SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~December~~January 62, ~~2018~~2019

~~CannAwake~~Cannawake Corporation

(Exact name of registrant as specified in charter)

Delaware		000-30563
(State or other jurisdiction of incorporation)		(Commission File Number)
HC1 Box 360, 107355 Nipton Rd., Nipton, CA		92364
(Address of principal executive offices)		(Zip Code)

HC1 Box 360, 107355 Nipton Rd., Nipton, CA

92364

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code: (720) 573-0102

(Former Name or Former Address, if Changed Since Last Report)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

Item 45.0203. ~~Non-Reliance~~Amendment onto ~~Previously~~Articles ~~Issued~~of ~~Financial~~Incorporation ~~Statements~~and ~~or a Related Audit Report or Completed Interim Review~~By-Laws.

~~During~~On ~~the~~January ~~preparation of its financial statements for the filing of its Quarterly Report on Form 10-Q for the nine-month period ended September 30~~2, ~~2018~~2019, ~~on December 6, 2018, CannAwake Corporation (~~the “Company”) ~~was~~filed ~~advised~~a byCertificate ~~MaloneBailey,~~of ~~LLP, its independent registered public accounting firm, to re-evaluate~~Amendment ~~its accounting relating~~ to, ~~and to consider restating,~~ its ~~previously~~Certificate ~~issued~~of ~~reviewed,~~Incorporation ~~unaudited~~with ~~consolidated financial statements (~~the ~~“Financial~~Secretary ~~Statements”)~~of ~~included~~State inof the ~~Company’s~~State ~~Quarterly~~of ~~Report~~Delaware onproviding ~~Form 10-Q~~ for ~~the~~an ~~quarterly period~~increase ~~ended June 30, 2018 filed with the Securities and Exchange Commission on October 31, 2018 (the “Quarterly Report”). The Company’s unaudited consolidated financial statements~~ in the ~~Quarterly Report (the “June 30, 2018 Financial Statements”)~~number inof ~~the~~shares ~~Consolidated Statement~~ of ~~Operations~~common ~~erroneously~~stock ~~provided~~authorized for aissuance ~~deemed~~by ~~dividend (~~the ~~“Preferred Deemed Dividend”) on the~~ Company’s, ~~Series~~from A250,000,000 ~~Preferred~~shares ~~Stock~~to ~~held~~950,000,000 ~~by its controlling stockholder~~shares.

~~The~~A ~~Company’s management~~copy ~~consulted~~of ~~with its advisors on this matter, and on December 6, 2018, management, with~~ the ~~advice~~Certificate of ~~its~~Amendment ~~advisors and~~for ~~after further discussions with its auditors, determined that~~ the ~~June~~change ~~30, 2018 Financial Statements included~~ in ~~the~~authorized ~~Quarterly~~common ~~Report should no longer be relied upon and would be restated to correct the accounting. Accordingly~~stock, ~~the~~as ~~provision for~~filed ~~the~~with ~~Preferred Deemed Dividend has been eliminated in~~ the ~~Company’s~~Delaware ~~restated~~Secretary ~~Consolidated Statements~~ of ~~Operations (unaudited) for the three and six-month periods ended June 30~~State, ~~2018~~is ~~to be~~ filed ~~shortly~~with ~~following the filing of~~ this ~~Current Report in Amendment No~~report. ~~1 to the Quarterly Report.~~

~~The~~ITEM ~~Company’s management has discussed the matters disclosed in this Item 4~~9.0201. ofFINANCIAL ~~this~~STATEMENTS ~~Current~~AND ~~Report with MaloneBailey, LLP, the Company’s independent registered public accounting firm.~~EXHIBITS

1(d) Exhibits.

SIGNATURE

Exhibit No.		Description

3.1(j)		Certificate of Amendment, filed with the Secretary of State of Delaware on January 2, 2019.

~~Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~1

Dated: December 12, 2018	CANNAWAKE CORPORATION
	By:	/s/ Scott Stoegbauer
		President

SIGNATURE

2Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: January 7, 2019	CANNAWAKE CORPORATION

	By:	/s/ Scott Stoegbauer
		President

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