plan~~Natural ~~and~~Resources ~~perform~~ (the ~~audit~~Minister) toon ~~obtain~~December ~~reasonable~~5, ~~assurance~~2013, was ~~about~~adopted ~~whether~~by the ~~financial~~Québec ~~statements~~National ~~are free of material misstatement~~Assembly. An ~~audit~~Bill ~~includes~~70 ~~examining,~~is onthe acurrent ~~test~~government’s ~~basis,~~second ~~evidence~~attempt ~~supporting~~to ~~the~~reform ~~amounts~~Québec’s mining ~~and~~legislation ~~disclosures~~after inBill ~~the financial statements~~43, ~~assessing~~tabled ~~the~~in ~~accounting~~June ~~principles used~~ and ~~significant~~which ~~estimates~~sought ~~made~~to byreplace ~~management, as well as evaluating~~ the ~~overall~~existing ~~financial~~Mining ~~statement~~Act, ~~presentation. We~~was ~~believe~~blocked ~~that~~by ~~our~~the opposition ~~audit~~on ~~provides~~October ~~a reasonable basis for our opinion~~30.

InBill ~~our~~70 ~~opinion,~~includes ~~the~~most ~~financial~~of ~~statement~~the ~~referred~~changes proposed toby ~~above~~Bill ~~present~~43; ~~fairly~~however, in ~~all~~order ~~material~~to ~~respects,~~obtain the ~~financial~~opposition ~~position~~parties’ ofsupport, ~~Dussault~~the ~~Apparel,~~government ~~Inc.,~~had asto ofmake ~~October~~certain 31concessions, discussed ~~2012~~below, ~~and~~on ~~the~~important ~~results~~aspects of ~~its operations and its cash flows for~~ the ~~year then ended, in conformity with generally accepted accounting principles in the United States of America~~bill.

~~The~~Conditions ~~company~~for granting ~~is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as~~ a ~~basis~~mining for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the Company's internal control over financial reporting. Accordingly, we express no such opinion.lease

~~/s/~~First, Bwith Frespect ~~Borgers~~to ~~CPA~~the PCconditions for granting a mining lease, the ore processing feasibility study proposed in Bill 43 and which mining investors viewed as a major irritant, has been replaced by a scoping and market study, expected to be both less costly and less time consuming.

BAnother Fcontroversial ~~Borgers~~proposal ~~CPA~~of PCBill 43 concerned the power given to the Minister to require, when granting a mining lease, that the lessee maximize the economic spinoffs of mining the mineral resources in Québec. While Bill 70 reiterates this proposal, it specifies that this requirement may only be imposed by the Minister on reasonable grounds. However, the obligation contained in Bill 43 for mining lease holders to establish and maintain a committee to monitor and maximize economic spinoffs for local communities remains as is.

~~Denver,~~Table COof Contents 18

~~March~~Lastly, 4in the same manner as Bill 43, Bill ~~2013~~70 stipulates that a mining lease cannot be granted until a rehabilitation and restoration plan, for which the certificate of authorization required under the Environment Quality Act has been issued, has been submitted to the Minister. However, Bill 70 allows this condition to be waived if the time required to obtain the required certificate proves to be unreasonable and is likely to undermine the project’s realization.

~~F-2~~Provisions applicable to claims

~~REPORT~~Concerning OFthe ~~INDEPENDENT~~provisions ~~REGISTERED~~applicable to ~~PUBLIC~~claims, ~~ACCOUNTING~~Bill ~~FIRM~~70 maintains the current rule allowing the claim holder to use any excess amount spent for a claim on other claims located within a radius of 4.5 kilometres, unlike Bill 43, which proposed reducing this radius to 3.5 kilometres. The other amendments announced in Bill 43 remain, including (i) limiting the carry-forward period of work credits to 12 years; (ii) increasing the amount to pay to avoid performing mandatory exploration work to twice the cost of the work that should have been performed to renew a claim; and (iii) the obligation to send the Minister a report on the work performed in the previous year on each anniversary of the registration of the claim. Note that on this last point, unlike Bill 43, Bill 70 eliminates the obligation to also submit a plan of the work to be performed in the coming year. In addition, as provided in Bill 43, the new claim holder must notify the municipality and the landowner concerned of his claim within 60 days of registration; however, Bill 70 reduces to 30 days (compared to 90 days in Bill 43) the period within which the claim holder must notify the municipality and the landowner before performing work. Lastly, Bill 70 does not give the Minister the power to auction off certain claims, a measure that was proposed by the Québec Liberal Party during its attempt to reform mining legislation in 2011 and that was included in Bill 43.

~~To:~~Environmental ~~The~~assessments, ~~Board~~public consultations ~~of Directors~~ and ~~Shareholders~~Native communities

~~Dussault~~Under ~~Apparel~~Bill ~~Inc~~70, theRegulation respecting environmental impact assessment and review is amended in order to make all mining projects with processing or production capacity of more than 2,000 metric tons per day subject to an environmental assessment while all projects relating to rare earth processing will be subject to this assessment regardless of their processing or production capacity. This is a compromise between the former regime which targeted mining projects of more than 7,000 tons per day and Bill 43, which sought to subject all mining projects to such environmental assessment.

~~Vancouver~~While mining projects with a production capacity of less than 2,000 ~~B.C.~~tons will not be subject to this environmental assessment, ~~Canada~~they will be required to hold a public consultation in the region concerned before applying for a mining lease.

ILastly, ~~have~~in ~~audited~~response ~~the~~to ~~accompanying~~criticism ~~balance~~that Bill ~~sheet~~43 ofdid ~~Dussault~~not ~~Apparel~~sufficiently ~~Inc.~~address asNative ofissues, ~~October~~Bill 70 ~~31,~~introduces ~~2011~~a ~~and~~new ~~2010~~chapter ~~and~~to the ~~related~~Mining ~~statements~~Act ofproviding ~~operations,~~that it ofbe ~~shareholders’~~construed ~~equity~~in ~~(deficit)~~a ~~and~~manner ofconsistent ~~cash~~with ~~flows for~~ the ~~years~~obligation ~~ended~~to ~~October~~consult ~~31,~~Native ~~2011~~communities and ~~2010~~obligating ~~These financial statements are~~ the ~~responsibility~~Minister ~~of the Company’s management. My responsibility is~~ to ~~express~~develop a anNative ~~opinion~~community onconsultation ~~these~~policy ~~financial~~specific ~~statements~~to ~~based~~the onmining ~~my audit~~sector.

IDisclosure ~~conducted my audit in accordance with the standards~~ of the Public Company Accounting Oversight Board (United States). Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. 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. I believe that my audit provides a reasonable basis for my opinion.information

InAs myannounced ~~opinion~~in Bill 43, ~~based~~mining oncompanies will myhave ~~audit,~~increased ~~the~~disclosure ~~financial~~obligations ~~statements~~requiring ~~referred~~them to ~~above~~make ~~present~~public ~~fairly,~~the inquantity ~~all~~and ~~material~~value ~~respects,~~of the ~~financial~~ore ~~position~~extracted ofand ~~Dussault~~royalties paid ~~Apparel~~annually, ~~Inc.~~as well as oftheir ~~October~~rehabilitation 31and restoration plan. That said, ~~2011~~Bill ~~and~~70 ~~2010 and~~tempers these disclosure requirements by specifying that data contained in exploration work reports in relation to amounts beyond the ~~results~~allowances ofthat ~~its~~may ~~operations~~be ~~and~~claimed ~~its~~under the ~~cash~~Mining ~~flows~~Tax Act remain confidential for ~~the~~five years. ~~ended~~As ~~October~~well, 31in contrast with Bill 43, ~~2011~~it provides that agreements between mining companies and ~~2010~~communities indo ~~conformity~~not ~~with~~have ~~United~~to ~~States~~be ~~generally~~disclosed ~~accepted~~and ~~accounting~~that ~~principles~~the data contained therein may only be used for statistical purposes.

~~The~~Other ~~Company’s~~amendments ~~financial statements are prepared using accounting principles generally accepted in the United States of America applicable~~ to ~~a going concern, which contemplates~~ the realization of assets and liquidation of liabilities in the normal course of business. The Company as at October 31, 2011 had not established an ongoing source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern. These factors raise substantial doubt concerning the Company’s ability to continue as a going concern. Its ability to continue as a going concern is dependent on the successful stimulation of sales in order to fund operating losses and become profitable. If the Company is unable to make it profitable, the Company could be forced to cease development of operations. Management cannot provide any assurances that the Company will be successful in its operation. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concernMining Act

~~The~~With ~~Company~~the ~~has~~assent ~~determined~~of Bill 70, a number of other changes that ithad isbeen ~~not~~proposed during past attempts to reform the Mining Act will be implemented, including the following: (i) mining companies must provide a guarantee covering the anticipated cost of completing the work required under the rehabilitation and restoration plan, (ii) mining companies are required to ~~have~~report any discovery of uranium ore, ~~nor~~(iii) ~~was~~the IMinister may ~~engaged~~refuse to ~~perform~~grant a sand and gravel lease for reasons of public interest, an(iv) ~~audit~~mining rights holders’ power of expropriation may be exercised only at the ~~effectiveness~~extraction ofstage ~~its~~and ~~documented~~companies ~~internal~~holding ~~controls~~such ~~over~~power must provide financial ~~reporting~~support to expropriated owners to cover the cost of certain professional services, (v) the Act respecting land use planning and development is amended to increase the land use planning and development powers of regional county municipalities, and (vi) fines for offences under the Mining Act are increased substantially, now reaching a maximum of $6 million.

~~/s/John~~Table ~~Kinross-Kennedy~~of Contents 19

~~John Kinross-Kennedy~~Conclusion

~~Certified~~While ~~Public~~some ~~Accountant~~observers would say the process of reforming Québec’s mining legislation has been anything but smooth, the adoption of Bill 70 will undoubtedly appease the mining industry and investors alike by increasing the predictability and stability of the legal framework and investment conditions. It should be recalled that this is the fourth attempt in as many years to reform the Mining Act, which has not been amended since 1987. Bill 70 has been in force since December 10, its date of assent.

~~Irvine~~Quebec Bill 55, ~~California~~which contains amendments to Quebec's Mining Tax Act, received first reading in the Quebec legislature on November 12, 2013. The 28-page bill introduces a new method for computing mining tax, among other changes. The new regime is scheduled to come into effect as of January 1, 2014. However, because Quebec has a minority government it is not certain that this bill will become law.

~~February~~The 9Quebec Minister of Finance presented details of Quebec's new mining tax system on May 6, ~~2012~~2013. Under the new regime in Quebec's Mining Tax Act, mining operators in Quebec will be required to pay the higher of a new minimum mining tax applied to the value of the ore at the mine shaft head and a progressive tax on excess profits.

~~F-3~~Bill 55 makes several changes to the Mining Tax Act including:

~~Balance~~Introducing ~~Sheets~~progressive mining tax rates ranging from 16% to 28% (replacing the single tax rate of 16%)

	October 31, 2012			October 31, 2011 (restated)
ASSETS
Current assets
Cash	$	7,151		$	8,449
Accounts receivable		5,484			16,089
Other receivable		4,016			4,016
Sales tax receivable		-			5,711
Total current assets		16,651			34,265
Property and Equipment, net		-			2,489
Trademark		-			4,786
Damage deposits		-			1,933
Total assets	$	16,651		$	43,473
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities
Accounts payable and accrued liabilities		42,669			77,555
Accounts payable – related party		42,327			-
Sale tax payable		2,670			-
Convertible note liabilities		8,400			-
Derivative liabilities		11,100			-
Total current liabilities		107,166			77,555
Other Liabilities
Loan payable – related party		12,243			12,603
Convertible note liabilities, net		21,533			13,933
Derivative liabilities		42,000			41,000
Total Liabilities		182,942			145,091
Stockholders’ Equity
Common stock - $0.001 par value, authorized 1,050,000, 000 shares; 316,217,207 and 180,954,893 shares issued and outstanding as at October 31, 2012 and October 31, 2011, respectively		316,216			180,954
Additional paid in capital		12,136,933			12,163,327
Accumulated deficit		(12,632,415	)		(12,458,874	)
Accumulated other comprehensive income		12,975			12,975
Total Stockholders' Deficit		(166,291	)		(101,618	)
Total Liabilities and Stockholders' Deficit	$	16,651		$	43,473

Implementing a minimum mining tax based on the mine-mouth output value
~~The~~Implementing ~~accompanying~~a ~~notes~~non-refundable ~~are~~duties ancredit ~~integral~~on ~~part~~account of ~~these~~the ~~financial~~minimum ~~statements~~mining tax
~~F-4~~Increasing the processing allowance
~~DUSSAULT~~Introducing ~~APPAREL~~anti-avoidance ~~INC~~rules to ensure compliance with the Mining Tax Act.

~~Statements~~.The Company is currently reviewing all of ~~Operations~~the enactments which are law and ~~Comprehensive~~those ~~Loss~~that may become law to determine what impact it will have on its planned operations.

	Year ended October 31,
	2012			2011 (restated)
Revenue
Products	$	-		$	66,001
Royalties		30,029			-
Cost of Sales		-			51,558
Gross Profit		30,029			14,443
General and Administrative Expenses
Professional Fees		41,462			53,577
Consulting		12,146			65,617
Advertising		-			2,863
Write down inventory		-			13,408
Bad debts		-			75,346
Depreciation		2,489			4,814
Other Administrative Expenses		60,699			126,566
Uncollectible rent deposit		1,933			-
Total Expenses		118,729			342,191
Operating Loss		(88,700	)		(327,748	)
Other Income (expense)
Trademark impairment charge		(12,254	)		(192,214	)
Change in fair value of derivative liabilities		300			(3,000	)
Loss on conversion		-			(230,456	)
Interest expense		(72,887	)		(20,283	)
Net Income (Loss)	$	(173,541	)	$	(773,701	)
Loss Per Common Share, basic	$	(0.00	)	$	(0.00	)
Weighted Average Number of Common Shares		212,795,025			137,187,267
Net Loss	$	(173,541	)	$	(773,701	)
Other comprehensive income
Foreign currency translation adjustment		-			6,248
Comprehensive loss	$	(173,541	)	$	(767,453	)

Location and Means of Access

The ~~accompanying~~Montauban ~~notes~~Gold Tailings claims are located anwithin ~~integral~~walking ~~part~~distance from the small village of ~~these~~Montauban ~~financial~~les ~~statements~~Mines, at about 75 miles west of Quebec City. Moutauban les Mines is easily accessible by a paved road from the village of St-Ubald near-by and is only 6 miles away by road to a railway linking Quebec City with the mining towns of northwestern Quebec (Val d’Or Noranda). Water and electric power are easily available close to the property.

~~F-5~~Table of Contents 20

~~DUSSAULT~~Table ~~APPAREL~~of ~~INC.~~Contents 21

~~Statements~~Table of ~~Stockholders’~~Contents ~~Equity~~22

	Common stock				Additional Paid			Accumulated other		Accumulated			Total
	Number of Shares		Amount		in capital			Comprehensive Income		Deficit
Balances at October 31, 2010		111,990,000		111,990		11,845,352			6,727		(11,685,173	)		278,896
November 30, 2010 issued stock for loan conversion at $0.0046 per share		1,739,130		1,739		15,652			-		-			17,391
December 14, 2010 issued stock for trademark at $0.0075 per share		1,413,394		1,414		9,186			-		-			10,600
December 14, 2010 issued stock for services at $0.0097 per share		2,250,000		2,250		19,625			-		-			21,875
January 3, 2011 issued stock for loan conversion at $0.0029 per share		3,448,276		3,448		29,311			-		-			32,759
January 10, 2011 issued stock for loan conversion at $0.0029 per share		1,379,310		1,379		12,414			-		-			13,793
January 31, 2011 issued stock for services at $0.0151 per share		2,000,000		2,000		30,200			-		-			32,200
February 15, 2011 issued stock for loan conversion at $0.0033 per share		3,030,303		3,030		25,152			-		-			28,182
March 14, 2011 issued stock for loan conversion at $0.0023 per share		4,347,826		4,348		10,869			-		-			15,217
April 20, 2011 issued stock for loan conversion at $0.0008 per share		6,250,000		6,250		6,250			-		-			12,500
May 17, 2011 issued stock for loan conversion at $0.0006 per share		5,000,000		5,000		5,000			-		-			10,000
June 13, 2011 issued stock for trademark at $0.001 per share		11,303		11		-			-		-			11
August 15, 2011 issued stock for loan conversion at $0.0007 per share		6,428,571		6,429		4,500			-		-			10,929
September 19, 2011 issued stock for loan conversion at $0.0006 per share		6,666,667		6,667		20,000			-		-			26,667
September 21, 2011 issued stock for loan conversion at $0.0007 per share		7,142,857		7,143		25,714			-		-			32,857
September 26, 2011 issued stock for loan conversion at $0.0006 per share		6,666,667		6,667		34,666			-		-			41,333
October 3, 2011 issued stock for loan conversion at $0.0019 per share		6,842,105		6,842		44,474			-		-			51,316
October 4, 2011 issued stock for loan conversion at $0.0022 per share		2,954,545		2,955		17,727			-		-			20,682
October 6, 2011 issued stock for loan conversion at $0.0033 per share		1,393,939		1,394		5,436			-		-			6,830
Accrued interest expense contributed to additional paid in capital		-		-		1,797			-		-			1,797
Net loss for the year ended October 31, 2011		-		-		-			6,248		(773,701	)		(766,753	)
Balances at October 31, 2011		180,954,893		180,954		12,163,327			12,975		(12,458,874	)		(101,618	)
January 17, 2012 issued stock for trade mark, FV 0.0029		2,575,305		2,575		4,893			-		-			7,468
May 11, 2012 issued stock for conversion deemed price $0.00065, FV $0.0011		8,461,538		8,462		4,900			-		-			13,362
May 24, 2012 issued stock for conversion deemed price $0.00037, FV $0.0008		8,108,108		8,108		2,640			-		-			10,748
June 19, 2012 issued stock for conversion deemed price $0.000029, FV $0.0007		9,441,801		9,442		2,540			-		-			11,982
July 2, 2012 issued stock for conversion deemed price $0.000023, FV $0.0004		9,565,217		9,565		1,780			-		-			11,345
July 10, 2012 issued stock for conversion deemed price $0.000023, FV $0.0008		9,782,609		9,783		1,940			-		-			11,723
July 27, 2012 issued stock for conversion deemed price $0.000035, FV $0.0014		9,571,429		9,571		3,000			-		-			12,571
July 31, 2012 issued stock for conversion deemed price $0.000048, FV $0.0017		9,375,000		9,375		4,100			-		-			13,475
August 10, 2012 issued stock for conversion deemed price $0.000052, FV $0.0011		9,807,692		9,808		4,500			-		-			14,308
August 23, 2012 issued stock for conversion deemed price $0.000054, FV $0.0012		9,814,815		9,815		4,600			-		-			14,415
September 5, 2012 issued stock for conversion deemed price $0.000060, FV $0.0011		9,833,333		9,833		5,000			-		-			14,833
September 24, 2012 issued stock for conversion deemed price $0.000046, FV $0.0007		9,782,609		9,783		3,400			-		-			13,183
October 4, 2012 issued stock for conversion deemed price $0.000035, FV $0.0007		9,714,286		9,714		2,400			-		-			12,114
October 11, 2012 issued stock for conversion deemed price $0.000035, FV $0.0008		9,714,286		9,714		3,000			-		-			12,714
October 31, 2012 issued stock for conversion deemed price $0.000035, FV $0.0009		9,714,286		9,714		3,000			-		-			12,714
Loss on conversion of the convertible notes, May 11, 2012 to October 31 2012		-		-		(78,087	)		-		-			(78,087	)
Net loss for the year ended October 31, 2012		-		-		-			-		(173,541	)		(173,541	)
Balances at October 31, 2012		316,217,207	$	316,216	$	12,136,933		$	12,975	$	(12,632,415	)	$	(166,291	)

Table of Contents

~~The~~History ~~accompanying~~and ~~notes~~Previous ~~are an integral part of these financial statements.~~Operations

~~F-6~~A discovery of zinc and lead mineralization by Elzear Gauter in 1910 was at the origin of the mining activites in Montauban. In 1911, Pierre Tetrault acquired the mining rights of the land containing the deposit and started mining. From that date mining and milling operations were carried out intermittently till 1965 by various interests or companies. Following is a list of those operators:

~~DUSSAULT~~1914-1915 ~~APPAREL~~-The ~~INC.~~Weedon Mining Company

~~Statements~~1915-1921 of– ~~Cash~~The ~~Flows~~Zinc Company

	Year ended October 31,
	2012			2011
Operating activities:
Net loss	$	(173,541	)	$	(773,701	)
Adjustments to reconcile net loss to net cash used by operating activities:
Stock issued for services		-			54,075
Stock issued for intellectual property		7,468			10,611
Stock issued to settle loans payable, including interest expense		-			320,456
Depreciation		2,489			4,063
Change in fair value of derivative liabilities		(300	)		3,000
Damage deposit		1,933			-
Amortization on the debt discount		66,800			13,933
Accrued interest on the notes		6,087			-
Write down inventory		-			13,408
Bad debts		-			75,346
Impairment charges - trademark		4,786			192,214
Occupancy fee against loan receivable		-			36,781
Foreign exchange loss related party loan		(360	)		-
Change in operating assets and liabilities:
Accounts receivable		10,605			(16,089	)
Account payable		1,354			63,583
Inventory		-			28,140
Sales tax payable		2,670			-
Sales tax receivable		5,711			(5,711	)
Net cash flows provided by (used in) operating activities		(64,298	)		20,109
Investing Activities:
Purchase of trade mark		-			(13,679	)
Net cash used in investing activities		-			(13,679	)
Financing activities:
Proceeds from related party loan		-			16,132
Repayment of related party loan		-			(3,529	)
Repayment of loan payable		-			(50,000	)
Proceed from of Loan payable		63,000			-
Net cash provided by (used in) financing activities		63,000			(37,397	)
Effect of exchange rates on cash		-			8,583
Net decrease in cash		(1,298	)		(22,384	)
Cash and equivalents, beginning of period		8,449			30,833
Cash, end of period	$	7,151		$	8,449
Supplemental cash flow disclosures:
Cash paid for interest	$	-		$	-
Cash paid for income taxes	$	-		$	-
Non cash transactions:
Stock issued for services	$	-		$	54,075
Stock issued for intellectual property		7,468			10,611
Stock issued to settle loans payable, including interest expense		54,600			320,456
	$	62,068		$	385,142

1923-1924 – Tetrault Estate

~~The~~1924-1929- ~~accompanying~~British ~~notes~~Metal ~~are an integral part of these financial statements.~~Corporation

F1935-71937 – Tetrault Estate

~~DUSSAULT~~1942-1945 ~~APPAREL~~– ~~INC~~Siscoe Metals Limited (Wartime Metals Corp.)

~~NOTES~~1948-1955 TO– ~~THE~~Anacon ~~FINANCIAL~~Lead ~~STATEMENTS~~Mines Ltd.

~~FOR~~1958-1965 ~~THE~~– ~~FISCAL~~Ghislau ~~YEAR~~Mining ~~ENDED OCTOBER 31, 2012~~Corporation

~~Note~~Ghislau 1Mining Corporation limited its activites to bulk sampling of the tailings ponds resulting from the 1914 – ~~Basis~~1944 operations, diamond drilling and rehabilitation of ~~Presentation~~the old mill to recycle the tailings for recovery of their zinc, silver and ~~Nature~~gold content. The death of ~~Operations~~their President in 1961, prevent the project from progressing.

~~These~~The ~~unaudited~~bulk ~~financial~~sample ~~statements~~taken ~~reflect~~by ~~all~~Ghislau ~~adjustments which,~~ in 1960 ~~the~~consisted ~~opinion~~ of ~~management~~24,000 ~~are~~pounds ~~necessary~~of totailing ~~fairly~~which ~~state~~were ~~the~~processed ~~Company’s~~at ~~financial position and~~ the ~~results~~Quebec Dept of ~~its~~Mines ~~operations~~pilot ~~for~~plant ~~the periods presented~~ in ~~accordance~~Quebec ~~with~~City ~~the~~and ~~accounting~~which gave ~~principles generally accepted in~~ the ~~United~~following ~~States of America. All adjustments are of a normal recurring nature.~~results:

Organization

	ZN	Pb	Au (oz/ton)	Ag (oz/ton)
Heads	1.51%	1.12%	0.095	2.53
Recovery	1.19%	0.93%	0.081	1.696
Rec. %	79.3	83.5	86.7	70.72

The ~~financial~~production ~~statements~~from ~~presented~~1914 ~~are~~to ~~those~~1944 ofamounted to ~~Dussault Apparel Inc. (the Company). The Company was incorporated under the laws of the State of Nevada on August~~ 1, ~~2006 as Release Your Lease Inc. Business operations had not commenced when in May~~289,217 ~~2007,~~tons ~~control~~ of ~~the~~ore ~~company~~milled ~~changed~~from ~~hands.~~which ~~Jason~~there ~~Dussault~~were ~~bought 1,500,000 common shares of the majority shareholder and assumed the offices of President, CEO, CFO, Secretary and Treasurer, and a Director.~~shipped:

On June 11, 2007 Release Your Lease Inc. effected a reverse forward merger with Dussault Apparel, Inc., a Nevada shell company. The name was changed to Dussault Apparel Inc. The Company changed its orientation toward the retail fashion clothing business. The Company opened a retail clothing and accessory store on Melrose Avenue in Los Angeles in November, 2007. Designs were produced in the Vancouver, Canada office, manufactured in China and warehoused in Los Angeles. The Company closed this store in November, 2008 in the wake of declining sales and deteriorating economic conditions.

Zinc	153,602,650 pounds
Lead	47,416,800 pounds
Gold	40,000 ounces
Silver	4,002,300 ounces

~~Current~~From ~~Business~~1948 ofto ~~the~~1955 ~~Company~~approximately 1,375,371 tones were milled producing:

The Company moved operations to Vancouver in 2009. In the spring of 2011 its design and head office moved to Los Angeles California where it was designing apparel for its licensing partner, the Company continues to market over the internet a very limited line of apparel. Our Apparel is designed in Los Angeles and samples manufactured by our licensing partner in North America. The Company has transitioned from being a manufacturer–wholesaler toward licensing its trademark to other wholesalers in the primarily in the Canadian market, while promoting its marque. The Company also purchased the trademark of a cosmetics line. Currently no sales, production or sampling of the cosmetic line has occurred or is planned. The Company is currently reviewing its business and is seeking other acquisitions, as sales have declined year over year.

Zinc	87,160,636 pounds
Lead	34,389,389 pounds
Gold	16,876 ounces
Silver	2,647,517 ounces

~~Note~~For 2the –first ~~Summary~~period, the recovery of the ~~Significant~~minerals ~~Accounting~~was ~~Policies~~not so good on account of poor milling procedures and it was believed that a good part of the metals is still in the tailings. A large portion of these tailings were stored on the property which was acquired in 1981 by Boville Resources Ltd. of Vancouver, B.C.

~~Use~~In of1981 ~~Estimates~~through 1982, a physical drill hold program and sampling was performed by Boville Resources Ltd. Boville Resources, Ltd. allowed the claim to lapse in 1984. After such time no claim was staked until 2009, when Excel Mining, Inc. (EMG) staked its claim. The EMG claim lapse in 2011 and Jervis Exploration staked the claim in March 2012 and has held the claim since.

~~The~~There ~~preparation~~is ofundated ~~financial~~and ~~statements~~unattributed ininformation available ~~accordance~~that ~~with~~shows ~~generally accepted accounting principles~~ in ~~the~~1984 ~~United~~samples ~~States~~ of ~~America requires~~ the ~~use~~tails ofwere ~~estimates~~subjected ~~and~~to ~~assumptions~~cyanide ~~that~~leaching ~~affect the reported amounts of assets~~ and ~~liabilities,~~tests ~~disclosure~~which ofreported ~~contingent~~a ~~assets~~42 ~~and~~day ~~liabilities known to exist as~~ recovery of ~~the~~92% ~~date~~on ~~the~~gold ~~financial statements are published,~~ and ~~the reported amounts of revenues and expenses during the reporting period~~57.8% Uncertainties with respect to such estimates and assumptions are inherent in the preparation of the Company’s financial statements; accordingly, it is possible that the actual results could differ from these estimates and assumptions and could have a material effect on ~~the reported amounts of the Company’s financial position and results of operations~~silver.

~~F-8~~Table of Contents 24

~~DUSSAULT~~The ~~APPAREL~~property ~~INC~~was drilled by EGM in 2009 which recommend trenching and sampling to evaluate the resources and value.

~~NOTES~~In TOSeptember ~~THE~~2011, ~~FINANCIAL~~a ~~STATEMENTS~~review of the available information on the mining claims was undertaken and determined that in the early 1980’s the tailings ponds were the subject of a systematic evaluation aimed at determining if there were economics connected with re-processing the material. The information and data was dated, but believed by the reviewer to be reasonably document and performed with reasonable and customary methodology. It was advised that the data could be rapidly verified, updated and augmented with metallurgical testing using more recently developed process technology that may offer better returns.

~~FOR~~Present ~~THE FISCAL YEAR ENDED OCTOBER 31, 2012~~Operations

~~Note~~The 2Company –is ~~Summary~~currently undertaking a review of ~~Significant~~all ~~Accounting~~of ~~Policies~~the ~~(continued)~~available data and expects to retain qualified geologists to undertake an updated review of the project and put forth a plan of development. It is expected that the Company will have an exploration and development plan in place by the end of February, 2014.

~~Foreign Currency Translation~~Mineralization

The ~~functional~~initial ~~currency~~project is believed to be approximately 400,000 tons of ~~the~~mill ~~Company~~tailings iswhich ~~the~~1984 ~~Canadian~~sampling ~~Dollar.~~of ~~The~~169 ~~Company~~holds ~~uses~~(over ~~the~~200 ~~United~~samples), ~~States~~shows ~~dollar~~to asaverage ~~its~~0.041 ~~reporting~~opt ~~currency~~gold, 2.71 ~~All~~opt ~~transactions~~silver, ~~initiated~~about in.9 ~~Canadian~~percent ~~Dollars~~zinc ~~are~~and ~~translated~~.18 topercent Ulead.S. ~~Dollars~~The report at 2011 current metal proices determined an apparent gross value in ~~accordance~~the ~~with~~gold ~~ASC~~and ~~830-10-20~~silver ~~“Foreign~~in ~~Currency~~excess ~~Translation”~~of as$50,000,000 ~~follows:~~at current metal pricing.

·Item ~~Revenue~~3. ~~and expense items at the average rate of exchange in effect on the transaction date;~~Legal Proceedings

·We ~~Non-monetary~~know ~~assets~~of ~~and~~no ~~liabilities at historical exchange rates~~material, ~~unless~~active ~~such~~or ~~items~~pending legal ~~are~~proceedings ~~carried~~against atour ~~market~~Company, innor ~~which~~of ~~case~~any ~~they~~proceedings ~~are~~that ~~translated~~a atgovernmental ~~the~~authority ~~exchange~~is ~~rate~~contemplating inagainst ~~effect on the balance sheet date; and~~us.

·Item 4. ~~Monetary~~MINE ~~assets~~SAFETY ~~and liabilities at the exchange rate at the balance sheet date.~~DISCLOSURES

~~Adjustments~~Not arising from such translations are deferred until realization and are included as a separate component of stockholders’ equity (deficit) as a component of comprehensive income (loss). Therefore, translation adjustments are not included in determining net income but reported as other comprehensive income.Applicable

~~For~~Table foreign currency transactions, the Company translates these amounts to the Company’s functional currency at the exchange rate effective on the invoice date. If the exchange rate changes between the time of ~~purchase~~Contents ~~and the time actual payment is made, a foreign exchange transaction gain or loss results which is included in determining net income for the period.~~25

~~Fair value of financial instruments~~Part II

~~The Financial Accounting Standards Board issued ASC (Accounting Standards Codification) 820-10 (SFAS No~~Item 5. ~~157),~~MARKET ~~“Fair~~FOR ~~Value~~REGISTRANT’S ~~Measurements~~COMMON and Disclosures" for financial assets and liabilities. ASC 820-10 provides a framework for measuring fair value and requires expanded disclosures regarding fair value measurements. FASB ASC 820-10 defines fair value as the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. FASB ASC 820-10 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputsEQUITY, ~~where~~RELATED ~~available.~~STOCKHOLDER ~~The~~MATTERS ~~following~~AND ~~summarizes~~ISSUER ~~the~~PURCHASES ~~three~~OF ~~levels~~EQUITY ~~of inputs required by the standard that the Company uses to measure fair value:~~SECURITIES

·Market ~~Level~~Price 1:of ~~Quoted~~and ~~prices~~Dividends inon the ~~active~~Registrant’s ~~markets~~Common ~~for~~Equity ~~identical~~and ~~assets~~Related orStockholder ~~liabilities.~~Matters

·Market Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities.Information

·The ~~Level~~Company's 3:common ~~Unobservable~~stock ~~inputs~~is ~~that~~currently quoted ~~are~~on ~~supported~~the byOTCMarketsQB ~~little~~(OTCQB) orunder nothe ~~market~~trading ~~activity~~symbol “DUSS.” Following is a report of high and ~~that~~low ~~are~~closing ~~significant~~bid prices tofor ~~the~~each ~~fair~~quarterly ~~value~~period offor the ~~assets~~fiscal oryears ~~liabilities~~ended October 31, 2013 and October 31, 2012.

The following are the major categories of liabilities measured at fair value on a recurring basis as of October 31, 2012 and 2011, using quoted prices in active markets for identical liabilities (Level 1); significant other observable inputs (Level 2); and significant unobservable inputs (Level 3):

Quarter	High ($)	Low ($)
4^th Quarter ended 10/31/2013	0.0015	0.0005
3^rd Quarter ended 7/31/2013	0.0015	0.0006
2^nd Quarter ended 4/302013	0.0021	0.0004
1^st Quarter ended 1/31/2013	0.0011	0.0004

4^th Quarter ended 10/31/2012	0.0028	0.0005
3^rd Quarter ended 7/31/2012	0.0036	0.0004
2^nd Quarter ended 4/302012	0.0039	0.0012
1^st Quarter ended 1/31/2012	0,.0054	0.0012

			2012				2011
Derivative liabilities	Level 3		$	53,100			$	41,000

The above information was taken from information on theOTC Markets website at www.otcmarkets.com. The quotations provided may reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions.

~~F-9~~Holders

~~DUSSAULT~~As ~~APPAREL~~of ~~INC.~~January 29, 2014, there were 58 record holders of the Company’s common stock (which number does not include the number of stockholders whose shares are held by a brokerage house or clearing agency, but does include such brokerage houses or clearing agencies as one record holder

~~NOTES TO THE FINANCIAL STATEMENTS~~Dividends

~~FOR~~We ~~THE~~have ~~FISCAL~~never ~~YEAR~~declared ~~ENDED~~or ~~OCTOBER~~paid 31dividends on our common stock. We intend to retain earnings, ~~2012~~if any, to support the development of our business and therefore do not anticipate paying cash dividends for the foreseeable future. Payment of future dividends, if any, will be at the discretion of our board of directors after taking into account various factors, including current financial condition, operating results and current and anticipated cash needs.

~~Note~~Recent 2Sales –of ~~Summary~~Unregistered Securities; Use of ~~Significant~~Proceeds ~~Accounting~~from ~~Policies~~Registered ~~(continued)~~Securities

~~Derivative~~Recent ~~Liabilities~~Sales of Unregistered Securities

~~Fair~~During ~~value~~the ~~accounting~~three ~~requires~~months ~~bifurcation~~ended ~~of embedded derivative instruments~~October 31, ~~such~~2013 ~~as ratchet provisions or conversion features in convertible debt or equity instruments,~~ and ~~measurement of their fair value. In determining~~ the ~~appropriate~~subsequent ~~fair~~period ~~value,~~to the ~~Company~~date ~~uses~~of the ~~Black-Scholes~~filing ~~option-pricing~~of ~~model.~~this Inannual ~~assessing the convertible debt instruments~~report, ~~management determines if~~ the ~~convertible~~Company ~~debt~~issued ~~host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If~~ the ~~instrument~~following ~~is not considered conventional convertible debt, the Company will continue its evaluation process of these instruments as derivative financial instruments.~~shares:

~~Once~~On ~~derivative~~November ~~liabilities~~21, ~~are determined~~2013, ~~they~~the ~~are~~Company ~~adjusted~~ agreed to ~~reflect~~issue ~~fair~~a ~~value~~total ~~at the end~~ of ~~each~~400,000,000 ~~reporting~~common ~~period.~~shares ~~Any~~at ~~increase~~a ordeemed ~~decrease~~price ~~in the fair value is recorded in results~~ of ~~operations~~$0.0009, aswhich anwas ~~adjustment~~the toclosing ~~fair~~price ~~value~~ of ~~derivatives.~~the Inshares ~~addition,~~on the ~~fair~~date of ~~value~~execution of ~~freestanding~~the ~~derivative~~acquisition ~~instruments~~agreement ~~such~~in asconsideration ~~warrants,~~for ~~are~~the ~~also~~acquisition ~~valued~~of ~~using~~certain ~~the~~mining ~~Black-Scholes option-pricing model~~claims.

~~Loss~~Table ~~Per~~of ~~Common~~Contents ~~Share~~26

~~Net~~The ~~loss~~Company ~~per~~claims ~~share~~an isexemption ~~calculated~~from the inregistration ~~accordance~~requirements ~~with~~of ~~FASB~~the ~~ASC~~Securities ~~260,~~Act ~~Earnings~~of ~~Per~~1933, ~~Share~~as amended, for the ~~periods~~issuance ~~presented.~~of ~~Basic~~shares ~~net~~to ~~loss~~Jervis ~~per~~Exploration, ~~share~~Inc. s, isInc. ~~based~~pursuant ~~upon~~to ~~the~~Section ~~weighted~~5 ~~average~~of ~~number~~the ofAct ~~common~~and/or ~~shares~~Rule ~~outstanding.~~903 ~~Diluted~~of ~~net~~Regulation ~~loss~~S ~~per~~promulgated ~~share~~thereunder issince, ~~based~~among onother things, the transaction ~~assumption~~does ~~that~~not ~~all~~involve ~~dilutive~~a ~~convertible~~public ~~shares~~offering, ~~and~~as ~~stock~~Jervis ~~options~~Exploration, ~~were~~Inc. ~~converted~~is ornot ~~exercised.~~a ~~The~~US ~~Company~~entity ~~has~~and ~~potentially~~have ~~dilutive~~access ~~securities~~to ininformation ~~convertible~~about the ~~loans~~Company ~~payable;~~and ~~however~~its purchase, the ~~conversion~~purchasers ~~would~~will betake ~~anti-dilutive~~the ~~and~~securities isfor ~~not~~investment ~~considered~~and innot ~~the calculation~~resale.

~~Royalty~~Purchases ~~Income~~of Equity Securities by the Issuer and Affiliated Purchasers

~~The~~During ~~Company~~each ~~receives~~month ~~royalty~~within ~~income from licensing third parties to use its intellectual property. Presenlty we receive a royalty of 50% of~~ the ~~total~~fourth quarter ~~sales, net~~ of ~~all costs of goods, returns, marketing expenses, shipping costs and fees. During~~ the fiscal year ended October 31, ~~2012 this is the Company’s sole revenue stream~~2013, ~~and~~neither ~~includes~~we ~~both~~nor ~~in-store~~any ~~and~~“affiliated ~~internet sales. In prior years~~purchaser, ~~royalty~~” ~~income was shown within other income~~ as ~~the~~that ~~income~~term ~~derived~~is ~~from royalties was not material to revenue~~ defined in ~~periods~~Rule ~~prior~~10b-18(a)(3) tounder the ~~current~~Exchange ~~fiscal year and was considered incidental. However~~Act, asrepurchased aany ~~result~~ of ~~a change in~~ our ~~business~~common ~~model~~stock at the close of fiscal 2011, royalty income has become the main source of the Company’s recorded revenue. For this reason, the Company considers that the revised income statement presentation, which reflects royalty income as revenue, will provide more reliable and relevant information than the presentation adopted previously. The 2011 income statements for the fiscal year ended October 31, 2011 have been adjusted to reflect the new presentation. During the fiscal year ended October 31, 2011 a total of $33,955 related to royalty income is included in revenue reported. During the current period presentation, all income presented has been derived from royalties or ~~commissions~~other ~~on sales under license agreements~~securities.

~~Recent~~Securities ~~Accounting~~Authorized ~~Pronouncements~~for Issuance Under Equity Compensation Plans

~~ASU 2011-08, Intangibles – Goodwill and Other (Topic 350): Testing Goodwill for Impairment is applicable to fiscal years beginning after December 15, 2011. Early application is permitted.~~ The Company does not ~~expect~~currently have ~~this~~any ~~ASU~~equity ~~has~~compensation aplans ~~material~~and ~~impact~~thus onno ~~its~~securities ~~financial~~have ~~position~~been ~~or carrying value of its intangible assets at this time~~issued.

~~The~~Item 6. ~~Company~~SELECTED ~~does~~FINANCIAL ~~not expect the adoption of any other recent accounting pronouncements will have a material impact on its financial statements~~DATA.

~~F-10~~As a “smaller reporting company”, we are not required to provide the information required by this Item.

~~DUSSAULT~~Item 7. ~~APPAREL~~Management’s ~~INC.~~Discussion and Analysis OF FINANCIAL CONDITION AND RESULTS OF OPERATION

~~NOTES~~The TOfollowing ~~THE~~discussion ~~FINANCIAL~~should ~~STATEMENTS~~be read in conjunction with our audited financial statements and the related notes that appear elsewhere in this Annual Report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in such forward looking statements. Factors that could cause or contribute to such differences include those discussed below and elsewhere in this Annual Report.

~~FOR~~Our ~~THE~~financial ~~FISCAL~~statements ~~YEAR~~are ~~ENDED~~stated in ~~OCTOBER~~United ~~31,~~States ~~2012~~dollars and are prepared in accordance with United States generally accepted accounting principles.

~~Note 2 – Summary of Significant Accounting Policies (continued)~~Background

~~Going~~We ~~Concern~~were incorporated on October 1, 2006 in the State Nevada under the name Release Your Lease Inc. Effective June 11, 2007, we completed a merger with our wholly subsidiary Dussault Apparel Inc., a company created solely for the purpose of the merger and change of name to Dussault Apparel Inc. From the date of the merger with Dussault Apparel Inc. until November 21, 2013, the Company operated solely in the garment industry initially by being a manufacturer–wholesaler and to licensing of its trademark to other wholesalers in the primarily in the Canadian market, while promoting its marque. The Company also purchased the trademark of a cosmetics line. Currently no sales, production or sampling of the cosmetic line has occurred or is planned. As business continued to decline, the Company renegotiated its licensing agreement in early 2013 to receive royalty income only for its designs with one current manufacturer.

~~The~~On ~~Company’s~~October ~~financial~~15, ~~statements~~2013, ~~are~~the ~~prepared~~Board ~~using~~of ~~accounting~~Directors and ~~principles~~management ~~generally~~changed ~~accepted~~with in the ~~United~~appointment ~~States~~ of ~~America~~Orlando ~~applicable~~Alberto toBarrientos aAcevedo ~~going~~(“Alberto ~~concern,~~Barrientos”) ~~which~~being ~~contemplates~~ appointed the ~~realization~~sole ofofficer ~~assets~~ and ~~liquidation~~director. ofA ~~liabilities~~review inof the ~~normal~~current ~~course~~business of ~~business.~~the ~~The~~ Company aswas atmade ~~October~~and ~~31,~~a ~~2012~~determination ~~had~~was ~~not~~made ~~established~~to anchange the ~~ongoing~~business ~~source~~ of ~~revenues~~the ~~sufficient to cover its operating costs and to allow it to continue as a going concern~~Company.

AsOn ~~shown~~November in21, ~~the accompanying financial statements~~2013, the Company ~~continues~~entered into toan ~~incur~~Asset ~~losses.~~Purchase ~~Its~~Agreement ~~ability~~with toJervis ~~continue~~Explorations, asInc. awhereby ~~going~~the ~~concern~~Company ispurchased ~~dependent~~various onmineral ~~the~~claims ~~successful~~referred ~~stimulation~~to as of“Montauban ~~wholesale~~Gold ~~sales~~Tailings” or in ~~other~~exchange ~~areas~~for in400,000,000 ~~order~~shares toof ~~fund operating losses and become profitable. If~~ the Company. This isacquisition ~~unable~~enacted a tochange ~~make~~of itbusiness ~~profitable,~~of the Company ~~could~~and beeffected ~~forced~~a tochange ~~cease development~~ of ~~operations.~~control ~~Management~~with ~~cannot~~Jervis ~~provide~~Explorations, ~~any~~Inc. ~~assurances~~becoming ~~that~~ the ~~Company~~controlling ~~will~~shareholder of bethe ~~successful in its retail operation~~Company. The ~~accompanying~~Company ~~financial~~is ~~statements~~currently dodivesting ~~not~~itself ~~include~~of ~~any~~all ~~adjustments~~of ~~that~~its ~~might~~prior bebusiness ~~necessary~~assets ifand ~~the~~will ~~Company~~solely isoperate ~~unable~~in tothe ~~continue as a going concern~~mining industry.

~~Note 3~~Table –of ~~Restatement~~Contents 27

AOn ~~prior~~December ~~period~~9, ~~adjustment~~2013, ~~was~~the ~~made~~Company toreceived a ~~the~~written ~~October~~consent ~~31,~~in ~~2011~~lieu ~~financial~~of ~~statements~~a ~~for~~meeting anof ~~accounting~~stockholders ~~error.~~from Anthe ~~embedded~~holder ~~derivative~~of in400,000,000 ashares ~~convertible~~of ~~note~~Common ~~payable~~Stock ~~had~~(representing ~~not~~53.1% of ~~been~~the ~~identified~~issued ~~under~~and ~~ASC~~outstanding ~~815-40~~shares of Common Stock). The ~~effect~~written consent adopted resolutions approving an amendment to the Company’s articles of ~~disclosing~~incorporation changing the ~~derivative~~name ~~liability~~of ~~was~~the ~~recorded~~Company asfrom Dussault Apparel, Inc. to “Prospect Ventures, Inc.” In addition, the shareholders approved a ~~prior~~reverse ~~period~~stock ~~adjustment~~split toat ~~Deficit~~a ratio of 800:1. The name change and tothe ~~accumulated~~reserve ~~expense~~split ~~amounts~~are insubject to the ~~current~~requisite ~~year~~regulatory approvals prior to becoming effective. ~~The~~ ~~note~~As ~~payable~~of ~~was~~the ~~also~~date ~~reclassified~~of inthe filing of this Annual Report, the ~~restatement.~~Company ~~(ref~~has ~~Note~~not 6effected –the ~~(a))~~change and is intends to file with FINRA by the end of February 2014. .

Item	As Originally Reported ($)		As Restated ($)			Effect on Earnings ($)			Effect on Net Equity ($)
Balance Sheet
Other liabilities
Loan payable		38,000		-			-			(38,000	)
Convertible notes, net		-		13,933			-			13,933
Derivative liabilities		-		41,000			-			41,000
Statement of Operations
Derivative loss		-		(3,000	)		(3,000	)		(3,000	)
Interest expense on amortization		-		(13,933	)		(13,933	)		(13,933	)
							(16,933	)		-

At the report date mineral claims, with unknown reserves, have been acquired. We have not established the existence of a commercially mineable ore deposit and therefore have not reached the development stage and are considered to be in the exploration stage.

~~Note~~Liquidity 4& -Capital ~~Trademarks~~Resources

OnAs ~~April~~of 9October 31, ~~2010~~2013, ~~the~~our ~~Company~~cash ~~entered~~balance was ~~into~~$290, anwhich ~~asset~~is ~~acquisition~~a ~~agreement~~decrease ~~(the~~from ~~“Agreement”)~~our ~~with~~cash ~~Open~~balance ~~Sundaes Ventures Ltd. (“Open Sundaes”) for the acquisition~~ of ~~certain~~$7,151 ~~assets~~as ~~relating to the business~~ of ~~the~~October ~~production and development of beauty and bath products including inventory~~31, ~~intellectual property and business knowhow~~2012. InTotal ~~consideration~~current ~~for~~assets ~~the~~decreased ~~acquisition~~to ~~of these assets~~$4,783 (2013) ~~the~~from ~~Company paid~~ $4316,~~860~~651 ~~and~~(2012) ~~agreed~~as towe ~~issue~~collected anreceivables ~~aggregate~~and ofexpended ~~9,000,002~~those ~~shares~~funds offor ~~its~~operations. ~~common~~Accounts ~~stock~~receivables decreased to ~~the~~$3,891 ~~shareholders~~(2013) offrom ~~Open~~$5,484 ~~Sundaes~~(2012) and ~~certain~~other ~~creditors.~~receivables ~~The~~were ~~Agreement was approved by the shareholders of Open Sundaes~~ at a$Nil ~~special~~(2013) ~~meeting~~from ~~held on April 22~~$4,016 ~~2010~~(2012). AsDuring ~~of October 31, 2011,~~ the ~~Company~~fiscal ~~had~~year ~~issued~~ended October ~~a total of 6~~31,~~424,697~~ ~~shares~~2013 ~~pursuant~~we toobtained ~~the~~and ~~Agreement,~~used ~~1,424,697~~loans ~~shares~~totaling ~~to the shareholders of Open Sundaes and 5~~$22,~~000,000~~385 ~~shares~~ to apay ~~creditor~~various ofoperating ~~Open~~expenses ~~Sundaes in settlement of certain debt~~ related to ~~Open Sundaes that was agreed to be paid between~~ the ~~parties.~~ongoing ~~The Company recorded the fair value~~ management of ~~Trade Mark based on~~ the ~~fair value of shares issued and cash payments, which amount totaled $197,000. On October 31, 2011, in accordance with corporate policies, the~~ Company ~~assessed~~as ~~the~~compared ~~Trademark for impairment and determined the book value was no longer recoverable. As a result we have recorded a loss on impairment relating~~ to ~~the~~loans ~~Trademark~~ of $~~192~~63,~~214,~~000 ~~leaving~~during ~~a value of $4,786 on~~ the ~~balance~~fiscal ~~sheets~~year ofended ~~the Company as at~~ October 31, ~~2011~~2012. OnThe ~~January~~loans ~~17,~~for ~~2012,~~ the ~~Company~~period ~~issued~~ended ~~the remaining 2~~October 31,~~575,305~~ ~~shares~~2012 ~~pursuant~~were tosettled ~~the~~in ~~Agreement~~full, ~~fully~~including ~~satisfying~~accrued ~~the~~interest ~~terms~~by of the ~~acquisition.~~issuance Asof atshares ~~the date~~ of ~~these financial statements,~~ the Company’s ~~has~~common ~~issued~~stock. aThe ~~total~~loans for ~~of 9,000,002 shares; 4,000,002 shares to~~ the ~~shareholders~~period ofended ~~Open~~October ~~Sundaes and 5~~31,~~000,000~~ ~~shares~~2013 toare asecured ~~creditor~~by ofdemand ~~Open~~promissory ~~Sundaes~~notes.

FOur revenues for fiscal 2012 and 2013 were not sufficient to meet our operating and capital expenses. Since the fiscal year ended October 31, 2013, the Company has undertaken a change of business and at this time is reviewing capital requirements for operations and to progress its mining project. Capital requirements for operations over the next twelve months are estimated to be a maximum of $275,000 which it believes will pay operating expenses and pay off its existing liabilities. The Company is not at this time in a position to state the capital requirements that will be needed for its mining project. Since our inception, we have been dependent on investment capital as an important source of liquidity. Subsequent to the period covered by this report, the Company has divested itself of its royalty income in settlement of loans in the amount of approximately $5,000 with a third party creditor. The Company will no longer have revenue to apply to operations, however, operations for the last two fiscal years generated negative cash flow and the Company wants to ensure it divests of all unrelated operations so that it may focus its attentions on its new project in the mining industry. Management believes that if it can successfully finance its mining project, it will generate sufficient revenues to maintain all of its operational costs and ultimately generate a profit for the Company. We need to secure additional working capital in the short-11term in order to sustain our operations and execute our business plan. We have incurred operating losses since inception, and this is likely to continue into the fiscal year ending October 31, 2014. There can be no assurance that additional financing will be available to us when needed or, if available, that it can be obtained on commercially reasonable terms. If we are not able to obtain the additional financing on a timely basis should it be required, or generate significant material revenues from operations, we will not be able to meet our other obligations as they become due and we will be forced to scale down or perhaps even cease our operations.

~~DUSSAULT~~Our ~~APPAREL~~ability ~~INC~~to meet our financial commitments is primarily dependent upon the continued issuance of equity to new stockholders, the ability to borrow funds, and ultimately upon our ability to achieve and maintain profitable operations. There are no assurances that we will be able to obtain required funds for our continued operations or that additional financing will be available to us when needed or, if available, that it can be obtained on commercially reasonable terms. If we are not able to obtain the additional financing on a timely basis, we will not be able to meet our other obligations as they become due and we will be forced to scale down or perhaps even cease the operation of our business.

~~NOTES~~There TOis ~~THE~~substantial ~~FINANCIAL~~doubt ~~STATEMENTS~~about our ability to continue as a going concern, as the continuation of our business is dependent upon obtaining further short and long-term financing and achieving a profitable level of operations. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.

~~FOR~~Table ~~THE~~of ~~FISCAL~~Contents ~~YEAR ENDED OCTOBER 31, 2012~~28

~~Note~~Results 4of –Operations ~~Trademarks (continued)~~

The ~~Company~~discussion ~~capitalized~~and ~~the~~financial ~~fair~~statements contained ~~value~~herein ofare ~~the~~for ~~2,575,305~~our ~~shares~~fiscal ~~issued~~year onended ~~January~~October 1731, ~~2012~~2013 inand ~~the amount of $7,468. On~~ October 31, 2012,. The infollowing ~~accordance~~discussion ~~with~~regarding our ~~corporate~~financial ~~policies,~~statements ~~the~~should ~~Company~~be ~~assessed~~read ~~the~~in ~~Trademark~~conjunction ~~value~~with ~~for~~our ~~impairment~~financial ~~and~~statements ~~determined~~included ~~to fully impair the $12,254, including a total of $4,786 on the balance sheet as at October 31, 2011~~herewith.

~~Note~~We 5have -suffered ~~Inventory~~recurring losses from operations. The continuation of our Company is dependent upon us attaining and maintaining profitable operations and raising additional capital as needed. In this regard, we have successfully raised additional capital through equity offerings and loan transactions in the past and presently believe we will be able to do so in the future, though we can offer no assurance of this outcome as no specific arrangements are in place.

~~The~~Comparison ~~Company~~of ~~receives royalty income from licensing third parties to use its intellectual property. The Company ceased carrying inventory during~~ the ~~fiscal~~Fiscal ~~year~~Year ~~ended~~ Ended October 31, ~~2011~~2013 and ~~does~~October ~~intend~~31, ~~to carry inventory.~~2012

~~Note~~During 6the –fiscal ~~Convertible~~years ~~Promissory~~ended ~~Note~~October 31, 2013 and ~~Derivative~~2012, ~~Liabilities~~we earned gross revenues of $8,552 as compared to $30,029, with gross profit of $ 8,552 in the current fiscal year as compared to $30,029 for the year ended October 31, 2012. For the fiscal year ended October 31, 2013, our loss from operations decreased to $74,449, from $88,700 in the prior year. This decrease was mainly due to a l reduction in administrative expenses to $17,622 for the fiscal year ended October 31, 2013 from $60,699 in the fiscal year ended October 31, 201, as well as a small decrease in professional fees from $41,462 (2012) as compared to $37,946 in the current fiscal year (2013),, offsetting an increase in consulting fees to $27,433 (2013) from $12,146 (2012). We had total expenses of $82,408 during the fiscal year ended October 31, 2013 as compared to $118,729 for the fiscal year ended October 31, 2012.

(During the fiscal year ended October 31, 2013 the Company recorded a~~) Perati~~ ~~Finance~~net ~~Corporation~~loss of $76,049 which was a substantial reduction in net losses of $173,541 in the prior fiscal year ended October 31, 2012, substantially due to a reduction in interest expense from $72,887 in 2012 to $9.223 at October 31, 2013.

OnCritical ~~April~~Accounting 1,Policies ~~2010 the Company issued a promissory note to Perati Finance Corporation for $38,000. The note matures in five years~~ and Estimates accrues interest at 3%. The loan is convertible to common stock with conversion price is the greater of $0.01 or 50% of the average closing bid prices for the ten trading days immediately preceding the conversion date.

InThe preparation of our ~~evaluation~~financial ofstatements requires ~~the~~management ~~financing~~to ~~arrangement,~~make weestimates ~~concluded~~and assumptions that affect the ~~conversion~~reported ~~features~~amounts ~~were~~of ~~not~~assets ~~afforded~~and ~~the~~liabilities ~~exemption~~and asthe adisclosure of ~~conventional~~contingent ~~convertible~~assets ~~instrument~~ and itliabilities ~~did~~at ~~not~~the ~~otherwise~~date ~~meet~~of the ~~conditions~~financial ~~set~~statements ~~forth~~and inthe ~~current~~reported ~~accounting~~amounts ~~standards~~of ~~for~~revenues ~~equity~~and ~~classification~~expenses during the reporting period. ~~Accordingly~~On an on-going basis, ~~they~~management doevaluates ~~not~~its ~~meet~~estimates ~~the~~and ~~conditions~~judgments ~~necessary~~which toare ~~obtain~~based ~~equity~~on ~~classification~~historical experience and on various other factors that are ~~required~~believed to be ~~carried~~reasonable asunder ~~derivative~~the circumstances. The results of their evaluation form the basis for making judgments about the carrying values of assets and liabilities. Actual results may differ from these estimates under different assumptions and circumstances. Our significant accounting policies are more fully discussed in the Notes to our Financial Statements.

~~Since~~Off- ~~equity~~Balance ~~classification~~Sheet is not available for the conversion feature, we were required to bifurcate the embedded conversion feature and carry it as a derivative liability, at fair value. Derivative financial instruments are carried initially and subsequently at their fair values.Arrangements

WeThe ~~estimated~~Company ~~the~~presently ~~fair~~does ~~value~~not ofhave any ~~the compound derivative on the inception dates, and subsequently, using the Black~~off-~~Scholes~~balance ~~Merton~~sheet valuation technique, adjusted for the effect of dilution, because that technique embodies all of the assumptions (including, volatility, expected terms, and risk free rates) that are necessary to fair value complex compound derivate instrumentsarrangements.

~~As a result of the application of ASC No~~Item 7A. ~~815~~Quantitative ~~in fiscal years ended October 31, 2012~~ and ~~2011,~~Qualitative ~~the~~Disclosures ~~fair~~About ~~value~~Market ~~of the conversion feature is summarized as follow:~~Risk

Derivative liabilities, October 31, 2010	$	-
Fair value at the commitment date for $38,000 convertible notes		38,000
Fair value, mark to market adjustment		3,000
Derivative liabilities, October 31, 2011		41,000
Fair value mark to market adjustment		1,000
Derivative liabilities, October 31, 2012	$	42,000

As a “smaller reporting company”, we are not required to provide the information required by this Item.

The Company recorded the debt discount to the extent of the gross proceeds raised, and recorded the derivative expense immediately the remaining value of the gross proceeds as it exceeded the derivative liabilitiesItem 8. ~~The~~Financial ~~Company~~Statements ~~recorded~~AND aSUPPLEMENTARY ~~derivative expense of $1,000 and $3,000 for 2012 and 2011 respectively~~DATA.

~~F-12~~Table of Contents 29

DUSSAULT APPAREL INC.

~~NOTES~~(A TODevelopment Stage ~~THE FINANCIAL STATEMENTS~~Company)

~~FOR~~REPORT ~~THE~~AND AUDITED ~~FISCAL~~FINANCIAL ~~YEAR ENDED OCTOBER 31, 2012~~STATEMENTS

~~Note~~October ~~6 – Convertible Promissory Note and Derivative Liabilities (continued)~~31, 2013

(a)Stated in ~~Perati~~US ~~Finance Corporation (continued~~Dollars)

The fair value at the commitment and re-measurement dates for the Company’s derivative liabilities were based upon the following management assumptions as of October 31, 2012 and October 31, 2011:

	Page
Audited Financial Statements	F-1
Balance Sheets	F-2
Statements of Operations and Comprehensive Loss	F-3
Statements of Stockholders’ Equity (Deficit)	F-4
Statements of Cash Flows (Audited)	F-5
Notes to Financial Statements	F- 6 to F- 13

	Commitment Date			Re-measurement October 31, 2011			Re-measurement October 31, 2012
Expected dividends		0	%		0	%		0	%
Expected volatility		293.92	%		280.60	%		317.54	%
Expect term	5 years			4 years			3 years
Risk free interest rate		2.35	%		0.41	%		0.38	%

Table of Contents

~~Amortization~~REPORT OF ofINDEPENDENT ~~the~~REGISTERED ~~$38,000~~PUBLIC ~~discount~~ACCOUNTING over the fiscal year ended October 31, 2012 and October 31, 2011 are $7,600 and $13,933, respectively, which amount has been recorded as interest expense and is reflected on the Company's balance sheet as Convertible Note Liabilities, Net. The unamortized discount of $16,467 will be expensed in future fiscal years.FIRM

AsTo the Board of ~~October~~Directors ~~31,~~and ~~2012,~~Stockholders ~~accrued~~of ~~interest~~Dussault ~~on the note totaled $1~~Apparel,~~143,~~ ~~which is reflected in accounts payable and accrued liabilities~~Inc.:

We have audited the accompanying consolidated balance sheets of Dussault Apparel, Inc. (b“the Company”) ~~Asher~~as ~~Enterprises~~of ~~Inc~~October 31, 2013 and 2012 and the related statement of operations, stockholders’ equity (deficit) and cash flows for the years 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 audit.

OnWe ~~November~~conducted our ~~10,~~audit ~~2011,~~in ~~Asher~~accordance ~~Enterprises~~with ~~Inc~~standards of the Public Company Accounting Oversight Board (United States). ~~funded~~Those astandards ~~promissory~~require that ~~note~~we ~~executed~~plan byand perform the ~~Company~~audit onto ~~October~~obtain ~~25,~~reasonable ~~2011~~assurance inabout whether the ~~total~~financial ~~amount~~statements are free of ~~$63,000~~material misstatement. An ~~The~~audit ~~note~~includes ~~matured~~examining, ~~July~~on 27a test basis, ~~2012~~evidence ~~and~~supporting ~~accrues~~the ~~interest~~amounts atand 8%disclosures orin ~~alternately~~the ~~22%~~financial instatements, assessing the ~~event~~accounting ofprinciples ~~default.~~used ~~The~~and ~~loan~~significant isestimates ~~convertible~~made toby ~~common~~management, ~~stock~~as atwell aas ~~conversion~~evaluating ~~price~~the ofoverall ~~58%~~financial ofstatement presentation. ~~the~~We ~~market~~believe ~~price~~that our audit provides a reasonable basis for our opinion.

In our opinion, ~~evaluation of~~ the ~~financing~~financial ~~arrangement,~~statement wereferred ~~concluded~~to ~~that~~above ~~the~~present ~~conversion~~fairly, ~~features~~in ~~were~~all ~~not~~material ~~afforded~~respects, the ~~exemption~~financial asposition aof ~~conventional~~Dussault Apparel, ~~convertible~~Inc., ~~instrument~~as ~~and~~of itOctober ~~did~~31, ~~not~~2013 ~~otherwise~~and ~~meet~~2012, and the ~~conditions~~results ~~set~~of ~~forth~~its inoperations ~~current~~and ~~accounting~~its ~~standards~~cash flows for ~~equity classification. Accordingly, they do not meet~~ the ~~conditions~~year ~~necessary~~then toended, ~~obtain~~in conformity ~~equity~~with ~~classification~~generally ~~and~~accepted ~~are~~accounting ~~required~~principles toin bethe ~~carried~~United asStates ~~derivative~~of ~~liabilities~~America.

~~Since~~The company ~~equity classification~~ is not ~~available~~required ~~for~~to ~~the conversion feature~~have, wenor were ~~required~~we engaged to ~~bifurcate~~perform, ~~the~~an ~~embedded~~audit ~~conversion~~of ~~feature~~its ~~and~~internal ~~carry~~control itover financial reporting. Our audit included consideration of internal control over financial reporting as a ~~derivative~~basis ~~liability~~for designing audit procedures that are appropriate in the circumstances, atbut ~~fair~~not ~~value.~~for ~~Derivative~~the ~~financial~~purpose ~~instruments~~of ~~are~~expressing ~~carried~~an ~~initially~~opinion ~~and~~on ~~subsequently~~the atCompany's ~~their~~internal ~~fair~~control ~~values~~over financial reporting. Accordingly, we express no such opinion.

We/s/ B ~~estimated~~F ~~the~~Borgers ~~fair~~CPA value of the compound derivative on the inception dates, and subsequently, using the Black-Scholes Merton valuation technique, adjusted for the effect of dilution, because that technique embodies all of the assumptions (including, volatility, expected terms, and risk free rates) that are necessary to fair value complex compound derivate instruments.PC

~~During~~B F ~~the~~Borgers ~~year~~CPA ended October 31, 2012, the Company converted debt totaling $54,600 into 132,687,009 shares of common stock resulting in a loss on conversion of $78,087, leaving $8,400 of convertible notes matured with conversion.PC

~~As a result of the application of ASC No. 815~~Denver, ~~the fair value of the conversion feature is summarized as follow:~~ CO

Derivative liabilities, October 31, 2011	$	-
Fair value at the commitment date for $63,000 convertible notes		59,200
Fair value mark to market adjustment		(1,300	)
Reclassification to additional paid in capital for financial instruments that ceased to be a derivative liability		(46,800	)
Derivative liabilities, October 31, 2012	$	11,100

February 13, 2014

Table of Contents F-131

DUSSAULT APPAREL INC.

~~NOTES~~Balance ~~TO THE FINANCIAL STATEMENTS~~Sheets

~~FOR THE FISCAL YEAR ENDED OCTOBER 31, 2012~~(Audited)

Note 6 – Convertible Promissory Note and Derivative Liabilities (continued)

	October 31, 2013			October 31, 2012
ASSETS
Current assets
Cash	$	290		$	7,151
Accounts receivable		3,891			5,484
Other receivable		—			4,016
Sales tax receivable		602			—
Total current assets		4,783			16,651

Total assets	$	4,783		$	16,651

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable and accrued liabilities		134,278			42,669
Accounts payable – related party		—			42,327
Sale tax payable		—			2,670
Convertible note liabilities		—			8,400
Derivative liabilities		—			11,100
Total current liabilities		134,278			107,166

Other Liabilities
Loan payable		—			12,243
Convertible note liabilities, net		29,133			21,533
Derivative liabilities		38,600			42,000
Loan payable		22,385			—
Total Liabilities		224,396			192,942

Stockholders’ Equity
Common stock - $0.001 par value, authorized 1,050,000, 000 shares; 353,444,347and 316,217,207 shares issued and outstanding as at October 31, 2013 and October 31, 2012, respectively		353,444			316,216
Additional paid in capital		12,123,025			12,136,933
Accumulated deficit		(12,709,057	)		(12,632,415	)
Accumulated other comprehensive income (loss)		12,975			12,975
Total Stockholders' Deficit		(219,613	)		(166,291	)
Total Liabilities and Stockholders' Deficit	$	4,783		$	16,651

~~(b)~~The ~~Asher~~accompanying ~~Enterprises~~notes ~~Inc.~~are ~~(continued)~~an integral part of these financial statements

~~The~~Table ~~Company recorded the debt discount to the extent~~ of ~~the~~Contents gross proceeds raised, and recorded the derivative income immediately the remaining value of the gross proceeds as it exceeded the derivative liabilities. The Company recorded a derivative income of $1,300 and $nil for 2012 and 2011 respectively.F-2

~~The~~DUSSAULT ~~fair~~APPAREL ~~value at the commitment and re-measurement dates for the Company’s derivative liabilities were based upon the following management assumptions as of October 31, 2012:~~INC.

	Commitment Date			Re-measurement Date October 31, 2012
Expected dividends		0	%		0	%
Expected volatility		316.16	%	317,54% ~ 365.33%
Expect term	0.22 years			0.01 ~ 0.21 years
Risk free interest rate		0.09	%		0.09	%

Statements of Operations and Comprehensive Loss

~~Amortization of the discount over the fiscal year ended October 31, 2012 totaled $59,200, which amount has been recorded as interest expense.~~(Audited)

As of October 31, 2012, accrued interest on the note totaled $4,944,which is reflected in accounts payable and accrued liabilities.

	Year ended October 31,
	2013			2012

Revenue
Royalties	$	8,552		$	30,029
Gross Profit		8,552			30,029

General and Administrative Expenses
Professional Fees		37,946			41,462
Consulting		27,433			12,146
Depreciation		—			2,489
Uncollectible rent deposit		—			1,933
Other Administrative Expenses		17,622			60,699
Total Expenses		83,001			118,729

Operating Loss		(74,449	)		(88,700	)

Other Income (expense)
Trademark impairment charge		—			(12,254	)
Gain on debt forgiveness		2,405			—
Change in fair value of derivative liabilities		4,625			300
Loss on conversion		—			—
Interest expense		(9,223	)		(72,887	)

Net Income (Loss)	$	(76,642	)	$	(173,541	)

Loss Per Common Share, basic	$	(0.00	)	$	(0.00	)

Weighted Average Number of Common Shares		350,226,238			212,795,025

~~Note~~The 7accompanying –notes ~~Common~~are ~~Stock~~an integral part of these financial statements

OnTable ~~January~~of ~~17,~~Contents 2012, the Company issued the remaining 2,575,305 shares pursuant to the agreement with Open Sundaes. This issuance completed the consideration to be provided under the agreement with Open Sundaes (Note F-3 ~~– Trademarks, above).~~

OnDUSSAULT ~~May~~APPAREL ~~11, 2012, $5,500 of the original balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 8,461,538 common shares at a deemed price of $0~~INC.~~00065.~~

OnStatements ~~May 24, 2012, $3,000~~ of ~~the~~Stockholders’ Equity ~~remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 8,108,108 common shares at a deemed price of $0.00037.~~(Deficit)

On June 19, 2012, $2,800 of the remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 9,441,801 common shares at a deemed price of $0.00029.

	Common stock								Additional Paid			Accumulated other				Accumulated				Total
	Number of Shares				Amount				in capital			Comprehensive Income				Deficit
Balances at October 31, 2011		180,954,893		$		180,954		$		12,163,327		$	12,975		$		(12,458,874	)	$		(101,618	)
January 17, 2012 issued stock for trade mark, FV 0.0029		2,575,305				2,575				4,893			-				-				7,468
May 11, 2012 issued stock for conversion deemed price $0.00065, FV $0.0011		8,461,538				8,462				4,900			-				-				13,362
May 24, 2012 issued stock for conversion deemed price $0.00037, FV $0.0008		8,108,108				8,108				2,640			-				-				10,748
June 19, 2012 issued stock for conversion deemed price $0.000029, FV $0.0007		9,441,801				9,442				2,540			-				-				11,982
July 2, 2012 issued stock for conversion deemed price $0.000023, FV $0.0004		9,565,217				9,565				1,780			-				-				11,345
July 10, 2012 issued stock for conversion deemed price $0.000023, FV $0.0008		9,782,609				9,783				1,940			-				-				11,723
July 27, 2012 issued stock for conversion deemed price $0.000035, FV $0.0014		9,571,429				9,571				3,000			-				-				12,571
July 31, 2012 issued stock for conversion deemed price $0.000048, FV $0.0017		9,375,000				9,375				4,100			-				-				13,475
August 10, 2012 issued stock for conversion deemed price $0.000052, FV $0.0011		9,807,692				9,808				4,500			-				-				14,308
August 23, 2012 issued stock for conversion deemed price $0.000054, FV $0.0012		9,814,815				9,815				4,600			-				-				14,415
September 5, 2012 issued stock for conversion deemed price $0.000060, FV $0.0011		9,833,333				9,833				5,000			-				-				14,833
September 24, 2012 issued stock for conversion deemed price $0.000046, FV $0.0007		9,782,609				9,783				3,400			-				-				13,183
October 4, 2012 issued stock for conversion deemed price $0.000035, FV $0.0007		9,714,286				9,714				2,400			-				-				12,114
October 11, 2012 issued stock for conversion deemed price $0.000035, FV $0.0008		9,714,286				9,714				3,000			-				-				12,714
October 31, 2012 issued stock for conversion deemed price $0.000035, FV $0.0009		9,714,286				9,714				3,000			-				-				12,714
Loss on conversion of the convertible notes, May 11, 2012 to October 31 2012		-				-				(78,087	)		-				-				(78,087	)
Net loss for the year ended October 31, 2012		-				-				-			-				(173,541	)			(173,541	)
Balances at October 31, 2012		316,217,207				316,216				12,136,933			12,975				(12,632,415	)			(166,291	)
November 11, 2012 issued stock for conversion deemed price $0.00037, FV $0.0008		13,243,243				13,244				4,360				-			-				17,604
November 30 2012 issued stock for conversion deemed price $0.00027, FV $0.0006		12,592,593				12,593				3,000			-				-				15,593
December 26, 2012 issued stock for conversion deemed price $0.00022, FV $0.0005		11,391,304				11,391				2,515				-				-			13,906
Loss on conversion of the convertible notes, November 11, 2012 to December 26, 2012		-				-				(26,407	)			-				-			(26,407	)
Accrued interest contributed			-				-			2,624				-				--			2,624
Net loss for the year ended October 31, 2013		-												-			(76,642	)			(76,642	)
Balances at October 31, 2013		353,444,347			$	353,444			$	12,123,025		$	12,975			$	(12,709,057	)		$	(219,613	)

OnThe ~~July~~accompanying 2,notes ~~2012,~~are ~~$2,200~~an ofintegral part ~~the remaining balance~~ of athese ~~Convertible~~financial ~~Promissory note entered into on October 25, 2011 was retired by the issuance of 9,565,217 common shares at a deemed price of $0~~statements.~~00023.~~

OnTable ~~July 10, 2012, $2,250~~ of ~~the~~Contents ~~remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 9,782,609 common shares at a deemed price of $0.00023.~~F-4

OnDUSSAULT ~~July~~APPAREL ~~27, 2012, $3,350 of the remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 9,571,429 common shares at a deemed price of $0~~INC.~~00035.~~

OnStatements ~~July 31, 2012, $4,500~~ of ~~the~~Cash ~~remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 9,375,000 common shares at a deemed price of $0.00048.~~Flows(Audited)

F-14

	Year ended October 31,
	2013			2012
Operating activities:
Net loss	$	(76,642	)	$	(173,541	)
Adjustments to reconcile net loss to net cash used by operating activities:
Stock issued for intellectual property		—			7,468
Gain on debt forgiveness		(2,405	)		—
Depreciation		—			2,489
Change in fair value of derivative liabilities		(4,625	)		(300	)
Damage deposit		—			1,933
Amortization on the debt discount		7,600			66,800
Accrued interest on the notes		1,623			6,087
Impairment charges - trademark		—			4,786
Foreign exchange on related party loan		360			(360	)
Change in operating assets and liabilities:
Accounts receivable		1,595			10,605
Account payable		42,505			1,354
Sales tax payable		(2,670	)		2,670
Sales tax receivable		3,413			5,711
Net cash flows provided by (used in) operating activities		(29,246	)		(64,298	)

Investing Activities:
Purchase of trade mark		—			—
Net cash used in investing activities		—			—

Financing activities:
Proceeds from loan payable		22,385			63,000
Net cash provided by (used in) financing activities		22,385			63,000

Effect of exchange rates on cash					—

Net decrease in cash		(6,861	)		(1,298	)
Cash and equivalents, beginning of period		7,151			8,449
Cash, end of period	$	290			7,151

Supplemental cash flow disclosures:
Cash paid for interest	$	—			—
Cash paid for income taxes	$	—			—

Non cash transactions:
Stock issued for intellectual property	$	—		$	7,468
Stock issued to settle loans payable, including interest expense		10,920			54,600
	$	10,920		$	62,068

~~DUSSAULT~~Table ~~APPAREL~~of ~~INC.~~Contents F-5

~~NOTES~~DUSSAULT TOAPPAREL ~~THE FINANCIAL STATEMENTS~~INC.

~~FOR~~NOTES TO THE ~~FISCAL~~FINANCIAL ~~YEAR ENDED OCTOBER 31, 2012~~STATEMENTS

~~Note~~FOR 7THE –FISCAL ~~Common~~YEAR ~~Stock~~ENDED ~~(continued)~~OCTOBER 31, 2013

On August 10, 2012, $5,100 of the remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 9,807,692 common shares at a deemed price of $0.00052.(Audited)

OnNote ~~August~~1 ~~23,~~– ~~2012,~~Basis ~~$5,300~~ of ~~the~~Presentation and ~~remaining~~Nature ~~balance~~ of ~~a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 9,814,815 common shares at a deemed price of $0.00054.~~Operations

OnThese ~~September~~audited 5,financial ~~2012,~~statements $5reflect all adjustments which,~~900~~ in the opinion of management, are necessary to fairly state the ~~remaining~~Company’s ~~balance~~financial position and the results of aits ~~Convertible~~operations ~~Promissory~~for ~~note~~the ~~entered~~periods ~~into~~presented onin ~~October~~accordance ~~25,~~with ~~2011~~the ~~was~~accounting ~~retired~~principles bygenerally accepted in the ~~issuance~~United States of ~~9,833,333~~America. ~~common~~All ~~shares~~adjustments atare of a ~~deemed~~normal ~~price~~recurring ~~of $0~~nature.~~00060.~~

OnOrganization ~~September~~and ~~24,~~Business ~~2012, $4,500~~ of the Company ~~remaining~~as ~~balance~~at ofthe aFiscal ~~Convertible~~Year ~~Promissory~~Ended ~~note entered into on~~ October 2531, ~~2011 was retired by the issuance of 9,782,609 common shares at a deemed price of $0.00046.~~2013

OnThe ~~October~~financial 4,statements ~~2012,~~presented ~~$3,400~~are those of Dussault Apparel Inc. (the ~~remaining~~Company). ~~balance~~The ofCompany awas ~~Convertible~~incorporated ~~Promissory~~under ~~note~~the ~~entered~~laws ~~into~~of the State of Nevada on ~~October~~August 251, ~~2011~~2006 as ~~was~~Release ~~retired~~Your byLease ~~the~~Inc. ~~issuance~~Business ofoperations ~~9,714,286~~had ~~common~~not ~~shares~~commenced atwhen ain ~~deemed~~May, ~~price~~2007, control of $0the company changed hands.~~00035.~~

On ~~October~~June 11, ~~2012~~2007 Release Your Lease Inc. effected a reverse forward merger with Dussault Apparel, $3Inc.,~~400~~ ofa Nevada shell company. The name was changed to Dussault Apparel Inc. The Company changed its orientation toward the ~~remaining~~retail ~~balance~~fashion ofclothing abusiness. ~~Convertible~~The ~~Promissory~~Company ~~note~~opened ~~entered~~a ~~into~~retail clothing and accessory store on ~~October~~Melrose 25Avenue in Los Angeles in November, ~~2011~~2007. ~~was~~Designs ~~retired~~were byproduced in the ~~issuance~~Vancouver, ofCanada 9office,~~714,286~~ ~~common~~manufactured in ~~shares~~China atand awarehoused ~~deemed~~in ~~price~~Los Angeles. The Company closed this store in November, 2008 in the wake of $0declining sales and deteriorating economic conditions.~~00035.~~

OnThe ~~October~~Company ~~31,~~moved ~~2012,~~operations ~~$3,400~~to Vancouver in 2009. In the spring of 2011 its design and head office moved to Los Angeles California where it was designing apparel for its licensing partner, the ~~remaining~~Company ~~balance~~continues to market over the internet a very limited line of apparel. Our apparel is designed in Los Angeles and samples manufactured by our licensing partner in North America. The Company has transitioned from being a ~~Convertible~~manufacturer–wholesaler toward ~~Promissory~~licensing ~~note~~its ~~entered~~trademark ~~into~~to onother ~~October~~wholesalers, 25primarily in the Canadian market, ~~2011~~while ~~was~~promoting ~~retired~~its bymarque. The Company also purchased the ~~issuance~~trademark of 9a cosmetics line. Currently no sales,~~714,286~~ ~~common~~production ~~shares~~or sampling of the cosmetic line has occurred or is planned. As at aOctober ~~deemed~~31, ~~price~~2013, ofthe $0Company is is reviewing its business and is seeking other acquisitions, as sales have declined year over year.~~00035.~~

AsNote at2 ~~October~~– ~~31,~~Summary ~~2012 there were a total~~ of ~~316,217,207~~Significant Accounting ~~shares issued and outstanding.~~Policies

~~Note~~Use 8of ~~– Related Party Transactions~~Estimates

OnThe ~~October~~preparation 4,of ~~2012,~~financial statements in accordance with generally accepted accounting principles in the ~~Board~~United States of ~~Directors~~America ~~received~~requires the ~~resignation~~use of ~~Mr.~~estimates ~~Jason~~and ~~Dussault~~assumptions that asaffect ~~Chief~~the ~~Executive~~reported ~~Officer,~~amounts ~~President~~of assets and liabilities, ~~Secretary~~disclosure of contingent assets and ~~Treasurer~~liabilities known to exist as of the ~~Dussault~~date ~~Apparel~~the ~~Inc~~financial statements are published, and the reported amounts of revenues and expenses during the reporting period. Uncertainties (with respect to such estimates and assumptions are inherent in the ~~“Corporation”)~~preparation of the Company’s financial statements; accordingly, it is possible that the actual results could differ from these estimates and assumptions and could have a material effect on the reported amounts of the Company’s financial position and results of operations.

AsForeign ofCurrency October 31, 2011, the former President of the Company, Jason Dussault advanced funds in the amount of $12,603 (CAD$12,500) to the Company for working capital. During the fiscal year ended October 31, 2012, the Company did not make any cash payments to Jason Dussault, leaving $12,243 (CAD$12,500) on the balance sheet as loan payable – related parties.The amounts are unsecured, non-interest bearing and due on demand.Translation

OnThe ~~June~~functional 1,currency ~~2012~~of the Company is ~~entered into a month to month consulting agreement with Rodhan Management and Consulting Services (“Rodhan”) for~~ the ~~provision~~United ofStates ~~administrative~~Dollar, ~~consulting~~however, ~~and~~revenues ~~website~~received ~~maintenance~~under ~~services. The agreement~~our ~~provides~~licensing ~~for~~agreements ~~services~~are toreceived bein ~~charged~~the ~~based~~Canadian ~~on work performed during each month at an hourly rate~~dollar. ~~Mr.~~All transactions ~~Robert~~initiated ~~Mintak,~~in ~~the~~Canadian ~~Company's~~Dollars ~~Chief~~are ~~Financial~~translated ~~Officer and Chief Operating Officer, also provides consulting services~~ to ~~Rodhan and acts as their Chief Financial Officer~~U. ~~During the period ended October 31, 2012, Rodhan Management invoiced totaling amount of $ 17,175 (CAD$17,360) plus applicable taxes for the services rendered~~S. ~~The~~Dollars ~~Company made cash payments~~ in ~~the~~accordance ~~amount~~with ofASC ~~$13,962~~830-10-20 ~~(CAD$14,080),~~“Foreign ~~leaving~~Currency Translation” ~~$3,213 (CAD$3,280) on the balance sheet~~ as ~~accounts payable – related parties.~~follows:

On· ~~July~~Revenue ~~11, 2012,~~and ~~Ms.~~expense ~~Natalie~~items ~~Bannister~~at ~~was appointed as a Director of Dussault Apparel Inc. (~~the ~~“Corporation”).On~~average ~~October~~rate ~~4, 2012, , with the resignation~~ of ~~Mr.~~exchange ~~Jason~~in ~~Dussault~~effect ason ~~an officer and director of~~ the ~~Company,~~transaction ~~Ms. Bannister consented to act as Chief Executive Officer, President, Secretary and Treasurer in addition to her role as a director.~~date;

~~During~~· ~~the~~Non-monetary ~~fiscal~~assets ~~year~~and ~~Ms.~~liabilities ~~Bannister~~at ~~charged~~historical ~~the~~exchange ~~Company $7~~rates,~~500~~ ~~for~~unless ~~consulting~~such ~~fees~~items ~~which~~are ~~amount~~carried isat ~~included~~market, in ~~the~~which ~~account~~case ~~payable~~they –are ~~related~~translated ~~parties~~at ~~and~~the ~~remains~~exchange ~~outstanding~~rate asin ateffect ~~October~~on ~~31,~~the ~~2012.~~balance sheet date; and

~~F-15~~· Monetary assets and liabilities at the exchange rate at the balance sheet date.

~~DUSSAULT~~Table ~~APPAREL~~of ~~INC.~~Contents F-6

~~NOTES~~DUSSAULT TOAPPAREL ~~THE FINANCIAL STATEMENTS~~INC.

~~FOR~~NOTES TO THE ~~FISCAL~~FINANCIAL ~~YEAR ENDED OCTOBER 31, 2012~~STATEMENTS

~~Note~~FOR 9THE –FISCAL ~~Subsequent~~YEAR ~~Events~~ENDED OCTOBER 31, 2013

On November 12, 2012, $4,900 of the remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 13,243,243 common shares at a deemed price of $0.00037.(Audited)

OnNote ~~November~~2 ~~30,~~– ~~2012,~~Summary ~~$3,400~~ of ~~the~~Significant ~~remaining~~Accounting Policies ~~balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 12,592,593 common shares at a deemed price of $0.00027.~~(continued)

OnAdjustments ~~December~~arising ~~26,~~from ~~2012,~~such ~~$100~~translations are ofdeferred ~~the~~until ~~remaining~~realization ~~balance~~and ofare aincluded ~~Convertible~~as ~~Promissory~~a ~~note~~separate ~~entered~~component ~~into~~of onstockholders’ ~~October~~equity ~~25,~~(deficit) ~~2011~~as ~~with~~a ~~accrued~~component of ~~interest~~comprehensive ofincome $2(loss). Therefore,~~520~~ ~~was~~translation ~~retired~~adjustments byare ~~the~~not ~~issuance~~included ofin ~~11,391,304~~determining ~~common~~net ~~shares~~income atbut areported ~~deemed~~as ~~price~~other comprehensive ~~of $0~~income.~~00023.~~

OnFor ~~December~~foreign ~~31,~~currency ~~2012~~transactions, the Company ~~Board~~translates ofthese ~~Directors~~amounts ~~received~~to the ~~resignation~~Company’s offunctional Mrcurrency at the exchange rate effective on the invoice date. If ~~Robert~~the ~~Mintak~~exchange asrate ~~Chief~~changes ~~Financial~~between ~~Officer~~the time of purchase and the ~~Company~~time actual payment is made, ~~making~~a ~~Ms.~~foreign ~~Bannister~~exchange ~~the~~transaction ~~sole~~gain or ~~officer~~loss ~~and~~results ~~director~~which ofis included in determining net income for the ~~Company~~period.

~~Subsequent~~Fair tovalue ~~the fiscal year end, the Company and the licensee~~ of ~~its~~financial trademarks and intellectual property renegotiated the royalty agreement so that effective August 1, 2012 the Company would receive a 4% royalty based on top line gross sales as opposed to a royalty of 50% of the total sales, net of all costs of goods, returns, marketing expenses, shipping costs and fees. instruments

FThe Financial Accounting Standards Board issued ASC (Accounting Standards Codification) 820-1610 (SFAS No. 157), “Fair Value Measurements and Disclosures" for financial assets and liabilities. ASC 820-10 provides a framework for measuring fair value and requires expanded disclosures regarding fair value measurements. FASB ASC 820-10 defines fair value as the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. FASB ASC 820-10 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs, where available. The following summarizes the three levels of inputs required by the standard that the Company uses to measure fair value:

~~ITEM~~· ~~9. CHANGES~~Level IN1: ~~AND~~Quoted ~~DISAGREEMENTS~~prices ~~WITH~~in ~~ACCOUNTANTS~~active ONmarkets ~~ACCOUNTING~~for ~~AND~~identical ~~FINANCIAL~~assets ~~DISCLOSURE~~or liabilities.

In· ~~the~~Level ~~fiscal~~2: ~~years~~Observable ~~ended~~inputs ~~October~~other ~~31,~~than ~~2012~~Level ~~and~~1 ~~2011~~prices, ~~there~~such ~~have~~as ~~been~~quoted noprices ~~changes~~for similar assets or liabilities; quoted prices in ~~the~~markets ~~Company’s~~that ~~accounting~~are ~~policies~~not active, ~~nor~~or ~~have~~other ~~there~~inputs ~~been~~that ~~any~~are ~~disagreements~~observable ~~with~~or ~~our~~can ~~accountants~~be corroborated by observable market data for substantially the full term of the related assets or liabilities.

~~ITEM~~· ~~9A. CONTROLS~~Level ~~AND~~3: ~~PROCEDURES~~Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

~~Evaluation~~The following are the major categories of ~~Disclosure~~liabilities ~~Controls~~measured at fair value on a recurring basis as of October 31, 2013 and ~~Procedures~~2012, using quoted prices in active markets for identical liabilities (Level 1); significant other observable inputs (Level 2); and significant unobservable inputs (Level 3):

Our management, under supervision and with the participation of the Company’s Principal Executive Officer and Principal Financial Officer, evaluated the effectiveness of our disclosure controls and procedures, as defined under Exchange Act Rule 13a-15(e). Based upon this evaluation, the Principal Executive Officer and Principal Financial Officer concluded that, as of October 31, 2012, because of the material weakness in our internal control over financial reporting (“ICFR”) described below, our disclosure controls and procedures were not effective.

		2013		2012
Derivative liabilities	Level 3	$	38,600	$	53,100

~~Disclosure~~Derivative controls and procedures are controls and other procedures that are designed to ensure that required information to be disclosed in our reports filed or submitted under the Securities Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that required information to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and our principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.Liabilities

~~Management’s~~Fair ~~Report~~value onaccounting ~~Internal~~requires ~~Control~~bifurcation of ~~over~~embedded ~~Financial~~derivative ~~Reporting~~instruments, such as ratchet provisions or conversion features in convertible debt or equity instruments, and measurement of their fair value. In determining the appropriate fair value, the Company uses the Black-Scholes option-pricing model. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt, the Company will continue its evaluation process of these instruments as derivative financial instruments.

~~Our~~Once ~~management~~derivative isliabilities ~~responsible~~are ~~for~~determined, they ~~establishing~~are ~~and~~adjusted ~~maintaining~~to ~~adequate~~reflect ~~internal~~fair ~~control~~value ~~over~~at ~~financial~~the ~~reporting,~~end asof ~~defined~~each ~~under~~reporting ~~Exchange~~period. ~~Act~~Any ~~Rules~~increase ~~13a-15(f)~~or ~~and~~decrease ~~14d-14(f). Our~~in ~~internal~~the ~~control~~fair ~~over~~value ~~financial~~is ~~reporting~~recorded in isresults ~~designed~~of tooperations ~~provide~~as ~~reasonable~~an ~~assurance~~adjustment ~~regarding~~to ~~the~~fair ~~reliability~~value of ~~financial~~derivatives. ~~reporting~~In ~~and~~addition, the ~~preparation~~fair value of ~~financial~~freestanding ~~statements~~derivative instruments ~~for~~such ~~external~~as ~~purposes~~warrants, inare ~~accordance~~also ~~with~~valued ~~generally~~using ~~accepted~~the ~~accounting~~Black-Scholes ~~principles~~option-pricing model.

~~All~~Loss ~~internal~~Per ~~control~~Common systems, no matter how well designed, have inherent limitations and may not prevent or detect misstatements. Therefore, even those systems determined to be effective can only provide reasonable assurance with respect to financial reporting reliability and financial statement preparation and presentation. In addition, projections of any evaluation of effectiveness to future periods are subject to risk that controls become inadequate because of changes in conditions and that the degree of compliance with the policies or procedures may deteriorate.Share

~~Management~~Net ~~assessed~~loss ~~the~~per ~~effectiveness~~share ofis ~~our~~calculated ~~internal~~in accordance ~~control~~with ~~over~~FASB ~~financial~~ASC ~~reporting~~260, asEarnings ofPer ~~October 31~~Share, ~~2012. In~~for ~~making~~ the ~~assessment,~~periods ~~management~~presented. ~~used~~Basic ~~the~~net ~~criteria~~loss ~~issued~~per byshare ~~the~~is ~~Committee~~based ofupon ~~Sponsoring~~the weighted ~~Organizations~~average number of ~~the~~common ~~Treadway~~shares ~~Commission~~outstanding. ~~(COSO)~~Diluted innet ~~Internal~~loss ~~Control-Integrated~~per ~~Framework. Based~~share onis ~~its~~based ~~assessment,~~on ~~management~~the ~~concluded~~assumption that, asall ofdilutive ~~October~~convertible shares ~~31,~~and ~~2012,~~stock ~~our~~options ~~internal~~were ~~control~~converted ~~over~~or ~~financial~~exercised. ~~reporting~~The ~~was~~Company ~~not~~has ~~effective~~potentially ~~and~~dilutive ~~that~~securities ~~material~~in ~~weaknesses~~convertible inloans ~~ICFR~~payable; however ~~existed~~the asconversion ~~more~~would ~~fully~~be ~~described~~anti-dilutive ~~below~~and is not considered in the calculation.

AsTable ~~defined by Auditing Standard No. 5, “An Audit~~ of ~~Internal~~Contents Control Over Financial Reporting that is Integrated with an Audit of Financial Statements” established by the Public Company Accounting Oversight Board (“PCAOB”), a material weakness is a deficiency or combination of deficiencies that results in more than a remote likelihood that a material misstatement of annual or interim financial statements will not be prevented or detected. In connection with the assessment described above, management identified the following control deficiencies that represent material weaknesses as of October 31, 2012:F-7

1)DUSSAULT ~~Lack~~APPAREL ~~of an independent audit committee or audit committee financial expert, and no independent directors~~INC. We do not have any members of the Board who are independent directors and we do not have an audit committee. These factors may be counter to corporate governance practices as defined by the various stock exchanges and may lead to less supervision over management;

2)NOTES ~~Inadequate~~TO ~~staffing~~THE ~~and~~FINANCIAL supervision within our bookkeeping operations. We have one consultant involved in bookkeeping functions, who provides two staff members. The relatively small number of people who are responsible for bookkeeping functions and the fact that they are from the same firm of consultants prevents us from segregating duties within our internal control system. The inadequate segregation of duties is a weakness because it could lead to the untimely identification and resolution of accounting and disclosure matters or could lead to a failure to perform timely and effective reviews. This may result in a failure to detect errors in spreadsheets, calculations or assumptions used to compile the financial statements and related disclosures as filed with the SEC;STATEMENTS

18FOR THE FISCAL YEAR ENDED OCTOBER 31, 2013

3(Audited) Outsourcing of our accounting operations. Because there are no employees in our administration, we have outsourced all of our accounting functions to an independent firm. The employees of this firm are managed by supervisors within the firm and are not answerable to the Company’s management. This is a material weakness because it could result in a disjunction between the accounting policies adopted by our Board of Directors and the accounting practices applied by the independent firm;

4)Note ~~Insufficient~~2 ~~written~~– ~~policies~~Summary ~~and procedures for accounting and financial reporting with respect to the requirements and application~~ of USSignificant Accounting ~~GAAP~~Policies ~~and SEC disclosure requirements;~~(continued)

5)Royalty ~~Ineffective controls over period end financial disclosure and reporting processes.~~Income

~~Management's~~The ~~Remediation~~Company ~~Initiatives~~receives royalty income from licensing third parties to use its intellectual property. Commencing August 1, 2012 we receive a royalty of 4% based on top line gross sales as opposed to the former royalty agreement which called for a royalty of 50% of the total sales, net of all costs of goods, returns, marketing expenses, shipping costs and fees. All income presented has been derived from royalties on sales under license agreements.

AsRecent ofAccounting October 31, 2012, management assessed the effectiveness of our internal control over financial reporting. Based on that evaluation, it was concluded that during the period covered by this report, the internal controls and procedures were not effective due to deficiencies that existed in the design or operation of our internal controls over financial reporting. However, management believes these weaknesses did not have an effect on our financial results. During the course of their evaluation, we did not discover any fraud involving management or any other personnel who play a significant role in our disclosure controls and procedures or internal controls over financial reporting.Pronouncements

~~Due~~ASU ~~to a lack of financial and personnel resources~~2011-08, weIntangibles ~~are~~– Goodwill ~~not able to,~~ and doOther ~~not~~(Topic ~~intend~~350): ~~to,~~Testing ~~immediately~~Goodwill ~~take~~for ~~any~~Impairment ~~action~~is toapplicable ~~remediate these material weaknesses. We will not be able~~ to dofiscal soyears ~~until,~~beginning ifafter ~~ever,~~December ~~we acquire sufficient financing and staff to do so~~15, 2011. We ~~will~~Early ~~implement~~application ~~further~~is ~~controls as circumstances, cash flow, and working capital permits~~permitted. ~~Notwithstanding~~ ~~the~~The ~~assessment~~Company ~~that~~does ~~our ICFR was~~ not ~~effective~~expect ~~and~~this ~~that~~ASU ~~there~~has ~~were~~a material ~~weaknesses~~impact ~~as identified in this report, we believe that our financial statements contained in our Annual Report~~ on ~~Form~~its ~~10-K for the period ended October 31, 2012, fairly presents our~~ financial position, ~~results~~or carrying value of ~~operations,~~its ~~and~~intangible ~~cash~~assets ~~flows~~at ~~for~~this ~~the periods covered, as identified, in all material respects~~time.

~~Management~~The ~~believes~~Company ~~that~~does ~~the~~not ~~material~~expect ~~weaknesses set forth above were~~ the ~~result~~ adoption of ~~the~~any ~~scale~~other ofrecent ~~our~~accounting ~~operations~~pronouncements ~~and~~will ~~intrinsic to our small size. Management also believes that these weaknesses did not~~ have ana ~~effect~~material impact on ~~our~~its financial ~~results~~statements.

WeGoing are committed to improving our financial organization. As part of this commitment, we will, as soon as funds are available to the Company (1) appoint outside directors to our board of directors sufficient to form an audit committee and who will undertake the oversight in the establishment and monitoring of required internal controls and procedures; (2) create a position to segregate duties consistent with control objectives and to increase our personnel resources. We will continue to monitor and evaluate the effectiveness of our internal controls and procedures and our internal controls over financial reporting on an ongoing basis and are committed to taking further action and implementing additional enhancements or improvements, as necessary, and as funds allow.Concern

~~This~~The ~~Annual~~Company’s ~~Report~~financial ~~does~~statements are ~~not~~prepared ~~include~~using anaccounting ~~attestation~~principles ~~report~~generally ofaccepted in the ~~Company’s~~United ~~registered~~States ~~public~~of ~~accounting~~America ~~firm~~applicable ~~regarding~~to ~~internal~~a ~~control~~going ~~over~~concern, ~~financial~~which contemplates ~~reporting. Management’s~~the ~~report~~realization ~~was~~of ~~not~~assets ~~subject~~and toliquidation ~~attestation~~of byliabilities in the ~~Company’s~~normal ~~registered~~course ~~public~~of ~~accounting~~business. ~~firm~~The ~~pursuant~~Company ~~to the~~as ~~rules~~at ofOctober 31, ~~the~~2013 ~~Securities~~had ~~and~~not ~~Exchange~~established ~~Commission~~an ~~that~~ongoing ~~permit~~source ~~the~~of ~~Company~~revenues sufficient to ~~provide~~cover ~~only~~its ~~management’s~~operating ~~report~~costs inand ~~this~~to ~~annual~~allow ~~report~~it to continue as a going concern.

19As shown in the accompanying financial statements, the Company continues to incur losses, with revenues declining year over year. Its ability to continue as a going concern is dependent on the successful stimulation of sales by its licensors, or in other areas in order to fund operating losses and become profitable. If the Company is unable to become profitable, the Company could be forced to cease development of operations. Management cannot provide any assurances that the Company will be successful in its current operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

~~Changes~~Note in4 ~~Internal~~- ~~Control over Financial Reporting~~Trademarks

~~During~~On April 9, 2010 the ~~period~~Company ~~covered~~entered into byan ~~this~~asset ~~report,~~acquisition ~~there~~agreement ~~were~~(the no“Agreement”) ~~changes~~with Open Sundaes Ventures Ltd. (“Open Sundaes”) for the acquisition of certain assets relating to the business of the production and development of beauty and bath products including inventory, ~~corrective~~intellectual ~~actions~~property ~~with~~and ~~regard~~business knowhow. In consideration for the acquisition of these assets, the Company paid $43,860 and agreed to ~~significant~~issue ~~deficiencies~~an oraggregate ~~material~~of ~~weaknesses)~~9,000,002 shares of its common stock to the shareholders of Open Sundaes and certain creditors. The Agreement was approved by the shareholders of Open Sundaes at a special meeting held on April 22, 2010. As of October 31, 2011, the Company had issued a total of 6,424,697 shares pursuant to the Agreement, 1,424,697 shares to the shareholders of Open Sundaes and 5,000,000 shares to a creditor of Open Sundaes in ~~our~~settlement ~~internal~~of ~~controls~~certain ~~over~~debt ~~financial~~related ~~reporting~~to ~~that~~Open ~~occurred~~Sundaes that ~~have~~was ~~materially~~agreed ~~affected~~to be paid between the parties. The Company recorded the fair value of Trade Mark based on the fair value of shares issued and cash payments, which oramount ~~are~~totaled ~~reasonably~~$197,000. ~~likely~~On toOctober ~~materially~~31, ~~affect~~2011, ~~our~~in ~~internal~~accordance ~~control~~with ~~over~~corporate ~~financial~~policies, ~~reporting~~the Company assessed the Trademark for impairment and determined the book value was no longer recoverable. As a result we have recorded a loss on impairment relating to the Trademark of $192,214, leaving a value of $4,786 on the balance sheets of the Company as at October 31,

~~Item~~2011. 9BOn January 17, 2012, the Company issued the remaining 2,575,305 shares pursuant to the Agreement, fully satisfying the terms of the acquisition. ~~Other~~ ~~Information~~The Company has issued a total of 9,000,002 shares; 4,000,002 shares to the shareholders of Open Sundaes and 5,000,000 shares to a creditor of Open Sundaes.

~~None~~The Company capitalized the fair value of the 2,575,305 shares issued on January 17, 2012 in the amount of $7,468. On October 31, 2012, in accordance with corporate policies, the Company assessed the Trademark value for impairment and determined to fully impair the $12,254.

20Table of Contents F-8

~~PART~~DUSSAULT ~~III~~APPAREL INC.

~~ITEM~~NOTES ~~10. DIRECTORS,~~TO ~~EXECUTIVE~~THE ~~OFFICERS~~FINANCIAL ~~AND CORPORATE GOVERNANCE~~STATEMENTS

~~Executive~~FOR ~~Officer~~THE ~~and~~FISCAL ~~Directors~~ YEAR ENDED OCTOBER 31, 2013

~~The following individuals serve as the directors and executive officers of our Company as of the date of this annual report.~~(Audited)

Name	Position Held with Our Company	Age	Date First Elected or Appointed
Natalie Bannister	Chief Executive Officer, President, Treasurer, Chief Financial Officer, Secretary and Director	37	July 11, 2012

Note 5 - Inventory

~~Our~~The ~~Board~~Company ofreceives ~~Directors~~royalty ~~consists~~income from oflicensing ~~only~~third ~~one~~parties ~~class.~~to ~~All~~use ofits ~~the~~intellectual ~~directors~~property. ~~will~~The ~~serve~~Company ~~until~~ceased ~~the~~carrying ~~next~~inventory ~~annual~~during ~~meeting~~the offiscal ~~stockholders;~~year ~~until~~ended October ~~their successors are elected and qualified; or until their earlier death~~31, ~~retirement,~~2011 ~~resignation or removal. There are no family relationships among directors~~ and ~~executive~~does ~~officers.~~intend ~~There are no arrangements or understandings between any director or executive officer and any other person(s) pursuant~~ to ~~which~~carry ~~a director or executive officer was selected~~inventory. ~~Our executive officers are elected by our Board of Directors and hold office until their death, resignation or removal from office~~

~~Our~~Note ~~Board~~6 of– ~~Directors~~Convertible ~~believes~~Promissory Note ~~that the Board~~ and ~~our~~Derivative executive officer possessesa range of talent, skill, and experience sufficient to provide sound and prudent guidance with respect to our operations and interests. The information below with respect to our sole director and officer includes the individual’s experience, qualifications, attributes, and skills that led our Board of Directors to the conclusion that he or she should serve as a director and/or executive officer.Liabilities

~~We know of no pending proceedings to which any director, member of senior management, or affiliate is either~~ (a) ~~party~~Perati ~~adverse~~Finance ~~to us, or our subsidiaries, or has a material interest adverse to us or our subsidiaries.~~Corporation

~~None~~On ofApril ~~our~~1, ~~executive~~2010 ~~officers~~the orCompany ~~directors~~issued a ~~have~~promissory ~~been~~note ~~involved~~to inPerati ~~any~~Finance ~~bankruptcy~~Corporation ~~proceedings~~for ~~within~~$38,000. ~~the~~The ~~last~~note matures in five years, ~~been~~and ~~convicted~~accrues ininterest orat ~~has~~3%. ~~pending~~The ~~any~~loan is ~~criminal~~convertible ~~proceedings,~~to ~~been~~common ~~subject~~stock towith ~~any~~a ~~order,~~conversion ~~judgment~~price being the greater of $0.01 or ~~decree~~50% ~~enjoining,~~of ~~barring~~the average closing bid prices for the ten trading days immediately preceding the conversion date. In our evaluation of the financing arrangement, ~~suspending~~we orconcluded that the conversion features were not afforded the exemption as a conventional convertible instrument and it did not otherwise ~~limiting~~meet the ~~involvement~~conditions set forth in ~~any~~current ~~type~~accounting ofstandards ~~business~~for equity classification. Accordingly, ~~securities~~they ordo ~~banking~~not ~~activity~~meet orthe ~~been~~conditions necessary ~~found~~to obtain equity classification and are required to ~~have~~be ~~violated~~carried ~~any~~as ~~federal~~derivative liabilities. Since equity classification is not available for the conversion feature, ~~state~~we orwere ~~provincial~~required ~~securities~~to orbifurcate ~~commodities~~the ~~law~~embedded conversion feature and carry it as a derivative liability, at fair value. Derivative financial instruments are carried initially and subsequently at their fair values.

~~Business~~We ~~Experience~~estimated the fair value of the compound derivative on the inception dates, and subsequently, using the Black-Scholes Merton valuation technique, adjusted for the effect of dilution, because that technique embodies all of the assumptions (including, volatility, expected terms, and risk free rates) that are necessary to fair value complex compound derivate instruments.

~~The~~As ~~following is~~ a ~~brief~~result ~~account~~ of the ~~education~~application ~~and~~of ~~business~~ASC No. ~~experience~~815 ~~during~~in atfiscal ~~least the past five~~ years ofended ~~each~~October ~~director~~31, ~~executive~~2013 ~~officer~~ and ~~key employee of our company~~2012, ~~indicating~~ the ~~person’s~~fair ~~principal~~value ~~occupation during that period, and the name and principal business~~ of the ~~organization~~conversion infeature ~~which~~is ~~such~~summarized ~~occupation~~as ~~and employment were carried out.~~follow:

Natalie Bannister, Chief Executive Officer, President, Chief Financial Officer, Treasurer, Secretary and Director

Derivative liabilities, October 31, 2011	$	41,000
Fair value mark to market adjustment		1,000
Derivative liabilities, October 31, 2012		42,000
Fair value mark to market adjustment		(3,400	)
Derivative liabilities, October 31, 2013	$	38,600

~~Ms.~~The ~~Bannister~~Company ~~was~~recorded ~~appointed~~the adebt ~~director~~discount to of the ~~Company~~extent onof ~~July~~the ~~11,~~gross ~~2012~~proceeds ~~and on October 4~~raised, ~~2012, she was appointed Chief Executive Officer, President, Treasurer,~~ and ~~Secretary. On~~recorded ~~December 31, 2012 , she was appointed Chief Financial Officer and is currently~~ the ~~Company’s~~derivative ~~sole~~expense ~~officer~~immediately ~~and~~to ~~director. Ms. Bannister has a long history in~~ the ~~brokerage~~remaining ~~and~~value ~~financial advisory business, having held a number~~ of ~~positions in~~ the ~~industry.~~gross proceeds ~~Ms.~~as ~~Bannister~~it isexceeded ~~currently~~ the ~~owner~~derivative ~~and President of Natalie Bannister Consulting, having formed the company in October, 1997~~liabilities. ~~Natalie~~The ~~Bannister~~Company ~~Consulting~~recorded is a ~~firm~~derivative ~~offering~~gain ~~services~~of ~~related to the public reporting markets~~$3,400 ~~including~~in afiscal ~~full~~2013 ~~range of domestic~~ and ~~international~~derivative expense ~~Investor~~of ~~Relations and Public Relations services~~$1,000 ~~merger and acquisition consulting and she also provides reference services to securities counsel and accountants for clients~~ in ~~the~~fiscal ~~OTC markets~~2012.

~~From~~The ~~February~~fair ~~2009~~value ~~to August 2009, she was employed~~ at ~~Wachovia~~the ~~Securities~~commitment ~~– Wells Fargo Advisors as an International Accounts Review Analyst, Latin America Risk~~ and re-measurement ~~Control~~dates ~~where her responsibilities were to review and approve new accounts~~ for the ~~Latin~~Company’s ~~American~~derivative ~~Anti-Money~~liabilities ~~Laundering~~were ~~Group,~~based ~~address~~upon ~~risk~~the following management ~~and~~assumptions ~~suitability~~as ~~concerns~~of October ~~for~~31, ~~option~~2013 and ~~margin~~October ~~account requests.~~31, ~~and regulatory, compliance, and operational reviews of new international account forms and daily orders.~~2012:

From January 2007 to March 2008, she was the branch manager, Raymond James Financial Services, Farmington, Missouri, where she was responsible for the review and approval of new accounts, the review of daily trading activity, and review the receipt of funds or securities, as well as addressing risk management, concentration and client-related suitability issues in a timely manner, the respondent to home office inquiries on behalf of branch office, participation in compliance examinations and interviews and the preparation of monthly compliance reports.

	Commitment Date			Re-measurement October 31, 2012			Re-measurement October 31, 2013
Expected dividends		0	%		0	%		0	%
Expected volatility		293.92	%		317.54	%		253.96	%
Expect term	5 years			3 years			2 years
Risk free interest rate		2.35	%		0.38	%		0.31	%

~~She~~Amortization ~~has~~of ~~also~~the ~~previously~~$38,000 ~~held~~discount over ~~positions~~the ~~with~~fiscal ~~Lincoln~~year ~~Financial~~ended ~~Advisors~~October 31, ~~Stifel~~2013 and October 31, ~~Nicolaus&~~2012 ~~Company~~totaled $7,600 and ~~National~~$7,600, ~~Capital~~respectively, ~~LLC~~which amounts have been recorded as interest expense and are reflected on the Company's balance sheet as Convertible Note Liabilities, Net. The unamortized discount of $8,867 will be expensed in future fiscal years.

21Table of Contents F-9

~~Code~~DUSSAULT ofAPPAREL ~~Ethics~~INC.

~~Effective~~NOTES ~~January~~TO ~~24,~~THE ~~2008,~~FINANCIAL our Company’s board of directors adopted a Code of Business Conduct and Ethics that applies to, among other persons, members of our board of directors, our company’s officers including our president (being our principal executive officer) and our chief financial officer (being our principal financial and accounting officer), contractors, consultants and advisors. As adopted, our Code of Business Conduct and Ethics sets forth written standards that are designed to deter wrongdoing and to promote:STATEMENTS

~~(1)~~FOR ~~honest~~THE ~~and~~FISCAL ~~ethical~~YEAR ~~conduct,~~ENDED ~~including~~OCTOBER ~~the~~31, ~~ethical handling of actual or apparent conflicts of interest between personal and professional relationships;~~2013

(2Audited) full, fair, accurate, timely, and understandable disclosure in reports and documents that we file with, or submit to, the Securities and Exchange Commission and in other public communications made by us;

~~(3)~~Note ~~compliance~~6 ~~with~~– ~~applicable~~Convertible ~~governmental~~Promissory Note ~~laws,~~and ~~rules~~Derivative ~~and~~Liabilities ~~regulations;~~(continued)

(4a) ~~the~~Perati ~~prompt~~Finance ~~internal reporting of violations of the Code of Business Conduct and Ethics to an appropriate person or persons identified in the Code of Business Conduct and Ethics; and~~Corporation

~~(5)~~During ~~accountability~~the ~~for~~fiscal ~~adherence~~year toended October 31, 2013 and October 31, 2012, the ~~Code~~Company accrued interest expenses of ~~Business~~$1,140 ~~Conduct~~and $1,143, respectively. As of October 31, 2013, accrued interest on the convertible notes totaled $4,667, which is reflected in accounts payable and ~~Ethics~~accrued liabilities.

~~Our~~On ~~Code~~September of17, ~~Business Conduct and Ethics requires~~2013, ~~among~~Perati ~~other~~Finance Corporation ~~things,~~assigned ~~that~~ all of ~~our company’s personnel shall be accorded full access to our president with respect to any matter which may arise relating to~~ the ~~Code~~rights, oftitle ~~Business Conduct~~ and ~~Ethics.~~interest ~~Further,~~in ~~all~~and ~~of our company’s personnel are~~ to bethe ~~accorded~~convertible ~~full~~note ~~access~~ to ~~our~~Titan ~~company’s~~Capital ~~board of directors if any such matter involves an alleged breach of the Code of Business Conduct and Ethics by our company officers~~Corp.

In(b) ~~addition,~~Asher ~~our~~Enterprises Code of Business Conduct and Ethics emphasizes that all employees, and particularly managers and/or supervisors, have a responsibility for maintaining financial integrity within our company, consistent with generally accepted accounting principles, and federal, provincial and state securities lawsInc. Any employee who becomes aware of any incidents involving financial or accounting manipulation or other irregularities, whether by witnessing the incident or being told of it, must report it to his or her immediate supervisor or to our company’s President. If the incident involves an alleged breach of the Code of Business Conduct and Ethics by the President, the incident must be reported to any member of our board of directors. Any failure to report such inappropriate or irregular conduct of others is to be treated as a severe disciplinary matter. It is against our company policy to retaliate against any individual who reports in good faith the violation or potential violation of our company’s Code of Business Conduct and Ethics by another.

WeOn ~~will~~November ~~provide~~10, 2011, Asher Enterprises Inc. funded a ~~copy~~promissory ofnote executed by the ~~Code~~Company on October 25, 2011 in the total amount of ~~Business~~$63,000. ~~Conduct~~The note matured July 27, 2012 and ~~Ethics~~accrues tointerest ~~any~~at ~~person~~8% ~~without~~or ~~charge,~~alternately ~~upon~~22% ~~request~~in the event of default. ~~Requests~~The ~~can~~loan beis ~~sent~~convertible to ~~our~~common ~~company~~stock at ~~the~~a ~~address~~conversion price onof ~~the~~58% ~~cover~~ of ~~this~~the ~~annual~~market ~~report~~price.

In our evaluation of the financing arrangement, ~~Nominating~~we ~~Committee~~concluded that the conversion features were not afforded the exemption as a conventional convertible instrument and it did not otherwise meet the conditions set forth in current accounting standards for equity classification. Accordingly, they do not meet the conditions necessary to obtain equity classification and are required to be carried as derivative liabilities.

~~There~~Since ~~have~~equity ~~been~~classification nois ~~material~~not ~~changes~~available for the conversion feature, we were required to bifurcate the ~~procedures~~embedded byconversion ~~which~~feature ~~security~~and ~~holders~~carry ~~may~~it ~~recommend~~as ~~nominees~~a toderivative ~~the~~liability, at ~~Company's~~fair ~~board~~value. ofDerivative ~~directors~~financial instruments are carried initially and subsequently at their fair values.

~~Audit~~We ~~Committee~~estimated the fair value of the compound derivative on the inception dates, and subsequently, using the Black-Scholes Merton valuation technique, adjusted for the effect of dilution, because that technique embodies all of the assumptions (including, volatility, expected terms, and risk free rates) that are necessary to fair value complex compound derivate instruments.

AtDuring ~~this time,~~ the ~~Company~~year isended ~~not~~October ~~required~~31, to2012, the ~~have~~Company anconverted ~~audit~~debt ~~committee.~~totaling ~~Further~~$54,600 ~~since~~into ~~there~~132,687,009 noshares ~~independent members~~ of ~~the~~common ~~Board~~stock itresulting isin ~~not~~a ~~feasible~~loss aton ~~this~~conversion ~~time to have an audit committee. The Board~~ of ~~Directors~~$78,087, leaving ~~performs~~$8,400 ~~the same functions as an audit committee. The Board~~ of ~~Directors~~convertible innotes ~~performing~~matured ~~its~~with ~~functions as an audit committee has determined that it does not have an audit committee financial expert~~conversion.

~~Section~~During ~~16(~~the period ended December 26, 2012, the Company converted $8,400 of convertible notes with $2,520 accrued, unpaid interest into 37,227,140 shares of common stock resulting in a) ~~Beneficial~~loss ~~Ownership~~on ~~Reporting~~conversion ~~Compliance~~of $26,407, which was recorded as additional paid in capital. The Company also recorded $2,624, the balance of unpaid accrued interest as a contribution to additional paid in capital.

~~Section 16(~~As a) result of the ~~Securities~~application ~~Exchange Act~~ of ~~1934,~~ASC No. ~~as amended~~815, ~~requires~~the ~~our~~fair ~~directors,~~value ~~executive officers, and stockholders holding more than 10%~~ of ~~our outstanding common stock, to file with~~ the ~~Securities~~conversion ~~and~~feature ~~Exchange~~is ~~Commission~~summarized ~~initial~~as reports of ownership and reports of changes in beneficial ownership of our common stock. Executive officers, directors and greater-than-10% stockholders are required by SEC regulations to furnish us with copies of all Section 16(a) reports they file.follow:

Based on a review of Forms 3, 4, and 5 and amendments thereto furnished to the registrant during its most recent fiscal year ending October 31, 2012, there were no late filings.

Derivative liabilities, October 31, 2012	$	11,100
Fair value mark to market adjustment		(1,225	)
Reclassification to additional paid in capital for financial instruments that ceased to be a derivative liability		(9,875	)
Derivative liabilities, October 31, 2013	$	—

22The Company recorded the debt discount to the extent of the gross proceeds raised, and recorded the derivative income immediately to the remaining value of the gross proceeds as it exceeded the derivative liabilities. The Company recorded a derivative income of $1,225 and $1,300 for 2013 and 2012 respectively.

~~ITEM~~Table ~~11. EXECUTIVE~~of ~~COMPENSATION.~~Contents F-10

~~The~~DUSSAULT ~~particulars~~APPAREL ~~of the compensation paid to the following persons:~~INC.

·NOTES ~~our~~TO ~~principal~~THE ~~executive~~FINANCIAL ~~officer;~~STATEMENTS

·FOR ~~each~~THE ofFISCAL ~~our~~YEAR ~~two~~ENDED ~~most~~OCTOBER ~~highly compensated executive officers who were serving as executive officers at the end of the years ended October~~ 31, ~~2012 and 2011; and~~2013

~~· up to two additional individuals for whom disclosure would have been provided under~~ (bAudited) ~~but for the fact that the individual was not serving as our executive officer at the end of the years ended October 31, 2012.~~

~~who~~Note we7 ~~will~~– ~~collectively~~Common refer to as the named executive officers of our company, are set out in the following summary compensation table, except that no disclosure is provided for any named executive officer, other than our principal executive officers, whose total compensation did not exceed $100,000 for the respective fiscal year.Stock

SUMMARY COMPENSATION TABLE
Name and Principal Position	Year	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Change in Pension Value and Nonqualified Deferred Compensation Earnings ($)	All Other Compensati on ($)	Total ($)
Natalie Bannister(1) Chief Executive Officer, President, Treasurer, Secretary and director	2012	7,500	Nil	Nil	Nil	Nil	Nil	Nil	7,500
Jason Dussault(2) Chief Executive Officer, President,Treasurer,Secretaryanddirector	2011 2011	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil
Robert Mintak Chief Operating Officer and Chief Financial Officer	2011 2010	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil

On January 17, 2012, the Company issued the remaining 2,575,305 shares pursuant to the agreement with Open Sundaes. This issuance completed the consideration to be provided under the agreement with Open Sundaes (Note 3 – Trademarks, above).

~~(1)Ms.~~On ~~Bannister~~May ~~was~~11, ~~appointed~~2012, to$5,500 of the ~~Board~~original balance of ~~Directors~~a onConvertible ~~July~~Promissory ~~11,~~note ~~2012~~entered ~~and~~into ~~to the officer positions~~ on October 425, ~~2012(1)Mr.~~2011 ~~Dussault~~was ~~resigned~~retired ~~all~~by ~~officer~~the ~~positions~~issuance ~~and~~of as8,461,538 acommon ~~director~~shares at ona ~~October~~deemed 4,price ~~2012~~of $0.00065.

~~Outstanding~~On ~~Equity~~May ~~Awards~~24, 2012, $3,000 of the remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 8,108,108 common shares at ~~Fiscal~~a ~~Year-End~~deemed price of $0.00037.

~~None~~On June 19, 2012, $2,800 of the remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 9,441,801 common shares at a deemed price of $0.00029.

~~Option~~On ~~Grants~~July ~~and~~2, ~~Exercises~~2012, $2,200 of the remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 9,565,217 common shares at a deemed price of $0.00023.

WeOn doJuly ~~not~~10, ~~currently~~2012, ~~have~~$2,250 ~~any~~of ~~stock~~the ~~option~~remaining balance ~~plans. There~~of ~~were~~a noConvertible ~~other~~Promissory ~~option~~note ~~grants~~entered ~~during~~into ~~fiscal~~on ~~2012~~October or25, 2011 was retired by the issuance of 9,782,609 common shares at a deemed price of $0.00023.

~~Employment~~On ~~Agreements~~July 27, 2012, $3,350 of the remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 9,571,429 common shares at a deemed price of $0.00035.

WeOn ~~have~~July ~~not~~31, ~~entered~~2012, ~~into~~$4,500 ~~employment~~of ~~agreements~~the ~~with~~remaining balance ~~our~~of ~~directors~~a ~~and~~Convertible ~~officers. We~~Promissory ~~have~~note aentered ~~verbal agreement~~into ~~with~~on ~~Ms.~~October ~~Bannister~~25, ~~for~~2011 was retired by the ~~provision~~issuance of ~~management~~9,375,000 ~~services~~common ~~payable~~ shares at ~~$2,500~~a ~~per~~deemed ~~month~~price of $0.00048.

23On August 10, 2012, $5,100 of the remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 9,807,692 common shares at a deemed price of $0.00052.

~~Compensation~~On August 23, 2012, $5,300 of ~~Directors~~the remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 9,814,815 common shares at a deemed price of $0.00054.

~~During~~On September 5, 2012, $5,900 of the remaining ~~most~~balance ~~recent~~of ~~fiscal~~a ~~year~~Convertible Promissory note entered into on October 25, no2011 ~~directors~~was ~~were~~retired ~~provided~~by ~~any~~the ~~compensation~~issuance of 9,833,333 common shares at a deemed price of $0.00060.

~~The~~On ~~Company~~September ~~has~~24, ~~made~~2012, no$4,500 ~~arrangements~~of ~~for~~ the remaining ~~cash~~balance ~~remuneration~~ of ~~its~~a ~~directors,~~Convertible ~~except~~Promissory ~~that~~note ~~they~~entered ~~will~~into beon ~~entitled~~October to25, ~~receive~~2011 ~~reimbursement~~was ~~for~~retired ~~actual,~~by ~~demonstrable~~the ~~out-~~issuance of~~-pocket~~ ~~expenses~~9, ~~including travel expenses~~782,609 ifcommon shares ~~any,~~at ~~made~~a ondeemed ~~the~~price ~~Company’s~~of ~~behalf~~$0.00046.

~~Compensation~~On ~~Committee~~October 4, 2012, $3,400 of the remaining balance of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 9,714,286 common shares at a deemed price of $0.00035.

WeOn doOctober ~~not~~11, ~~currently~~2012, ~~have~~$3,400 aof ~~compensation~~the ~~committee. Should~~remaining balance ~~our~~of ~~officers~~a ~~become~~Convertible ~~compensated~~Promissory innote ~~the~~entered ~~future,~~into ~~the~~on ~~Principal~~October ~~Executive~~25, ~~Officer’s~~2011 ~~executive~~was ~~compensation~~retired ~~will be approved~~ by ~~our~~the ~~Board~~issuance of ~~Directors. For all other executive compensation contracts~~9,714,286 ~~the~~common ~~Principal~~shares at ~~Executive~~a ~~Officer~~deemed ~~will~~price ~~negotiate~~of ~~and approve the contracts and compensation~~$0.00035.

~~ITEM~~On ~~12. SECURITY~~October ~~OWNERSHIP~~31, OF2012, ~~CERTAIN~~$3,400 ~~BENEFICIAL~~of ~~OWNERS~~the ~~AND~~remaining balance ~~MANAGEMENT~~of ~~AND~~a ~~RELATED~~Convertible ~~STOCKHOLDER~~Promissory ~~MATTERS~~note entered into on October 25, 2011 was retired by the issuance of 9,714,286 common shares at a deemed price of $0.00035.

~~Security~~On ~~Ownership~~November 12, 2012, $4,900 of ~~Certain~~the remaining ~~Beneficial~~balance ~~Owners~~of a Convertible Promissory note entered into on October 25, 2011 was retired by the issuance of 13,243,243 common shares at a deemed price of $0.00037.

~~Based~~On onNovember ~~353~~30,~~444~~ 2012,~~347~~ ~~shares~~$3,400 of ~~common~~the remaining ~~stock~~balance ~~issued and outstanding as~~ of ~~February~~a 8,Convertible ~~2013,~~Promissory ~~there~~note ~~were~~entered nointo ~~beneficial~~on ~~owners~~October ~~holding~~25, ~~more~~2011 ~~than~~was 5%retired ofby the ~~outstanding~~issuance ~~common stock, taking into account beneficial ownership~~ of ~~common stock if all outstanding options~~12, ~~warrants~~592,593 ~~rights~~common shares ~~and~~at ~~conversion~~a ~~privileges~~deemed ~~(to~~price ~~which the applicable 5% stockholders have the right to exercise in the next 60 days) are exercised and additional shares~~ of ~~common stock are issued~~$0.00027.

~~Security~~Table ~~Ownership~~ of ~~Management~~Contents F-11

~~The~~DUSSAULT ~~following~~APPAREL table shows, as of February 8,2013, the shares of the Company’s common stock beneficially owned by each director (including each nominee), by each of the executive officers and by all directors and executive officers as a groupINC. Information is also provided regarding beneficial ownership of common stock if all outstanding options, warrants, rights and conversion privileges (to which the applicable officers and directors have the right to exercise in the next 60 days) are exercised and additional shares of common stock are issued.

Title of Class	Name of Beneficial Owner	Amount and Nature of Beneficial Ownership	Percentage of Class (1)
Common Stock	Natalie Bannister	-0-	0%
	All Officers and Directors as a Group	-0-	0%

NOTES TO THE FINANCIAL STATEMENTS

~~(1)Beneficial~~FOR ~~ownership~~THE isFISCAL ~~determined~~YEAR inENDED ~~accordance~~OCTOBER ~~with SEC rules and includes voting or investment power with respect to securities. All shares of common stock subject to options or warrants exercisable within 60 days of February 8~~31, 2013 are deemed to be outstanding and beneficially owned by the persons holding those options or warrants for the purpose of computing the number of shares beneficially owned and the percentage ownership of that person. They are not, however, deemed to be outstanding beneficially owned for the purpose of computing the percentage ownership of any other person. Subject to the paragraph above, the percentage ownership of outstanding shares is based on 353,444,347shares of common stock outstanding as of February 8, 2013.

~~Changes in Control~~(Audited)

~~There~~Note ~~are~~7 no– ~~existing~~Common ~~arrangements~~Stock ~~that may result in a change in control of our company.~~(continued)

~~Securities~~On ~~authorized~~December ~~for~~26, 2012, $100 of the remaining balance of a Convertible Promissory note entered into on October 25, 2011 with accrued interest of $2,520 was retired by the issuance of ~~under~~11,391,304 ~~equity~~common ~~compensation~~shares ~~plans~~at a deemed price of $0.00023.

~~None~~As at October 31, 2013 there were a total of 353,444,347 shares issued and outstanding.

24Note 8 – Distribution Agreement

~~ITEM~~On March 13, 2013, the Company and the licensee of its trademarks and intellectual property renegotiated the royalty agreement so that effective August 1, 2012 the Company would receive a 4% royalty based on top line gross sales as opposed to a royalty of 50% of the total sales, net of all costs of goods, returns, marketing expenses, shipping costs and fees. ~~CERTAIN~~ ~~RELATIONSHIPS~~The ~~AND~~term ~~RELATED~~of ~~TRANSACTIONS~~the original agreement commenced August 1, ~~AND~~2010 ~~DIRECTOR~~and ~~INDEPENDENCE~~ended July 31, 2013, with a three year renewal option beginning August 1, 2013 and ending July 31, 2016, which option was exercised in the period ended July 31, 2013.

~~Certain~~Note ~~Relationships~~9 ~~and~~– ~~Related~~Demand ~~Transactions~~Loan

OnDuring the fiscal year period ended October 431, ~~2012~~2013, the ~~Board~~Company ofreceived ~~Directors~~funds ~~received~~in the ~~resignation~~amount of ~~Mr.~~$4,975 ~~Jason~~from ~~Dussault~~a asthird ~~Chief~~party ~~Executive~~lender. ~~Officer,~~The ~~President~~amount is unsecured, ~~Secretary~~bears interest ~~and~~at ~~Treasurer~~10% ofper ~~Dussault~~annum, ~~Apparel~~and ~~Inc.~~is ~~(the~~due ~~“Corporation”)~~on demand.

~~As of October 31, 2011, the former President of the Company, Jason Dussault advanced funds in the amount of $12,603 (CAD$12,500) to the Company for working capital.~~ During the fiscal year ended October 31, ~~2012~~2013, the Company ~~did~~received ~~not~~further ~~make~~unds ~~any~~in ~~cash~~the ~~payments~~amount toof ~~Jason Dussault, leaving~~ $1217,~~243~~410 ~~(CAD$12,500)~~from ona ~~the~~third ~~balance~~party ~~sheet as loan payable – related parties~~lender. The ~~amounts~~amount ~~are~~is unsecured, ~~non-~~interest free ~~bearing~~ and is due on demand.

OnNote ~~June~~10 1, 2012 the Company entered into a month to month consulting agreement with Rodhan Management and Consulting Services (“Rodhan”) for the provision of administrative, consulting and website maintenance services. The agreement provides for services to be charged based on work performed during each month at an hourly rate. Mr. Robert Mintak, the Company's Chief Financial Officer and Chief Operating Officer, also provides consulting services to Rodhan and acts as their Chief Financial Officer. During the period ended October 31, 2012, Rodhan Management invoiced totaling amount of $ 17,175 (CAD$17,360) plus applicable taxes for the services rendered. The Company made cash payments in the amount of $13,962 (CAD$14,080), leaving $3,213 (CAD$3,280) on the balance sheet as accounts payable – ~~related~~Related ~~parties.~~Party Transactions

On ~~July~~October 114, 2012, ~~Ms.~~the ~~Natalie~~Board ~~Bannister was appointed as a Director~~ of ~~the~~Directors received ~~Company.On October 4, 2012, with~~ the resignation of Mr. Jason Dussault, ~~Ms. Bannister~~ as ~~the sole remaining director consented to act as~~ Chief Executive Officer, President, Secretary and Treasurer inof ~~addition~~Dussault toApparel Inc. ~~her role as a director until such time as a replacement for~~ (the ~~respective officer positions can be found~~“Corporation”).

~~During~~As ~~the~~of ~~fiscal~~October ~~year~~31, ~~Ms.~~2011, ~~Bannister~~the ~~charged~~former President of the Company, Jason Dussault advanced funds in the amount of $712,603 (CAD$12,500) to the Company for ~~consulting~~working ~~fees~~capital. ~~which~~During the ~~amount~~fiscal isyear ~~included~~ended inOctober 31, 2012, the ~~account~~Company ~~payable~~did –not ~~related~~make ~~parties~~any ~~and~~cash ~~remains~~payments ~~outstanding~~to Jason Dussault, leaving $12,243 (CAD$12,500) on the balance sheet as ata ~~October~~loan 31payable. The amounts are unsecured, ~~2012~~non-interest bearing and due on demand. On September 13, 2013, Jason Dussault assigned his debt to a third party, at which time the amount was reclassified to accounts payable.

~~Review~~On June 1, ~~Approval~~2012 orthe ~~Ratification~~Company ofentered into ~~Transactions~~a month to month consulting agreement with ~~Related~~Rodhan ~~Persons~~Management and Consulting Services (“Rodhan”) for the provision of administrative, consulting and website maintenance services. The agreement provided for services to be charged based on work performed during each month at an hourly rate. Mr. Robert Mintak, the Company's prior Chief Financial Officer and Chief Operating Officer, also provides consulting services to Rodhan and acts as their Chief Financial Officer. On December 31, 2012, the Board of Directors received the

Weresignation doof ~~not~~Mr. ~~currently~~Robert ~~have~~Mintak ~~any~~as Chief ~~written~~Financial ~~policies~~Officer and ~~procedures~~Chief ~~for~~Operating Officer of the ~~review~~Company. During the period ended December 31, ~~approval~~2012, orRodhan ~~ratification~~Management invoiced of$ 3,154 (CAD$3,154) plus applicable taxes for services rendered. The Company did not make any ~~transactions~~cash ~~with~~payments ~~related~~during ~~persons~~the current fiscal year, leaving $6,544 (CAD$6,640) (October 31 2012 - $3,213) on the balance sheet as accounts payable. On September 13, 2013, Rodhan assigned its debt to a third party.

~~Promoters~~On July 11, 2012, Ms. Natalie Bannister was appointed as a Director of Dussault Apparel Inc. (the “Corporation”).On October 4, 2012, with the resignation of Mr. Jason Dussault as an officer and ~~Certain~~director ~~Control~~of ~~Persons~~the Company, Ms. Bannister consented to act as Chief Executive Officer, President, Secretary and Treasurer in addition to her role as a director. On October 15, 2013, Ms. Bannister presented her letter of resignation from all appointments as an officer and as a director of the Company. During fiscal 2013 up to the time of her resignation, Ms. Bannister charged the Company $22,500 for consulting fees (2012 - $7,500). The Company made cash payments in the amount of $5,000 against outstanding fees due to Ms. Bannister during fiscal 2013. As at October 31, 2013 there remained a balance owing of $25,000 (October 31, 2012 - $7,500). . . On September 13, 2013, Ms. Bannister assigned her debt to a third party, at which time the amount due and payable was reclassified from accounts payable-related party to accounts payable.

~~None~~Table of Contents F-12

~~Parents~~DUSSAULT APPAREL INC.

~~None~~NOTES TO THE FINANCIAL STATEMENTS

~~Director~~FOR ~~Independence~~THE FISCAL YEAR ENDED OCTOBER 31, 2013

~~As of the date of this Annual Report, we do not have any independent directors.~~(Audited)

WeNote ~~have~~10 ~~developed~~– ~~the~~Related ~~following~~Party categorical standards for determining the materiality of relationships that the directors may have with the Company. This information is not available on our Web site because such site is currently under development.Transactions (continued)

25On October 15, 2013 pursuant to N.R.S. 78.315 and N.R.S. 78.325, the Board of Directors appointed Alberto Barrientos as a member of the Board of Directors of Dussault Apparel, Inc. (the “Company”). Mr. Barrientos also consent to act as Chief Executive Officer, President, Secretary and Treasurer in addition to his role as a director.

ANote ~~director~~11 ~~shall~~– ~~not~~Subsequent ~~be deemed to have a material relationship with the Company that impairs the director's independence as a result of any of the following relationships:~~Events

1.On ~~the~~November ~~director~~21, is2013, anthe ~~officer~~Company orentered into ~~other person holding a salaried position of~~ an ~~entity~~Asset ~~(other~~Purchase ~~than~~Agreement awith ~~principal~~Jervis Explorations, ~~equity~~Inc. ~~partner~~whereby ~~or member of such entity) that provides professional services to~~ the Company ~~and~~agreed ~~the~~to ~~amount~~purchase ofvarious ~~all~~mineral ~~payments~~claims ~~from the Company~~ referred to ~~such~~as ~~entity~~“Montauban ~~during~~Gold ~~the~~Tailings” ~~most~~in ~~recently~~exchange ~~completed~~for ~~fiscal~~400,000,000 ~~year~~shares ~~was less than two percent~~ of ~~such entity’s consolidated gross revenues; 2.~~ the ~~director~~Company isto ~~the~~be ~~beneficial~~issued ~~owner~~from ofTreasury ~~less than five~~ (~~5%) per cent of~~ the ~~outstanding~~“Agreement”). The purchase ~~equity~~will ~~interests~~be ofsubject anto ~~entity~~a ~~that~~3% ~~does~~royalty ~~business~~payment ~~with~~made by the Company; 3.to ~~the~~Jervis ~~director is an executive officer of a civic~~Exploration, ~~charitable~~Inc. Per ~~or cultural institution that received less than~~ the ~~greater~~terms of ~~one~~the Agreement, ~~million~~"3% ~~($1,000,000)~~Net ~~dollars~~Smelter orReturns" ~~two~~means (23%) ~~per cent~~ of ~~its~~the ~~consolidated~~net ~~gross~~amount ~~revenues,~~of asmoney ~~such~~received ~~term is construed~~ by the ~~New~~Purchaser ~~York Stock Exchange~~ for ~~purposes~~its ofown ~~Section~~account from ~~303A.02(b)(v) of~~ the ~~Corporate~~sale ~~Governance~~of ~~Standards~~ore, ~~from~~or ~~the~~ore ~~Company~~concentrates or ~~any~~other ofmineral ~~its~~products ~~subsidiaries~~from ~~for each of~~ the ~~last~~Claims ~~three~~to ~~(3)~~a ~~fiscal~~smelter ~~years;~~or 4.other ~~the~~mineral ~~director~~products isbuyer after andeduction ~~officer~~ of ansmelter ~~entity~~and/or ~~that~~refining ischarges, ~~indebted~~ore totreatment ~~the Company~~charges, orpenalties toand ~~which~~any ~~the~~and ~~Company~~all ischarges ~~indebted,~~made ~~and~~by the ~~total amount~~ purchaser of ~~either~~ore, ~~the~~concentrates, ~~Company's~~ or ~~the~~other ~~business~~mineral ~~entity's~~products, ~~indebtedness is~~ less ~~than~~any ~~three~~and ~~(3%)~~all ~~per~~transportation ~~cent~~costs ofwhich ~~the~~may ~~total~~be ~~consolidated~~incurred ~~assets~~in ofconnection ~~such entity as of~~ with the ~~end~~transportation of ~~the~~ore ~~previous fiscal year; and 5. the director obtained products~~ or ~~services~~concentrates, ~~from~~less ~~the~~all ~~Company~~umpire oncharges ~~terms~~which ~~generally available to customers of~~ the ~~Company~~purchaser ~~for~~may ~~such~~be ~~products~~required ~~or services. The Board retains the sole right~~ to ~~interpret and apply the foregoing standards in determining the materiality of any relationship~~pay.

~~The~~On ~~Board~~December ~~shall~~13, ~~undertake~~2013, ~~an annual review of~~ the ~~independence~~Company ofassigned its ~~all~~rights ~~non-management~~under ~~directors. To enable~~ the ~~Board~~royalty todistribution ~~evaluate~~agreement ~~each~~discussed ~~non-management~~above ~~director,~~ in ~~advance~~Note of8 ~~the~~– ~~meeting~~Distribution atAgreement ~~which~~between the ~~review~~Company and ~~occurs,~~JX ~~each~~Apparel ~~non-management~~Ltd. ~~director~~to ~~shall~~a ~~provide~~creditor of the ~~Board~~Company ~~with~~in full ~~information~~and ~~regarding~~final ~~the~~settlement ~~director’s~~of ~~business~~outstanding ~~and~~debt ~~other relationships~~ with the ~~Company, its affiliates and senior management~~creditor.

~~Directors~~The ~~must~~Company ~~inform~~has ~~the~~evaluated ~~Board~~subsequent events ~~whenever~~from ~~there~~the ~~are~~balance ~~any~~sheet ~~material~~date ~~changes~~through inthe ~~their~~date ~~circumstances or relationships~~ that ~~could~~the ~~affect~~financial ~~their~~statements ~~independence,~~were ~~including~~issued ~~all business relationships between a director~~ and ~~the~~determined ~~Company,~~that ~~its~~there ~~affiliates,~~were orno other ~~members~~subsequent ofevents ~~senior management, whether or not such business relationships would be deemed not~~ to ~~be material under any of the categorical standards set forth above~~disclose. ~~Following the receipt of such information, the Board shall re-evaluate the director's independence.~~

~~ITEM~~Table ~~14. PRINCIPAL~~of ~~ACCOUNTANT~~Contents ~~FEES AND SERVICES~~F-13

~~The~~ITEM ~~aggregate~~9. ~~fees~~CHANGES ~~billed~~IN ~~for~~AND ~~the~~DISAGREEMENTS ~~most~~WITH ~~recently~~ACCOUNTANTS ~~completed~~ON ~~fiscal~~ACCOUNTING ~~year~~AND ~~ended~~FINANCIAL October 31, 2012 and for the fiscal year ended October 31, 2011 for professional services rendered by the principal accountant for the audit of our annual financial statements and review of the financial statements included in our quarterly reports on Form 10-Q and services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for these fiscal periods were as follows:DISCLOSURE

	Year Ended
	October 31, 2012 $	October 31, 2011 $
Audit Fees	7,000	6,000
Audit Related Fees	1,500	7,000
Tax Fees	2,098	-
All Other Fees	-	-
Total	11,598	13,000

On February 28, 2013, we formally informed Anton & Chia LLP (“Anton”) of their dismissal as the Company’s independent registered public accounting firm.

~~Our~~On ~~board~~February of28, ~~directors~~2013, ~~pre-approves~~the ~~all~~Company ~~services~~engaged BF ~~provided~~Borgers byCPA ~~our~~PC ~~independent~~(“BFB”) ~~auditors.~~as ~~All~~its ofprincipal ~~the~~accountant ~~above~~to ~~services~~audit ~~and fees were reviewed and approved by~~ the ~~board~~Company's offinancial ~~directors~~statements ~~either~~as ~~before~~successor orto ~~after the respective services were rendered~~Anton.

~~Our~~In ~~board~~the offiscal ~~directors~~years ~~has~~ended ~~considered~~October ~~the~~31, ~~nature~~ 2013 and ~~amount~~2012, ofthere ~~fees~~have ~~billed~~been byno ~~our~~changes ~~independent~~in ~~auditors and believes that~~ the ~~provision~~Company’s ofaccounting ~~services~~policies, ~~for~~nor ~~activities~~have ~~unrelated~~there tobeen ~~the~~any ~~audit~~disagreements ~~is compatible~~ with ~~maintaining~~ our ~~independent auditors’ independence~~ accountants.

26ITEM 9A. CONTROLS AND PROCEDURES

~~PART~~Evaluation IVof Disclosure Controls and Procedures

~~ITEM~~Our management, under supervision and with the participation of the Company’s Principal Executive Officer and Principal Financial Officer, evaluated the effectiveness of our disclosure controls and procedures, as defined under Exchange Act Rule 13a-15(e). ~~EXHIBITS~~ Based upon this evaluation, ~~FINANCIAL~~the ~~STATEMENT~~Principal Executive ~~SCHEDULES~~Officer and Principal Financial Officer concluded that, as of October 31, 2013, because of the material weakness in our internal control over financial reporting (“ICFR”) described below, our disclosure controls and procedures were not effective.

~~Exhibits:~~Disclosure controls and procedures are controls and other procedures that are designed to ensure that required information to be disclosed in our reports filed or submitted under the Securities Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that required information to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and our principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

NO.	IDENTIFICATION OF EXHIBIT
3.1	Articles of Incorporation	Incorporated by reference from our Registration Statement on Form SB-2 filed on January 11, 2007.
3.2	Bylaws	Incorporated by reference from our Registration Statement on Form SB-2 filed on January 11, 2007.
3.3	Articles of Merger	Incorporated by reference from our Form 8-K filed on June 16, 2007.
3.4	Certificate of Change	Incorporated by reference from our Form 8-K filed on June 16, 2007
10.1	Distribution Agreement dated November 10, 2009, between our company and EHM Holdings.	Incorporated by reference from our Quarterly Report on Form 10-Q filed on March 22, 2010.
10.2	Merchandising License Agreement dated October 31, 2009, between our company and USPA Accessories, LLC.	Incorporated by reference from our Quarterly Report on Form 10-Q filed on March 22, 2010.
23.1	Consent of Independent Registered Public Accountant	Filed herewith
31.1	Certification of Principal Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
31.2	Certification of Principal Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
32.1	Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Filed herewith

Management’s Report on Internal Control over Financial Reporting

~~Financial~~Our ~~Statements~~management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined under Exchange Act Rules 13a-15(f) and 14d-14(f). Our internal control over financial reporting is designed 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.

~~The~~All ~~following~~internal control systems, no matter how well designed, have inherent limitations and may not prevent or detect misstatements. Therefore, even those systems determined to be effective can only provide reasonable assurance with respect to financial ~~statements~~reporting reliability and financial statement preparation and presentation. In addition, projections of any evaluation of effectiveness to future periods are ~~included~~subject to risk that controls become inadequate because of changes in ~~this~~conditions ~~report:~~and that the degree of compliance with the policies or procedures may deteriorate.

	Page
Audited Financial Statements	F-1
Reports of Independent Registered Public Accounting Firms	F-2 and F-3
Balance Sheets	F-4
Statements of Operations	F-5
Statements of Changes in Stockholders’ Equity	F-6
Statements of Cash Flows	F-7
Notes to Audited Financial Statements	F-8 to F-16

Management assessed the effectiveness of our internal control over financial reporting as of October 31, 2013. In making the assessment, management used the criteria issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework. Based on its assessment, management concluded that, as of October 31, 2013, our internal control over financial reporting was not effective and that material weaknesses in ICFR existed as more fully described below.

27As defined by Auditing Standard No. 5, “An Audit of Internal Control Over Financial Reporting that is Integrated with an Audit of Financial Statements” established by the Public Company Accounting Oversight Board (“PCAOB”), a material weakness is a deficiency or combination of deficiencies that results in more than a remote likelihood that a material misstatement of annual or interim financial statements will not be prevented or detected. In connection with the assessment described above, management identified the following control deficiencies that represent material weaknesses as of October 31, 2013:

~~SIGNATURES~~Table of Contents 31

~~Pursuant~~1) toLack ~~the~~of ~~requirements~~an ofindependent ~~Section~~audit 13committee or ~~15(d)~~audit committee financial expert, and no independent directors. We do not have any members of the ~~Securities~~Board ~~Exchange~~who ~~Act~~are ofindependent ~~1934,~~directors ~~the~~and ~~registrant~~we ~~has~~do ~~duly~~not ~~caused~~have ~~this~~an ~~report~~audit tocommittee. These factors may be ~~signed~~counter onto ~~its~~corporate ~~behalf~~governance practices as defined by the ~~undersigned,~~various ~~thereunto~~stock ~~duly~~exchanges ~~authorized.~~and may lead to less supervision over management;

		DUSSAULT APPAREL INC.
Date:	March 6, 2013	By:	/s/ Natalie Bannister
		Name:	Natalie Bannister
		Title:	Chief Executive Officer and President (Principal Executive Officer) Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

Inadequate staffing and supervision within our bookkeeping operations. We have one consultant involved in bookkeeping functions, who provides two staff members. The relatively small number of people who are responsible for bookkeeping functions and the fact that they are from the same firm of consultants prevents us from segregating duties within our internal control system. The inadequate segregation of duties is a weakness because it could lead to the untimely identification and resolution of accounting and disclosure matters or could lead to a failure to perform timely and effective reviews. This may result in a failure to detect errors in spreadsheets, calculations or assumptions used to compile the financial statements and related disclosures as filed with the SEC;

~~Pursuant~~3) toOutsourcing ~~the~~of ~~requirements~~our ofaccounting ~~the~~operations. ~~Securities~~Because ~~Exchange~~there ~~Act~~are ofno ~~1934~~employees in our administration, ~~this~~we ~~report~~have ~~has~~outsourced ~~been~~all ~~signed~~of ~~below~~our byaccounting ~~the~~functions ~~following~~to ~~persons~~an onindependent ~~behalf~~firm. The employees of this firm are managed by supervisors within the ~~registrant~~firm and are not answerable to the Company’s management. This is a material weakness because it could result in a disjunction between the ~~capacities~~accounting policies adopted by our Board of Directors and onthe accounting practices applied by the ~~dates~~independent ~~indicated.~~firm;

Date:	March 6, 2013	By:	/s/ Natalie Bannister
		Name:	Natalie Bannister
		Title:	President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and Director (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

Insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements;

285) Ineffective controls over period end financial disclosure and reporting processes.

Management's Remediation Initiatives

As of October 31, 2013, management assessed the effectiveness of our internal control over financial reporting. Based on that evaluation, it was concluded that during the period covered by this report, the internal controls and procedures were not effective due to deficiencies that existed in the design or operation of our internal controls over financial reporting. However, management believes these weaknesses did not have an effect on our financial results. During the course of their evaluation, we did not discover any fraud involving management or any other personnel who play a significant role in our disclosure controls and procedures or internal controls over financial reporting.

Due to a lack of financial and personnel resources, we are not able to, and do not intend to, immediately take any action to remediate these material weaknesses. We will not be able to do so until, if ever, we acquire sufficient financing and staff to do so. We will implement further controls as circumstances, cash flow, and working capital permits. Notwithstanding the assessment that our ICFR was not effective and that there were material weaknesses as identified in this report, we believe that our financial statements contained in our Annual Report on Form 10-K for the period ended October 31, 2013, fairly presents our financial position, results of operations, and cash flows for the periods covered, as identified, in all material respects.

Management believes that the material weaknesses set forth above were the result of the scale of our operations and intrinsic to our small size. Management also believes that these weaknesses did not have an effect on our financial results.

This Annual 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 the rules of the Securities and Exchange Commission that permit the Company to provide only management’s report in this annual report.

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Changes in Internal Control over Financial Reporting

During the period covered by this report, there were no changes (including corrective actions with regard to significant deficiencies or material weaknesses) in our internal controls over financial reporting that occurred that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Item 9B. Other Information

None.

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PART III

Item 10. Directors, Executive Officers and Corporate Governance

Executive Officer and Directors

The following individuals serve as the directors and executive officers of our Company as of the date of this annual report.

Name	Position Held with Our Company	Age	Date First Elected or Appointed
Alberto Barrientos	Chief Executive Officer, President, Treasurer, Chief Financial Officer, Secretary and Director	43	October 15, 2013

Our Board of Directors consists of only one class. All of the directors will serve until the next annual meeting of stockholders; until their successors are elected and qualified; or until their earlier death, retirement, resignation or removal. There are no family relationships among directors and executive officers. There are no arrangements or understandings between any director or executive officer and any other person(s) pursuant to which a director or executive officer was selected. Our executive officers are elected by our Board of Directors and hold office until their death, resignation or removal from office

Our Board of Directors believes that the Board and our executive officer possesses a range of talent, skill, and experience sufficient to provide sound and prudent guidance with respect to our operations and interests. The information below with respect to our sole director and officer includes the individual’s experience, qualifications, attributes, and skills that led our Board of Directors to the conclusion that he or she should serve as a director and/or executive officer.

We know of no pending proceedings to which any director, member of senior management, or affiliate is either a party adverse to us, or our subsidiaries, or has a material interest adverse to us or our subsidiaries.

None of our executive officers or directors have been involved in any bankruptcy proceedings within the last five years, been convicted in or has pending any criminal proceedings, been subject to any order, judgment or decree enjoining, barring, suspending or otherwise limiting involvement in any type of business, securities or banking activity or been found to have violated any federal, state or provincial securities or commodities law.

Business Experience

The following is a brief account of the education and business experience during at least the past five years of each director, executive officer and key employee of our company, indicating the person’s principal occupation during that period, and the name and principal business of the organization in which such occupation and employment were carried out.

Alberto Barrientos, Chief Executive Officer, President, Chief Financial Officer, Treasurer, Secretary and Director

Orlando Alberto Barrientos Acevedo, “Alberto Barrientos, is a lawyer residing in Medellin, Colombia. Mr. Barrientos is a graduate of Institution Marco Fidel Suarez, where he received his bachelor’s degree in 1998. In 2007, Mr. Barrientos graduated from Luis amigo University Foundation with a law degree. Since 2007, Mr. Barrientos has practiced law as attorney for Osorio and Barrientos Abogados Law Firm.

Code of Ethics

Effective January 24, 2008, our Company’s board of directors adopted a Code of Business Conduct and Ethics that applies to, among other persons, members of our board of directors, our company’s officers including our president (being our principal executive officer) and our chief financial officer (being our principal financial and accounting officer), contractors, consultants and advisors. As adopted, our Code of Business Conduct and Ethics sets forth written standards that are designed to deter wrongdoing and to promote:

Table of Contents

(1) honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

(2) full, fair, accurate, timely, and understandable disclosure in reports and documents that we file with, or submit to, the Securities and Exchange Commission and in other public communications made by us;

(3) compliance with applicable governmental laws, rules and regulations;

(4) the prompt internal reporting of violations of the Code of Business Conduct and Ethics to an appropriate person or persons identified in the Code of Business Conduct and Ethics; and

(5) accountability for adherence to the Code of Business Conduct and Ethics.

Our Code of Business Conduct and Ethics requires, among other things, that all of our company’s personnel shall be accorded full access to our president with respect to any matter which may arise relating to the Code of Business Conduct and Ethics. Further, all of our company’s personnel are to be accorded full access to our company’s board of directors if any such matter involves an alleged breach of the Code of Business Conduct and Ethics by our company officers.

In addition, our Code of Business Conduct and Ethics emphasizes that all employees, and particularly managers and/or supervisors, have a responsibility for maintaining financial integrity within our company, consistent with generally accepted accounting principles, and federal, provincial and state securities laws. Any employee who becomes aware of any incidents involving financial or accounting manipulation or other irregularities, whether by witnessing the incident or being told of it, must report it to his or her immediate supervisor or to our company’s President. If the incident involves an alleged breach of the Code of Business Conduct and Ethics by the President, the incident must be reported to any member of our board of directors. Any failure to report such inappropriate or irregular conduct of others is to be treated as a severe disciplinary matter. It is against our company policy to retaliate against any individual who reports in good faith the violation or potential violation of our company’s Code of Business Conduct and Ethics by another.

We will provide a copy of the Code of Business Conduct and Ethics to any person without charge, upon request. Requests can be sent to our company at the address on the cover of this annual report.

Nominating Committee

There have been no material changes to the procedures by which security holders may recommend nominees to the Company's board of directors.

Audit Committee

At this time, the Company is not required to have an audit committee. Further, since there no independent members of the Board it is not feasible at this time to have an audit committee. The Board of Directors performs the same functions as an audit committee. The Board of Directors in performing its functions as an audit committee has determined that it does not have an audit committee financial expert.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities Exchange Act of 1934, as amended, requires our directors, executive officers, and stockholders holding more than 10% of our outstanding common stock, to file with the Securities and Exchange Commission initial reports of ownership and reports of changes in beneficial ownership of our common stock. Executive officers, directors and greater-than-10% stockholders are required by SEC regulations to furnish us with copies of all Section 16(a) reports they file.

Based on a review of Forms 3, 4, and 5 and amendments thereto furnished to the registrant during its most recent fiscal year ending October 31, 2013, there were no late filings. However, per the subsequent events, 400,000,000 shares were issued to Jervis Exploration for the purchase of the Mantouban Gold Tailings claim in December 2013.

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Item 11. Executive Compensation.

The particulars of the compensation paid to the following persons:

our principal executive officer;
each of our two most highly compensated executive officers who were serving as executive officers at the end of the years ended October 31, 2012 and 2011; and
up to two additional individuals for whom disclosure would have been provided under (b) but for the fact that the individual was not serving as our executive officer at the end of the years ended October 31, 2012.

who we will collectively refer to as the named executive officers of our company, are set out in the following summary compensation table, except that no disclosure is provided for any named executive officer, other than our principal executive officers, whose total compensation did not exceed $100,000 for the respective fiscal year.

SUMMARY COMPENSATION TABLE
Name and Principal Position	Year	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Change in Pension Value and Nonqualified Deferred Compensation Earnings ($)	All Other Compensati on ($)	Total ($)
Alberto Barrientos Chief Executive Officer, President, Treasurer, Secretary and director	2013	Nil	Nil	Nil	Nil	Nil	Nil	Nil	Nil
Natalie Bannister⁽¹⁾ Chief Executive Officer, President, Treasurer, Secretary and director	2013	22,500	Nil	Nil	Nil	Nil	Nil	Nil	22,500
Natalie Bannister⁽¹⁾ Chief Executive Officer, President, Treasurer, Secretary and director	2012	7,500	Nil	Nil	Nil	Nil	Nil	Nil	7,500

⁽¹⁾ Ms. Bannister was appointed to the Board of Directors on July 11, 2012 and to the officer positions on October 4, 2012⁽¹⁾

She resigned from her officer and director positions on October 15, 2013 and Mr. Barrientos was appointed.

Outstanding Equity Awards at Fiscal Year-End

None

Option Grants and Exercises

We do not currently have any stock option plans. There were no other option grants during fiscal 2012 or 2011.

Employment Agreements

We have not entered into employment agreements with our directors and officers. We had a verbal agreement with Ms. Bannister for the provision of management services payable at $2,500 per month which terminated on October 15, 2013 with her resignation.

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Compensation of Directors

During the most recent fiscal year, no directors were provided any compensation.

The Company has made no arrangements for the cash remuneration of its directors, except that they will be entitled to receive reimbursement for actual, demonstrable out-of-pocket expenses, including travel expenses, if any, made on the Company’s behalf.

Compensation Committee

We do not currently have a compensation committee. Should our officers become compensated in the future, the Principal Executive Officer’s executive compensation will be approved by our Board of Directors. For all other executive compensation contracts, the Principal Executive Officer will negotiate and approve the contracts and compensation.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

Security Ownership of Certain Beneficial Owners

Based on 753,444,347 shares of common stock issued and outstanding as of January 29, 2014, the beneficial owners holding more than 5% of the outstanding common stock, taking into account beneficial ownership of common stock if all outstanding options, warrants, rights and conversion privileges (to which the applicable 5% stockholders have the right to exercise in the next 60 days) are exercised and additional shares of common stock are issued, are disclosed below:

Title of Class

Name and address of Beneficial Owner

Amount and Nature

of Beneficial Ownership

Percentage of Class ⁽¹⁾

Common Stock

Jervis Explorations Inc.

718-938 Howe St.

Vancouver BC

V6Z 1N9

400,000,000 shares of common stock held directly

53%

⁽¹⁾Beneficial ownership is determined in accordance with SEC rules and includes voting or investment power with respect to securities. All

shares of common stock subject to options or warrants exercisable within 60 days of January 29, 2014 are deemed to be outstanding and beneficially owned by the persons holding those options or warrants for the purpose of computing the number of shares beneficially owned and the percentage ownership of that person. They are not, however, deemed to be outstanding beneficially owned for the purpose of computing the percentage ownership of any other person. Subject to the paragraph above, the percentage ownership of outstanding shares is based on 753,444,347 shares of common stock outstanding as of January 29, 2014.

Security Ownership of Management

The following table shows, as of January 29, 2014, the shares of the Company’s common stock beneficially owned by each director (including each nominee), by each of the executive officers and by all directors and executive officers as a group. Information is also provided regarding beneficial ownership of common stock if all outstanding options, warrants, rights and conversion privileges (to which the applicable officers and directors have the right to exercise in the next 60 days) are exercised and additional shares of common stock are issued.

Title of Class

Name of Beneficial Owner

Amount and Nature

of Beneficial Ownership

Percentage of Class ⁽¹⁾

Common Stock

Alberto Barrientos

-0-

All Officers and Directors as a Group

-0-

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⁽¹⁾Beneficial ownership is determined in accordance with SEC rules and includes voting or investment power with respect to securities. All shares of common stock subject to options or warrants exercisable within 60 days of January 29, 2014 are deemed to be outstanding and beneficially owned by the persons holding those options or warrants for the purpose of computing the number of shares beneficially owned and the percentage ownership of that person. They are not, however, deemed to be outstanding beneficially owned for the purpose of computing the percentage ownership of any other person. Subject to the paragraph above, the percentage ownership of outstanding shares is based on 753,444,347 shares of common stock outstanding as of January 29, 2014.

Changes in Control

On November 21, 2013, the Company entered into an Asset Purchase Agreement with Jervis Explorations, Inc. whereby the Company agreed to purchase various mineral claims in exchange for 400,000,000 shares of the Company to Jervis Explorations Inc. thus effecting a change in control of the Company.

Securities authorized for issuance under equity compensation plans.

None

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

Certain Relationships and Related Transactions

On October 4, 2012, the Board of Directors received the resignation of Mr. Jason Dussault as Chief Executive Officer, President, Secretary and Treasurer of Dussault Apparel Inc. (the “Corporation”).

As of October 31, 2011, the former President of the Company, Jason Dussault advanced funds in the amount of $12,603 (CAD$12,500) to the Company for working capital. During the fiscal year ended October 31, 2012, the Company did not make any cash payments to Jason Dussault, leaving $12,243 (CAD$12,500) on the balance sheet as a loan payable. The amounts are unsecured, non-interest bearing and due on demand. On September 13, 2013, Jason Dussault assigned his debt to a third party, at which time the amount was reclassified to accounts payable.

On June 1, 2012 the Company entered into a month to month consulting agreement with Rodhan Management and Consulting Services (“Rodhan”) for the provision of administrative, consulting and website maintenance services. The agreement provided for services to be charged based on work performed during each month at an hourly rate. Mr. Robert Mintak, the Company's prior Chief Financial Officer and Chief Operating Officer, also provides consulting services to Rodhan and acts as their Chief Financial Officer. On December 31, 2012, the Board of Directors received the resignation of Mr. Robert Mintak as Chief Financial Officer and Chief Operating Officer of the Company. During the period ended December 31, 2012, Rodhan Management invoiced $ 3,154 (CAD$3,154) plus applicable taxes for services rendered. The Company did not make any cash payments during the current fiscal year, leaving $6,544 (CAD$6,640) (October 31 2012 - $3,213) on the balance sheet as accounts payable. On September 13, 2013, Rodhan assigned its debt to a third party.

On July 11, 2012, Ms. Natalie Bannister was appointed as a Director of Dussault Apparel Inc. (the “Corporation”).On October 4, 2012, with the resignation of Mr. Jason Dussault as an officer and director of the Company, Ms. Bannister consented to act as Chief Executive Officer, President, Secretary and Treasurer in addition to her role as a director. On October 15, 2013, Ms. Bannister presented her letter of resignation from all appointments as an officer and as a director of the Company. During fiscal 2013 up to the time of her resignation, Ms. Bannister charged the Company $22,500 for consulting fees (2012 - $7,500). The Company made cash payments in the amount of $5,000 against outstanding fees due to Ms. Bannister during fiscal 2013. As at October 31, 2013 there remained a balance owing of $25,000 (October 31, 2012 - $7,500). . . On September 13, 2013, Ms. Bannister assigned her debt to a third party, at which time the amount due and payable was reclassified from accounts payable-related party to accounts payable.

On October 15, 2013 pursuant to N.R.S. 78.315 and N.R.S. 78.325, the Board of Directors appointed Alberto Barrientos as a member of the Board of Directors of Dussault Apparel, Inc. (the “Company”). Mr. Barrientos also consent to act as Chief Executive Officer, President, Secretary and Treasurer in addition to his role as a director.

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Review, Approval or Ratification of Transactions with Related Persons

We do not currently have any written policies and procedures for the review, approval or ratification of any transactions with related persons.

Promoters and Certain Control Persons

None

Parents

None

Director Independence

As of the date of this Annual Report, we do not have any independent directors.

We have developed the following categorical standards for determining the materiality of relationships that the directors may have with the Company. This information is not available on our Web site because such site is currently under development.

A director shall not be deemed to have a material relationship with the Company that impairs the director's independence as a result of any of the following relationships:

1.	the director is an officer or other person holding a salaried position of an entity (other than a principal, equity partner or member of such entity) that provides professional services to the Company and the amount of all payments from the Company to such entity during the most recently completed fiscal year was less than two percent of such entity’s consolidated gross revenues;
2.	the director is the beneficial owner of less than five (5%) per cent of the outstanding equity interests of an entity that does business with the Company;
3.	the director is an executive officer of a civic, charitable or cultural institution that received less than the greater of one million ($1,000,000) dollars or two (2%) per cent of its consolidated gross revenues, as such term is construed by the New York Stock Exchange for purposes of Section 303A.02(b)(v) of the Corporate Governance Standards, from the Company or any of its subsidiaries for each of the last three (3) fiscal years;
4.	the director is an officer of an entity that is indebted to the Company, or to which the Company is indebted, and the total amount of either the Company's or the business entity's indebtedness is less than three (3%) per cent of the total consolidated assets of such entity as of the end of the previous fiscal year; and
5.	the director obtained products or services from the Company on terms generally available to customers of the Company for such products or services. The Board retains the sole right to interpret and apply the foregoing standards in determining the materiality of any relationship.

The Board shall undertake an annual review of the independence of all non-management directors. To enable the Board to evaluate each non-management director, in advance of the meeting at which the review occurs, each non-management director shall provide the Board with full information regarding the director’s business and other relationships with the Company, its affiliates and senior management.

Directors must inform the Board whenever there are any material changes in their circumstances or relationships that could affect their independence, including all business relationships between a director and the Company, its affiliates, or members of senior management, whether or not such business relationships would be deemed not to be material under any of the categorical standards set forth above. Following the receipt of such information, the Board shall re-evaluate the director's independence.

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ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

The aggregate fees billed for the most recently completed fiscal year ended October 31, 2013 and for the fiscal year ended October 31, 2012 for professional services rendered by the principal accountant for the audit of our annual financial statements and review of the financial statements included in our quarterly reports on Form 10-Q and services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for these fiscal periods were as follows:

	Year Ended
	October 31, 2013 $		October 31, 2012 $
Audit Fees		11,500		7,000
Audit Related Fees		0		1,500
Tax Fees		0		2,098
All Other Fees				—
Total		11,500		11,598

Our board of directors pre-approves all services provided by our independent auditors. All of the above services and fees were reviewed and approved by the board of directors either before or after the respective services were rendered.

Our board of directors has considered the nature and amount of fees billed by our independent auditors and believes that the provision of services for activities unrelated to the audit is compatible with maintaining our independent auditors’ independence.

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PART IV

Item 15. Exhibits, financial statement schedules

Exhibits:

3.1	Articles of Incorporation	Incorporated by reference from our Registration Statement on Form SB-2 filed on January 11, 2007.
3.2	Bylaws	Incorporated by reference from our Registration Statement on Form SB-2 filed on January 11, 2007.
3.3	Articles of Merger	Incorporated by reference from our Form 8-K filed on June 16, 2007.
3.4	Certificate of Change	Incorporated by reference from our Form 8-K filed on June 16, 2007.
10.1	Distribution Agreement dated November 10, 2009, between our company and EHM Holdings.	Incorporated by reference from our Quarterly Report on Form 10-Q filed on March 22, 2010.
10.2	Merchandising License Agreement dated October 31, 2009, between our company and USPA Accessories, LLC.	Incorporated by reference from our Quarterly Report on Form 10-Q filed on March 22, 2010.
10.3	Distribution Agreement between the Company and JX Apparel Ltd.	Incorporated by reference from our Form 8-K filed on June 3, 2013.
10.4	Asset Purchase Agreement between the Company and Jervis Explorations Inc.	Incorporated by reference from our Form 8-K on November 26, 2013
31.1	Certification of Principal Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
31.2	Certification of Principal Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
32.1	Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Filed herewith
101.CAL	XBRL Taxonomy Extension Calculation Linkbase **	Filed herewith
101.DEF	XBRL Taxonomy Extension Definition Linkbase **	Filed herewith
101.INS	XBRL Instance Document **	Filed herewith
101.LAB	XBRL Taxonomy Extension Label Linkbase **	Filed herewith
101.PRE	XBRL Taxonomy Extension Presentation Linkbase **	Filed herewith
101.SCH	XBRL Taxonomy Extension Schema **	Filed herewith

**Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Securities Exchange Act of 1934 and otherwise are not subject to liability.

Financial Statements.

The following financial statements are included in this report:

	Page

Audited Financial Statements
Report of Independent Registered Public Accounting Firm
Balance Sheets
Statements of Operations
Statements of Changes in Stockholders’ Equity
Statements of Cash Flows
Notes to Audited Financial Statements

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Signatures

Pursuant to the requirements of Section 13 or 15(d) 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.

		DUSSAULT APPAREL INC.

Date:	February 13, 2014	By:	*/s/ Alberto Barrientos*
		Name:	Alberto Barrientos
		Title:	Chief Executive Officer and President (Principal Executive Officer) Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

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.

Date:	February 13, 2014	By:	*/s/ Alberto Barrientos*
		Name:	Alberto Barrientos
		Title:	President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and Director (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

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Filing Compare · Prospect Ventures Inc.