UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, DCD.C. 20549

FORM 10-K

~~X .~~ þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended September 30, ~~2011~~2012

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

For the transition period from ~~_______________~~ to ~~_______________~~

Commission file number 333-147839

~~IP TECHNOLOGY SERVICES~~ C2C CROWDFUNDING, INC.

(Exact ~~Name~~name of ~~Registrant~~registrant as ~~Specified~~ specified in ~~Its~~its ~~Charter~~charter)

Delaware	26-0378308
(State or Other Jurisdiction of	(I.R.S. Employer
(State or other jurisdiction of	(I.R.S. Employer
Incorporation or Organization)	Identification No.)
incorporation or organization)	Identification No.)
1202 Lexington Ave., Suite 355, New York, NY	10028
(Address of Principal Executive Offices)	(Zip Code)
(646) 481-4524
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Name of each exchange on which registered
None	Not Applicable
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $0.0001 par value
(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.

1202 Lexington Ave., Suite 355, New York, NY	10028
(Address of principal executive offices)	(Zip Code)

~~Yes . No X .~~(646) 481-4524

~~Indicate~~(Registrant’s bytelephone ~~check~~number, ~~mark~~including area ~~if the registrant is not required to file reports pursuant to Section 13 or 15(d~~code) ~~of the Act.~~

~~Yes .~~Securities ~~No X .~~registered pursuant to Section 12(b) of the Act:

~~Indicate~~Title ~~by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d)~~ of ~~the~~each ~~Securities~~class ~~Exchange~~Name ~~Act~~ of ~~1934~~each ~~during~~exchange ~~the~~on ~~preceding~~which ~~12 months~~registered ~~(or~~None ~~for~~Not ~~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.~~ Applicable

~~Yes X .~~Securities ~~No .~~registered pursuant to Section 12(g) of the Act:

Common Stock, $0.0001 par value

(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 ¨ No þ

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

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 þ No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§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 .~~ þ No . ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405) 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. . ¨

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. (Check one.)

Large accelerated filer .¨ Accelerated filer .¨ Non-accelerated filer .¨ ~~(Do not check if a smaller reporting company)~~ Smaller reporting company ~~X .~~þ

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

The aggregate market value of the common stock held by non-affiliates of the Company was $35,561, based upon the price at which the Company’s common stock, par value $0.0001 was last sold. Shares of common stock held by each current executive officer and director and by each person who is known by the Company to own 5% or more of the outstanding common stock have been excluded from this computation in that such persons may be deemed to be affiliates of the Company. This determination of affiliate status is not a conclusive determination for other purposes.Yes þ No ¨

The ~~number~~aggregate market value of ~~shares~~the common stock held by non-affiliates of the Company was $46,469, based upon the price at which the Company’s common stock, par value $0.0001 was last sold. Shares of common stock held by each current executive officer and director and by each person who is known by the Company to own 5% or more of the outstanding ascommon stock have been excluded from this computation in that such persons may be deemed to be affiliates of ~~January~~the ~~13,~~Company. ~~2012~~This ~~was~~determination ~~2,656,611~~of affiliate status is not a conclusive determination for other purposes.

The number of shares of common stock outstanding as of January 15, 2013 was 4,372,461.

DOCUMENTS INCORPORATED BY REFERENCE

None.

2C2C CROWDFUNDING, INC.

IP TECHNOLOGY SERVICES, INC.

Annual Report on Form 10-K

September 30, ~~2011~~2012

TABLE OF CONTENTS

		Page
PART I
Item 1.	Business	42
Item 1A.	Risk Factors	74
Item 1B.	Unresolved Staff Comments	14
Item 2.	Properties	146
Item 3.	Legal Proceedings	147
Item 4	[Removed and Reserved]	7
PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	157
Item 6.	Selected Financial Data	15
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	158
Item 8.	Financial Statements and Supplementary Data	169
Item 9.	Changes in and Disagreements With Accountants or Accounting and Financial Disclosure	16
Item 9A.	Controls and Procedures	169
Item 9B.	Other Information	1710
PART III
Item 10.	Directors, Executive Officers and Corporate Governance	1810
Item 11.	Executive Compensation	1911
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	12
	and Related Stockholder Matters	20
Item 13.	Certain Relationships and Related Transactions, and Director Independence	13
Item 13.	Certain Relationships and Related Transactions, and Director Independence	20
Item 14.	Principal Accountant Fees and Services	13
Item 14.	Principal Accountant Fees and Services	21
PART IV
Item 15.	Exhibits and Financial Statement Schedules	2215
Signatures		2215
Index to Financial Statements
Reports of Independent Registered Public Accounting Firm		F-12
Consolidated Balance Sheets at September 30, 2011 and 2010		F-3
Consolidated Balance Sheets at September 30, 2012 and 2011		F-3
Consolidated Statements of Operations for each of the two years ended September 30, 2011 and 2010		F-4
Consolidated Statements of Operations for each of the two years ended September 30, 2012 and 2011		F-4
Consolidated Statements of Cash Flows for each of the two years ended September 30, 2011 and 2010		F-5
Consolidated Statements of Cash Flows for each of the two years ended September 30, 2012 and 2011		F-5
Consolidated Statements of Stockholder’s Equity (Deficit) for each of the two years ended September 30, 2011 and 2010		F-6
Consolidated Statements of Stockholder’s Equity (Deficit) for each of the two years ended September 30, 2012 and 2011		F-6
Notes to Consolidated Financial Statements		F-7

PART I

Item 1. Business

~~Business~~Cautionary Statement Regarding Forward-Looking Statements

~~Cautionary~~This ~~Statement~~report ~~Regarding~~contains ‘‘forward-looking statements’’ within the meaning of Section 27A of the Securities Act of 1933, as amended (the ‘‘Securities Act’’), and Section 21E of the Securities Exchange Act of 1934, as amended (the ‘‘Exchange Act’’). All statements other than statements of historical facts included or incorporated by reference in this annual report on Form 10-K, including without limitation, statements regarding our future financial position, business strategy, budgets, projected revenues, projected costs and plans and objective of management for future operations, are forward-looking statements. Forward-~~Looking~~looking ~~Statements~~statements generally can be identified by the use of forward-looking terminology such as ‘‘may,’’ ‘‘will,’’ ‘‘expects,’’ ‘‘intends,’’ ‘‘plans,’’ ‘‘projects,’’ ‘‘estimates,’’ ‘‘anticipates,’’ or ‘‘believes’’ or the negative thereof or any variation there on or similar terminology or expressions. These forward-looking statements are based on beliefs of our management as well as current expectations, projections and information currently available to the Company and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from historical results or those anticipated or implied by such forward-looking statements. Certain of these risks are described more fully under the caption “Risk Factors” herein. Should one or more of such risks or uncertainties materialize or should underlying expectations, projections or assumptions prove incorrect, actual results may differ materially from those described. Those events and uncertainties are difficult to predict accurately and many are beyond our control. All subsequent written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by the foregoing. Except as required by law, we assume no duty to update or revise our forward-looking statements.

This report contains ‘‘forward-looking statements’’ within the meaning of Section 27A of the Securities Act of 1933, as amended (the ‘‘Securities Act’’), and Section 21E of the Securities Exchange Act of 1934, as amended (the ‘‘Exchange Act’’). All statements other than statements of historical facts included or incorporated by reference in this annual report on Form 10-K, including without limitation, statements regarding our future financial position, business strategy, budgets, projected revenues, projected costs and plans and objective of management for future operations, are forward-looking statements. Forward-looking statements generally can be identified by the use of forward-looking terminology such as ‘‘may,’’ ‘‘will,’’ ‘‘expects,’’ ‘‘intends,’’ ‘‘plans,’’ ‘‘projects,’’ ‘‘estimates,’’ ‘‘anticipates,’’ or ‘‘believes’’ or the negative thereof or any variation there on or similar terminology or expressions. These forward-looking statements are based on beliefs of our management as well as current expectations, projections and information currently available to the Company and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from historical results or those anticipated or implied by such forward-looking statements. Certain of these risks are described more fully under the caption “Risk Factors” herein. Should one or more of such risks or uncertainties materialize or should underlying expectations, projections or assumptions prove incorrect, actual results may differ materially from those described. Those events and uncertainties are difficult to predict accurately and many are beyond our control. All subsequent written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by the foregoing. Except as required by law, we assume no duty to update or revise our forward-looking statements.General

~~General~~Unless otherwise indicated or the context otherwise requires, all references to the “Company,” “we,” “us” or “our” and similar terms refer to C2C CrowdFunding, Inc.

IPWe ~~Technology~~were ~~Services, Inc. was~~ incorporated ~~under~~pursuant to the laws of the State of Delaware on June 6, 2007 under the name IP Technology Services, Inc. We ~~currently~~were ~~have~~formed nofor ~~employees~~the ~~other~~purpose ~~than~~of ~~our~~providing services ~~President~~to ~~who~~individual isinventors ~~also~~and ~~our~~small ~~only~~companies ~~board~~to ~~member.~~assist them in generating revenues through the sale, license and/or commercialization of their intellectual property portfolios

~~Patents~~From ~~and~~inception ~~other~~up ~~intellectual~~until ~~property~~September ~~(“IP”)~~30, ~~are~~2012, we received more than more than one-hundred portfolio submissions covering a ~~complex~~broad ~~asset~~range ~~class~~of technologies. The services that ~~requires~~we provided aincluded ~~unique~~an ~~combination~~initial analysis of ~~legal,~~a ~~technical,~~portfolio to identify its strengths and weaknesses and a determination of the value of the portfolio. Our initial business ~~expertise~~model tofocused ~~determine~~on the generation of revenue by receiving a portion of the economic value realized from our client portfolios. We entered into agreements to represent in excess of ten portfolios, and ~~market~~brokered the sale of three portfolios for ~~those~~a ~~assets~~gross revenue of $210,000. ~~Often~~On March 3, ~~patent~~2009, ~~holders~~the doCompany, ~~not~~through ~~have~~its ~~the~~subsidiary ~~resources~~Mural Comm LLC, ~~skills~~purchased from BancTec, orInc. ~~relationships~~for ~~with~~$90,000 ~~interested~~U.S. ~~buyers~~Patent ~~required~~No. to6,341,351 ~~successfully~~titled ~~complete~~Method afor ~~patent~~Communication ~~transaction~~and orControlling ~~otherwise~~Transactions ~~monetize~~Between ~~their~~Unsecured Parties ~~inventions~~(the “Patent”). ~~The~~After ~~Company~~several ~~intends~~attempts toat ~~provide~~licensing athe ~~range~~Patent, ofon ~~services~~December to15, ~~assist~~2010, ~~inventors~~the Company sold the Patent for $60,000. ~~leverage~~During ~~their~~our ~~patents~~current fiscal year, we exited this business and ~~related~~are, ~~intellectual~~therefore, ~~property~~considered a shell corporation under applicable rules of the Securities and Exchange Commission (the “~~Portfolio~~SEC”) ~~and~~promulgated ~~formulate~~under athe ~~strategy~~Securities toExchange Act ~~maximize~~of 1934, as amended (the ~~revenue~~“Exchange ~~and~~Act”). In ~~profit~~that ~~generated~~regard, bywe are actively seeking to complete a ~~Portfolio.~~business combination with an operating company.

~~The~~Current services we provide typically include an initial analysis of a Portfolio to identify its strengths and weaknesses and make recommendations on how to improve the Portfolios revenue-generating potential. We may also perform one or more valuation techniques on the Portfolio in order to determine a value for the Portfolio. If we determine that a Portfolio has substantial economic value, we may then formulate a strategy for monetizing the Portfolio. One approach we may take is to offer all or part of the Portfolio for sale to potential strategic acquirers that we identify for auction on established IP auctions. In some instances, we may identify financial, manufacturing and distribution partners to assist our client in developing and commercializing the Portfolio. In yet other cases, we may establish a licensing program in which we identify infringers of the Portfolio and seek to generate licensing fees from such infringement. In certain situations, we will assist our client is selecting and managing a legal team that will use legal strategies for extracting a license fee from an infringer that is unwilling to license the Portfolio voluntarily.Business

~~Our~~At this ~~clients~~time, ~~will~~we ~~typically~~do benot ~~individual~~have ~~inventors~~agreements orto ~~small~~represent ~~companies~~any ~~that~~intellectual property portfolios nor do we ~~acquire~~own ~~through~~any ~~referrals,~~intellectual property. ~~appearances~~Our atassets ~~trade~~consist ~~shows~~primarily of cash and ~~via~~notes ~~the~~receivable, ~~Company’s~~and ~~web~~our ~~site~~liabilities consist exclusively of payables and accrued expenses. During ~~The~~our ~~Company~~current ~~intends~~fiscal toyear, ~~generate~~we ~~revenues~~shifted byour focus ~~receiving~~to aidentifying ~~portion~~and ofcompleting ~~the~~a ~~economic~~business ~~value~~combination ~~realized~~with ~~from~~an ~~client~~operating ~~Portfolios~~company.

WeOn ~~acquire~~August ~~client Portfolios through various means including through a network of attorneys~~31, ~~advertising and through our website at www.iptechnologyservices.com. Generally~~2012, we ~~will~~entered ~~enter~~ into ~~one~~an Agreement orof ~~more~~Merger ~~agreements~~and ~~with~~Plan ~~our~~of ~~clients~~Reorganization ~~depending on~~ (the ~~range~~“Merger ofAgreement”) ~~services~~with toclick2cause.com ~~be provided~~Inc., If a ~~client~~privately isheld Nevada ~~seeking~~corporation to(“C2C”) ~~sell~~and orC2C ~~license~~Acquisition ~~a Portfolio~~Corp., wea ~~will~~Nevada ~~typically~~corporation ~~enter~~and ~~into~~wholly-owned asubsidiary ~~Patent~~of ~~Broker~~the ~~Agreement~~ Company (“~~Broker~~Acquisition ~~Agreement~~Sub”). Under ~~under~~the ~~which~~terms weof ~~earn~~the aMerger ~~commission~~Agreement, ~~for~~C2C ~~finding~~was ato merge ~~buyer~~with and~~/or~~ ~~licensee~~into ofAcquisition ~~the~~Sub ~~Portfolio.~~and ~~Our~~thereafter ~~commission~~become ~~rates~~a ~~are~~wholly ~~typically~~owned ~~one-third~~subsidiary ~~(33.33%)~~ of ~~revenues generated through~~ the ~~sale/license of the Portfolio but in certain situations we may negotiate a different rate~~Company. ~~Where~~On aDecember ~~client~~10, is2012, ~~seeking~~the ~~funding~~Company notified ~~for~~C2C ~~product~~that ~~development,~~it wewas ~~may~~terminating ~~also~~the ~~enter~~Merger ~~into~~Agreement apursuant ~~Patent~~to ~~Finance~~Section ~~Agreement~~ 9.01(~~“Finance Agreement”~~e) ~~under~~of ~~which~~the weMerger ~~earn~~Agreement ~~commission~~as ~~based~~the onclosing ~~the~~had not ~~amount~~occurred ofon ~~capital~~or weprior ~~assist~~to inOctober ~~raising~~15, 2012.

From inception up until September 30, 2011, we received more than more than one-hundred Portfolio submissions covering a broad range of technologies. As of September 30, 2009, we entered into agreements to represent in excess of ten Portfolios, and brokered the sale of three Portfolios for a gross revenue of $210,000. For each Portfolio we represent, we analyze the Portfolio, identify relevant markets and/or identify potential acquirers, licensees and/or investors for the Portfolio. On March 3, 2009, the Company, through its subsidiary Mural Comm LLC, purchased from BancTec, Inc. for $90,000 U.S. Patent No. 6,341,351 titled Method for Communication and Controlling Transactions Between Unsecured Parties (the “Patent”). After several attempts at licensing the Patent, on December 15, 2010, the Company sold the Patent for $60,000. 2

Our ~~offices~~current ~~are~~business ~~currently~~plan ~~located~~and atour ~~1202~~primary objective ~~Lexington~~and ~~Ave~~focus for management over the next 12 months is to identify and acquire a suitable operating company with a view towards achieving long-term growth. On October 26, ~~Suite~~2012, ~~355~~we filed a Certificate of Ownership with the Secretary of State of Delaware, ~~New~~pursuant ~~York~~to which our newly formed wholly owned subsidiary, NYC2C ~~10028~~CrowdFunding, Inc. ~~Our~~was ~~telephone~~merged ~~number~~into isand with the Company (~~646~~the “Merger”). ~~481-4524~~In connection with the Merger and in accordance with Section 253 of the Delaware General Corporation Law, the name of the Company was changed from IP Technology Services, Inc to C2C CrowdFunding, Inc. As of the date of this report, our current focus is on the crowdfunding industry, however, we are not restricting our search for a target company to any specific business, industry or geographical location. In addition, although we have not developed any definitive criteria for evaluating a successful target, we expect to consider, among other factors, the following:

4· growth potential as evidenced by technological superiority, anticipated market expansion or new products or services;

~~Overview~~· the historic financial performance of the target;

~~Patents~~· ~~and other intellectual property (“IP”) are a complex asset class that requires a unique combination of legal, technical, and business expertise to determine~~ the ~~value~~quality of ~~and market for those assets. Often, patent holders do not have~~ the ~~resources,~~management ~~skills~~team, orincluding ~~relationships~~its ~~with~~consultants interested buyers required to successfully complete a patent transaction or otherwise monetize their inventions. The Company intends to provide a range of services to assist inventors, leverage their Portfolios and ~~formulate a strategy to maximize the revenue and profit generated by a Portfolio.~~ advisors;

~~Our~~· ~~Strategy~~the target’s competitive position relative to other firms of similar size and experience within its industry, industry segment, or geographic location;

~~Our~~· ~~primary~~the ~~objective~~capital isrequirements toof ~~grow~~the ~~our~~target ~~business by providing services to individual inventors~~ and ~~small~~anticipated ~~companies~~availability ~~who~~of ~~have~~required ~~limited~~funds ~~resources~~for ~~and/or~~both ~~expertise and assist them in generating revenues through~~ the ~~sale,~~short ~~license~~ and~~/or~~ ~~commercialization~~long ~~of their Portfolios. The Company receives a portion of the economic benefit realized from each Portfolio it represents.~~term;

~~Services~~· the results of our financial, business and management due diligence; and

~~The~~· ~~Company~~the ~~intends~~anticipated totime ~~provide a variety of services to inventors~~ and ~~patent~~cost ~~holders~~ to ~~help~~complete ~~them maximize the value of their intellectual property. These services include analyzing~~ a ~~client’s Portfolio to identify any weaknesses and ways that the Portfolio can be strengthened~~transaction. Services will be performed either on a contingency basis or on a fee-for-service basis. Where appropriate, we perform a valuation analysis on the Portfolio and also identify the market in which the Portfolio will have the greatest value.

WeIn ~~will~~applying ~~attempt to monetize a Portfolio using various strategies depending on~~ the ~~portfolio.~~foregoing ~~For some Portfolios~~criteria, we do ~~may~~not ~~identify~~expect ~~and~~one ~~contact~~element ~~strategic~~to ~~players that may~~ be ~~interested~~controlling, inbut ~~licensing~~rather, ~~the~~we ~~Portfolio~~will orattempt ~~purchasing~~to itanalyze ~~outright.~~all Inavailable, ~~some~~relevant ~~instances,~~and wematerial ~~may~~factors and ~~seek~~circumstances anin ~~investor~~order to ~~finance~~make ~~the~~an ~~development~~informed ~~and commercialization of the intellectual property~~decision. Potential ~~Alternatively,~~opportunities we may ~~establish~~occur anin ~~outbound~~different ~~licensing program~~ industries, in ~~which~~different wegeographic ~~seek~~locations, ~~royalties~~and ~~from~~at ~~companies~~various ~~that~~stages weof ~~determine~~development, ~~are~~all ~~infringing~~of awhich ~~Portfolio.~~will Wemake ~~typically~~the ~~take~~task ~~a percentage~~ of ~~any~~comparing, ~~royalties~~analyzing and orevaluating ~~licensing~~business ~~fees~~opportunities ~~generated~~extremely bydifficult ~~the~~and ~~Portfolio~~complex.

~~Portfolio~~Most ~~Analysis~~acquisitions of private operating companies by public shell companies are completed by way of merger pursuant to which the shareholders of the private company own a substantial majority of the issued and outstanding shares of the public company after completion of the merger. These transactions are often referred to as “reverse acquisitions” or “reverse mergers” and generally result in substantial additional dilution to the ownership interests of the stockholders of the public company. If any transaction is structured in this manner, our stockholders will suffer substantial dilution and all or a majority of our directors may resign and one or more new directors may be appointed without any vote by stockholders. We may complete such an acquisition upon the sole determination of our board of directors without any vote or approval by our stockholders. In certain circumstances, however, it may be necessary to call a stockholders' meeting and obtain approval of our stockholders, which may result in delay and additional expense in the consummation of any proposed transaction and may also give rise to certain appraisal rights to dissenting stockholders. Most likely, we will seek to structure any such transaction so as not to require stockholder approval.

~~Patents~~It ~~are~~is aanticipated ~~unique asset class in~~ that ~~subtleties in~~ the ~~language~~ investigation of aspecific ~~patent,~~business ~~recorded~~opportunities ~~interactions~~and ~~with~~ the ~~patent office~~negotiation, ~~prior~~drafting ~~art~~ and ~~changes~~execution inof ~~the~~relevant ~~law~~agreements, ~~all~~disclosure ~~can~~documents ~~affect a patent’s strength~~ and other ~~ultimate~~instruments ~~monetary~~will ~~value.~~require ~~Therefore,~~substantial ~~prior~~management totime ~~creating~~and aattention ~~program~~and tosubstantial ~~commercialize~~cost afor ~~Portfolio~~accountants, weattorneys ~~first analyze the patent(s) contained in the Portfolio to determine any potential weaknesses that may be an obstacle to commercialization~~ and ~~to determine ways that the Portfolio can be strengthened~~other professionals. AsIf ~~a result of this initial analysis,~~ we ~~will~~decide ~~determine~~not ~~the~~to ~~best~~complete ~~course of action for leveraging~~ a ~~Portfolio.~~transaction Inafter ~~some cases,~~ we ~~may~~have ~~recommend~~incurred ~~that~~material ~~additional~~transaction ~~and/or~~costs ~~corrective patent filings be done~~ in ~~order~~connection ~~to improve~~ with the ~~Portfolio. In yet other cases~~investigation, wenegotiation ~~may~~and ~~recommend~~documentation ~~that~~related ~~the~~thereto, ~~client~~such ~~develop~~costs awill ~~working prototype or additional know-how that would~~ likely ~~increase~~not ~~the~~be ~~Portfolio’s value~~recoverable. ~~In yet other cases, we may conclude that the Portfolio has little commercial value in the market at that time and recommend delaying commercialization efforts.~~

~~Valuation~~Although ~~Analysis~~we have evaluated potential acquisition targets and engaged in general discussions and due diligence activities regarding the acquisition of an operating company, we have not entered into any agreement to acquire an operating company. There can be no assurance that we will be able to identify an acceptable operating company, complete an acquisition, or that any business we acquire will generate profits or increase our value.

WeOur ~~may~~offices ~~seek~~are tocurrently ~~determine~~located ~~the~~at ~~value~~1202 Lexington ~~of a patent to aid in formulating a commercialization strategy~~Ave. ~~Patent valuation requires legal~~, ~~technical~~Suite ~~and business expertise in order to reach a meaningful valuation result. A patent’s value is based on a number of factors including the breadth of the patent claims~~355, ~~how~~New ~~widely the patent is being used now or will potentially be used in the future~~York, ~~the~~NY ~~ability to enforce the patent, and amount of revenue impacted by such enforcement~~10028. ~~There~~Our ~~are~~telephone a number ~~of factors that can decrease a patent’s value including whether the patent~~ is ~~encumbered~~(646) ~~by licenses or liens, the existence of relevant prior art or other problems that may have occurred during the procurement of the patent~~481-4524. ~~An understanding of these factors from a legal, technical and business perspective will help clarify actual market value of the patent.~~

To value a patent, we prepare a discounted cash flow analysis and estimate royalty rates that a patent may generate to calculate the upper value of a patent. We then use qualitative variables to discount this upper value to yield an “expected” value that can be realistically obtained for the patent. This “expected” value provides a foundation for our commercialization efforts. Alternatively, we may use other valuation techniques including comparable analysis, cost to recreate analysis or the profit split method.3

~~Monetization Strategies~~Employees

~~After~~We ~~the~~have ~~Portfolio~~no isfull ~~evaluated~~time ~~and~~employees ~~any~~at ~~identified~~this time. ~~measures~~All ~~were~~functions ~~taken~~including ~~to enhance the Portfolio~~development, ~~we formulate a monetization~~ strategy, ~~that~~negotiations isand ~~customized~~clerical ~~for~~are ~~each~~currently ~~particular~~being ~~Portfolio.~~provided ~~We seek to generate economic value for our clients primarily in one of three ways:~~ by ~~brokering~~Neil ~~a sale of the Portfolio to a strategic buyer~~Rock, byour ~~raising capital for further development and commercialization of the intellectual property or generating royalties via an outbound license program. In each instance~~President, at ~~the~~no ~~Company earns a fee that is generally based on a percentage of the economic value realized from the Portfolio~~salary.

5Research and Development

~~Strategic~~Since ~~Sales~~inception, we have not spent any money on research and development activities.

WeItem ~~canvas the relevant markets to identify potential acquirers for our clients’ Portfolios~~1A. ~~Once~~Risk we compile a list of potential acquirers, we analyze each one to determine how best to present the Portfolio based on their needs and other factors. After making an initial presentation of a Portfolio, we maintain ongoing contact with the potential acquirer and provide additional information they may need to make an informed decision. We also assist the client in pricing and negotiations that may conclude in a sale of all or part of the Portfolio.Factors

~~Commercial~~You ~~Development~~should carefully consider the following risk factors that affect our business. Such risk factors could cause our actual results to differ materially from those that are expressed or implied by forward-looking statements contained herein. Some of the risks described relate principally to our business and the industry in which we operate. Others relate principally to the securities market and ownership of our capital stock. The risks and uncertainties described below are not the only ones we face. Additional risks are described elsewhere in this report under the Item 1 – Business, Item 3 – Legal Proceedings, and Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operation sections, among others. Other risks and uncertainties that we are unaware of, or that we currently deem immaterial, also may become important factors that affect us. Our business, financial condition or results of operations could be materially and adversely affected by any of these risks, and the trading price of our common stock could decline. The discussion of our risk factors should be read in conjunction with the financial statements and notes thereto included herein.

~~Sometimes~~Based aon ~~client~~our ~~wishes~~recurring tolosses ~~control~~during ~~how~~our ~~their~~development ~~Portfolio~~stage and isinability ~~brought~~ to ~~market~~implement ~~but~~our ~~does~~business ~~not have the financial~~plan, ~~manufacturing or distribution resources to do so. In such cases, we assist~~ our ~~clients~~auditors byhave ~~identifying~~included ~~financing~~an ~~and~~explanatory ~~partnership~~paragraph ~~opportunities~~in ~~and~~their ~~providing~~opinion ~~general~~as ~~business development expertise~~ to ~~help~~the ~~such~~substantial doubt ~~clients~~about ~~realize~~our ~~the~~ability ~~full~~to ~~economic~~continue ~~potential~~as ofa ~~their~~going ~~Portfolio~~concern.

~~Outbound~~We ~~Licensing~~are ~~Program~~a development stage company and since inception, have suffered losses from development stage activities to date, and are in need of additional capital. We have experienced net losses in each fiscal quarter since our inception and as of September 30, 2012, have an accumulated deficit of $120,422. As a result of these factors, our independent auditors have included an explanatory paragraph in their opinion for the year ended September 30, 2012 as to the substantial doubt about our ability to continue as a going concern. As such, we may be required to cease operations in which case you could lose your entire investment. Our financial statements have been prepared in accordance with accounting principles generally accepted in the United States, which contemplate that we will continue to operate as a going concern. Our financial statements do not contain any adjustments that might result if we are unable to continue as a going concern.

InWe anhave ~~outbound~~no ~~licensing program~~operations, wewill ~~identify~~not ~~infringers of a client’s Portfolio and seek to~~ generate any ~~licensing~~revenue ~~fees~~unless ~~from~~we ~~such~~complete ~~infringement. A variety of factors are taken into consideration when selecting~~ a ~~licensing~~business ~~target,~~combination ~~including~~with ~~the~~an ~~size~~operating ~~of the target~~company, ~~the~~and ~~nature~~need ofadditional ~~the~~capital ~~infringing activity, the level of infringement, whether the infringing activity is essential~~ to ~~the~~fund ~~target’s~~our ~~business and whether the target generates revenues from the infringing activity~~activities.

We ~~craft~~currently ahave ~~licensing~~no ~~fee~~operations ~~schedule~~and inexpect to ancontinue ~~effort~~ to ~~maximize~~incur alosses ~~Portfolio’s~~for ~~profitability.~~the ~~Factors~~foreseeable ~~considered~~future. Unless inwe ~~developing~~complete a ~~licensing~~business ~~fee~~combination ~~schedule~~with ~~include~~an ~~the~~operating company, ~~total~~we ~~number~~will ofnot ~~infringers~~generate ~~that~~any ~~are~~revenues ~~identified,~~in the ~~number~~future ofand ~~patents~~we inwill ~~the~~continue ~~Portfolio~~to incur expenses related to identifying and ~~the~~acquiring an ~~value~~operating ofcompany ~~the~~and ~~infringing~~compliance ~~activity~~with toour ~~the~~reporting ~~target’s~~obligations ~~business.~~under applicable federal securities laws. We ~~design~~will need ato ~~licensing~~raise ~~fee~~additional ~~schedule~~funds, toand ~~also~~such ~~increase~~funds ~~the~~may ~~likelihood~~not ~~that~~be aavailable ~~target~~on ~~will~~commercially ~~agree~~acceptable terms, if at all. If we cannot raise funds on acceptable terms, we may not be able to ~~license~~continue ato ~~Portfolio~~execute ~~without~~our ~~engaging~~plan to acquire an operating company and in ~~costly~~the ~~litigation~~extreme case, liquidate the Company.

InWe ~~some~~may ~~instances, a target will~~ not ~~agree~~be able to ~~license~~acquire aan ~~Portfolio~~operating company and ~~chooses~~if towe ~~litigate.~~complete Insuch ~~those~~an ~~cases~~acquisition, we ~~will~~expect ~~assist~~that ~~our~~we ~~client~~will ~~with~~need ~~the~~to ~~selection~~raise ~~and~~additional ~~management of a legal team that will handle the litigation~~capital.

~~Client~~Our ~~Base~~sole business objective is to acquire an operating company. As of the date of this report, we have identified and evaluated potential acquisition targets, engaged in discussions and due diligence activities regarding the acquisition of an operating company, and entered into an agreement to acquire an operating company which was subsequently terminated. There can be no assurance that we will be able to identify a suitable operating company to acquire or complete such an acquisition. In the event that we complete such an acquisition, we expect that we will need to raise substantial additional capital. We intend to rely on external sources of financing to meet any capital requirements and to obtain such funding through the debt and equity markets. We cannot assure you that we will be able to obtain additional funding when it is required or that it will be available to us on commercially acceptable terms, if at all. If we fail to obtain such necessary funding, any such acquisition may not be successful.

The Company’s clients will primarily be individual inventors and small companies who have limited resources and/or expertise to effectively leverage their Portfolios. We acquire clients through various sources including referrals from patent attorneys, appearances at trade shows and via the Company’s web site.4

~~Competition~~Our board of directors has sole discretion to identify and evaluate acquisition candidates and complete acquisitions without approval of our stockholders.

~~The~~We ~~Company~~have ~~expects~~not todeveloped ~~encounter~~any ~~competition~~specific inacquisition guidelines ~~the~~and ~~area~~we ofare ~~client~~not ~~acquisition~~obligated asto ~~the~~follow ~~number~~any ofparticular ~~companies~~operating, ~~entering~~financial, ~~this~~geographic ~~market~~or isother ~~increasing.~~criteria ~~Companies~~in ~~such~~evaluating ascandidates for ~~British~~potential ~~Technology~~acquisitions ~~Group,~~or ~~Rembrandt~~business ~~Management~~combinations. ~~Group,~~We ~~Intellectual~~will ~~Ventures~~target ~~LLC~~companies ~~and~~that ~~Acacia~~we ~~Technologies~~believe ~~Group~~will ~~are~~provide ~~already~~the inbest ~~the~~potential ~~business~~long-term financial ofreturn ~~acquiring~~for ~~the~~our ~~rights~~stockholders toand ~~patents~~we ~~for~~will determine the ~~purpose~~purchase ofprice ~~enforcement~~and other terms and weconditions ~~expect~~of ~~more~~acquisitions ~~companies~~without review toor ~~enter~~approval ~~the~~of ~~market~~our stockholders. Accordingly, Weour ~~also~~stockholders ~~compete~~will ~~with~~not ~~venture~~have ~~capital~~the ~~firms~~opportunity ~~and~~to ~~various~~evaluate ~~industry~~the relevant ~~leaders~~economic, financial and other information that ~~may~~our ~~have~~board ~~more~~of ~~financial~~directors will use and ~~human~~consider ~~resources~~in ~~than~~deciding wewhether ~~do.~~or not to enter into a particular transaction.

~~We do not have sufficient capital to operate our business and will require additional funding to sustain operations through the next twelve months.~~ There is nointense ~~assurance~~competition ~~that~~for weprivate companies ~~will~~suitable ~~have~~for ~~revenue~~a inmerger ~~the~~transaction ~~future~~of ~~or that we will be able to secure~~ the ~~necessary~~type ~~funding~~contemplated toby ~~develop~~ our ~~business~~board of directors.

~~Government~~There ~~Regulation~~is currently a very competitive market for business opportunities which could reduce the likelihood of consummating a successful business combination. We anticipate we will be an insignificant participant in the business of seeking mergers with, joint ventures with, and acquisitions of small private entities. A large number of established and well-financed entities, including small public companies, venture capital firms, and special purpose acquisition companies, or “SPACs”, are active in mergers and acquisitions of companies that may be desirable target candidates for us. We have significantly less financial resources, technical expertise and managerial capabilities than most of these entities. As result, we may be unable to effectively compete with such entities in identifying possible business opportunities and successfully completing a business combination. These competitive factors may reduce the likelihood of our identifying and consummating a successful business combination.

InAny ~~general,~~potential ~~our~~acquisition ~~consulting activities are not subject to licensing~~ or ~~other~~merger with ~~regulatory~~a ~~requirements.~~foreign Wecompany ~~are~~may subject tous ~~federal, state and local laws and regulations applicable~~ to ~~businesses,~~additional ~~such as payroll taxes on the state and federal levels~~risks. ~~We believe that we are in conformity and will remain in conformity with all applicable laws in all relevant jurisdictions.~~

~~Employees~~If we enter into a business combination with a foreign company, we will be subject to risks inherent in business operations outside of the United States. These risks include, without limitation, language differences, unfavorable tax policies, tariffs, regulatory hurdles, currency fluctuations, trade embargoes, political instability, risks related to shipment of raw materials and finished goods across national borders, and cultural differences. Foreign economies may differ favorably or unfavorably from the United States economy in growth of gross national product, rate of inflation, market development, rate of savings, and capital investment, resource self-sufficiency and balance of payments positions, and in other respects.

WeRisks ~~have~~Related noto ~~full~~Our ~~time employees at this time. All functions including development, strategy, negotiations and clerical are currently being provided by Neil Rock, our President, at no salary.~~ Stock

6There is a very limited market for our common stock.

~~Item~~There 1Ais no active trading market for our common stock. Our common stock is not eligible for trading on any national or regional securities exchange. Our common stock is eligible for trading on the OTCQB. This market tends to be substantially less liquid than national and regional securities exchanges. To date, there has been very limited trading of our common stock. We cannot provide you with any assurance that an active trading market for our common stock will develop, or if such a market develops, that it will be sustained.

~~Risk~~Applicable ~~Factors~~ SEC Rules governing the trading of “penny stocks” limits the trading and liquidity of our common stock which may affect the trading price of our common stock.

~~You~~Our ~~should~~common ~~carefully~~stock ~~consider~~currently ~~the~~trades ~~following~~on ~~risk factors that affect our business~~the OTCQB. ~~Such~~ Since ~~risk factors could cause~~ our ~~actual~~common ~~results~~stock continues to ~~differ~~trade ~~materially~~below ~~from~~$5.00 ~~those~~per ~~that~~share, ~~are~~our ~~expressed~~common orstock ~~implied~~is byconsidered ~~forward-looking~~a ~~statements~~“penny stock” ~~contained~~and ~~herein.~~is ~~Some~~subject ofto ~~the~~SEC ~~risks~~rules ~~described~~and ~~relate~~regulations ~~principally~~that toimpose ~~our~~limitations ~~business~~upon ~~and~~ the ~~industry~~manner in which ~~we operate. Others relate principally to the securities market and ownership of~~ our ~~capital~~shares ~~stock.~~can ~~The~~be ~~risks and uncertainties described below are not the only ones we face~~publicly traded. ~~Additional~~These ~~risks~~regulations ~~are~~require ~~described elsewhere in this report under~~ the ~~Item~~delivery, 1prior –to ~~Business,~~any ~~Item~~transaction 3involving –a ~~Legal~~penny ~~Proceedings~~stock, ~~and~~of ~~Item~~a 7disclosure –document ~~Management’s~~explaining the ~~Discussion~~penny ~~and~~stock ~~Analysis~~market ~~of Financial Condition~~ and ~~Results~~the ofassociated ~~Operation~~risks. Under ~~sections~~these regulations, ~~among~~brokers ~~others.~~who ~~Other~~recommend ~~risks~~penny ~~and~~stocks ~~uncertainties~~to ~~that~~persons other wethan ~~are~~established ~~unaware~~customers ~~of,~~ or ~~that~~certain weaccredited ~~currently~~investors ~~deem~~must ~~immaterial,~~make ~~also~~a ~~may~~special ~~become~~written ~~important~~suitability ~~factors~~determination ~~that~~for ~~affect~~the purchaser ~~us.~~and ~~Our~~receive ~~business,~~the ~~financial~~purchaser's ~~condition~~written oragreement ~~results~~to ofa ~~operations~~transaction ~~could~~prior beto ~~materially~~sale. These ~~and~~regulations ~~adversely~~may ~~affected~~have bythe effect ~~any~~ of ~~these~~limiting ~~risks, and~~ the trading ~~price~~activity of our common stock ~~could~~and ~~decline.~~reducing ~~The~~the ~~discussion~~liquidity of ~~our~~an ~~risk~~investment ~~factors should be read~~ in ~~conjunction~~our ~~with~~common ~~the financial statements and notes thereto included herein~~stock.

~~Risk Factors Relating to Our Business~~5

~~The~~We ~~Company~~intend ~~depends upon relationships with others~~ to ~~acquire~~raise ~~technology~~additional ~~opportunities~~capital in ~~that~~the ~~can develop into revenues and~~future, ~~if it is unable to maintain~~ and ~~generate~~such ~~new~~additional ~~relationships,~~capital ~~then~~may ~~the~~be ~~Company’s~~dilutive ~~revenue~~to ~~may~~stockholders ~~not~~or ~~increase~~impose ~~and~~operational ~~may decline~~restrictions.

~~The~~We ~~Company~~intend ~~does~~to ~~not~~raise ~~invent~~additional ~~new~~capital ~~technologies~~in the orfuture ~~products;~~to ithelp ~~depends~~fund onour ~~acquiring~~operations ~~exclusive~~through ~~relationships~~sales ~~with~~of ~~new~~shares ~~patents~~of ~~and~~our ~~inventions~~common ~~through~~stock ~~its~~or ~~relationships~~securities ~~with~~convertible ~~inventors,~~into ~~universities,~~shares ~~research~~of ~~institutions~~our common stock, ~~and~~as ~~others.~~well Ifas ~~the~~issuances ~~Company~~of isdebt. Additional ~~unable~~convertible todebt ~~maintain~~or ~~those~~equity ~~relationships~~financing ~~and~~may ~~continue~~be dilutive to ~~grow~~our ~~new~~stockholders and ~~relationships~~debt financing, ~~then~~if itavailable, may ~~not~~involve berestrictive ~~able~~covenants tothat ~~identify~~may ~~new~~limit ~~technology-based~~our ~~opportunities~~operating ~~for growth and sustainable revenue~~flexibility. If ~~Further,~~additional capital ~~because~~is weraised ~~rely~~through ~~upon~~the ~~acquiring~~issuance ~~technology~~of ~~developed~~shares ~~others,~~of weour ~~cannot~~common bestock ~~certain~~or ~~that~~securities weconvertible ~~will~~into beshares ~~able~~of toour ~~obtain~~common stock, the ~~volume~~percentage ~~and~~ownership ~~quality~~ of ~~available~~our ~~new~~stockholders ~~portfolios~~will ~~necessary~~be toreduced. These ~~increase~~stockholders ~~our~~may ~~growth.~~experience Ifadditional wedilution in ~~are~~net ~~unable~~book tovalue ~~obtain~~per ~~the~~share ~~necessary~~and ~~volume~~any ~~and~~additional ~~quality~~equity ofsecurities ~~new~~may ~~technologies~~have rights, ~~then~~preferences weand ~~may~~privileges ~~need~~senior to ~~reduce~~those ~~operations~~of the orholders ~~revise~~of our ~~business~~common ~~model~~stock.

WeThe ~~may~~trading ~~not~~price beof ~~successful~~our incommon ~~identifying~~stock is ~~market~~likely ~~needs for new technologies and developing new products~~ to ~~meet~~be ~~those~~highly ~~needs~~volatile.

The ~~success~~trading price of our ~~business~~shares ~~model~~may ~~depends~~from time onto ~~our~~time ~~ability~~fluctuate towidely. The ~~identify~~trading ~~correctly~~price ~~market~~may ~~needs~~be ~~for~~affected ~~new~~by ~~technologies.~~a Wenumber ~~intend~~of tofactors ~~identify~~including ~~new~~events ~~market~~described ~~needs~~in the risk factors set forth in this report as well as our operating results, ~~but~~financial wecondition, ~~may~~announcements ~~not~~regarding ~~always~~our ~~have~~business, general ~~success~~economic inconditions ~~doing~~and soother events or factors. In ~~Furthermore~~addition, wethe ~~must~~stock ~~identify~~market has experienced significant price and volume fluctuations that have particularly affected the ~~most~~price ~~promising~~of ~~technologies~~many ~~from~~small acapitalization ~~sizable~~companies ~~pool~~and that often have been unrelated or disproportionate to the operating performance of ~~projects~~these companies. Market Iffluctuations ~~our~~such ~~commercialization~~as ~~strategy~~these ~~process~~may seriously ~~fails~~harm tothe ~~identify~~market ~~projects~~price ~~with~~of ~~commercial~~our ~~potential~~common orstock. Further, ifsecurities ~~management~~class ~~does~~action ~~not~~suits ~~ensure~~have ~~that~~been ~~such~~filed ~~projects~~against companies ~~advance~~following toperiods of market volatility in the ~~commercialization~~price ~~stage~~of their securities. If such an action is instituted against us, we may ~~not~~incur ~~successfully~~substantial ~~commercialize~~costs ~~new~~and ~~products~~a diversion of management attention and ~~grow~~resources, which would seriously harm our ~~revenues~~business, financial condition and results of operations.

~~Our growth strategy requires that we not only identify new technologies that meet market needs, but that we also develop successful commercial products that address those needs.~~ We face several challenges in developing successful new products. We expect that one or more of the potential products we choose to commercialize will not be technologically feasible or will not achieve commercial acceptance, and we cannot predict which, if any, of our portfolios we will successfully develop or commercialize. The technologies we research and develop are new and steadily changing and advancing. The products that are derived from these technologies may not be applicable or compatible with the state of technology or demands in existing markets. Our existing portfolios may become uncompetitive or obsolete if our competitors adapt more quickly than we do ~~to new technologies and changes in customers’ requirements. Furthermore, we may~~ not beintend ~~able~~ to ~~identify~~pay ifdividends ~~and when new markets will open for portfolios given that future applications of any given product may not be readily determinable, and we cannot reasonably estimate~~ in the ~~size~~foreseeable ~~of any markets that may develop~~future. ~~If we are not able to successfully develop new products, we may be unable to increase our product revenues.~~

~~Competition~~We ishave ~~intense~~never indeclared ~~the~~or ~~industries~~paid ina ~~which~~dividend on weour docommon ~~business and~~stock. Accordingly, we ~~may~~do not beanticipate ~~able~~paying toany ~~grow~~dividends orin ~~maintain~~the ~~our~~foreseeable ~~market~~future ~~share~~and ~~for~~investors seeking ~~our~~dividend ~~technologies~~income ~~and~~should ~~patents~~not purchase our common stock.

We ~~expect~~are tonot ~~encounter~~subject ~~competition in the area of patent licensing, sales and enforcement as the number of companies entering this market is increasing. This includes competitors seeking~~ to ~~represent~~certain or acquire the same or similar patents and technologies that we may seek to represent. Companies such as British Technology Group, Rembrandt Management Group, Intellectual Ventures LLC and Acacia Technologies Group are already in the business of ~~acquiring~~ the corporate ~~rights~~governance toprovisions ~~patents for the purpose~~ of ~~enforcement, and we expect more companies to enter~~ the ~~market.~~Sarbanes-Oxley AsAct ~~new technological advances occur, many~~ of ~~our patented technologies may become obsolete before they are completely monetized~~2002. If we are unable to replace obsolete Portfolios with more technologically advanced patented technologies, then this obsolescence could have a negative effect on our ability to generate future revenues.

WeSince ~~also~~our ~~compete~~common ~~with~~stock ~~venture~~is ~~capital~~not ~~firms~~listed ~~and~~for trading ~~various~~on ~~industry~~a ~~leaders~~national ~~for~~securities ~~technology~~exchange, ~~licensing~~we ~~opportunities.~~are ~~Many~~not subject to certain of ~~these~~the ~~competitors~~corporate ~~may~~governance ~~have~~requirements ~~more~~established by the national securities exchanges pursuant to the Sarbanes-Oxley Act of 2002. These include rules relating to independent directors, director nomination, audit and compensation committees, retention of audit committee financial expert and ~~human~~the ~~resources~~adoption ~~than~~of wea docode of ethics. Unless Aswe voluntarily elect to fully comply with those obligations, which we ~~become~~have ~~more~~not ~~successful~~to date, the protections that these corporate governance provisions were enacted to provide will not exist with respect to us. While we may ~~find~~make an ~~more~~application ~~companies~~to ~~entering~~have ~~the~~our ~~market~~securities listed for ~~similar~~trading ~~technology~~on ~~opportunities~~a national securities exchange, which ~~may~~would ~~reduce~~require ~~our~~us ~~market~~to ~~share~~fully incomply with ~~one~~those orobligations, ~~more~~we ~~technology~~cannot ~~industries~~assure you that we ~~currently~~will ~~rely~~make ~~upon~~such application, that we would be able to ~~generate~~satisfy ~~future~~applicable ~~revenue~~listing standards, or if we did satisfy such standards, that we would be successful in such application.

7We are required to comply with Section 404a of the Sarbanes-Oxley Act of 2002 and if we fail to comply in a timely manner, our business could be harmed and our stock price could decline.

~~Our~~Rules ~~quarterly~~adopted ~~operating~~by ~~results~~the ~~may~~SEC ~~fluctuate~~pursuant ~~and~~to ~~cause~~Section 404a of the Sarbanes-Oxley Act of 2002 require annual assessment of our ~~stock~~internal ~~price~~controls over financial reporting, Starting with our fiscal year ended September 30, 2008, we became subject to ~~decline~~the requirements of Section 404a. Any failure to maintain adequate controls could result in delays or inaccuracies in reporting financial information or non-compliance with SEC reporting and other regulatory requirements, any of which could adversely affect our business and stock price.

~~Because~~Item of the nature of our business, our quarterly revenues and operating results could fluctuate significantly from quarter to quarter in the future which could cause the market price of our common stock to decline2. ~~The following are among the factors that could cause the Company’s operating results to fluctuate significantly from period to period:~~Properties

·The Company’s offices are located at 1202 Lexington Avenue, Suite 355, New York, New York 10028. We consider our facilities to be well utilized, well maintained, and in good operating condition. Further, we consider the facilities to be suitable for their intended purposes and to have capacities adequate to meet current and projected needs for our operations.

~~the performance of our third-party licensees;~~6

·Item 3. Legal Proceedings

~~costs~~There ~~related~~are no pending legal proceedings to ~~acquisitions~~which the Company is a party or in which any director, ~~alliances~~officer or affiliate of the Company, ~~licenses~~any ~~and~~owner ~~other~~of ~~efforts~~record or beneficially of more than 5% of any class of voting securities of the Company, or security holder is a party adverse to ~~expand~~the ~~our~~Company ~~operations;~~or has a material interest adverse to the Company. The Company’s property is not the subject of any pending legal proceedings.

·Item 4. Removed and Reserved.

~~the~~PART ~~timing of payments under the terms of any customer or license agreements into which the Company may enter;~~II

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

~~expenses~~Market ~~related to patent filings and other enforcement proceedings relating to Portfolios we represent; and~~Information

·Our common stock is quoted on the OTCQB under the symbol “CRWD”. As of January 15, 2013, no public market in our common stock has yet developed and there can be no assurance that a meaningful trading market will subsequently develop.

~~general and economic market conditions.~~Holders

~~New~~As ~~legislation,~~of ~~regulations~~January or15, ~~rules~~2013, ~~related~~we tohad ~~obtaining~~approximately 22 ~~patents~~record orholders ~~enforcing~~of ~~patents~~shares ~~could~~of ~~significantly increase~~ our ~~Company’s~~common ~~operating costs and decrease its revenue~~stock.

Our Company will derive revenues from the sale, licensing and enforcing of IP contained in our Portfolios. If new legislation, regulations or rules are implemented either by Congress, the United States Patent and Trademark Office, or the courts that impact the patent application process, the patent enforcement process or the rights of patent holders, these changes could negatively affect our expenses and revenue. For example, new rules regarding the burden of proof in patent enforcement actions could significantly increase the cost of our enforcement actions, new standards or limitations on liability for patent infringement could negatively impact our revenue derived from such enforcement actions and changes in the law regarding the enforceability of patents could decrease the revenues we derive from the sale of patents to third-parties. Although we cannot predict if or how any future legislation or court decisions would impact our business, any future changes in the law could limit our ability to collect on our Portfolios which could reduce our profitability and harm our business.Dividends

~~Trial~~We ~~judges~~have not declared or paid dividends on our Common Stock since our formation, and ~~juries~~we ~~often~~do ~~find~~not itanticipate ~~difficult~~paying todividends ~~understand~~in ~~complex~~the ~~patent~~foreseeable ~~enforcement~~future. ~~litigation~~Declaration or payment of dividends, if any, in the future, will be at the discretion of our Board of Directors and aswill adepend ~~result~~on our then current financial condition, weresults ~~may~~of ~~need~~operations, tocapital ~~appeal~~requirements ~~adverse~~and ~~decisions~~other factors deemed relevant by ~~lower~~the ~~courts~~board inof ~~order~~directors. toThere ~~successfully~~are ~~enforce~~no contractual restrictions on our ~~patents~~ability to declare or pay dividends.

ItStock isTransfer difficult to predict the outcome of patent enforcement litigation at the trial level. It is often difficult for juries and trial judges to understand complex, patented technologies, and as a result, there is a higher rate of successful appeals in patent enforcement litigation than more standard business litigation. Such appeals are expensive and time consuming, resulting in increased costs and delayed revenue. Although we will diligently pursue enforcement litigation, we cannot predict with significant reliability the decisions made by juries and trial courts.Agent

~~More~~Our ~~patent~~stock ~~applications~~transfer ~~are~~agent ~~filed~~is ~~each~~VStock ~~year~~Transfer, LLC, ~~resulting~~77 inSpruce ~~longer~~Street, ~~delays~~Suite in201, ~~getting~~Cedarhurst, ~~patents~~New ~~issued~~York by11516 ~~the~~and ~~United~~its ~~States~~telephone ~~Patent~~number ~~and~~is ~~Trademark~~(212) ~~Office~~828-8436.

~~Our~~Recent ~~Portfolios~~Sales ~~may also include pending patents that our clients seek to monetize. We have identified a trend~~ of ~~increasing~~Unregistered patent applications each year, which we believe is resulting in longer delays in obtaining approval of pending patent applications. The delays could cause delays in recognizing revenue from these patents and could cause us to miss opportunities to license patents before other competing technologies are developed or introduced into the market.Securities

~~Federal~~On ~~court~~August ~~dockets~~6, ~~are~~2012, ~~becoming~~we ~~more~~entered ~~crowded~~into subscription agreements with several accredited investors, pursuant to which it issued and assold aan ~~result~~aggregate of 1,607,950 ~~patent~~shares ~~enforcement~~of ~~litigation~~common isstock at ~~taking~~a ~~longer~~purchase price of $0.02 per share for aggregate proceeds of $32,159.

~~Patent~~We ~~enforcement~~issued ~~actions~~the ~~will~~foregoing ~~almost~~securities ~~exclusively be prosecuted~~ in ~~federal~~reliance on ~~court.~~the ~~Federal~~safe ~~trial~~harbor ~~courts~~and ~~that~~exemptions ~~hear~~from ~~patent~~registration ~~enforcement~~provided ~~actions~~under ~~also~~Rule ~~hear~~506 ~~criminal~~of ~~cases.~~Regulation ~~Criminal~~D ~~cases~~and/or ~~always~~Section ~~take~~4(2) ~~priority~~of ~~over~~the ~~patent~~Securities Act ~~actions.~~of As1933, aas ~~result~~amended, itand isRegulation ~~difficult~~S tofor ~~predict~~sales ~~the length of time it will take~~ to ~~complete~~foreign ~~an enforcement action. Moreover~~persons, weto ~~believe there is~~ a ~~trend~~limited innumber ~~increasing numbers~~ of ~~civil~~accredited ~~lawsuits~~investors, ~~and~~employees, service ~~criminal proceedings before federal judges~~providers, ~~and~~or ascreditors awith ~~result,~~whom we ~~believe~~had ~~that~~prior ~~the~~relationships, ~~risk~~without ofengaging ~~delays~~ in ~~our~~any ~~patent~~general ~~enforcement~~solicitation, ~~actions~~and ~~will~~without payment ~~have~~of aunderwriter ~~greater~~discounts ~~affect~~or oncommissions ~~our~~to ~~business~~any ~~in the future unless this trend changes~~person.

~~Any~~In ~~reductions~~May in2012, ~~the~~we ~~funding~~entered into subscription agreements with certain existing stockholders of the ~~United~~Company ~~States~~pursuant ~~Patent~~to ~~and~~which ~~Trademark~~we ~~Office~~issued ~~could~~and ~~have~~sold an ~~adverse~~aggregate ~~impact~~of on108,080 shares of the ~~cost~~Company’s common stock for gross proceeds of ~~processing~~$10,808. ~~pending~~The ~~patent~~securities ~~applications~~were ~~and~~issued in a private placement transaction to a limited number of accredited investors in reliance upon an exemption from registration provided by Section 4(2) of the ~~value~~Securities Act of ~~those~~1933, ~~pending~~as ~~patent~~amended, ~~applications~~which exempts transactions by an issuer not involving a public offering.

~~The~~During ~~Portfolios from which~~ the ~~Company~~period ~~derives~~ended ~~revenues~~December ~~consists~~31, ~~of issued patents as well as pending patent applications before~~ 2011, the ~~U.S.~~Company ~~Patent~~issued and ~~Trademark~~sold ~~Office~~an ~~(USPTO).~~aggregate ~~The value~~ of ~~our~~98,611 ~~patent~~shares ~~portfolios is dependent upon the issuance~~ of ~~patents~~common instock at a ~~timely~~purchase ~~manner,~~price ~~and~~of ~~any~~$0.10 ~~reductions~~per inshared ~~the~~to ~~funding~~four ofaccredited investors ~~the~~for ~~USPTO~~aggregate ~~could~~proceeds ~~negatively impact the value~~ of ~~our assets~~$9,861.

~~The~~We ~~patented~~issued ~~technologies~~the weforgoing ~~represent~~securities ~~face~~in ~~uncertain~~reliance on ~~market~~the ~~value~~safe harbor provided under Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933 as amended, without payment of commissions to any person.

WeItem ~~represent~~7. ~~patents~~Management’s ~~and~~Discussion ~~technologies that are at early stages of adoption in the commercial~~ and ~~consumer~~Analysis ~~markets. Demand for some~~ of ~~these~~Financial ~~technologies~~Condition ~~is untested~~ and isResults ~~subject to fluctuation based upon the rate at which our licensees will adopt our patents and technologies in their products and services. Accordingly, the market value~~ of ~~the patented technologies we represent and the revenues we may derive from such patented technologies is uncertain.~~Operations

AsForward-Looking ~~patent licensing campaigns become more prevalent, it may become more difficult for us to voluntarily license our patents.~~Statements

AsThe ~~patent~~statements ~~licensing~~contained ~~campaigns~~in ~~become~~all ~~more~~parts ~~prevalent,~~of this ~~companies~~document ~~may~~that ~~resist~~are ~~licensing~~not ~~our~~historical ~~patents~~facts ~~voluntarily~~are, inor ~~order~~may be deemed to ~~deter~~be, ~~additional~~"forward-looking ~~patent~~statements" ~~license~~within ~~requests~~the ~~from~~meaning of usSection or27A ~~from~~of ~~others.~~the AsSecurities aAct ~~result,~~of we1933 ~~may~~and ~~need~~Section to21E ~~increase~~of the ~~number~~Securities Exchange Act of ~~our~~1934. ~~patent~~Such ~~enforcement~~forward-looking ~~actions~~statements include, tobut ~~cause~~are ~~infringing~~not ~~companies~~limited to, ~~license~~those relating to the ~~patent~~following: orthe ~~pay~~Company's ~~damages~~ability to secure necessary financing; plans for opening ~~lost~~one ~~royalties.~~or ~~This~~more ~~may~~restaurant ~~increase~~units (including the ~~risks~~scope, ~~associated~~timing, ~~with~~impact anand ~~investment~~effects thereof); expected growth; future operating expenses; future margins; fluctuations in ~~our~~interest ~~Company~~rates; ability to continue to grow and implement growth, and regarding future growth, cash needs, operations, business plans and financial results and any other statements that are not historical facts.

~~The~~When ~~success~~used ofin this document, the ~~Company~~words ~~depends~~"anticipate," "estimate," "expect," "may," "plans," "project," and similar expressions are intended to be among the statements that identify forward-looking statements. Actual results may differ significantly from the results discussed in ~~part~~the forward-looking statements. Such statements involve risks and uncertainties, including, but not limited to, those relating to costs, delays and difficulties related to the Company’s dependence on ~~our~~its ability to attract and retain skilled managers and other personnel; competition within the ~~best~~industry ~~legal~~in ~~counsel~~which the Company operates; the uncertainty of the Company's ability to ~~represent~~manage ~~our~~and ~~Portfolios~~continue its growth and implement its business strategy; its vulnerability to general economic conditions; accuracy of accounting and other estimates; the Company's future financial and operating results, cash needs and demand for its services; and the Company's ability to maintain and comply with permits and licenses; as well as other risk factors described in this ~~patent~~Annual ~~enforcement~~Report. ~~actions~~Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual outcomes may vary materially from those projected.

The success of IP Technology Services, Inc. depends upon our ability to retain the best legal counsel to prosecute patent infringement litigation. As our patent enforcement actions increase, it will become more difficult to find the best legal counsel to handle all of our cases because many law firms may have a conflict of interest that prevents its representation of our company.Overview

~~The~~We ~~Company~~were ~~may~~incorporated ~~rely~~pursuant to the laws of the State of Delaware on ~~representations~~June 6, 2007 for the purpose of providing services to individual inventors and ~~opinions~~small ~~made~~companies byto ~~third~~assist them ~~parties~~in ~~that~~generating revenues through the sale, iflicense ~~determined~~and/or commercialization of their intellectual property portfolios. Having been unable to beexecute ~~false~~our orbusiness ~~inaccurate~~plan, ~~may~~we ~~expose~~have exited this business and are, therefore, considered a shell company under applicable rules of the ~~Company~~SEC, topromulgated ~~certain~~under ~~liabilities~~the Exchange Act. In that ~~could~~regard, bewe ~~material~~are actively seeking to complete a business combination with an operating company.

~~From~~We ~~time~~have tolimited ~~time~~cash resources, ~~the~~have ~~Company~~incurred losses ~~may~~since ~~rely~~inception, ~~upon~~and ~~representations~~have ~~made~~been byunable ~~third parties from whom the Company acquires the exclusive rights~~ to ~~license,~~execute ~~sell~~our ~~and~~business ~~enforce patents~~plan. We ~~also~~will ~~may~~need ~~rely~~to ~~upon~~raise ~~the~~funds ~~opinions~~during ofthe ~~purported~~next twelve ~~experts.~~months Into ~~certain~~execute ~~instances,~~our webusiness ~~may~~plan ~~not have the opportunity~~ to ~~independently~~acquire ~~investigate~~an ~~and~~operating ~~verify the facts upon which such representations and opinions are made~~company. In Byorder ~~relying~~to oncontinue ~~these representations and opinions~~operations, ~~the~~we ~~Company~~must continue ~~may be exposed~~ to ~~liabilities~~raise ~~in connection with~~ the ~~licensing,~~capital ~~sale~~necessary ~~and~~to ~~enforcement~~fund ofour ~~certain~~activities ~~patents~~ and ~~patent~~our ~~rights.~~long-term Itviability isand ~~difficult~~growth towill ~~predict~~ultimately ~~the~~depend ~~extent~~upon acquiring ~~and~~a ~~nature~~successful ofoperating ~~such liabilities which~~company, inas ~~some~~to ~~instances,~~which ~~may~~there can be ~~material~~no assurance.

WePlan ~~may not be able~~ to ~~raise~~Acquire ~~sufficient~~an ~~capital~~Operating ~~or generate adequate revenue to meet our obligations and fund our operating expenses.~~Company

~~Failure~~Our tocurrent ~~raise~~business ~~adequate~~plan ~~capital~~consists solely of identifying and ~~generate~~acquiring ~~adequate~~a ~~revenues~~suitable tooperating ~~acquire~~company ~~exclusive~~and ~~relationships~~compliance with ~~new~~our ~~patents~~reporting obligations under federal securities laws. On August 31, 2012, we entered into an Agreement of Merger and ~~inventions~~Plan of Reorganization (the “Merger Agreement”) with click2cause.com Inc., a privately held Nevada corporation (“C2C”) and ~~sustain~~C2C ~~our~~Acquisition ~~operations~~Corp., ~~could~~a ~~result~~Nevada incorporation and ~~our~~wholly-owned ~~having~~subsidiary toof ~~curtail~~the orCompany ~~cease~~(“Acquisition ~~operations~~Sub”). Under ~~Additionally~~the terms of the Merger Agreement, ~~even~~C2C ifwas weto domerge ~~raise~~with ~~sufficient~~and ~~capital~~into Acquisition Sub and ~~generate~~thereafter ~~revenues~~become toa ~~support~~wholly ~~our~~owned ~~operating~~subsidiary ~~expenses~~of the Company. On December 10, ~~there~~2012, ~~can~~the beCompany nonotified ~~assurances~~C2C that ~~the~~it ~~revenue~~was ~~will~~terminating bethe ~~sufficient~~Merger Agreement pursuant to ~~enable~~Section us9.01(e) of tothe ~~develop~~Merger ~~business~~Agreement as the closing had not occurred on or prior to aOctober ~~level~~15, ~~where~~2012. itAs ~~will~~of ~~generate~~the ~~profits~~date ~~and~~of ~~cash~~this ~~flows~~report, our ~~from~~current ~~operations~~focus is on the crowdfunding industry, however, we are not restricting our search for a target company to any specific business, industry or geographical location.

~~Going~~We ~~Concern~~anticipate that the selection of a business combination will be complex and subject to substantial risk. Based on general economic conditions, technological advances being made in some industries and shortages of available capital, we believe that there are numerous firms seeking access to the capital markets and/or the perceived benefits of becoming a publicly traded corporation. Such perceived benefits include, among other things, facilitating or improving the terms on which additional equity financing may be obtained, providing liquidity for the principals of and investors in a business, creating a means for providing incentive stock options or similar benefits to incentivize key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the like through the issuance of stock. Potentially available business combinations may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.

The report of the Company's independent registered public accounting firm on the Company's financial statements for the fiscal years ended September 30, 2010 and 2009 contains an explanatory paragraph regarding the Company's ability to continue as a going concern based upon the Company's history of net losses since its inception.8

~~During~~Unless ~~fiscal 2010,~~ we ~~did~~acquire ~~not~~an ~~earn~~operating ~~revenues from our business operations. Accordingly~~company, we ~~may~~do benot ~~required~~expect to ~~raise~~retain ~~cash~~any ~~from~~additional ~~sources~~personnel, ~~other~~incur ~~than~~any ~~our operations in order to continue our business plan. We may raise this additional~~ capital ~~either~~expenditures, ~~through debt~~ or ~~equity.~~incur Noany ~~assurance~~research ~~can~~and bedevelopment ~~given that such efforts will be successful~~expenses. ~~We have no specific plans at present for raising additional capital.~~

IfOur ability to generate future revenue and earnings is dependent on identifying and acquiring an operating company. Although we ~~are~~have ~~unable~~evaluated topotential ~~obtain~~acquisition targets ~~additional~~and ~~funding~~engaged in general discussions and due diligence activities regarding the acquisition of an operating company, ~~our~~we ~~business~~have not ~~operations~~entered ~~will~~into beany ~~harmed~~agreement to acquire an operating company. There ~~Even~~can ifbe no assurance that we dowill ~~obtain~~be ~~additional~~able ~~financing~~to identify an acceptable operating company, ~~our~~complete ~~then~~an ~~existing~~acquisition, ~~shareholders~~or ~~may~~that ~~suffer~~any ~~substantial~~business ~~dilution~~we acquire will generate profits or increase the our value.

WeResults ~~may~~of require additional funds to operate our business. It is possible that additional capital will be required to effectively support the operations and to otherwise implement our overall business strategy. The inability to raise the required capital will restrict our ability to grow and may reduce our ability to continue to conduct business operations. If we are unable to obtain necessary financing, we will likely be required to curtail our business plans which could cause the Company to become dormant. We currently do not have any arrangements or agreements to raise additional capital. Any additional equity financing may involve substantial dilution to our then existing shareholders.Operations

9We currently have no operations. Our results of operations consists solely of operating expenses. We incurred a net loss of $53,937 for the year ended September 30, 2012 as compared to a net loss of $23,373 for the year ended September 30, 2011.

~~Because~~We we do not ~~have~~generate anany ~~audit~~revenue orand ~~compensation~~do ~~committee,~~not ~~shareholders~~expect ~~will have~~ to ~~rely~~generate any onfuture ~~our~~revenue ~~President,~~unless ~~who~~we isacquire ~~not~~an ~~independent,~~operating ~~to perform these functions~~company.

WeLiquidity do not have an audit or compensation committee comprised of independent directors. Indeed, we do not have any audit or compensation committee. These functions are performed by our President. Thus, there is a potential conflict of interest in that our president has the authority to determine issues concerning management compensation and ~~audit~~Capital ~~issues that may affect management decisions.~~Resources

~~Shareholders~~At ~~may~~September be30, ~~diluted~~2012, ~~significantly~~we ~~through~~had ~~our~~a ~~efforts~~working capital todeficit ~~obtain~~of ~~financing~~$3,823. Since ~~and~~inception, ~~satisfy~~we ~~obligations~~have funded our operations through ~~issuance~~public ofand ~~additional~~private ~~shares~~offerings of our common stock.

WeOn ~~have~~August ~~no committed source of financing. Wherever possible~~6, ~~our board of directors will attempt to use non-cash consideration to satisfy obligations. In many instances~~2012, we ~~believe~~entered ~~that~~into ~~the~~subscription agreements ~~non-cash~~with ~~consideration~~several ~~will~~accredited ~~consist of shares of our stock. Our board of directors has authority~~investors, ~~without~~pursuant ~~action~~to orwhich ~~vote~~it ofissued ~~the~~and ~~shareholders,~~sold toan ~~issue~~aggregate ~~all or part~~ of ~~the authorized (99~~1,~~000~~607,~~000)~~950 ~~but unissued (96,500,000) common~~ shares. ~~In addition, if a trading market develops for our common stock, we may attempt to raise capital by selling shares~~ of ~~our~~ common stock~~, possibly~~ at a ~~discount~~purchase toprice ~~market. These actions will result in dilution~~ of ~~the ownership interests of existing shareholders, may further dilute common stock book value, and that dilution may be material~~$0.02 ~~Such~~per ~~issuances~~share ~~may~~for ~~also~~aggregate ~~serve~~proceeds ~~to enhance existing management’s ability to maintain control~~ of ~~the Company because the shares may be issued to parties or entities committed to supporting existing management~~$32,159.

~~The~~In ~~Company~~May is2012, ~~and~~we ~~will~~entered ~~continue~~into tosubscription agreements bewith ~~completely~~certain ~~dependent~~existing onstockholders of the ~~services~~Company ofpursuant ~~its~~to ~~president~~which ~~Neil~~we ~~Rock~~issued and sold an aggregate of 108,080 shares of the ~~loss~~Company’s ofcommon ~~whose~~stock ~~services~~for ~~may~~gross ~~cause~~proceeds ~~our~~of ~~business~~$10,808. ~~operations~~During tothe ~~cease~~period ended December 31, 2011, the Company issued and wesold ~~will~~an ~~need~~aggregate toof ~~engage~~98,611 ~~and~~shares ~~retain~~of ~~qualified~~common ~~employees~~stock ~~and~~at ~~consultants~~a purchase price of $0.10 per shared to ~~further~~four ~~implement~~accredited ~~our~~investors ~~strategy~~for aggregate proceeds of $9,861.

~~The~~Item ~~Company’s operations and business strategy are completely dependent upon Neil Rock, our President~~8. HeFinancial isStatements under no contractual obligation to remain employed by us. If he should choose to leave us for any reason before we have hired additional personnel, our operations may fail. Even if we are able to find additional personnel, it is uncertain whether we could find someone who could develop our business along the lines described herein. We will fail without Mr. Rock or an appropriate replacement(s). We intend to acquire key-man life insurance on the life of Mr. Rock naming us as the beneficiary when and ifSupplementary we obtain the resources to do so and Mr. Rock remains insurable. We have not yet procured such insurance, and there is no guarantee that we will be able to obtain such insurance in the future. Accordingly, it is important that we are able to attract, motivate and retain highly qualified and talented personnel and independent contractors.Data

Our ~~articles~~consolidated offinancial ~~incorporation~~statements ~~provide~~ for the ~~indemnification~~years ofended ~~officers~~September 30, 2012 and ~~directors~~2011, attogether ~~our~~with ~~expense~~the ~~and~~report ~~limit~~of ~~their~~Li ~~liability~~& ~~which~~Company, ~~may~~PC ~~result~~dated inJanuary a15, ~~major~~2013, ~~cost~~and tothe usnotes thereto, ~~and~~are ~~hurt~~filed ~~the~~as ~~interests~~part of ~~our~~this ~~shareholders~~Annual ~~because~~Report ~~corporate~~on ~~resources~~Form ~~may~~10-K becommencing ~~expended~~on ~~for~~page F-1 ~~the~~and ~~benefit~~are ofincorporated ~~officers~~herein ~~and/or~~by ~~directors~~reference.

~~Our~~Item ~~articles~~9A. ofControls ~~incorporation~~ and applicable Delaware law provide for the indemnification of our directors, officers, employees, and agents, under certain circumstances, against attorney's fees and other expenses incurred by them in any litigation to which they become a party arising from their association with or activities on our behalf. We will also bear the expenses of such litigation for any of our directors, officers, employees, or agents, upon such person's promise to repay us. Therefore if it is ultimately determined that any such person shall not have been entitled to indemnification, this indemnification policy could result in substantial expenditures by us which we will be unable to recoup.Procedures

10Evaluation of Disclosure Controls and Procedures

~~Our~~An ~~board~~evaluation of ~~directors~~the ~~has~~effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the ~~authority~~Securities Exchange Act of 1934) was carried out by us under the supervision and with the participation of our president, ~~without~~who ~~stockholder~~serves ~~approval~~as our principal executive officer and principal financial officer. Based upon that evaluation, toour ~~issue~~president ~~preferred~~concluded ~~stock~~that ~~with~~as ~~terms~~of September 30, 2012, our disclosure controls and procedures were effective to ensure (i) that ~~may~~information ~~not~~we beare ~~beneficial~~required to ~~common~~disclose ~~stockholders~~in ~~and~~reports ~~with~~that we file or submit under the ~~ability~~Securities toExchange ~~affect~~Act ~~adversely~~of ~~stockholder~~1934 ~~voting~~is ~~power~~recorded, processed, summarized and ~~perpetuate~~reported ~~their~~within ~~control~~the ~~over~~time periods specified in the ~~Company~~SEC’s rules and forms and (ii) that such information is accumulated and communicated to management, including our chief executive officer, in order to allow timely decisions regarding required disclosure.

~~Our certificate of incorporation authorizes the issuance of up to 1,000,000 shares of preferred stock, par value $.0001 per share.~~9

~~The~~Management's ~~specific~~Annual ~~terms~~Report ofon ~~the~~Internal ~~preferred~~Control ~~stock~~Over ~~have not been determined, including:~~Financial Reporting

·Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act). Under the supervision and with the participation of our management, including our president who serves as our principal executive officer and principal financial officer, we conducted an assessment of the effectiveness of our internal control over financial reporting. In making this assessment, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (‘‘COSO’’) in Internal Control — Integrated Framework. Based on management’s assessment based on the criteria of the COSO, we concluded that, as of September 30, 2012, the Company’s internal control over financial reporting was not effective at the reasonable assurance level due to the small size of our staff resulting in a lack of segregation of duties.

~~designations;~~Our internal control system was 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 in the U.S. Our internal control over financial reporting includes those policies and procedures that:

·(i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

~~preferences~~(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the U.S., and that receipts and expenditures of the Company are being made only in accordance with authorization of management and directors of the Company; and

·(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on our consolidated financial statements.

~~conversions~~This ~~rights;~~annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act, which permits us to provide only management’s report in this annual report.

·Changes in Internal Control over Financial Reporting

~~cumulative~~There were no changes in our internal control over financial reporting during the fourth fiscal quarter ended September 30, ~~relative;~~2012 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

·Item 9B Other Information

~~participating; and~~None.

·PART III

~~optional~~Item or10. ~~other~~Directors, ~~rights~~Executive Officers, ~~including:~~and Corporate Governance

oBoard of Directors and Executive Officers

voting rights;

Name	Age	Positions with the Company
Neil Rock	27	President and Director
Harold Kleiman	48	Director

oNeil Rock was elected President and director of the Company in May 2011. Mr. Rock has served as an associate at Goldstrand Investments Inc., a New York-based private investment group, since January 2010. Prior to joining Goldstrand Investments, Mr. Rock was an analyst at Lake Partners, Inc., an investment management firm, from March 2007 through December 2010. Mr. Rock’s experience in analyzing small and medium-sized public and private companies along with his capital markets experience provide the board with significant management insight and understanding of capital markets. Strengthen the board’s collective qualifications, skills, and experience.

~~qualifications;~~10

oHarold Kleiman was appointed as a director of the Company in November 2012. He is the founder and managing member of Olympia Partners, an investment firm based in New York. He serves as the chief investment officer of the firm and is primarily responsible for strategic development, as well as managing the firm’s structuring and trading teams. He graduated from Stony Brook College with a degree in finance. Mr. Kleiman’s management and capital markets experience strengthen the board’s collective qualifications, skills and experience.

~~limitations;~~Section or16(a) Beneficial Ownership Reporting Compliance

oSection 16(a) of the Exchange Act requires our executive officers and directors, and holders of more than 10% of the outstanding shares of our common stock, to file initial reports of ownership and reports of changes in ownership with the Commission. They are also required to furnish us with copies of all Section 16(a) forms that they file with the SEC. Based solely on our review of copies of such forms received by us and/or any written representations from such persons that no other reports were required with respect to our fiscal year ended September 30, 2012, we believe that all Section 16(a) filing requirements were satisfied in a timely fashion during our fiscal year ended September 30, 2012.

~~restrictions~~Code of ~~the preferred stock.~~Ethics

~~Our~~We ~~board~~have ofnot ~~directors~~adopted isa ~~entitled~~Code toof ~~authorize~~Business Conduct ~~the~~and ~~issuance~~Ethics ofthat upapplies to ~~1,000,000~~our ~~shares~~principal ofexecutive ~~preferred~~officer, ~~stock~~principal infinancial ~~one~~officer, orprincipal ~~more~~accounting ~~series~~officer ~~with~~or controller, ~~such~~or ~~limitations~~persons ~~and~~performing ~~restrictions~~similar asfunctions ~~may be determined~~ in ~~its~~that our sole ~~discretion,~~officer ~~with~~and nodirector ~~further~~serves ~~authorization~~in byall ~~security holders required for~~ the ~~issuance~~above ~~thereof~~capacities.

~~The~~Board ~~issuance~~ of ~~preferred~~Directors ~~stock could adversely affect the voting power~~ and ~~other~~Committee rights of the holders of common stock. Preferred stock may be issued quickly with terms calculated to discourage, make more difficult, delay or prevent a change in control of the Company or make removal of management more difficult. As a result, the board of directors' ability to issue preferred stock may discourage the potential hostility of an acquirer, possibly resulting in beneficial negotiations. Negotiating with an unfriendly acquirer may result in, among other things, terms more favorable to us and our stockholders. Conversely, the issuance of preferred stock may adversely affect any market price of, and the voting and other rights of the holders of the common stock. We presently have no plans to issue any preferred stock.Information

Our Board has determined that Mr. Kleiman is “independent” directors as set forth in the rules and regulations of The ~~ability~~Nasdaq Stock Market, including Rule 5605, and Rule 10A-3 of ~~our~~the ~~sole~~Exchange ~~officer~~Act. toWe ~~control~~currently ~~our~~have ~~business~~no ~~may~~compensation ~~limit~~committee or ~~eliminate~~other ~~minority~~board ~~shareholders’~~committee ~~ability~~performing toequivalent functions. ~~influence~~Currently, ~~corporate~~all ~~affairs~~members of our board of directors participate in discussions concerning executive officer compensation.

~~Our~~Stockholder sole officer beneficially owns approximately [89%] of our outstanding common stock. Because of this beneficial stock ownership, he will be in a position to continue to elect our board of directors, decide all matters requiring stockholder approval and determine our policies. His interests may differ from the interests of other shareholders with respect to the issuance of shares, business transactions with or sales to other companies, selection of officers and directors and other business decisions. The minority shareholders would have no way of overriding his decisions. This level of control may also have an adverse impact on the market value of our shares because he may institute or undertake transactions, policies or programs that result in losses, may not take any steps to increase our visibility in the financial community and / or may sell sufficient numbers of shares to significantly decrease our price per share.Nominations

WeThere dowere ~~not~~no ~~expect~~material changes to ~~pay~~the ~~dividends~~procedures by inwhich stockholders may recommend nominees to our board of directors during the ~~foreseeable~~2012 ~~future~~fiscal year.

WeItem ~~have never paid cash dividends on our common stock~~11. WeExecutive do not expect to pay cash dividends on our common stock at any time in the foreseeable future. The future payment of dividends directly depends upon our future earnings, capital requirements, financial requirements and other factors that our board of directors will consider. Since we do not anticipate paying cash dividends on our common stock, return on your investment, if any, will depend solely on an increase, if any, in the market value of our common stock.Compensation

WeSummary ~~may~~Compensation ~~be exposed to potential risks resulting from new requirements under Section 404 of the Sarbanes-Oxley Act of 2002.~~Table

WeThe ~~are~~following ~~required,~~table ~~pursuant~~sets toforth ~~Section~~the ~~404~~compensation earned ofby the ~~Sarbanes-Oxley~~Company’s ~~Act~~principal ofexecutive ~~2002~~officer, toand ~~include~~each ~~in our annual report our assessment~~ of the ~~effectiveness~~Company’s oftwo ~~our~~most ~~internal~~highly ~~control~~compensated ~~over~~executive officers ~~financial~~other ~~reporting.~~than Wethe doprincipal ~~not~~executive ~~have~~officer awhose ~~sufficient~~compensation ~~number~~exceeded of$100,000 ~~employees~~(collectively, tothe ~~segregate~~“Named ~~responsibilities~~Executive Officers”), ~~and~~during ~~may~~the beyears ~~unable~~ended toSeptember ~~afford~~30, ~~increasing~~2012 ~~our~~and ~~staff or engaging outside consultants or professionals to overcome our lack of employees~~2011.

Name and Principal Position	Year		Salary ($)		All Other Compensation ($)		Total ($)

Neil Rock. (1) President		2012		—		—		—
		2011		—		—		—

Joseph Levi (2) President		2011		—		—		—
		2010		—		—		—

~~Because~~(1) weMr. ~~are~~Rock ~~not~~has ~~subject~~served toas ~~compliance with rules requiring the adoption of certain corporate governance measures,~~ our ~~stockholders~~President ~~have~~since ~~limited~~May ~~protections against interested director transactions, conflicts of interest and similar matters~~2011.

The Sarbanes-Oxley Act of 2002, as well as rule changes proposed and enacted by the SEC, the New York and American Stock Exchanges and the Nasdaq Stock Market, as a result of Sarbanes-Oxley, require the implementation of various measures relating to corporate governance. These measures are designed to enhance the integrity of corporate management and the securities markets and apply to securities which are listed on those exchanges or the Nasdaq Stock Market. Because we are not presently required to comply with many of the corporate governance provisions and because we chose to avoid incurring the substantial additional costs associated with such compliance any sooner than necessary, we have not yet adopted these measures.11

~~Because~~(2) ~~our sole director is not independent, we do not currently have independent audit or compensation committees~~Mr. AsLevi aserved ~~result,~~as ~~the~~our ~~director has the ability~~President, ~~among~~Chief ~~other~~Executive ~~things~~Officer, to determine his own level of compensation. Until we comply with such corporate governance measures, regardless of whether such compliance is required, the absence of such standards of corporate governance may leave our stockholders without protections against interested director transactions, conflicts of interest and ~~similar~~Chief ~~matters~~Financial ~~and~~Officer ~~investors~~from ~~may~~June be2007 ~~reluctant~~through toMay ~~provide us with funds necessary to expand our operations~~2011.

AsOutstanding aEquity ~~public~~Awards ~~company,~~at ~~we are required to incur substantial expenses.~~Fiscal Year-End

We are subject to the periodic reporting requirements of the Exchange Act, which requires, among other things, review, audit, and public reporting of our financial results, business activities, and other matters. SEC regulations, including regulation enacted as a result of the Sarbanes-Oxley Act of 2002, have also substantially increased the accounting, legal, and other costs related to compliance with an SEC reporting obligations. If we do not have current information about our Company available to market makers, they will not be able to trade our stock. The public company costs of preparing and filing annual and quarterly reports, and other information with the SEC will cause our expenses to be higher than they would be if we were privately-held. These increased costs may be material and may include the hiring of additional employees and/or the retention of additional advisors and professionals. Our ~~failure~~named toexecutive ~~comply with the federal securities laws could result in private or governmental legal action against us and/or our~~ officers ~~and~~did ~~directors,~~not ~~which~~own any ~~could~~outstanding ~~have~~equity aawards ~~detrimental~~as ~~effect on our business and finances, the value~~ of ~~our~~September ~~stock~~30, ~~and the ability of stockholders to resell their stock~~2012.

~~Risks~~Directors' ~~Factors Relating To Our Common Shares~~Compensation

We ~~may,~~have inno ~~the~~formal ~~future,~~or ~~issue~~informal ~~additional~~arrangements or ~~common~~agreements ~~shares,~~to ~~which~~compensate ~~would~~our ~~reduce~~director ~~investors'~~for ~~percent~~services ofhe ~~ownership~~provides ~~and~~as ~~may~~director ~~dilute~~of our ~~share value~~company.

~~Our~~Employment ~~Certificate~~Contracts ~~of Incorporation authorizes the issuance of 99,000,000 shares of common stock, of which [2,575,000] shares are issued~~ and ~~outstanding,~~Officers' and 1,000,000 shares of preferred stock, of which no shares are issued and outstanding. The future issuance of common stock may result in substantial dilution in the percentage of our common stock held by our then existing shareholders. We may value any common stock issued in the future on an arbitrary basis. The issuance of common stock for future services or acquisitions or other corporate actions may have the effect of diluting the value of the shares held by our investors, and might have an adverse effect on any trading market for our common stock.Compensation

~~Our~~Since ~~common~~our ~~shares~~incorporation, ~~are~~we ~~subject~~have tonot ~~the~~entered into ~~"Penny~~employment ~~Stock"~~agreements ~~Rules~~with any of ~~the~~our ~~SEC~~officers, ~~and~~directors ~~the~~or ~~trading~~employees. ~~market~~Any infuture ~~our~~compensation ~~securities~~to isbe ~~limited,~~paid ~~which~~to ~~makes~~these ~~transactions~~individuals will inbe determined by our ~~stock~~Board ~~cumbersome~~of Directors, and ~~may~~employment ~~reduce~~agreements ~~the~~will ~~value~~be ofexecuted. anWe ~~investment~~do innot currently have plans to pay any compensation to our ~~stock~~officers or directors until such time as we are cash flow positive.

~~The~~Item Securities and Exchange Commission has adopted Rule 15g-9 which establishes the definition of a "penny stock," for the purposes relevant to us, as any equity security that has a market price of less than $512.00 ~~per~~Security ~~share~~Ownership ~~or with an exercise price~~ of ~~less~~Certain ~~than~~Beneficial ~~$5.00~~Owners ~~per~~and ~~share,~~Management ~~subject~~and toRelated ~~certain~~Stockholder ~~exceptions. For any transaction involving a penny stock, unless exempt, the rules require:~~Matters

·Common Stock

~~that~~The afollowing ~~broker~~table sets orforth ~~dealer~~certain ~~approve~~information, aas of January 15, 2013 with respect to holdings of our common stock by (i) each person's ~~account~~known ~~for~~by us ~~transactions~~to inbe ~~penny~~the ~~stocks;~~beneficial owner of more than 5% of the total number of shares of common stock outstanding as of such date, (ii) each of our directors and executive officers, and (iii) all directors and executive officers as a group. Except as otherwise indicated, the address of each person is c/o C2C CrowdFunding, Inc., 1202 Lexington Ave., Suite 355, New York, NY 10028.

Name and Address of	Number of Shares
Beneficial Owner	Beneficially Owned (1)		Percent of Class (1)

Neil Rock (2)		2,301,000		52.6	%

Harold Kleiman		_		_

Jeffrey Grossman		671,388		15.4	%

Officers and Directors

As a group (2 members)		2,301,000		52.6	%

~~the~~(1) ~~broker~~Unless orotherwise ~~dealer~~indicated, ~~receive~~each ~~from~~of the ~~investor~~persons anamed ~~written~~in ~~agreement~~the table has sole voting and investment power with respect to the ~~transaction,~~shares ~~setting~~set forth opposite such person’s name. With respect to each person or group, percentages are calculated based on the ~~identity~~number ~~and~~of ~~quantity~~shares beneficially owned, including shares that may be acquired by such person or group within 60 days of January 15, 2013 upon the ~~penny~~exercise of stock tooptions, bewarrants ~~purchased~~or other purchase rights, but not the exercise of options, warrants or other purchase rights held by any other person. There were 4,372,641 shares of common stock outstanding as of the close of business on January 15, 2013.

In(2) ~~order~~Shares toare ~~approve~~held aby ~~person's~~R-Squared ~~account~~Partners. ~~for~~Neil ~~transactions~~Rock, inthe ~~penny~~Company’s ~~stocks,~~President ~~the~~has ~~broker~~voting orand ~~dealer~~dispositive ~~must:~~control over such shares.

·12

~~obtain~~Changes ~~financial~~in ~~information and investment experience objectives of the person; and~~Control

·We are not aware of any arrangements (including any pledge by any person of our securities), the operation of which did or may at a subsequent date result in a change of control.

~~make~~Item a13. ~~reasonable~~Certain ~~determination~~Relationships ~~that the transactions in penny stocks are suitable for that person~~ and ~~the~~Related ~~person~~Transactions, ~~has sufficient knowledge~~ and ~~experience~~Director ~~in financial matters to be capable of evaluating the risks of transactions in penny stocks.~~Independence

12On June 6, 2007, we issued 2,299,000 shares of our common stock to Joseph Levi, our then President, Chief Executive Officer, Chief Financial Officer and director in consideration for the payment of an aggregate of $14,900. The shares were issued under Section 4(2) of the Securities Act of 1933, as amended, and/or Regulation D promulgated by the Securities and Exchange Commission. On May 18, 2011, Mr. Levi entered into a stock purchase agreement with R-Squared Partners, pursuant to which he sold the shares to R-Squared Partners. Neil Rock, who currently serves as our President and director, has voting and dispositive control over the shares held by R-Squared Partners.

~~The~~Director ~~broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prescribed by the Commission relating to the penny stock market, which, in highlight form:~~Independence

·Upon consideration of the criteria and requirements regarding director independence set forth in Rules 5000(a)(19) and 5605(a)(2) of the rules of the NASDAQ Stock Market, we have determined that Mr. Kleiman is independent.

~~sets~~Item ~~forth~~14. ~~the~~Principal ~~basis~~Accountant onFees ~~which the broker or dealer made the suitability determination;~~ and Services

·Li & Company, PC served as our independent registered pubic accounting firm each of the fiscal years ending September 30, 2012 and 2011.

~~that the broker or dealer received a signed, written agreement from the investor prior to the transaction.~~Fees

~~Generally,~~The ~~brokers~~following ~~may~~table presents befees ~~less~~for ~~willing to execute transactions in securities subject to~~ the ~~"penny~~professional ~~stock"~~services ~~rules.~~rendered ~~This~~by ~~may~~Li ~~make~~& itCompany, ~~more difficult~~ for ~~investors~~fiscal toyears ~~dispose~~2011 ~~of our Common shares~~ and ~~cause~~2010, ~~a decline in the market value of our stock.~~respectively:

Disclosure also has to be made about the risks of investing in penny stocks in both public offerings and in secondary trading and about the commissions payable to both the broker-dealer and the registered representative, current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements have to be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks.

Services Performed	2012		2011
Audit Fees(1)	$	7,000	$	12,500
Total Fees	$	7,000	$	12,500

~~Currently,~~(1) ~~there~~Audit isfees norepresent ~~public~~fees ~~market~~billed for ~~our~~professional ~~securities,~~services ~~and~~rendered ~~there~~for ~~can~~the beaudit noof ~~assurances~~our ~~that~~annual ~~any~~financial ~~public~~statements ~~market~~and ~~will~~review ~~ever~~of ~~develop~~the orfinancial ~~that~~statements ~~our~~included ~~common~~in ~~stock~~our ~~will~~quarterly bereports ~~quoted~~or ~~for~~services ~~trading~~that ~~and,~~are ~~even~~normally ifprovided ~~quoted,~~in itconnection iswith ~~likely~~statutory toand beregulatory ~~subject~~filings toor ~~significant price fluctuations~~engagements.

There has not been any established trading market for our common stock, and there is currently no public market whatsoever for our securities. There can be no assurances as to whether, subsequent to registration with the SEC:13

·PART IV

~~any~~Item ~~market~~15. ~~for~~Exhibits ~~our~~and ~~shares~~Financial ~~will~~Statement ~~develop;~~Schedules

·(*) Denotes an exhibit filed herewith.

the prices at which our common stock will trade; or

3.1	Certificate of Incorporation of Registrant*

3.2	By-Laws of Registrant*

4.1	Specimen Common Stock Certificate*

10.1	2007 Non-Statutory Stock Option Plan*

10.2	Patent Broker Agreement*

10.3	Form of Regulation D Subscription Agreement*

21	Subsidiaries of Registrant**

31.1	Certification of Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2	Certification of Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1	Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant To Section 906 Of The Sarbanes-Oxley Act Of 2002

·* Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on December 5, 2007.

~~the~~** ~~extent~~Incorporated toby ~~which~~reference ~~investor interest in us will lead~~ to the ~~development~~Company’s ofAnnual anReport ~~active,~~on ~~liquid~~Form ~~trading~~10-K ~~market.~~filed ~~Active~~with ~~trading~~the ~~markets~~SEC ~~generally~~on ~~result~~January in5, ~~lower price volatility and more efficient execution of buy and sell orders for investors~~2011.

In addition, our common stock is unlikely to be followed by any market analysts, and there may be few institutions acting as market makers for our common stock. Either of these factors could adversely affect the liquidity and trading price of our common stock. Until our common stock is fully distributed and an orderly market develops in our common stock, if ever, the price at which it trades is likely to fluctuate significantly. Prices for our common stock will be determined in the marketplace and may be influenced by many factors, including the depth and liquidity of the market for shares of our common stock, developments affecting our business, including the impact of the factors referred to elsewhere in these Risk Factors, investor perception of the Company and general economic and market conditions. No assurances can be given that an orderly or liquid market will ever develop for the shares of our common stock.14

~~If a market develops for our shares, sales of our shares relying upon Rule 144 may depress prices in that market by a material amount.~~SIGNATURES

~~The~~Pursuant ~~majority~~to the requirements of ~~the~~Section 13 ~~outstanding~~or ~~shares~~15(d) of ~~our~~the ~~common~~Securities ~~stock~~Exchange ~~held~~Act byof ~~present~~1934, ~~stockholders~~the ~~are~~registrant ~~"restricted~~has ~~securities"~~duly ~~within~~caused ~~the~~this ~~meaning~~report ofto ~~Rule~~be ~~144~~signed ~~under~~on its ~~the~~behalf ~~Securities~~by ~~Act~~the ~~of 1933~~undersigned, asthereunto ~~amended~~duly authorized.

As restricted shares, these shares may be resold only pursuant to an effective registration statement, or under the requirements of Rule 144 or other applicable exemptions from registration under the Act and as required under applicable state securities laws. Effective February 15, 2008, the Securities and Exchange Commission adopted changes to Rule 144, which shorten the holding period for sales by non-affiliates to six months (subject to extension under certain circumstances) and remove the volume limitations for such persons. Rule 144 provides in essence that a person who has held restricted securities for a prescribed period may, under certain conditions, sell every three months, in brokerage transactions, a number of shares that does not exceed 1.0% of a company's outstanding common stock. The alternative average weekly trading volume during the four calendar weeks prior to the sale is not available to our shareholders being that the OTCBB is not an "automated quotation system" and, accordingly, market based volume limitations are not available for securities quoted only over the OTCBB.

	C2C CROWDFUNDING, INC.

	By	/s/ Neil Rock
		Neil Rock
		President and Director
		(Principal Executive Officer and
		Principal Financial Officer)

	Date: January 17, 2013

AsPursuant ato ~~result~~the requirements of the ~~revisions~~Securities toExchange ~~Rule~~Act ~~144 discussed above, there is no limit on the amount~~ of ~~restricted securities that may be sold by a non-affiliate (i.e.~~1934, athis ~~stockholder~~report ~~who~~ has ~~not~~ been ansigned ~~officer,~~below ~~director or control person for at least 90 consecutive days) after the restricted securities have been held~~ by the ~~owner~~following ~~for~~persons aon ~~period~~behalf of ~~one~~the ~~year,.~~registrant and Ain ~~sale under Rule 144 or under any other exemption from~~ the ~~Act,~~capacities ifand ~~available,~~on ~~or pursuant to registration of shares of common stock of present stockholders, may have a depressive effect upon~~ the ~~price~~dates ~~of the common stock in any market that may develop~~indicated.

Signature	Title	Date

/s/ Neil Rock	President and Director	January 17, 2013
Neil Rock	(Principal Executive Officer and
	(Principal Financial Officer)

/s/ Harold Kleiman	Director	January 17, 2013
Harold Kleiman

~~The market for penny stocks has experienced numerous frauds and abuses which could adversely impact investors in our stock.~~15

WeC2C ~~believe~~Crowd ~~that~~Funding, ~~the market for penny stocks has suffered from patterns of fraud and abuse~~Inc. ~~Such patterns include:~~

·September 30, 2012 and 2011

~~Control~~Index ~~of the market for the security by one or a few broker-dealers that are often related~~ to the ~~promoter~~Consolidated orFinancial ~~issuer;~~Statements

Contents		Page(s)

Report of Independent Registered Public Accounting Firm		F-2

Consolidated Balance Sheets at September 30, 2012 and 2011		F-3

Consolidated Statements of Operations for the Fiscal Year Ended September 30, 2012 and 2011		F-4

Consolidated Statement of Stockholders’ Equity (Deficit) for the Fiscal Year Ended September 30, 2012 and 2011		F-5

Consolidated Statements of Cash Flows for the Fiscal Year Ended September 30, 2012 and 2011		F-6

Notes to the Consolidated Financial Statements		F-7

~~Manipulation of prices through prearranged matching of purchases and sales and false and misleading press releases;~~F-1

·REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~"Boiler~~To ~~room"~~the ~~practices~~Board ~~involving~~of ~~high~~Directors ~~pressure sales tactics~~ and ~~unrealistic price projections by inexperienced sales persons;~~Stockholders of

·C2C CrowdFunding, Inc

~~Excessive~~(Formerly ~~and~~IP ~~undisclosed~~Technology ~~bid-ask~~Services ~~differentials and markups by selling broker-dealers; and~~Inc.)

·New York, New York

~~The~~We ~~wholesale~~have ~~dumping~~audited the accompanying consolidated balance sheets of C2C CrowdFunding, Inc., formerly IP Technology Services Inc. (the ~~same~~“Company”) ~~securities~~as byof ~~promoters~~September 30, 2012 and ~~broker-dealers~~2011 ~~after~~and ~~prices~~the ~~have~~related ~~been~~consolidated ~~manipulated~~statements toof aoperations, ~~desired~~stockholders’ ~~level,~~equity ~~along~~(deficit) ~~with~~and cash flows for the fiscal ~~inevitable~~years ~~collapse~~then ended. These financial statements are the responsibility of ~~those~~the ~~prices~~Company’s ~~with~~management. ~~consequent~~Our ~~investor~~responsibility is ~~losses~~to express an opinion on these financial statements based on our audits.

~~State~~We ~~securities~~conducted ~~laws~~our ~~may~~audits ~~limit~~in ~~secondary~~accordance with ~~trading~~the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. The Company is not required to have, ~~which~~nor ~~may~~were ~~restrict~~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 for designing audit procedures that are appropriate in the ~~states~~circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in ~~which~~the consolidated financial statements. An audit also includes assessing the accounting principles used and ~~conditions~~significant ~~under~~estimates ~~which~~made ~~you~~by ~~can~~management, ~~sell~~as ~~shares~~well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

~~Secondary~~In ~~trading~~our inopinion, the ~~Company’s~~consolidated ~~common~~financial ~~stock~~statements ~~will~~referred ~~not~~to beabove ~~possible~~present fairly, in ~~any~~all ~~state~~material respects, ~~until~~ the ~~common~~financial ~~stock~~position ~~is qualified for sale under the applicable securities laws~~ of the ~~state~~Company ~~or there is confirmation that an exemption, such~~ as ~~listing~~of inSeptember ~~certain recognized securities manuals~~30, is2012 ~~available~~and ~~for~~2011 ~~secondary~~and ~~trading in~~ the ~~state.~~results Ifof weits ~~fail~~operations toand ~~register~~its orcash flows ~~qualify, or to obtain or verify an exemption~~ for the ~~secondary~~fiscal ~~trading~~years ~~of,~~then ~~the~~ended ~~common stock~~ in ~~any~~conformity ~~particular~~with ~~state,~~accounting ~~the~~principles ~~common~~generally ~~stock~~accepted ~~could~~in ~~not be offered or sold to, or purchased by, a resident of that state. In~~ the ~~event~~United ~~that~~States ~~a significant number~~ of ~~states refuse to permit secondary trading in our common stock, the liquidity for the common stock could be significantly impacted thus causing you to realize a loss on your investment~~America.

~~Because~~The weaccompanying doconsolidated ~~not~~financial statements ~~intend~~have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to ~~pay~~the ~~any~~consolidated financial ~~cash~~statements, ~~dividends~~the onCompany ~~our~~had ~~common~~accumulated ~~stock~~deficits at September 30, ~~our~~2012, ~~stockholders~~and ~~will~~had ~~not~~a benet ~~able~~loss and net cash used in operating activities for the fiscal year then ended. These factors raise substantial doubt about the Company’s ability to ~~receive~~continue as a ~~return~~going onconcern. ~~their~~Management’s ~~shares~~plans ~~unless~~in ~~they~~regards ~~sell~~to ~~them~~these matters are also described in Note 3. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

We/s/Li ~~intend to retain any future earnings to finance the development~~ and ~~expansion of our business. We do not anticipate paying any cash dividends on our common stock in the foreseeable future. Unless we pay dividends~~Company, ~~our~~PC ~~stockholders~~Li ~~will not be able to receive a return on their shares unless the value of such shares appreciates~~ and ~~they~~Company, ~~sell~~PC ~~them.~~Skillman, ~~There~~New isJersey noJanuary ~~assurance~~17, ~~that stockholders will be able to sell shares when desired.~~2013

~~We may issue shares of preferred stock in the future that may adversely impact the rights of holders of our common stock.~~F-2

~~Our~~C2C ~~Certificate of Incorporation authorizes us to issue up to 1~~Crowdfunding,~~000,000~~ shares of "blank check" preferred stock. Accordingly, our board of directors will have the authority to fix and determine the relative rights and preferences of preferred shares, as well as the authority to issue such shares, without further stockholder approval. As a result, our board of directors could authorize the issuance of a series of preferred stock that would grant to holders preferred rights to our assets upon liquidation, the right to receive dividends before dividends are declared to holders of our common stock, and the right to the redemption of such preferred shares, together with a premium, prior to the redemption of the common stock. To the extent that we do issue such additional shares of preferred stock, your rights as holders of common stock could be impaired thereby, including, without limitation, dilution of your ownership interests in us. In addition, shares of preferred stock could be issued with terms calculated to delay or prevent a change in control or make removal of management more difficult, which may not be in your interest as holders of common stock. Inc

~~Item~~(formerly 2IP Technology Services, Inc.)

~~Properties~~Consolidated Balance Sheets

The Company’s offices are located at 1202 Lexington Avenue, Suite 35, New York, New York 10028. We consider our facilities to be well utilized, well maintained, and in good operating condition. Further, we consider the facilities to be suitable for their intended purposes and to have capacities adequate to meet current and projected needs for our operations.

	September 30, 2012			September 30, 2011


Assets
Current assets
Cash	$	2,393		$	2,845
Note receivable		10,000			-
Note Interest receivable		67			-

Total current assets		12,460			2,845

Total assets	$	12,460		$	2,845

Liabilities and deficit
Current liabilities:
Accrued expenses	$	16,283		$	5,559
Accounts Payable
Common stock to be issued
Advances from stockholder

Total current liabilities		16,283			5,559

Equity (Deficit)
Preferred stock: $0.0001 par value: 1,000,000 shares authorized; none issued or outstanding		-			-
Common stock: $0.0001 par value: 99,000,000 shares authorized; 4,372,641 and 2,558,000 shares issued and outstanding, respectively		437			256
Additional paid-in capital		116,162			63,515
Accumulated deficit		(120,422	)		(66,485	)

IP stockholders' equity (deficit)		(3,823	)		(2,714	)

Noncontrolling interest		-			-

Total equity (deficit)		(3,823	)		(2,714	)

Total liabilities and equity (deficit)	$	12,460		$	2,845

~~Item~~See 3accompanying notes to the consolidated financial statements.

~~Legal Proceedings~~ F-3

~~There~~C2C ~~are no pending legal proceedings to which the Company is a party or in which any director~~Crowdfunding, officer or affiliate of the Company, any owner of record or beneficially of more than 5% of any class of voting securities of the Company, or security holder is a party adverse to the Company or has a material interest adverse to the Company. The Company’s property is not the subject of any pending legal proceedings.Inc

~~Item~~(formerly 4IP Technology Services, Inc.)

~~Removed~~Consolidated ~~and~~Statements ~~Reserved.~~of Operations

	For the Year			For the Year
	Ended			Ended
	September 30, 2012			September 30, 2011

Revenues	$	-		$	-

Operating expenses
Compensation		-			46,430
Professional fees		46,468			16,233
Amortization		-			631
General and administrative expenses		7,536			5,010

Total operating expenses		54,004			68,304

LOSS FROM OPERATIONS		(54,004	)		(68,304	)

OTHER (INCOME) EXPENSES
Interest (income)expense		(67	)
Gain on sale of patent		-			(38,701	)
Income tax refund		-			(6,230	)

Total Other (Income) Expenses		(67	)		(44,931	)

Loss before income taxes		(53,937	)		(23,373	)

Income tax provision		-			-

Net loss		(53,937	)		(23,373	)

Net loss attributable to noncontrolling interest		-			-

Net loss attributable to IP Technology	$	(53,937	)	$	(23,373	)

Net loss per common share attributed to IP Technology:
- Basic and diluted	$	(0.02	)	$	(0.01	)

Weighted average common shares outstanding
- basic and diluted		2,746,100			2,499,576

~~PART~~See IIaccompanying notes to the consolidated financial statements.

~~Item 5.~~F-4

~~Market~~C2C ~~for Registrant’s Common Equity~~Crowdfunding, ~~Related Stockholder Matters and Issuer Purchases of Equity Securities~~Inc

~~Market~~(formerly ~~Information~~IP Technology Services, Inc.)

~~Our~~Consolidated ~~common~~Statement ~~stock~~of isEquity ~~quoted on the Over-the-Counter Bulletin Board~~ (~~the “OTCBB”~~Deficit) under the symbol “IPSV.OB”. As of January 13, 2012, no public market in IP Technology Services, Inc.'s common stock has yet developed and there can be no assurance that a meaningful trading market will subsequently develop. IP Technology Services, Inc. makes no representation about the value of its common stock.

~~Holders~~For the Fiscal Year Ended September 30, 2011 and 2012

As of January 13, 2012, we had approximately 12 record holders of shares of our common stock.

	Common Stock, $0.0001 Par Value						Additional		Retained			Total IP					Total
	Number of						Paid-in		Earnings			Stockholders'			Non-controlling		Equity
	Shares			Amount			Capital		(Deficit)			Equity (Deficit)			Interest		(Deficit)

Balance, September 30, 2010		2,500,000			250			34,750		(43,112	)		(8,112	)		-		(8,112	)

Cancellation of common stock upon change of control		(17,000	)		(2	)		2					-			-		-

Sale of common stock		75,000			8			7,492					7,500			-		7,500

Capital contribution								21,271					21,271			-		21,271

Net loss										(23,373	)		(23,373	)		-		(23,373	)

Balance, September 30, 2011		2,558,000			256			63,515		(66,485	)		(2,714	)		-		(2,714	)

Sale of common stock		98,611			10			9,851					9,861			-		9,861

Sale of common stock		108,080			10			10,798					10,808			-		10,808

Sale of common stock		1,607,950			161			31,998					32,159			-		32,159

Net loss										(53,937	)		(53,937	)		-		(53,937	)

Balance, September 30, 2012		4,372,641		$	437		$	116,162	$	(120,422	)	$	(3,823	)	$	-	$	(3,823	)

~~Dividends~~See accompanying notes to the consolidated financial statements.

We have not declared or paid dividends on our Common Stock since our formation, and we do not anticipate paying dividends in the foreseeable future. Declaration or payment of dividends, if any, in the future, will be at the discretion of our Board of Directors and will depend on our then current financial condition, results of operations, capital requirements and other factors deemed relevant by the board of directors. There are no contractual restrictions on our ability to declare or pay dividends.F-5

~~Stock~~C2C ~~Transfer~~Crowdfunding, ~~Agent~~Inc

~~Our~~(formerly ~~stock~~IP ~~transfer~~Technology ~~agent is Action Stock Transfer Corp.~~Services, ~~2469 E~~Inc. ~~Fort Union Blvd., Suite 214, Salt Lake City, UT 84121 and its telephone number is (801~~) ~~274-1088.~~

~~Recent~~Consolidated ~~Sales~~Statements of ~~Unregistered~~Cash ~~Securities~~ Flows

During the quarter ended December 31, 2011, we issued 75,000 shares of restricted common stock to a limited number of accredited investors in consideration of gross cash proceeds of $7,500.

	For the Year			For the Year
	Ended			Ended
	September 30, 2012			September 30, 2011

Cash flows from operating activities:
Net loss	$	(53,937	)	$	(23,373	)

Adjustments to reconcile net loss to net cash used in operating activities:
Gain on sale of patent		-			(38,701	)
Amortization		-			631
Changes in operating assets and liabilities:
Accrued expenses		10,724			(7,155	)
Income taxes payable		-			-
Customer deposits
Advances from stockholder
Note receivable		(10,000	)		-
Interest receivable		(67	)		-

Net cash used in operating activities		(53,280	)		(68,598	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of patent		-			60,000

Net cash provided by investing activities		-			60,000

Cash flows from financing activities:
Proceeds from sale of common stock		52,828			7,500

Net cash provided by financing activities		52,828			7,500

Net change in cash		(452	)		(1,098	)

Cash, beginning of period		2,845			3,943

Cash, end of period	$	2,393		$	2,845

Supplemental disclosure of cash flows information:
Interest paid	$	-		$	-
Income tax paid	$	-		$	-

NON-CASH FINANCING AND INVESTING TRANSACTIONS:

OnSee ~~January~~accompanying 6,notes ~~2012, we issued 98,611 shares of restricted common stock~~ to athe ~~limited~~consolidated financial ~~number of accredited investors in consideration of gross cash proceeds of $9,861~~statements.

We issued the foregoing securities in reliance on the safe harbor and exemptions from registration provided under Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended, and Regulation S for sales to foreign persons, to a limited number of accredited investors, employees, service providers, or creditors with whom we had prior relationships, without engaging in any general solicitation, and without payment of underwriter discounts or commissions to any person. F-6

~~Item~~C2C 7Crowd Funding, Inc.

~~Management’s~~September ~~Discussion~~30, ~~and~~2012 ~~Analysis of Financial Condition~~ and ~~Results of Operations~~2011

~~Forward-Looking~~Notes to the Consolidated Financial Statements

~~The~~Note ~~statements~~1 ~~contained in all parts of this document that are not historical facts are, or may be deemed to be, "forward~~-~~looking~~ ~~statements"~~Organization ~~within the meaning of Section 27A of the Securities Act of 1933~~ and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements include, but are not limited to, those relating to the following: the Company's ability to secure necessary financing; plans for opening one or more restaurant units (including the scope, timing, impact and effects thereof); expected growth; future operating expenses; future margins; fluctuations in interest rates; ability to continue to grow and implement growth, and regarding future growth, cash needs, operations, business plans and financial results and any other statements that are not historical facts.Operations

~~When~~IP ~~used~~Technology ~~in this document~~Services, ~~the words "anticipate," "estimate," "expect," "may," "plans," "project," and similar expressions are intended to be among the statements that identify forward-looking statements~~Inc. Actual results may differ significantly from the results discussed in the forward-looking statements. Such statements involve risks and uncertainties, including, but not limited to, those relating to costs, delays and difficulties related to the Company’s dependence on its ability to attract and retain skilled managers and other personnel; competition within the industry in which the Company operates; the uncertainty of the Company's ability to manage and continue its growth and implement its business strategy; its vulnerability to general economic conditions; accuracy of accounting and other estimates; the Company's future financial and operating results, cash needs and demand for its services; and the Company's ability to maintain and comply with permits and licenses; as well as other risk factors described in this Annual Report. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual outcomes may vary materially from those projected.

15IP Technology Services, Inc. (“IP” or the “Company”) was incorporated on June 6, 2007 under the laws of the State of Delaware. IP provides a range of services to assist inventors to leverage their patents and related intellectual property (“Portfolios”) and formulate a strategy to maximize the revenue and profit generated by the Portfolios.

~~Plan~~Mural ofComm ~~Operation~~ LLC

~~For~~On June 9, 2008, the ~~year~~company ~~ended~~formed ~~September~~Mural Comm ~~30,~~LLC ~~2011,~~(“LLC”) under the laws of the State of Delaware. The Company ~~had~~holds no75% ~~revenues~~membership ~~and~~interest of the ~~Company~~LLC, the ~~had~~LLC awas ~~net~~formed ~~loss~~to ~~before~~provide ~~taxes~~the ofsame ~~$23,373.~~services as IP but never conducts any business since formation.

OnChange ~~March~~in 3, 2009, the Company, through its subsidiary Mural Comm LLC, purchased from BancTec, Inc. for $90,000 U.S. Patent No. 6,341,351 titled Method for Communication and Controlling Transactions Between Unsecured Parties (the “Patent”). After several attempts at licensing the Patent, on December 15, 2010, the Company sold the Patent for $60,000. Control

InOn ~~addition~~May 18, we2011, ~~continue~~Joseph toLevi, ~~look~~the ~~for~~Company’s then ~~commercially~~President, ~~viable~~Chief ~~Portfolios~~Executive toOfficer, ~~represent.~~Chief ToFinancial ~~that end~~Officer, wedirector ~~will~~and ~~continue~~the tostockholder ~~work~~sold ~~with our industry contacts~~2,301,000 ~~advertise~~shares ~~and~~of ~~use~~the ~~our~~Company’s common ~~website~~stock at(the ~~www.iptechnologyservices.com~~“Shares”), tothrough ~~identify~~a ~~additional~~Stock ~~Portfolios.~~Purchase ~~For~~Agreement ~~each~~with ~~such~~R-Squared ~~Portfolio,~~Partners werepresenting ~~analyze~~92% of the ~~Portfolio,~~issued and ~~identify~~outstanding ~~relevant~~common ~~markets~~shares; ~~and/or~~(ii) ~~identify~~the ~~potential~~Company ~~acquirers~~cancelled 17,000 ~~licensees~~shares ~~and/or~~of ~~investors~~its ~~for~~common ~~the~~stock; (iii) ~~Portfolio~~Mr. InLevi ~~addition,~~assumed wecertain outstanding ~~developed~~liabilities aof ~~proprietary~~the ~~software~~Company; ~~program~~(iv) ~~that~~Neil weRock ~~believe~~was ~~will~~elected ~~assist~~President usand inas ~~identifying~~a ~~patent~~member ~~portfolios~~of ~~that~~the ~~have~~board ~~substantial~~of ~~commercial~~directors; ~~value~~and (v) Mr. WeLevi ~~cannot~~resigned ~~guarantee,~~as ~~however~~President, ~~that~~Chief weExecutive ~~will~~Officer, ~~find~~Chief ~~additional~~Financial ~~suitable~~Officer ~~Portfolios~~and ~~for~~director ~~which~~of ~~will~~the ~~be successful in completing a revenue generating transaction~~Company.

~~Generally,~~Amendment ~~we will enter into one or more agreements with our clients depending on the range of services~~ to be provided. If a client is seeking to sell or license a Portfolio, we will typically enter into a Patent Broker Agreement (“Broker Agreement”) under which we earn a commission for finding a buyer and/or licensee of the ~~Portfolio.~~Articles ~~Our commission rates are typically one-third (33.33%)~~ of revenues generated through the sale/license of the Portfolio but in certain situations we may negotiate a different rate. Where a client is seeking funding for product development, we may enter into a Patent Finance Agreement (“Finance Agreement”) under which we earn commission based on the amount of capital we assist in raising. In certain situations, we may consider purchasing all or part of a Portfolio and develop a licensing campaign for the Portfolio to generate revenues for the Company.Incorporation

~~Liquidity~~On October 26, 2012, the Company filed a Certificate of Ownership with the Secretary of State of Delaware, pursuant to which the Company’s newly-formed wholly-owned subsidiary, C2C Crowd Funding, Inc. was merged into and ~~Capital~~with ~~Resources~~the Company (the “Merger”). In connection with the Merger and in accordance with Section 253 of the Delaware General Corporation Law, the name of the Company was changed from “IP Technology Services, Inc” to “C2C Crowd Funding, Inc.”

AsMerger ofAgreement September 30, 2011, the Company had $2,845 in cash. The Company’s current cash position may not be sufficient to fund operations over the next twelve months including general overhead expenses such as salaries, corporate legal and ~~accounting~~Termination ~~fees,~~of ~~office overhead and general working capital. In~~ the ~~event~~Merger the Company may require additional cash to fund operations or purchase a Portfolio, we may have to borrow money from shareholders or issue debt or equity or enter into a strategic arrangement with a third party. Our officer will fund any expenses which arise until such time as the Company raises sufficient funds. There can be no assurance that additional capital will be available to us. We currently have no agreements, arrangements or understandings with any person to obtain funds through bank loans, lines of credit or any other sources.Agreement

~~Off~~On August 31, 2012, the Company entered into an agreement of merger and plan of reorganization (the “merger agreement”) with click2cause.com inc., a privately held Nevada corporation (“C2C”) and C2C Acquisition Corp., a Nevada corporation and wholly-~~Balance~~owned ~~Sheet~~subsidiary ~~Arrangements~~of the Company (“Acquisition Sub”). Upon the closing of the transactions contemplated under the Merger Agreement (the “Merger”), Acquisition Sub will merge with and into C2C, and C2C as the surviving corporation will become a wholly owned subsidiary of the Company. Pursuant to the terms and conditions of the Merger Agreement, each shares of C2C common stock issued and outstanding immediately prior to the closing of the Merger shall be converted into the right to receive one share of the Company’s common stock. Accordingly, an aggregate of 5,179,095 shares of the Company’s common stock will be issued to the holders of C2C’s common stock.

WeOn ~~have~~December no10, ~~off-balance~~2012, ~~sheet~~the ~~arrangements~~Company notified C2C that it was terminating the Merger Agreement pursuant to the Merger Agreement as the closing had not occurred on or prior to October 15, 2012. Therefore, the merger agreement was not consummated.

~~Item~~Note 8.2 - Summary of Significant Accounting Policies

~~Financial~~Basis ~~Statements~~of ~~and~~Presentation ~~Supplementary Data~~

~~Our~~The ~~consolidated~~accompanying audited financial statements and ~~for~~related ~~the~~notes ~~years~~have ~~ended~~been ~~September~~prepared ~~30,~~in ~~2011~~accordance ~~and 2010, together~~ with ~~the~~accounting ~~report~~principles ofgenerally Liaccepted &in ~~Company, PC dated January 13, 2012, and~~ the ~~notes~~United ~~thereto,~~States ~~are filed as part~~ of ~~this Annual Report on Form 10-K commencing on page F-1 and are incorporated herein by reference~~America.

~~Item 9A.~~F-7

~~Controls~~Principles ~~and~~of ~~Procedures~~ Consolidation

~~Evaluation~~The Company applies the guidance of ~~Disclosure~~Topic 810 ~~Controls~~“Consolidation” of the FASB Accounting Standards Codification ("ASC") to determine whether and how ~~Procedures~~to consolidate another entity. Pursuant to ASC Paragraph 810-10-15-10 all majority-owned subsidiaries—all entities in which a parent has a controlling financial interest—shall be consolidated except (1) when control does not rest with the parent, the majority owner; (2) if the parent is a broker-dealer within the scope of Topic 940 and control is likely to be temporary; (3) consolidation by an investment company within the scope of Topic 946 of a non-investment-company investee. Pursuant to ASC Paragraph 810-10-15-8 the usual condition for a controlling financial interest is ownership of a majority voting interest, and, therefore, as a general rule ownership by one reporting entity, directly or indirectly, of more than 50 percent of the outstanding voting shares of another entity is a condition pointing toward consolidation. The power to control may also exist with a lesser percentage of ownership, for example, by contract, lease, agreement with other stockholders, or by court decree. The Company consolidates all less-than-majority-owned subsidiaries, in which the parent’s power to control exists.

AnThe ~~evaluation~~consolidated offinancial ~~the~~statements include ~~effectiveness~~all ofaccounts ~~our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act~~ of ~~1934)~~IP ~~was carried out by us under the supervision~~ and ~~with~~LLC ~~the participation of our president, who serves~~ as ~~our principal executive officer and principal financial officer. Based upon that evaluation, our president concluded that as~~ of September 30, ~~2011,~~2012 ~~our disclosure controls~~ and ~~procedures~~2011 ~~were not effective to ensure (i) that information we are required to disclose in reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized~~ and ~~reported~~for ~~within~~ the ~~time~~years ~~periods~~then specified in the SEC’s rules and forms and (ii) that such information is accumulated and communicated to management, including our chief executive officer, in order to allow timely decisions regarding required disclosureended.

16All inter-company balances and transactions have been eliminated.

~~Management's~~Use ~~Annual~~of ~~Report~~Estimates onand ~~Internal Control Over Financial Reporting~~ Assumptions

~~Our~~The ~~management~~preparation isof ~~responsible for establishing and maintaining adequate internal control over~~ financial ~~reporting (as defined~~ statements in ~~Rule~~conformity ~~13a-15(f) under the Exchange Act). Under the supervision and~~ with ~~the~~generally ~~participation~~accepted ofaccounting ~~our~~principles requires management, ~~including~~to ~~our~~make ~~president~~estimates ~~who serves as our principal executive officer~~ and ~~principal~~assumptions ~~financial~~that ~~officer,~~affect the wereported ~~conducted~~amounts ~~an assessment~~ of ~~the~~assets ~~effectiveness~~and ofliabilities ~~our~~and ~~internal~~disclosure ~~control over financial reporting. In making this assessment, we used the criteria set forth by the Committee~~ of ~~Sponsoring~~contingent ~~Organizations~~assets ofand ~~the~~liabilities ~~Treadway~~at ~~Commission (‘‘COSO’’) in Internal Control — Integrated Framework. Based on management’s assessment based on~~ the ~~criteria~~date of the ~~COSO, we concluded that, as of September 30, 2011, the Company’s internal control over~~ financial statements ~~reporting~~and ~~was not effective at~~ the ~~reasonable~~reported ~~assurance~~amounts ~~level due to the small size~~ of ~~our~~revenues ~~staff~~and ~~resulting~~expenses induring athe ~~lack~~reporting ~~of segregation of duties~~period.

~~Our~~The ~~internal~~Company’s ~~control~~significant ~~system~~estimates and ~~was~~assumptions ~~designed~~include tothe ~~provide~~fair ~~reasonable~~value ~~assurance~~of ~~regarding~~financial instruments; income tax rate, income tax provision, deferred tax assets and the ~~reliability~~valuation allowance of ~~financial~~deferred ~~reporting~~tax assets, and the ~~preparation~~assumption ofthat ~~financial~~the ~~statements~~Company ~~for~~will ~~external~~continue ~~purposes~~as ina ~~accordance~~going ~~with~~concern. ~~generally~~Those ~~accepted~~ significant accounting ~~principles~~estimates inor assumptions bear the ~~U.S.~~risk ~~Our~~of ~~internal~~change ~~control~~due ~~over~~to ~~financial~~the ~~reporting~~fact ~~includes~~that there are uncertainties attached to those ~~policies~~estimates or assumptions, and ~~procedures~~certain ~~that:~~estimates or assumptions are difficult to measure or value.

~~(i)~~Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable in relation to the financial statements taken as a whole under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.

~~pertain~~Management regularly evaluates the key factors and assumptions used to develop the ~~maintenance~~estimates ofutilizing ~~records~~currently ~~that~~available information, changes in ~~reasonable~~facts ~~detail~~and circumstances, historical ~~accurately~~experience and ~~fairly~~reasonable ~~reflect~~assumptions. ~~the~~After ~~transactions~~such ~~and~~evaluations, ~~dispositions~~if ofdeemed ~~the~~appropriate, ~~assets~~those ofestimates ~~the~~are ~~Company;~~adjusted accordingly.

~~(ii)~~Actual results could differ from those estimates.

~~provide~~Fair ~~reasonable~~Value ~~assurance that transactions are recorded as necessary to permit preparation~~ of ~~financial~~Financial statements in accordance with accounting principles generally accepted in the U.S., and that receipts and expenditures of the Company are being made only in accordance with authorization of management and directors of the Company; andInstruments

The Company follows paragraph 820-10-35-37 of the FASB Accounting Standards Codification (~~iii~~“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments and paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

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

Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3		Pricing inputs that are generally observable inputs and not corroborated by market data.

~~This~~Financial ~~annual~~assets ~~report~~are considered ~~does~~Level ~~not~~3 ~~include~~when antheir ~~attestation~~fair ~~report~~values ofare ~~our~~determined ~~registered~~using ~~public~~pricing ~~accounting~~models, ~~firm~~discounted ~~regarding~~cash ~~internal~~flow ~~control~~methodologies ~~over~~or ~~financial~~similar ~~reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to the Dodd-Frank Wall Street Reform~~ techniques and ~~Consumer~~at ~~Protection~~least ~~Act,~~one ~~which~~significant ~~permits~~model usassumption toor ~~provide~~input ~~only~~is ~~management’s report in this annual report~~unobservable.

~~Changes in Internal Control over Financial Reporting~~ F-8

~~There~~The ~~were~~fair novalue ~~changes~~hierarchy gives the highest priority to quoted prices (unadjusted) in ~~our~~active ~~internal~~markets ~~control~~for ~~over~~identical ~~financial~~assets ~~reporting~~or ~~during~~liabilities and the ~~fourth~~lowest priority ~~fiscal~~to ~~quarter~~unobservable ~~ended~~inputs. ~~September~~If ~~30,~~the ~~2011~~inputs ~~that~~used ~~have~~to ~~materially~~measure ~~affected,~~the orfinancial ~~are~~assets ~~reasonably~~and ~~likely~~liabilities tofall ~~materially~~within ~~affect~~more than one level described above, ~~our~~the ~~internal~~categorization ~~control~~is ~~over~~based ~~financial~~on ~~reporting.~~the lowest level input that is significant to the fair value measurement of the instrument.

~~Item~~The 9Bcarrying amounts of the Company’s financial assets and liabilities, such as cash and accrued expenses approximate their fair values because of the short maturity of these instruments.

~~Other~~Transactions ~~Information~~involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated.

~~None~~It is not, however, practical to determine the fair value of advances from stockholders, if any, due to their related party nature.

17Fiscal Year End

~~PART~~The ~~III~~Company elected September 30 as its fiscal year end date.

~~Item~~Cash ~~10.~~Equivalents

~~Directors,~~The ~~Executive~~Company ~~Officers,~~considers ~~and~~all ~~Corporate~~highly ~~Governance~~liquid investments with a maturity of three months or less when purchased to be cash equivalents.

~~Board~~Related ~~of Directors and Executive Officers~~ Parties

Name	Age	Positions with the Company
Neil Rock	26	President and Director

The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions.

~~Neil~~Pursuant ~~Rock.~~to ~~was~~Section ~~elected~~850-10-20 ~~President~~the ~~and~~Related parties ~~director~~include a. affiliates of the Company; b. Entities for which investments in ~~May~~their ~~2011. Mr.~~equity ~~Rock~~securities ~~has~~would ~~served~~be required, asabsent anthe ~~associate~~election atof ~~Goldstrand~~the ~~Investments~~fair ~~Inc.,~~value aoption ~~New~~under ~~York-based~~the ~~private~~Fair ~~investment~~Value ~~group~~Option Subsection of Section 825–10–15, to ~~since~~be ~~January~~accounted ~~2010~~for by the equity method by the investing entity; c. ~~Prior~~ trusts tofor ~~joining~~the ~~Goldstrand~~benefit ~~Investments~~of employees, Mrsuch as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d. ~~Rock~~principal ~~was~~owners anof ~~analyst~~the atCompany; ~~Lake~~e. management of ~~Partners,~~the ~~Inc~~Company; f., other anparties ~~investment~~with which the Company may deal if one party controls or can significantly influence the management ~~firm,~~or operating policies of the other to an extent that one of the transacting parties might be prevented from ~~March~~fully ~~2007~~pursuing its ~~through~~own ~~December~~separate ~~2010.~~interests; Mrand g. Other ~~Rock’s~~parties ~~experience~~that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in ~~analyzing~~one ~~small~~of ~~and~~the ~~medium-sized~~transacting ~~public~~parties and ~~private~~can ~~companies~~significantly ~~along~~influence ~~with~~the other ~~his~~to ~~capital~~an ~~markets~~extent ~~experience~~that ~~provide~~one or more of the ~~board~~transacting ~~with~~parties ~~significant~~might ~~management~~be ~~insight~~prevented ~~and~~from ~~understanding~~fully ofpursuing ~~capital~~its ~~markets.~~own separate interests.

~~Section~~The ~~16(~~financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a. the nature of the relationship(s) ~~Beneficial~~involved; ~~Ownership~~b. ~~Reporting~~a ~~Compliance~~description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c. the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. mounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.

Section 16(a) of the Exchange Act requires our executive officers and directors, and holders of more than 10% of the outstanding shares of our common stock, to file initial reports of ownership and reports of changes in ownership with the Commission. They are also required to furnish us with copies of all Section 16(a) forms that they file with the SEC. Based solely on our review of copies of such forms received by us and/or any written representations from such persons that no other reports were required with respect to 2010, we believe that all Section 16(a) filing requirements were satisfied in a timely fashion during our fiscal year ended September 30, 2011. F-9

~~Code~~Revenue ~~of Ethics~~ Recognition

WeThe ~~have~~Company’s ~~not~~revenues ~~adopted~~are derived principally from commissions earned through retaining a ~~Code~~buyer or licensee(s) or obtaining product development funding for the Portfolios holder the Company represents. The Company follows paragraph 605-10-S99-1 of ~~Business~~the ~~Conduct~~FASB Accounting Standards Codification for revenue recognition. The Company will recognize revenue when it is realized or realizable and ~~Ethics~~earned. ~~that~~The ~~applies~~Company toconsiders revenue ~~our~~realized ~~principal~~or ~~executive~~realizable ~~officer,~~and ~~principal~~earned ~~financial~~when ~~officer~~all of the following criteria are met: (i) persuasive evidence of an arrangement exists, ~~principal~~(ii) ~~accounting~~the ~~officer~~product has been shipped or ~~controller~~the services have been rendered to the customer, (iii) the sales price is fixed or determinable, ~~persons~~and ~~performing~~(iv) ~~similar~~collectability ~~functions~~is inreasonably ~~that~~assured. ~~our~~In ~~sole~~addition ~~officer~~to ~~and~~the ~~director~~aforementioned ~~serves~~general inpolicy, ~~all~~the following are the ~~above~~specific ~~capacities.~~revenue recognition policies for each category of revenues:

~~Board~~Licensing revenues: Licensing revenues, net of ~~Directors~~licensor participations, are recognized when the underlying royalties from the sales of the related products are earned. The Company recognizes guaranteed royalties, net of licensor participations, at the time the arrangement becomes effective if the Portfolios holder has signed a non cancelable contract, has agreed to a fixed fee, has delivered the rights to the licensee who is free to exercise them, and ~~Committee~~the ~~Information~~Portfolios holder and the Company, as a licensing agent has no remaining significant obligations with the underlying Portfolios or obligation to the licensee, and collectability of the full fee is reasonably assured. Where the Company has significant continuing direct involvement with the underlying Portfolios or obligation to the licensee, guaranteed minimum royalties, net of licensor participations, are recognized ratably over the term of the license or based on sales of the related products, if greater. Licensing advances and guaranteed payments collected but not yet earned by the Company are classified as deferred revenue in the accompanying consolidated balance sheets.

~~Our~~Commission ~~Board~~income: ~~has~~Commission income, ~~determined~~net ~~that~~of welicensor doparticipations, ~~not~~is ~~currently~~recognized ~~have~~when ~~any~~the ~~“independent”~~underlying ~~directors~~commission asfrom ~~set~~the ~~forth~~sale inof the ~~rules~~Portfolios ~~and~~or ~~regulations~~securing product ofdevelopment funding is earned. The ~~Nasdaq~~Company ~~Stock~~recognizes ~~Market~~commission income, ~~including~~net ~~Rule~~of ~~5605~~licensor participations, ~~and~~at ~~Rule~~the ~~10A-3~~time the sale of the ~~Exchange~~Portfolios ~~Act.~~or Weproduct ~~currently~~development ~~have~~funding noarrangement ~~compensation~~becomes ~~committee~~effective if the Portfolios holder has signed a non cancelable contract, has agreed to a fixed or ~~other~~determinable ~~board~~amount, ~~committee~~has ~~performing~~sold ~~equivalent~~the ~~functions.~~rights ~~Currently~~to the buyer or obtained the funding from the financing institutions, ~~all~~and ~~members~~collectability of ~~our~~the ~~board~~full commission is reasonably assured. If the Company determines that collection of ~~directors~~the ~~participate~~full incommission ~~discussions~~is ~~concerning~~not ~~executive~~reasonably ~~officer~~assured, ~~compensation.~~the Company defers the revenue recognition and recognizes commission income at the time collection becomes reasonably assured, which is generally upon receipt of cash.

~~Stockholder~~Non-controlling ~~Nominations~~Interest

~~There~~The ~~were~~Company nofollows ~~material~~paragraph ~~changes~~810-10-65-1 of the FASB Accounting Standards Codification to include non-controlling interests in Mural Comm LLC, its majority owned subsidiary in the ~~procedures~~equity bysection ~~which~~of ~~stockholders~~the ~~may~~consolidated ~~recommend~~balance ~~nominees~~sheets. Non-controlling tointerests ~~our~~represent ~~board~~25% of ~~directors~~the ~~during~~equity of the ~~2011~~Company’s majority-owned ~~fiscal~~subsidiary, ~~year~~Mural Comm LLC. Non-controlling interests are adjusted for the non-controlling interest holders’ proportionate share of the earnings or losses of Mural Comm LLC and the non-controlling interest continues to be attributed its share of losses even if that attribution results in a deficit non-controlling interest balance.

18F-10

~~Item~~Income ~~11.~~Tax Provision

~~Executive~~The ~~Compensation~~Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Income and Comprehensive Income in the period that includes the enactment date.

~~Summary~~The ~~Compensation~~Company ~~Table~~adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”) with regards to uncertainty income taxes. Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures.

The ~~following~~estimated ~~table~~future ~~sets~~tax ~~forth~~effects ~~the~~of ~~compensation~~temporary differences ~~earned~~between by the ~~Company’s~~tax ~~principal~~basis ~~executive~~of ~~officer,~~assets and ~~each~~liabilities ofare ~~the~~reported ~~Company’s~~in ~~two~~the ~~most~~accompanying ~~highly~~consolidated ~~compensated~~balance ~~executive~~sheets, ~~officers~~as ~~other~~well as ~~than~~tax ~~the~~credit ~~principal~~carry-backs ~~executive~~and ~~officer~~carry-forwards. ~~whose~~The ~~compensation~~Company ~~exceeded~~periodically ~~$100,000~~reviews ~~(collectively,~~ the ~~“Named~~recoverability ~~Executive~~of ~~Officers”),~~deferred ~~during~~tax ~~the~~assets ~~years~~recorded on ~~ended~~its ~~September~~consolidated ~~30,~~balance ~~2011~~sheets and ~~2010~~provides valuation allowances as management deems necessary.

Name and Principal Position	Year	Salary ($)	All Other Compensation ($)	Total ($)
Neil Rock. (1) President	2011	--	--	--
Joseph Levi (2)	2011	$25,000	--	$25,000
President	2010	--	--	--

Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause changes to previous estimates of tax liability. In addition, the Company operates within multiple taxing jurisdictions and is subject to audit in these jurisdictions. In management’s opinion, adequate provisions for income taxes have been made for all years. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary.

~~(1)~~Uncertain Tax Positions

~~Mr. Rock~~The ~~has~~Company ~~served~~did asnot ~~our~~take ~~President~~any ~~since~~uncertain tax ~~May~~positions and had no adjustments to unrecognized income tax liabilities or benefits pursuant to the provisions of Section 740-10-25 for the fiscal year ended September 30, 2012 or 2011.

~~(2)~~Limitation on Utilization of NOLs due to Change in Control

MrPursuant to the Internal Revenue Code Section 382 (“Section 382”), certain ownership changes may subject the NOL’s to annual limitations which could reduce or defer the NOL. ~~Levi~~Section ~~served~~382 asimposes ~~our~~limitations ~~President~~on a corporation’s ability to utilize NOLs if it experiences an “ownership change.” In general terms, ~~Chief~~an ~~Executive~~ownership ~~Officer~~change may result from transactions increasing the ownership of certain stockholders in the stock of a corporation by more than 50 percentage points over a three-year period. In the event of an ownership change, utilization of the NOLs would be subject to an annual limitation under Section 382 determined by multiplying the value of its stock at the time of the ownership change by the applicable long-term tax-exempt rate. Any unused annual limitation may be carried over to later years. The imposition of this limitation on its ability to use the NOLs to offset future taxable income could cause the Company to pay U.S. federal income taxes earlier than if such limitation were not in effect and ~~Chief~~could ~~Financial~~cause such ~~Officer~~NOLs ~~from~~to ~~June~~expire ~~2007~~unused, ~~through~~reducing ~~May~~or ~~2011~~eliminating the benefit of such NOLs.

~~Outstanding~~Net ~~Equity~~Income ~~Awards~~(Loss) atper ~~Fiscal~~Common ~~Year-End~~Share

~~Our~~Net ~~named~~income ~~executive~~(loss) ~~officers~~per ~~did~~common ~~not~~share ~~own~~is computed ~~any~~pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding ~~equity~~during ~~awards~~the asperiod. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of ~~September~~shares of 30common stock and potentially outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through convertible debt or preferred stock, ~~2011.~~contingent share arrangements, stock options and warrants.

~~Directors'~~There ~~Compensation~~were no potentially dilutive common shares outstanding for the fiscal year ended September 30, 2012 or 2011.

~~We have no formal or informal arrangements or agreements to compensate our director for services he provides as director of our company.~~F-11

~~Employment~~Cash ~~Contracts~~Flows ~~and Officers' Compensation~~Reporting

~~Since~~The ~~our~~Company ~~incorporation~~adopted paragraph 230-10-45-24 of the FASB Accounting Standards Codification for cash flows reporting, weclassifies ~~have~~cash ~~not~~receipts ~~entered~~and ~~into~~payments ~~employment~~according ~~agreements~~to ~~with~~whether they ~~any~~stem from operating, investing, or financing activities and provides definitions of ~~our~~each ~~officers~~category, ~~directors~~and uses the indirect or ~~employees.~~reconciliation ~~Any~~method ~~future~~(“Indirect ~~compensation~~method”) as defined by paragraph 230-10-45-25 of the FASB Accounting Standards Codification to bereport ~~paid~~net cash flow from operating activities by adjusting net income to ~~these~~reconcile ~~individuals~~it ~~will~~to benet ~~determined~~cash flow from operating activities by ~~our~~removing ~~Board~~the effects of ~~Directors,~~(a) all deferrals of past operating cash receipts and ~~employment~~payments ~~agreements~~and ~~will~~all beaccruals ~~executed.~~of Weexpected future operating cash receipts and payments and (b) all items that are included in net income that do not ~~currently~~affect ~~have~~operating ~~plans~~cash receipts toand ~~pay~~payments. The ~~any~~Company ~~compensation~~reports tothe ~~our~~reporting ~~officers~~currency orequivalent ~~directors~~of ~~until~~foreign ~~such~~currency cash flows, using the current exchange rate at the time of the cash flows and the effect of exchange rate changes on cash held in foreign currencies is reported as wea ~~are~~separate item in the reconciliation of beginning and ending balances of cash ~~flow~~and ~~positive~~cash equivalents and separately provides information about investing and financing activities not resulting in cash receipts or payments in the period pursuant to paragraph 830-230-45-1 of the FASB Accounting Standards Codification.

19Recently Issued Accounting Pronouncements

~~Item~~FASB 12Accounting Standards Update No. 2011-08

~~Security~~In ~~Ownership~~September of2011, ~~Certain~~the ~~Beneficial~~FASB ~~Owners~~issued the FASB Accounting Standards Update No. 2011-08 “Intangibles—Goodwill and ~~Management~~Other: Testing Goodwill for Impairment” (“ASU 2011-08”). This Update is to simplify how public and ~~Related~~nonpublic ~~Stockholder~~entities ~~Matters~~test goodwill for impairment. The amendments permit an entity to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test described in Topic 350. Under the amendments in this Update, an entity is not required to calculate the fair value of a reporting unit unless the entity determines that it is more likely than not that its fair value is less than its carrying amount.

~~Common~~The ~~Stock~~guidance is effective for interim and annual periods beginning on or after December 15, 2011. Early adoption is permitted.

~~The~~FASB ~~following~~Accounting ~~table~~Standards Update sets forth certain information, as of January 13, 2012 with respect to holdings of our common stock by (i) each person known by us to be the beneficial owner of more than 5% of the total number of shares of common stock outstanding as of such date, (ii) each of our directors and executive officers, and (iii) all directors and executive officers as a groupNo. ~~Except~~ ~~as otherwise indicated, the address of each person is c/o IP Technology Services, Inc., 1202 Lexington Ave., Suite 355, New York, NY 10028.~~ 2011-12

Name and Address of	Number of Shares
Beneficial Owner	Beneficially Owned (1)	Percent of Class (1)
R-Squared Partners (2)	2,301,000	86.6%
Officers and Directors
As a group (1 member)	2,302,000	86.6%

In December 2011, the FASB issued the FASB Accounting Standards Update No. 2011-12 “Comprehensive Income: Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05” (“ASU 2011-12”). This Update is a deferral of the effective date pertaining to reclassification adjustments out of accumulated other comprehensive income in ASU 2011-05. FASB is to going to reassess the costs and benefits of those provisions in ASU 2011-05 related to reclassifications out of accumulated other comprehensive income. Due to the time required to properly make such a reassessment and to evaluate alternative presentation formats, the FASB decided that it is necessary to reinstate the requirements for the presentation of reclassifications out of accumulated other comprehensive income that were in place before the issuance of Update 2011-05.

~~(1)~~All other requirements in Update 2011-05 are not affected by this Update, including the requirement to report comprehensive income either in a single continuous financial statement or in two separate but consecutive financial statements. Public entities should apply these requirements for fiscal years, and interim periods within those years, beginning after December 15, 2011.

~~Unless~~FASB ~~otherwise~~Accounting ~~indicated,~~Standards Update ~~each of the persons named in the table has sole voting and investment power with respect to the shares set forth opposite such person’s name~~No. ~~With~~ respect to each person or group, percentages are calculated based on the number of shares beneficially owned, including shares that may be acquired by such person or group within 60 days of January 13, 2012 upon the exercise of stock options, warrants or other purchase rights, but not the exercise of options, warrants or other purchase rights held by any other person. There were 2,656,611 shares of common stock outstanding as of the close of business on January 13, 2012.-02

In July 2012, the FASB issued the FASB Accounting Standards Update No. 2012-02 “Intangibles—Goodwill and Other (2Topic 350) Testing Indefinite-Lived Intangible Assets for Impairment” (“ASU 2012-02”).

~~Neil~~This ~~Rock,~~Update ~~the~~is ~~Company’s~~intended ~~President~~to reduce the cost and ~~director~~complexity of testing indefinite-lived intangible assets other than goodwill for impairment. This guidance builds upon the guidance in ASU 2011-08, ~~has~~entitled Testing ~~voting~~Goodwill for Impairment. ASU 2011-08 was issued on September 15, 2011, and ~~dispositive~~feedback ~~control~~from ~~over~~stakeholders during the ~~shares~~exposure ~~held~~period byrelated ~~R-Squared~~to ~~Partners~~the goodwill impairment testing guidance was that the guidance also would be helpful in impairment testing for intangible assets other than goodwill.

~~Changes in Control~~F-12

WeThe ~~are~~revised ~~not~~standard ~~aware~~allows ofan ~~any~~entity the ~~arrangements~~option ~~(including~~to ~~any~~first ~~pledge~~assess byqualitatively ~~any~~whether ~~person~~it is more likely than not (that is, a likelihood of ~~our~~more ~~securities~~than 50 percent) that an indefinite-lived intangible asset is impaired, thus necessitating that it perform the ~~operation~~quantitative impairment test. An entity is not required to calculate the fair value of ~~which~~an ~~did~~indefinite-lived orintangible ~~may~~asset atand aperform ~~subsequent~~the ~~date~~quantitative ~~result~~impairment test inunless athe ~~change~~entity ofdetermines ~~control~~that it is more likely than not that the asset is impaired.

~~Item~~This 13Update is effective for annual and interim impairment tests performed in fiscal years beginning after September 15, 2012. Earlier implementation is permitted.

~~Certain~~Other ~~Relationships~~Recently ~~and~~Issued, but ~~Related~~not ~~Transactions,~~yet ~~and~~Effective ~~Director~~Accounting ~~Independence~~Pronouncements

OnManagement ~~June~~does 6,not ~~2007,~~believe wethat ~~issued~~any ~~2,299,000~~other recently ~~shares of our common stock to Joseph Levi~~issued, ~~our~~but ~~then~~not ~~President,~~yet ~~Chief~~effective ~~Executive~~accounting ~~Officer~~pronouncements, ~~Chief~~if ~~Financial Officer and director in consideration for the payment of an aggregate of $14~~adopted,~~900.~~ ~~The~~would ~~shares~~have ~~were issued under Section 4(2) of the Securities Act of 1933, as amended, and/or Regulation D promulgated by the Securities and Exchange Commission. On May 18, 2011, Mr. Levi entered into~~ a ~~stock~~material ~~purchase~~effect ~~agreement~~on ~~with R-Squared Partners, pursuant to which he sold~~ the ~~shares~~accompanying financial ~~to R-Squared Partners~~statements. ~~Neil Rock, who currently serves as our President and director, has voting and dispositive control over the shares held by R-Squared Partners.~~

~~Director~~Note ~~Independence~~3 – Going Concern

~~Upon~~The ~~consideration~~accompanying ofconsolidated ~~the~~financial statements ~~criteria~~have ~~and~~been ~~requirements~~prepared ~~regarding~~assuming ~~director~~that ~~independence~~the ~~set~~Company ~~forth~~will incontinue ~~Rules~~as ~~5000(~~a~~)(19)~~ ~~and~~going ~~5605(a)(2)~~concern, ofwhich ~~the~~contemplates ~~rules~~continuity of ~~the~~operations, realization ~~NASDAQ~~of ~~Stock Market~~assets, weand ~~have~~liquidation ~~determined~~of ~~that~~liabilities ~~none~~in ofthe ~~our~~normal ~~current~~course ~~directors~~of ~~are independent~~business.

20As reflected in the accompanying consolidated financial statements, the Company had accumulated deficits at September 30, 2012, a net loss and net cash used in operating activities for the fiscal year then ended, respectively. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

~~Item~~While 14the Company is attempting to commence operations and generate sufficient revenues, the Company’s cash position may not be sufficient enough to support the Company’s daily operations. While the Company believes in the viability of its strategy to generate sufficient revenues and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate sufficient revenues. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management believes that the actions presently being taken to further implement its business plan and generate revenues provide the opportunity for the Company to continue as a going concern.

~~Principal~~The ~~Accountant~~consolidated ~~Fees~~financial statements do not include any adjustments related to the recoverability and ~~Services~~classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

LiNote &4 ~~Company,~~– PCPromissory ~~served~~note ~~as our independent registered pubic accounting firm each of the fiscal years ending September 30, 2011 and 2010.~~receivable

~~Fees~~On August 31, 2012, the Company entered into a promissory note agreement with click2cause.com Inc (“C2C”), with which the Company also entered the merger agreement on the same day that C2C promises to pay to the Company the principal sum of $10,000 together with interest at 8% per annum maturing on October 15, 2012.

~~The~~On ~~following~~December ~~table~~10, ~~presents~~2012, ~~fees~~the ~~for~~Company notified C2C that it was terminating the ~~professional~~Merger ~~services~~Agreement ~~rendered~~pursuant byto Lithe &Merger ~~Company,~~Agreement ~~for~~as ~~fiscal~~the ~~years~~closing ~~2011~~had ~~and~~not ~~2010~~occurred on or prior to October 15, ~~respectively:~~2012 and the note was in default.

Services Performed		2011		2010
Audit Fees(1)	$	11,500	$	12,500
Audit-Related Fees(2)		-		-
Tax Fees(3)	$	-		-
All Other Fees(4)		-		-
Total Fees	$	11,500	$	12,500

Note 5 – Related Party Transactions

~~(1)~~Free Office Space

~~Audit~~The ~~fees~~Company ~~represent~~leases ~~fees~~office ~~billed~~space ~~for~~from ~~professional~~a related ~~services~~party. There ~~rendered~~is ~~for~~no ~~the~~formal ~~audit~~lease ofagreement ~~our~~existing ~~annual~~at ~~financial statements and review of~~ the ~~financial~~present ~~statements included in our quarterly reports or services~~ that ~~are~~obligates ~~normally~~the ~~provided~~Company into ~~connection~~record ~~with~~any future ~~statutory~~minimum ~~and regulatory filings or engagements~~payments.

~~(2)~~Note 6 – Stockholders’ Deficit

~~Audit-related~~Common fees represent fees billed for assurance and related services reasonably related to the performance of the audit or review of our financial statements not reported in (1) above, including those incurred in connection with securities registration and/or other issues resulting from that process.Stock

The Company sold 98,611 shares of its common stock at $0.10 per share (3$9,861) to four (4) investors during the quarter ended December 31, 2011.

~~Tax fees represent fees billed for professional services rendered for tax compliance, tax advice and tax planning services.~~F-13

The Company sold 108,080 shares of its common stock at $0.10 per share (4$10,808) to two (2) investors during the quarter ended June 30, 2012.

~~All~~The ~~other~~Company ~~fees~~sold ~~principally~~1,607,950 ~~would~~shares ~~include~~of ~~fees~~its common ~~billed~~stock ~~for~~at ~~products~~$0.2 ~~and~~per ~~services~~share ~~provided by the accountant~~($32,159) ~~other~~to several ~~than~~investors during the ~~services~~quarter ~~reported~~ended ~~under~~September ~~the~~30, ~~three captions above~~2012.

21Note 6 – Income Taxes

~~PART~~Deferred IVTax Assets

~~Item~~At 15September 30, 2012, the Company had net operating loss (“NOL”) carry–forwards for Federal income tax purposes of $120,422 that may be offset against future taxable income through 2032. No tax benefit has been reported with respect to these net operating loss carry-forwards in the accompanying financial statements because the Company believes that the realization of the Company’s net deferred tax assets of approximately $40,943 was not considered more likely than not and accordingly, the potential tax benefits of the net loss carry-forwards are fully offset by a valuation allowance of $40,943.

~~Exhibits~~Deferred tax assets consist primarily of the tax effect of NOL carry-forwards. The Company has provided a full valuation allowance on the deferred tax assets because of the uncertainty regarding its realizability. The valuation allowance increased approximately $18,338 and ~~Financial~~$7,947 for ~~Statement~~the ~~Schedules~~fiscal year ended September 30, 2012 and 2011, respectively.

3.1	Certificate of Incorporation of Registrant*
3.2	By-Laws of Registrant*
4.1	Specimen Common Stock Certificate*
10.1	2007 Non-Statutory Stock Option Plan*
10.2	Patent Broker Agreement*
10.3	Form of Regulation D Subscription Agreement *
21	Subsidiaries of Registrant **
31.1	Certification of Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant To Section 906 Of The Sarbanes-Oxley Act Of 2002

Components of deferred tax assets at September 30, 2012 and 2011 are as follows:

* Incorporated by reference to the Company’s Registration Statement on Form SB-2 file with the SEC on December 5, 2007.

	September 30, 2012			September 30, 2011
Net deferred tax assets – non-current:

Expected income tax benefit from NOL carry-forwards		40,943			22,605

Less valuation allowance		(40,943	)		(22,605	)

Deferred tax assets, net of valuation allowance	$	-		$	-

**Income ~~Incorporated~~TaxProvision byin ~~reference to~~ the ~~Company’s~~Consolidated Statements ~~Annual~~of ~~report on Form 10-K filed with the SEC on January 5, 2011.~~Operations

~~SIGNATURES~~A reconciliation of the federal statutory income tax rate and the effective income tax rate as a percentage of income before income taxes is as follows:

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.

	For the fiscal year ended September 30, 2012			For the fiscal year ended September 30, 2011

Federal statutory income tax rate		34.0	%		34.0	%

Change in valuation allowance on net operating loss carry-forwards		(34.0	)%		(34.0	)%

Effective income tax rate		0.0	%		0.0	%

IPNote ~~TECHNOLOGY~~6 ~~SERVICES,~~– ~~INC.~~Subsequent Events

ByThe Company has evaluated all events that occurred after the balance sheet date through the date when the financial statements were issued to determine if they must be reported. The Management of the Company determined that there were certain reportable subsequent events to be disclosed as followed:

~~/s/ Neil Rock~~ F-14

~~Neil~~Promissory ~~Rock~~note receivable

~~President~~On ~~and~~October ~~Director~~10, 2012, the Company entered into a promissory note agreement with click2cause.com Inc (“C2C”), that C2C promises to pay to the Company the principal sum of $50,000 together with interest at 8% per annum maturing on October 15, 2012.

~~(Principal~~On ~~Executive~~December ~~Officer~~10, 2012, the Company notified C2C that it was in default under the promissory note issued by C2C to the Company dated August 31, 2012 in the principal amount of $10,000 due October 15, 2012 and the promissory noted issued by C2C to the Company dated October 10, 2012 in the principal amount of $50,000 due October 15, 2012

~~Principal~~On ~~Financial~~October ~~Officer~~26, 2012, the Company filed a Certificate of Ownership with the Secretary of State of Delaware, pursuant to which the Company’s newly-formed wholly-owned subsidiary, C2C Crowd Funding, Inc. was merged into and with the Company (the “Merger”). In connection with the Merger and in accordance with Section 253 of the Delaware General Corporation Law, the name of the Company was changed from “IP Technology Services, Inc” to “C2C Crowd Funding, Inc.”

~~Date: January 13, 2012~~F-15

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.

Signature	Title	Date
/s/ Neil Rock	President and Director	January 13, 2012
Neil Rock	(Principal Executive Officer and
	(Principal Financial Officer)

IP Technology Services, Inc.

September 30, 2011 and 2010

Index to Consolidated Financial Statements

Contents	Page(s)
Report of Independent Registered Public Accounting Firm	F-2
Consolidated Balance Sheets at September 30, 2011 and 2010	F-3
Consolidated Statements of Operations for the Fiscal Year Ended September 30, 2011 and 2010	F-4
Consolidated Statement of Stockholders’ Equity (Deficit) for the Fiscal Year Ended September 30, 2011 and 2010	F-5
Consolidated Statements of Cash Flows for the Fiscal Year Ended September 30, 2011 and 2010	F-6
Notes to the Consolidated Financial Statements	F-7

F-1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of

IP Technology Services, Inc.

New York, New York

We have audited the accompanying consolidated balance sheets of IP Technology Services, Inc., (the “Company”) as of September 30, 2011 and 2010 and the related consolidated statements of operations, stockholders’ equity (deficit) and cash flows for the fiscal 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 audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. The Company 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 for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of September 30, 2011 and 2010 and the results of its operations and its cash flows for the fiscal years then ended in conformity with accounting principles generally accepted in the United States of America.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the consolidated financial statements, the Company had a accumulated deficit at September 30, 2011, and had a net loss and net cash used in operating activities for the fiscal year then ended. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regards to these matters are also described in Note 3. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/Li & Company, PC

Li & Company, PC

Skillman, New Jersey

January 13, 2012

F-2

IP Technology Services, Inc.
Consolidated Balance Sheets
					September 30, 2011		September 30, 2010
Assets
Current assets
	Cash			$	2,845	$	3,943
		Total current assets			2,845		3,943
Other assets
	Patent				-		28,195
	Accumulated amortization				-		(6,265)
		Patent, net			-		21,930
			Total assets	$	2,845	$	25,873
Liabilities and deficit
Current liabilities:
	Accrued expenses			$	5,559	$	33,985
		Total current liabilities			5,559		33,985
Deficit
	Preferred stock: $0.0001 par value: 10,000,000 shares authorized; none issued or outstanding				-		-
	Common stock: $0.0001 par value: 99,000,000 shares authorized; 2,558,000 and 2,500,000 shares issued and outstanding, respectively				256		250
	Additional paid-in capital				63,515		34,750
	Accumulated deficit				(66,485)		(43,112)
		IP stockholders' deficit			(2,714)		(8,112)
	Noncontrolling interest				-		-
		Total deficit			(2,714)		(8,112)
			Total liabilities and deficit	$	2,845	$	25,873
See accompanying notes to the consolidated financial statements.

F-3

IP Technology Services, Inc. Consolidated Statements of Operations

				For the Fiscal		For the Fiscal
				Year Ended		Year Ended
				September 30, 2011		September 30, 2010
Revenues			$	-	$	-
Operating expenses
	Compensation			46,430		-
	Professional fees			16,233		9,605
	Rent			-		4,500
	Amortization			631		3,070
	General and administrative expenses			5,010		5,309
		Total operating expenses		68,304		22,484
LOSS FROM OPERATIONS				(68,304)		(22,484)
OTHER (INCOME) EXPENSES
	Gain on sale of patent			(38,701)		-
	Income tax refund			(6,230)		-
		Total Other (Income) Expenses		(44,931)		-
Loss before taxes				(23,373)		(22,484)
Income tax provision				-		-
Net loss				(23,373)		(22,484)
Net loss attributable to noncontrolling interest				-		-
Net loss attributable to IP Technology			$	(23,373)	$	(22,484)
Net loss per common share attributed to IP Technology:
	- Basic and diluted		$	(0.01)	$	(0.01)
	Weighted average common shares outstanding - basic and diluted			2,499,576		2,500,000

F-4

IP Technology Services, Inc.
Consolidated Statement of Stockholders' Equity (Deficit)
For the Fiscal Years ended September 30, 2011and 2010
	Common Stock, $0.0001 Par Value							Total IP
	Number of			Additional Paid-in		Retained Earnings		Stockholders' Equity		Noncontrolling		Total Equity
	Shares	Amount		Capital		(Deficit)		(Deficit)		Interest		(Deficit)
Balance, September 30, 2009	2,500,000	$	250	$	34,750	$	(20,628)	$	14,372	$	-	$	14,372
Net loss	-		-		-		(22,484)		(22,484)		-		(22,484)
Balance, September 30, 2010	2,500,000		250		34,750		(43,112)		(8,112)		-		(8,112)
Cancellation of common stock upon change of control	(17,000)		(2)		2		-		-		-		-
Sale of common stock	75,000		8		7,492		-		7,500		-		7,500
Capital contribution	-		-		21,271		-		21,271		-		21,271
Net loss	-		-		-		(23,373)		(23,373)		-		(23,373)
Balance, September 30, 2011	2,558,000	$	256	$	63,515	$	(66,485)	$	(2,714)	$	-	$	(2,714)
See accompanying notes to the consolidated financial statements.

F-5

IP Technology Services, Inc. Consolidated Statements of Cash Flows

				For the		For the
				Year Ended		Year Ended
				September 30, 2011		September 30, 010
Cash flows from operating activities:
Net loss			$	(23,373)	$	(22,484)
Adjustments to reconcile net loss to net cash used in operating activities:
	Gain on sale of patent			(38,701)		-
	Amortization			631		3,070
	Changes in operating assets and liabilities:
		Accrued expenses		(7,155)		435
		Income taxes payable		-		(3,603)
		Customer deposits		-		-
		Advances from stockholder		-		-
Net cash used in operating activities				(68,598)		(22,582)
CASH FLOWS FROM INVESTING ACTIVITIES:
	Proceeds from sale of patent			60,000		-
NET CASH USED IN INVESTING ACTIVITIES				60,000		-
Cash flows from financing activities:
	Proceeds from sale of common stock			7,500		-
Net cash provided by financing activities				7,500		-
Net change in cash				(1,098)		(22,582)
Cash, beginning of period				3,943		26,525
Cash, end of period			$	2,845	$	3,943
Supplemental disclosure of cash flows information:
	Interest paid		$	-	$	-
	Income tax paid		$	-	$	2,560

F-6

IP Technology Services, Inc.

September 30, 2011 and 2010

Notes to the Consolidated Financial Statements

Note 1 - Organization and Operations

IP Technology Services, Inc. (“IP” or the “Company”) was incorporated on June 6, 2007 under the laws of the State of Delaware. IP provides a range of services to assist inventors to leverage their patents and related intellectual property (“Portfolios”) and formulate a strategy to maximize the revenue and profit generated by the Portfolios.

On June 9, 2008, the company formed Mural Comm LLC (“LLC”) under the laws of the State of Delaware. The LLC, of which the Company is a 75% member, was formed to provide the same services as IP and is currently inactive.

Change in Control

On May 18, 2011, Joseph Levi, the Company’s then President, Chief Executive Officer, Chief Financial Officer, director and the stockholder sold 2,301,000 shares of the Company’s common stock (the “Shares”), through a Stock Purchase Agreement with R-Squared Partners representing 92% of the issued and outstanding common shares; (ii) the Company cancelled 17,000 shares of its common stock; (iii) Mr. Levi assumed certain outstanding liabilities of the Company; (iv) Neil Rock was elected President and as a member of the board of directors; and (v) Mr. Levi resigned as President, Chief Executive Officer, Chief Financial Officer and director of the Company.

Note 2 - Summary of Significant Accounting Policies

Basis of Presentation

The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

Principles of Consolidation

The consolidated financial statements include all accounts of IP and LLC as of September 30, 2011 and 2010 and for the fiscal years then ended. All inter-company balances and transactions have been eliminated.

Use of Estimates and Assumptions

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

The Company’s significant estimates and assumptions include the fair value of financial instruments; the carrying value, recoverability and impairment, if any, of long-lived assets, including the values assigned to and the estimated useful life of patent; income tax rate, income tax provision, deferred tax assets and the valuation allowance of deferred tax assets, and the assumption that the Company will continue as a going concern. Those significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached to those estimates or assumptions, and certain estimates or assumptions are difficult to measure or value.

Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.

Management regularly reviews its estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such reviews, and if deemed appropriate, those estimates are adjusted accordingly. Actual results could differ from those estimates.

F-7

Fair Value of Financial Instruments

The Company follows paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments and paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.
Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.
Level 3		Pricing inputs that are generally observable inputs and not corroborated by market data.

Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable.

The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument.

The carrying amounts of the Company’s financial assets and liabilities, such as cash and accrued expenses approximate their fair values because of the short maturity of these instruments.

Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated.

It is not, however, practical to determine the fair value of advances from stockholders due to their related party nature.

Carrying Value, Recoverability and Impairment of Long-Lived Assets

The Company has adopted paragraph 360-10-35-17 of the FASB Accounting Standards Codification for its long-lived assets. The Company’s long-lived assets, which include patent, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

The Company assesses the recoverability of its long-lived assets by comparing the projected undiscounted net cash flows associated with the related long-lived asset or group of long-lived assets over their remaining estimated useful lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets. Fair value is generally determined using the asset’s expected future discounted cash flows or market value, if readily determinable. If long-lived assets are determined to be recoverable, but the newly determined remaining estimated useful lives are shorter than originally estimated, the net book values of the long-lived assets are depreciated over the newly determined remaining estimated useful lives.

The Company considers the following to be some examples of important indicators that may trigger an impairment review: (i) significant under-performance or losses of assets relative to expected historical or projected future operating results; (ii) significant changes in the manner or use of assets or in the Company’s overall strategy with respect to the manner or use of the acquired assets or changes in the Company’s overall business strategy; (iii) significant negative industry or economic trends; (iv) increased competitive pressures; (v) a significant decline in the Company’s stock price for a sustained period of time; and (vi) regulatory changes. The Company evaluates acquired assets for potential impairment indicators at least annually and more frequently upon the occurrence of such events.

The impairment charges, if any, is included in operating expenses in the accompanying statements of operations.

F-8

Fiscal Year End

The Company elected September 30 as its fiscal year end date.

Cash Equivalents

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

Patent

The Company follows the guidelines as set out in paragraph 350-30-25-3 and paragraph 350-30-35-6 of the FASB Accounting Standards Codification for patent. Under the requirements as set out in paragraph 350-30-25-3 and paragraph 350-30-35-6 of the FASB Accounting Standards Codification, the Company amortizes the costs of acquired patent over its remaining legal lives, or estimated useful life, or the term of the contract, whichever is shorter. Upon becoming fully amortized, the related cost and accumulated amortization are removed from the accounts.

Related Parties

The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions.

Pursuant to Section 850-10-20 the Related parties include a. affiliates of the Company; b. Entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; c. trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d. principal owners of the Company; e. management of the Company; f. other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g. Other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests.

The financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a. the nature of the relationship(s) involvedb. description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c. the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. mounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.

Commitment and Contingencies

The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Certain conditions may exist as of the date the consolidated financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein.

If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s consolidated financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed.

Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Management does not believe, based upon information available at this time, that these matters will have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. However, there is no assurance that such matters will not materially and adversely affect the Company’s business, financial position, and results of operations or cash flows.

F-9

Revenue Recognition

The Company’s revenues are derived principally from commissions earned through retaining a buyer or licensee(s) or obtaining product development funding for the Portfolios holder the Company represents. The Company follows paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company will recognize revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. In addition to the aforementioned general policy, the following are the specific revenue recognition policies for each category of revenues:

Licensing revenues: Licensing revenues, net of licensor participations, are recognized when the underlying royalties from the sales of the related products are earned. The Company recognizes guaranteed royalties, net of licensor participations, at the time the arrangement becomes effective if the Portfolios holder has signed a non cancelable contract, has agreed to a fixed fee, has delivered the rights to the licensee who is free to exercise them, and the Portfolios holder and the Company, as a licensing agent has no remaining significant obligations with the underlying Portfolios or obligation to the licensee, and collectability of the full fee is reasonably assured. Where the Company has significant continuing direct involvement with the underlying Portfolios or obligation to the licensee, guaranteed minimum royalties, net of licensor participations, are recognized ratably over the term of the license or based on sales of the related products, if greater. Licensing advances and guaranteed payments collected but not yet earned by the Company are classified as deferred revenue in the accompanying consolidated balance sheets.

Commission income: Commission income, net of licensor participations, is recognized when the underlying commission from the sale of the Portfolios or securing product development funding is earned. The Company recognizes commission income, net of licensor participations, at the time the sale of the Portfolios or product development funding arrangement becomes effective if the Portfolios holder has signed a non cancelable contract, has agreed to a fixed or determinable amount, has sold the rights to the buyer or obtained the funding from the financing institutions, and collectability of the full commission is reasonably assured. If the Company determines that collection of the full commission is not reasonably assured, the Company defers the revenue recognition and recognizes commission income at the time collection becomes reasonably assured, which is generally upon receipt of cash.

Noncontrolling Interest

The Company follows paragraph 810-10-65-1 of the FASB Accounting Standards Codification to include non-controlling interests in Mural Comm LLC, its majority owned subsidiary in the equity section of the consolidated balance sheets. Noncontrolling interests represent 25% of the equity of the Company’s majority-owned subsidiary, Mural Comm LLC. Noncontrolling interests are adjusted for the noncontrolling interest holders’ proportionate share of the earnings or losses of Mural Comm LLC.

Income Taxes

The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Income and Comprehensive Income in the period that includes the enactment date.

The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”) with regards to uncertainty income taxes. Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures.

The estimated future tax effects of temporary differences between the tax basis of assets and liabilities are reported in the accompanying consolidated balance sheets, as well as tax credit carry-backs and carry-forwards. The Company periodically reviews the recoverability of deferred tax assets recorded on its consolidated balance sheets and provides valuation allowances as management deems necessary.

F-10

Uncertain Tax Positions

The Company did not take any uncertain tax positions and had no adjustments to unrecognized income tax liabilities or benefits pursuant to the provisions of Section 740-10-25 for the fiscal year ended September 30, 2011 or September 30, 2010.

Net Income (Loss) per Common Share

Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period.

There were no potentially dilutive shares outstanding as of September 30, 2011 or 2010.

Cash Flows Reporting

The Company adopted paragraph 230-10-45-24 of the FASB Accounting Standards Codification for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by paragraph 230-10-45-25 of the FASB Accounting Standards Codification to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments. The Company reports the reporting currency equivalent of foreign currency cash flows, using the current exchange rate at the time of the cash flows and the effect of exchange rate changes on cash held in foreign currencies is reported as a separate item in the reconciliation of beginning and ending balances of cash and cash equivalents and separately provides information about investing and financing activities not resulting in cash receipts or payments in the period pursuant to paragraph 830-230-45-1 of the FASB Accounting Standards Codification.

Subsequent Events

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

Recently Issued Accounting Pronouncements

In May 2011, the FASB issued the FASB Accounting Standards Update No. 2011-04 “Fair Value Measurement” (“ASU 2011-04”). This amendment and guidance are the result of the work by the FASB and the IASB to develop common requirements for measuring fair value and for disclosing information about fair value measurements in accordance with U.S. GAAP and International Financial Reporting Standards (IFRSs).

This update does not modify the requirements for when fair value measurements apply; rather, they generally represent clarifications on how to measure and disclose fair value under ASC 820, Fair Value Measurement, including the following revisions:

An entity that holds a group of financial assets and financial liabilities whose market risk (that is, interest rate risk, currency risk, or other price risk) and credit risk are managed on the basis of the entity’s net risk exposure may apply an exception to the fair value requirements in ASC 820 if certain criteria are met. The exception allows such financial instruments to be measured on the basis of the reporting entity’s net, rather than gross, exposure to those risks.

In the absence of a Level 1 input, a reporting entity should apply premiums or discounts when market participants would do so when pricing the asset or liability consistent with the unit of account.

Additional disclosures about fair value measurements.

F-11

The amendments in this Update are to be applied prospectively and are effective for public entity during interim and annual periods beginning after December 15, 2011.

In June 2011, the FASB issued the FASB Accounting Standards Update No. 2011-05 “Comprehensive Income” (“ASU 2011-05”), which was the result of a joint project with the IASB and amends the guidance in ASC 220, Comprehensive Income, by eliminating the option to present components of other comprehensive income (OCI) in the statement of stockholders’ equity. Instead, the new guidance now gives entities the option to present all non-owner changes in stockholders’ equity either as a single continuous statement of comprehensive income or as two separate but consecutive statements. Regardless of whether an entity chooses to present comprehensive income in a single continuous statement or in two separate but consecutive statements, the amendments require entities to present all reclassification adjustments from OCI to net income on the face of the statement of comprehensive income.

The amendments in this Update should be applied retrospectively and are effective for public entity for fiscal years, and interim periods within those years, beginning after December 15, 2011.

Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements.

Note 3 – Going Concern

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business.

As reflected in the accompanying financial statements, the Company had a accumulated deficit at September 30, 2011, a net loss and net cash used in operating activities for the fiscal year then ended, respectively.

While the Company is attempting to commence operations and generate sufficient revenues, the Company’s cash position may not be sufficient enough to support the Company’s daily operations. While the Company believes in the viability of its strategy to generate sufficient revenues and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate sufficient revenues. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management believes that the actions presently being taken to further implement its business plan and generate revenues provide the opportunity for the Company to continue as a going concern.

The consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Note 4 – Patent

On March 3, 2009, Mural Comm entered into a Purchase Agreement and an Assignment of Patent Rights effective March 3, 2009. The Company paid the seller $90,000 and amortized the reduced impaired patent through December 15, 2010, when it was then sold for $60,000.

Note 5 – Related Party Transactions

The Company leases office space from a related party. There is no formal lease agreement existing at the present that obligates the Company to record any future minimum payments.

Note 6 – Stockholders’ Deficit

Common stock

The Company sold 75,000 shares of its common stock at $0.10 per share ($7,500) to four (4) investors during the quarter ended September 30, 2011.

F-12

Note 7 – Income Taxes

Deferred tax assets

At September 30, 2011, the Company had net operating loss (“NOL”) carry–forwards for Federal income tax purposes of $66,485 that may be offset against future taxable income through 2031. No tax benefit has been reported with respect to these net operating loss carry-forwards in the accompanying financial statements because the Company believes that the realization of the Company’s net deferred tax assets of approximately $22,605 was not considered more likely than not and accordingly, the potential tax benefits of the net loss carry-forwards are fully offset by a valuation allowance of $22,605.

Deferred tax assets consist primarily of the tax effect of NOL carry-forwards. The Company has provided a full valuation allowance on the deferred tax assets because of the uncertainty regarding its realizability. The valuation allowance increased approximately $7,947 and $7,645 for the fiscal year ended September 30, 2011 and 2010.

Components of deferred tax assets at September 30, 2011 and 2010 are as follows:

	September 30, 2011			September 30, 2010
Net deferred tax assets – non-current:
Expected income tax benefit from NOL carry-forwards		22,605			14,658
Less valuation allowance		(22,605	)		(14,658	)
Deferred tax assets, net of valuation allowance	$	-		$	-

Income taxes in the statements of operations

A reconciliation of the federal statutory income tax rate and the effective income tax rate as a percentage of income before income taxes is as follows:

	For the fiscal year ended September 30, 2011			For the fiscal year ended September 30, 2010
Federal statutory income tax rate		34.0	%		34.0	%
Change in valuation allowance on net operating loss carry-forwards		(34.0	)%		(34.0	)%
Effective income tax rate		0.0	%		0.0	%

Note 9 – Subsequent Events

The Company has evaluated all events that occurred after the balance sheet date through the date when the financial statements were issued to determine if they must be reported. The Management of the Company determined that there were certain reportable subsequent events to be disclosed.

Common stock

The Company sold 98,610 shares of its common stock at $0.10 per share ($9,861) in December 2011.

F-13

Filing Compare · C2C CrowdFunding, Inc.