U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

S x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: ~~March~~September 3130, 2013

£ o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to _________

Commission file number: 000-52423

ONE XL CORP.

(Name of Small Business Issuer in its charter)

Nevada		26-2052132
(State or other jurisdiction of Identification No.)		(I.R.S. Employer incorporation or organization)

3925 Ayrshire Place, Charlotte, North Carolina 28210

(Address of principal executive offices)

(704) 556-9989

Issuer’s telephone number

______________________________________

(Former name, former address and former

fiscal year, if changed since last report)

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. Sx Yes £o 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). ~~S Yes £No~~

x Yes o No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer £o Accelerated filer £o Non-accelerated filer £o (Do not check if a smaller reporting company) Smaller reporting company Sx

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

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: At ~~May~~November 613, 2013 there were 1,000,000 shares of common stock outstanding.

(1)

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements.

One XL Corp.
(A Development Stage Company)
Balance Sheets
	March 31, 2013			June 30, 2012
	September 30, 2013			June 30, 2013
	(unaudited)			(audited)
ASSETS
CURRENT ASSETS
Cash	$	14,~~891~~199		$	~~708~~745
TOTAL CURRENT ASSETS		14,~~891~~199			~~708~~745
TOTAL ASSETS		14,~~891~~199			~~708~~745
LIABILITIES AND STOCKHOLDERS' DEFICIT
LIABILITIES
CURRENT LIABILITIES
Note Payable to a Related Party	$	6679,~~625~~125		$	5166,625
Accrued Interest--Related Party		1215,~~741~~383			914,~~071~~067
TOTAL CURRENT LIABILITIES		7994,~~366~~508			6080,~~696~~692
TOTAL LIABILITIES		7994,~~366~~508			6080,~~696~~692
STOCKHOLDERS' DEFICIT
Preferred stock ($0.0001 par value; 10,000,000 shares authorized;
none issued and outstanding)		—			—
Common stock ($0.0001 par value; 100,000,000 shares authorized;
1,000,000 shares issued and outstanding)		100			100
Stock Subscription Receivable		(100	)		(100	)
Deficit Accumulated During the Development Stage		(7790,~~475~~309	)		(5979,~~988~~947	)
TOTAL STOCKHOLDERS' DEFICIT		(7790,~~475~~309	)		(5979,~~988~~947	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	14,~~891~~199		$	~~708~~745

(2)

One XL Corp.
(A Development Stage Company)
Statements of Operations (unaudited)
Statements of Operations (Unaudited)
																Cumulative
				For the three months ended								Cumulative Since Inception
	For the three months ended								For the nine months ended							Since
				September 30, 2013				September 30, 2012				February 20, 2008
	March 31,				March 31,				March 31				March 31			Inception
REVENUES:
	2013				2012				2013				2012			February 20, 2008
Income			$	—			$	—			$	—
REVENUES:
Total Revenue				—				—				—
Income	$	—			$	—			$	—			$	—		$	—
EXPENSES:
Total Revenue		—				—				—				—			—
Professional Fees				9,046				3,650				68,328
EXPENSES:
Selling, General, and Administrative				—				—				6,598
Professional Fees		1,726				4,200				13,476				12,775			58,136
Total Expenses				9,046				3,650				74,926
Selling, General, and Administrative		267				564				341				564			6,598
OTHER INCOME/(EXPENSE)
Total Expenses		1,993				4,764				13,817				13,339			64,734
Interest Expense				(1,316	)			(1,132	)			(15,383	)
OTHER INCOME/(EXPENSE)
NET OTHER INCOME/(EXPENSE)			$	(1,316	)		$	(1,132	)		$	(15,383	)
Interest Expense		(1,289	)			(993	)			(3,670	)			(2,724	)		(12,741	)
NET LOSS			$	(10,362	)		$	(4,782	)		$	(90,309	)
NET OTHER INCOME/(EXPENSE)	$	(1,289	)		$	(993	)		$	(3,670	)		$	(2,724	)	$	(12,741	)
Basic and fully diluted net loss per common share:				*				*				*
NET LOSS	$	(3,282	)		$	(5,757	)		$	(17,487	)		$	(16,063	)	$	(77,475	)
Weighted average common shares outstanding				1,000,000				1,000,000				1,000,000
Basic and fully diluted net loss per common share:		*				*				*				*			*
*--less than $.01
Weighted average common shares outstanding		1,000,000				1,000,000				1,000,000				1,000,000			1,000,000
*--less than $.01

(3)

One XL Corp.

(A Development Stage Company)

Statements of Cash Flows (unaudited)

Cumulative

For the nine months ended

Totals Since

For the three months ended

Totals Since

March 31,

Inception

September 30,

Inception

2013

2012

February 20, 2008

CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss

(1710,~~487~~362

)

(164,~~063~~782

)

(7790,~~475~~309

)

Adjustments to reconcile net loss to net (used in)

operating activities:

Changes in Assets and Liabilities:

Increase in Accrued Interest to a Related Party

31,~~670~~316

21,~~724~~132

1215,~~741~~383

NET CASH (USED IN) OPERATING ACTIVITIES

(139,~~817~~046

)

(133,~~339~~650

)

(6474,~~734~~926

)

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from Loan to a Related Party

1512,~~000~~500

115,000

6679,~~625~~125

NET CASH PROVIDED BY FINANCING ACTIVITIES

1512,~~000~~500

115,000

6679,~~625~~125

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

13,~~183~~454

(21,~~339~~350

)

14,~~891~~199

CASH AND CASH EQUIVALENTS,

BEGINNING BALANCE

~~708~~745

~~4,757~~708

—

ENDING BALANCE

14,~~891~~199

2,~~418~~058

14,~~891~~199

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

CASH PAID DURING THE QUARTERS ENDED:

Interest

—

Taxes

—

(4)

ONE XL CORP.

One XL Corp.
(A Development Stage Company)
Statement of Stockholders' Deficit (unaudited)
									Stock			Additional
	Common Stock				Preferred stock				Subscription			Paid-in		Deficit
	Shares		Amount		Shares		Amount		Receivable			Capital		Accumulated
Balances, Inception, February 20, 2008		—	$	—		—	$	—	$	—		$	—	$	—

Net income/(loss) for the year		—		—		—		—		—			—		(6,927	)

Issuance of Common Shares		1,000,000		100		—		—		(100	)		—		—

Balances, June 30, 2008		1,000,000		100		—		—	$	(100	)	$	—	$	(6,927	)

Net income/(loss) for the year		—		—		—		—		—			—		(7,842	)

Balances, June 30, 2009		1,000,000	$	100		—	$	—	$	(100	)	$	—	$	(14,769	)

Net income/(loss) for the year		—		—		—		—		—			—		(11,694	)

Balances, June 30, 2010		1,000,000	$	100		—	$	—	$	(100	)	$	—	$	(26,463	)

Net income/(loss)		—		—		—		—		—			—		(14,719	)

Balances, June 30, 2011		1,000,000	$	100		—	$	—	$	(100	)		—	$	(41,182	)

Net income/(loss)		—		—		—		—		—			—		(18,806	)

Balances, June 30, 2012		1,000,000	$	100		—	$	—	$	(100	)		—	$	(59,988	)

Net income/(loss)		—		—		—		—		—			—		(19,959	)

Balances, June 30, 2013		1,000,000	$	100		—	$	—	$	(100	)		—	$	(79,947	)

Net income/(loss)		—		—		—		—		—			—		(10,362	)

Balances, September 30, 2013		1,000,000	$	100		—	$	—	$	(100	)		—	$	(90,309	)

~~NOTES TO THE UNAUDITED FINANCIAL STATEMENTS~~(5)

ASONE OFXL ~~MARCH 31, 2013~~ CORP.

~~============================================================================~~NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

~~NOTE~~AS ~~A—ORGANIZATION,~~OF ~~BUSINESS~~SEPTEMBER 30, ~~AND~~ ~~OPERATIONS~~2013

~~One~~NOTE XLA—ORGANIZATION, ~~Corp. (“The Company”) was organized under the laws of the State of Nevada on February 20~~BUSINESS, ~~2008~~AND ~~as a corporation with a year end of June 30. The Company’s objective is to acquire or merge with a target business or company in a business combination.~~OPERATIONS

~~NOTE~~One ~~B-GOING~~XL ~~CONCERN~~Corp. (“The Company”) was organized under the laws of the State of Nevada on February 20, 2008 as a corporation with a year end of June 30. The Company’s objective is to acquire or merge with a target business or company in a business combination.

~~The~~NOTE ~~accompanying~~B-GOING financial statements have been prepared on a going concern basis, which assumes the Company will realize its assets and discharge its liabilities in the normal course of business. As reflected in the accompanying financial statements, the Company has a deficit accumulated during the development stage of $77,475, used cash from operations of $64,734 since its inception, and has a working capital deficiency of $77,475 at March 31, 2013. CONCERN

The ~~Company’s ability~~accompanying tofinancial ~~continue~~statements ashave been prepared on a going concern isbasis, ~~dependent~~which ~~upon~~assumes ~~its ability to generate future profitable operations and/or to obtain~~ the ~~necessary~~Company ~~financing~~will torealize ~~meet~~ its ~~obligations~~assets and ~~repay~~discharge its liabilities ~~arising~~in ~~from~~ the normal ~~business~~course ~~operations~~of ~~when they come due~~business. ~~The~~As ~~Company’s~~reflected ~~ability~~in tothe ~~continue~~accompanying asfinancial astatements, ~~going~~the ~~concern~~Company ishas ~~also dependent on its ability to find~~ a ~~suitable~~deficit accumulated ~~target~~during ~~company~~the ~~and~~development ~~enter~~stage ~~into~~of a$90,309, ~~possible~~used ~~reverse~~cash ~~merger~~from ~~with~~operations ~~such~~of ~~company. Management’s~~$74,926 ~~plan~~since ~~includes~~its ~~obtaining additional~~inception, ~~funds~~and byhas ~~equity financing through~~ a ~~reverse~~working ~~merger~~capital ~~transaction and/or related party advances; however there is no assurance~~deficiency of ~~additional~~$90,309 ~~funding~~at ~~being~~September ~~available. These~~30, ~~circumstances raise substantial doubt about the Company’s ability to continue as a going concern~~2013. ~~The accompanying financial statements do not include any adjustments that might arise as a result of this uncertainty.~~

~~(5)~~The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. The Company’s ability to continue as a going concern is also dependent on its ability to find a suitable target company and enter into a possible reverse merger with such company. Management’s plan includes obtaining additional funds by equity financing through a reverse merger transaction and/or related party advances; however there is no assurance of additional funding being available. These circumstances raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might arise as a result of this uncertainty.

NOTE C—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation- The financial statements included herein were prepared under the accrual basis of accounting.

Cash and Cash Equivalents- For purposes of the Statement of Cash Flows, the Company considers liquid investments with an original maturity of three months or less to be cash equivalents.

Management’s Use of Estimates- The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The financial statements above reflect all of the costs of doing business.

Revenue Recognition- The Company applies paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned less estimated future doubtful accounts. The Company considers revenue realized or realizable and earned when all of the following criteria are met:

(i)

persuasive evidence of an arrangement exists,

(ii)

the services have been rendered and all required milestones achieved,

(iii)

the sales price is fixed or determinable, and

(iv)

collectability is reasonably assured.

~~Comprehensive Income~~ (~~Loss~~6) - The Company reports Comprehensive income and its components following guidance set forth by section 220-10 of the FASB Accounting Standards Codification which establishes standards for the reporting and display of comprehensive income and its components in the financial statements. There were no items of comprehensive income (loss) applicable to the Company during the period covered in the financial statements.

~~Net~~NOTE ~~Income per Common Share~~C- ~~Net~~SUMMARY ~~loss per~~OF ~~common~~SIGNIFICANT ~~share~~ACCOUNTING isPOLICIES computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. There were no potentially dilutive shares outstanding as of March 31, 2013.(CONTINUED)

~~Deferred~~Comprehensive ~~Taxes~~Income (Loss) - The Company ~~accounts~~ ~~for~~reports Comprehensive income ~~taxes~~and ~~under~~its ~~Section~~components ~~740~~following guidance set forth by section 220-10~~-30~~ of the FASB Accounting Standards Codification. ~~Deferred~~which ~~income~~establishes ~~tax~~standards ~~assets~~for ~~and liabilities are determined based upon differences between~~ the ~~financial~~ reporting and ~~tax~~display ~~bases~~ of ~~assets~~comprehensive ~~and~~income ~~liabilities~~ and ~~are~~its ~~measured using~~components ~~the enacted tax rates and laws that will be~~ in ~~effect when~~ the ~~differences are expected to reverse. Deferred tax assets are~~financial ~~reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized~~statements. ~~Deferred~~ ~~tax~~There ~~assets~~were ~~and~~no ~~liabilities~~items ~~are~~of ~~measured~~comprehensive ~~using enacted tax rates expected to apply to taxable~~ income in(loss) ~~the~~applicable ~~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~~Company ofduring ~~operations in~~ the period ~~that~~covered ~~includes~~in the ~~enactment date~~financial statements.

~~Fair~~Net ~~Value~~Income ofper ~~Financial~~Common ~~Instruments~~Share- Net loss ~~The~~per ~~carrying~~common ~~amounts~~share ~~reported~~is incomputed pursuant to section 260-10-45 of the ~~balance~~FASB ~~sheet~~Accounting ~~for~~Standards ~~cash,~~Codification. ~~note~~Basic ~~and~~net ~~accrued~~loss ~~interest~~per ~~payable~~share is tocomputed aby ~~related~~dividing ~~party~~net ~~approximate~~loss ~~fair~~by the weighted average number of shares of common stock outstanding during the period. Diluted ~~value~~net ~~based~~loss onper share is computed by dividing net loss by the ~~short-term~~weighted ~~maturity~~average number of ~~these~~shares ~~instruments~~of common stock and potentially outstanding shares of common stock during each period. There were no potentially dilutive shares outstanding as of September 30, 2013.

~~Impairment~~Deferred ~~of Long~~Taxes-~~Lived~~ ~~Assets-~~ The Company ~~evaluates~~accounts for ~~the~~income ~~recoverability~~taxes under Section 740-10-30 of ~~its~~the ~~fixed~~FASB ~~assets~~Accounting ~~and~~Standards ~~other~~Codification. Deferred income tax assets inand ~~accordance~~liabilities are ~~with~~determined ~~section~~based ~~360-10-15~~upon ofdifferences between the ~~FASB~~financial ~~Accounting Standards~~reporting ~~Codification~~and ~~for~~tax ~~disclosures~~bases ~~about~~of ~~Impairment~~assets orand ~~Disposal~~liabilities ofand ~~Long-Lived~~are ~~Assets.~~measured using ~~Disclosure~~the ~~requires~~enacted ~~recognition~~tax ofrates ~~impairment of~~and ~~long-lived~~laws ~~assets~~that will be in ~~the~~effect ~~event~~when the ~~net~~differences ~~book~~are ~~value~~expected ofto ~~such~~reverse. Deferred tax assets ~~exceeds~~are reduced ~~its~~by ~~expected~~a ~~cash~~valuation ~~flows.~~allowance Ifto ~~so,~~the extent management concludes it is ~~considered~~more to likely than not that the assets will not be ~~impaired~~realized. Deferred tax assets and isliabilities ~~written~~are ~~down~~measured using enacted tax rates expected to ~~fair~~apply ~~value,~~to ~~which~~taxable isincome ~~determined~~in ~~based~~the onyears ~~either~~in ~~discounted~~which those ~~future~~temporary ~~cash~~differences ~~flows~~are orexpected ~~appraised~~to ~~values. The~~be ~~Company~~recovered ~~adopted~~or ~~the~~settled. ~~statement~~The effect on ~~inception.~~deferred Notax ~~impairments~~assets and liabilities of ~~these~~a ~~types~~change in oftax ~~assets~~rates ~~were~~is recognized ~~during~~in ~~nine~~the ~~months~~statements ~~ended March~~of ~~31,~~operations ~~2013~~in the period that includes the enactment date.

~~Stock-Based~~Fair ~~Compensation-~~Value ~~The~~of ~~Company accounts~~Financial ~~for stock~~Instruments-~~based~~ The ~~compensation~~carrying ~~using~~amounts ~~the~~reported ~~fair value method following the guidance set forth~~ in ~~section 718-10 of~~ the ~~FASB Accounting~~balance ~~Standards~~sheet ~~Codification~~ for ~~disclosure~~cash, ~~about~~note ~~Stock-Based~~and ~~Compensation.~~accrued ~~This~~interest ~~section~~payable ~~requires~~to a ~~public~~related ~~entity~~party toapproximate ~~measure~~fair ~~the~~value ~~cost of employee services received in exchange for an award of equity instruments~~ based on the ~~grant~~short-~~date~~term ~~fair~~maturity ~~value~~ of ~~the award~~these (with limited exceptions). That cost will be recognized over the period during which an employee is required to provide service in exchange for the award- the requisite service period (usually the vesting period). No compensation cost is recognized for equity instruments ~~for which employees do not render the requisite service~~.

~~Fair~~Impairment ~~Value~~of ~~for~~Long-Lived ~~Financial~~ Assets ~~and Financial Liabilities~~- The Company ~~follows~~evaluates ~~paragraph~~the ~~825-10-50-10~~recoverability of ~~the~~its ~~FASB~~fixed ~~Accounting~~assets ~~Standards~~and ~~Codification~~other ~~for~~assets ~~disclosures~~in ~~about fair~~accordance ~~value~~with ofsection ~~its financial instruments and paragraph 820~~360-10-~~35-37~~15 of the FASB Accounting Standards Codification ~~(“Paragraph 820-10-35-37”)~~for todisclosures ~~measure~~about ~~the~~Impairment ~~fair~~or ~~value~~Disposal of ~~its~~Long-Lived ~~financial instruments~~Assets. ~~Paragraph~~Disclosure ~~820-10-35-37~~requires ~~establishes~~recognition aof ~~framework for~~impairment ~~measuring~~of ~~fair~~long-lived ~~value~~assets in ~~accounting~~the ~~principles~~event ~~generally accepted in~~ the ~~United~~net ~~States~~book value of ~~America~~such ~~(U.S.~~assets ~~GAAP),~~exceeds ~~and~~its ~~expands~~expected ~~disclosures about~~cash ~~fair value measurements~~flows. ToIf ~~increase~~so, ~~consistency~~it ~~and~~is ~~comparability~~considered into be ~~fair~~impaired ~~value measurements~~ and ~~related~~is ~~disclosures,~~written ~~Paragraph 820-10-35-37~~down ~~establishes~~to a fair value, ~~hierarchy~~ which ~~prioritizes~~is ~~the~~determined ~~inputs~~based toon ~~valuation~~either ~~techniques~~discounted ~~used~~future tocash ~~measure~~flows ~~fair~~or ~~value into~~appraised ~~three broad levels~~values. The ~~fair~~Company ~~value~~adopted ~~hierarchy gives~~ the ~~highest~~statement ~~priority~~on toinception. ~~quoted~~No ~~prices~~impairments ~~(unadjusted)~~of inthese ~~active~~types ~~markets~~of ~~for identical~~ assets orwere ~~liabilities~~recognized ~~and~~during the ~~lowest~~quarter ~~priority to unobservable inputs. The three levels of fair value hierarchy defined~~ended bySeptember ~~Paragraph~~30, ~~820-10-35-37 are described below:~~2013.

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.

Stock-Based Compensation- The Company accounts for stock-based compensation using the fair value method following the guidance set forth in section 718-10 of the FASB Accounting Standards Codification for disclosure about Stock-Based Compensation. This section requires a public entity to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). That cost will be recognized over the period during which an employee is required to provide service in exchange for the award- the requisite service period (usually the vesting period). No compensation cost is recognized for equity instruments for which employees do not render the requisite service.

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. The Company’s note payable approximates the fair value of such instrument based upon management’s best estimate of interest rates that would be available to the Company for similar financial arrangement at March 31, 2013.(7)

~~The~~NOTE ~~Company does not have any assets or liabilities measured at fair value on a recurring or a non~~C-~~recurring~~ ~~basis,~~SUMMARY ~~consequently,~~OF ~~the~~SIGNIFICANT ~~Company~~ACCOUNTING ~~did~~POLICIES not have any fair value adjustments for assets and liabilities measured at fair value at March 31, 2013, nor gains or losses are reported in the statement of operations that are attributable to the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date for the quarter ended March 31, 2013.(CONTINUED)

~~Recent~~Fair Value for Financial Assets and Financial Liabilities- The Company follows paragraph 825-10-50-10 of the FASB Accounting ~~Pronouncements~~Standards Codification for disclosures about fair value of its financial instruments and 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. 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 broad levels. 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. The three levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on its consolidated financial condition or the consolidated results of its operations.

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.

InThe ~~May~~carrying ~~2011,~~amounts ~~FASB~~of ~~issued~~the ~~Accounting Standards~~Company’s ~~Update~~financial ~~No. 2011-04,~~assets ~~“Fair~~and ~~Value~~liabilities, ~~Measurements~~such ~~(Topic~~as ~~820):~~cash ~~Amendments to Achieve Common Fair Value Measurement~~ and ~~Disclosure~~ ~~Requirements~~accrued inexpenses, ~~U.S. GAAP~~approximate ~~and~~their ~~IFRSs”~~fair ~~(“ASU~~values ~~2011-04”). ASU~~because ~~2011-04~~of ~~changes~~ the ~~wording~~ ~~used~~short ~~to describe many~~ maturity of ~~the~~these ~~requirements in U~~instruments.~~S. GAAP~~ ~~for~~The ~~measuring~~Company’s ~~fair~~note ~~value~~payable ~~and~~approximates ~~for~~the ~~disclosing information about~~ fair value ~~measurements~~of tosuch ~~ensure~~instrument ~~consistency~~based ~~between~~upon ~~U.S. GAAP~~management’s best ~~and~~estimate ~~IFRS.~~of ~~ASU~~interest ~~2011-04~~rates ~~also expands the disclosures for fair value measurements~~ that ~~are~~would ~~estimated~~be ~~using~~available ~~significant unobservable (Level 3) inputs. This new guidance is~~ to bethe ~~applied prospectively. The~~ Company ~~anticipates~~for ~~that~~similar ~~the~~financial ~~adoption~~arrangement ofat ~~this~~September ~~standard~~30, ~~will not materially expand its financial statement note disclosures~~2013.

InThe ~~June 2011,~~Company ~~FASB~~does ~~issued~~not ~~ASU~~have ~~No. 2011-05, “Comprehensive~~any ~~Income~~assets ~~(ASC~~or ~~Topic~~liabilities measured ~~220):~~at ~~Presentation~~fair ofvalue ~~Comprehensive~~on ~~Income”~~a ~~(“ASU~~recurring ~~2011-05”), which~~or ~~amends~~a ~~current~~non-recurring ~~comprehensive~~basis, ~~income~~consequently, ~~guidance. This~~the ~~accounting~~Company ~~update~~did ~~eliminates~~not ~~the~~have ~~option~~any tofair ~~present~~value ~~the components~~adjustments offor ~~other~~assets ~~comprehensive~~and ~~income~~liabilities asmeasured ~~part~~at offair ~~the~~value ~~statement~~at ofSeptember ~~shareholders’~~30, ~~equity. Instead~~2013, ~~the~~nor ~~Company~~gains ~~must~~or ~~report~~losses ~~comprehensive income~~are reported in ~~either~~the ~~a single continuous~~ statement of ~~comprehensive~~operations that ~~income~~are ~~which~~attributable ~~contains~~to ~~two~~the ~~sections,~~change ~~net~~in ~~income~~unrealized ~~and~~gains ~~other comprehensive income,~~ or inlosses ~~two~~relating ~~separate~~to ~~but~~those ~~consecutive~~assets ~~statements. ASU 2011-05 will be effective for public companies during the interim~~ and ~~annual~~liabilities ~~periods~~still ~~beginning~~held ~~after~~at ~~December 15, 2011, with early adoption permitted. The Company is reviewing ASU 2011-05 to ascertain its impact on~~ the ~~Company’s financial position, results of operations or cash flows as it only requires~~reporting adate ~~change~~for in the ~~format~~quarter ofended ~~the~~September ~~current~~30, ~~presentation~~2013.

InRecent ~~September~~Accounting 2011, the FASB issued ASU 2011-08, “Testing Goodwill for Impairment”, which allows, but does not require, an entity when performing its annual goodwill impairment test the option to first do an initial assessment of 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 for purposes of determining whether it is even necessary to perform the first step of the two-step goodwill impairment test. Accordingly, based on the option created in ASU 2011-08, the calculation of a reporting unit’s fair value is not required unless, as a result of the qualitative assessment, it is more likely than not that fair value of the reporting unit is less than its carrying amount. If it is less, the quantitative impairment test is then required. ASU 2011-08 also provides for new qualitative indicators to replace those currently used. Prior to ASU 2011-08, entities were required to test goodwill for impairment on at least an annual basis, by first comparing the fair value of a reporting unit with its carrying amount. If the fair value of a reporting unit is less than its carrying amount, then the second step of the test is performed to measure the amount of impairment loss, if any. ASU 2011-08 is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011, with early adoption permitted. The Company adopted ASU 2011-08 during the first quarter of fiscal 2013. The adoption of ASU 2011-08 did not impact the Company’s results of operations or financial condition.Pronouncements

In December 2011, FASB issued Accounting Standards Update 2011-11, “Balance Sheet - Disclosures about Offsetting Assets and Liabilities” to enhance disclosure requirements relating to the offsetting of assets and liabilities on an entity's balance sheet. The ~~update~~Company ~~requires~~has ~~enhanced~~reviewed ~~disclosures regarding~~all ~~assets~~recently ~~and liabilities that are presented net or gross in the statement of financial position when the right of offset exists~~issued, ~~or that are subject to an enforceable master netting arrangement. The new disclosure requirements relating to this update~~ ~~are~~but ~~retrospective~~not ~~and~~yet effective ~~for annual and interim periods beginning on or after January 1~~, ~~2013.~~accounting ~~The~~pronouncements ~~update~~up ~~only~~to ~~requires additional~~ASU ~~disclosures~~2013-09, asand ~~such, the Company~~ does not ~~expect~~believe ~~that~~ the future adoption of ~~this~~any ~~standard~~such ~~will~~pronouncements may ~~have~~be expected to cause a material impact on its ~~results~~financial ofcondition ~~operations,~~or ~~cash~~the ~~flows~~results orof ~~financial~~its ~~condition~~operations.

In July 2012, the FASB issued ASU No. 2012-02, “Testing Indefinite-Lived Intangible Assets for Impairment”. The guidance allows companies to perform a “qualitative” assessment to determine whether further impairment testing of indefinite-lived intangible assets is necessary, similar in approach to the goodwill impairment test.(8)

~~ASU~~NOTE ~~2012~~D-02SUPPLEMENTAL ~~allows~~CASH ~~companies~~FLOW the option to first assess qualitatively whether it is more likely than not that an indefinite-lived intangible asset is impaired, before determining whether it is necessary to perform the quantitative impairment test. An entity is not required to calculate the fair value of an indefinite-lived intangible asset and perform the quantitative impairment test unless the entity determines that it is more likely than not that the asset is impaired. Companies can choose to perform the qualitative assessment on none, some, or all of its indefinite-lived intangible assets or choose to only perform the quantitative impairment test for any indefinite-lived intangible in any period.INFORMATION

~~ASU~~Supplemental ~~2012-02~~disclosures isof ~~effective~~cash ~~for~~flow ~~annual and~~information ~~interim impairment tests performed~~ for ~~fiscal~~the ~~years~~quarters ~~beginning~~ended ~~after~~ September ~~15,~~ ~~2012~~30, ~~with~~2013 ~~early adoption permitted. The Company is in the process of evaluating the guidance~~ and ~~the impact ASU~~ 2012~~-02~~ ~~will~~is ~~have~~summarized onas ~~its financial statements.~~follows:

InCash ~~August~~paid ~~2012,~~during the ~~FASB~~quarters ~~issued~~ended ~~ASU~~September ~~2012-03~~30, ~~“Technical~~ ~~Amendments~~2013 and ~~Corrections to SEC Sections: Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin~~2012 ~~(SAB)~~for ~~No.~~interest ~~114. , Technical Amendments Pursuant to SEC Release No. 33-9250,~~ and ~~Corrections~~income Related to FASB Accounting Standards Update 2010-22 (SEC Update)” in Accounting Standards Update No. 2012-03. This update amends various SEC paragraphs pursuant to the issuance of SAB No. 114. The adoption of ASU 2012-03 is not expected to have a material impact on our financial position or results of operations.taxes:

In October 2012, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2012-04, “Technical Corrections and Improvements” in Accounting Standards Update No. 2012-04. The amendments in this update cover a wide range of Topics in the Accounting Standards Codification.

		2013		2012
Interest	$	—	$	—
Taxes	$	—	$	—

~~These~~NOTE amendments include technical corrections and improvements to the Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments in this update will be effective for fiscal periods beginning after December 15, 2012. The adoption of ASU 2012E-04SEGMENT ~~is not expected to have a material impact on our financial position or results of operations.~~ REPORTING

In June, 1997, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards (6SFAS) No. 131,”Disclosures About Segments of an Enterprises and Related Information”. This Statement requires companies to report information about operating segments in interim and annual financial statements. It also requires segment disclosures about products and services, geographic areas, and major customers. The Company determined that it did not have any separately reportable operating segments as of September 30, 2013.

NOTE DF-~~SUPPLEMENTAL~~INCOME ~~CASH FLOW INFORMATION~~TAXES

~~Supplemental~~Due ~~disclosures~~to ofthe ~~cash~~operating ~~flow~~loss ~~information~~and the inability to recognize an income tax benefit there is no provision for ~~the~~current ~~nine~~or ~~months~~deferred ~~ended~~federal ~~March~~or ~~31,~~state ~~2013~~income ~~and~~taxes ~~2012~~for isthe ~~summarized~~quarter asended ~~follows:~~September 30, 2013.

~~Cash~~Deferred ~~paid~~income ~~during~~taxes reflect the ~~nine~~net ~~months~~tax ~~ended~~effects ~~March~~of temporary differences ~~31,~~between ~~2013~~the carrying amounts of assets and ~~2012~~liabilities for ~~interest~~financial reporting purposes and the amount used for federal and state income ~~taxes:~~tax purposes.

		2013		2012
Interest	$	—	$	—
Taxes	$	—	$	—

The Company’s total deferred tax asset, calculated using federal and state effective tax rates, as of September 30, 2013 is as follows:

NOTE E-SEGMENT REPORTING

Total Deferred Tax Asset	$	30,700
Valuation Allowance		(30,700	)
Net Deferred Tax Asset		—

InThe ~~June,~~reconciliation ~~1997, the Financial Accounting Standards Board issued Statement~~ of ~~Financial~~income ~~Accounting~~taxes ~~Standards~~computed ~~(SFAS)~~at ~~No.~~the ~~131,”Disclosures~~federal ~~About Segments of an Enterprises~~statutory ~~and~~income ~~Related~~tax ~~Information”.~~rate ~~This Statement requires companies~~ to ~~report~~total ~~information~~income ~~about~~taxes ~~operating~~for ~~segments~~the inquarter ~~interim and~~ended ~~annual~~September ~~financial statements. It also requires segment disclosures about products and services~~30, ~~geographic~~2013 ~~areas,~~ and ~~major customers.~~2012 ~~The~~is ~~Company determined that it did not have any separately reportable operating segments~~ as ~~of March 31, 2013.~~follows:

NOTE F-INCOME TAXES

	2013			2012
Income tax computed at the federal statutory rate		34	%		34	%
State income tax, net of federal tax benefit		0	%		0	%
Total		34	%		34	%
Valuation allowance		-34	%		-34	%
Total deferred tax asset		0	%		0	%

~~Due~~Because toof the ~~operating~~Company’s ~~loss~~lack ~~and~~of earnings history, the ~~inability to~~deferred ~~recognize~~tax anasset ~~income~~has ~~tax~~been ~~benefit~~fully ~~there~~offset isby noa ~~provision~~valuation ~~for~~allowance. ~~current~~The orvaluation ~~deferred~~allowance ~~federal~~increased orby ~~state~~approximately $3,500 ~~income~~and ~~taxes~~$1,600 for the ~~nine~~quarter ~~months ended~~ending ~~March~~September 3130, 2013 and 2012, respectively.

~~Deferred~~As ~~income taxes reflect the net tax effects~~ of ~~temporary~~September ~~differences~~30, ~~between~~2013, the ~~carrying~~Company ~~amounts~~had ofa federal ~~assets~~ and ~~liabilities~~state ~~for~~net ~~financial~~operating ~~reporting~~loss ~~purposes~~carry ~~and~~forward in the amount ~~used~~ ~~for~~of ~~federal~~approximately ~~and~~$90,309, ~~state~~which ~~income~~expires in the tax ~~purposes~~year 2033.

~~The Company’s total deferred tax asset, calculated using federal and state effective tax rates, as of March 31, 2013 is as follows:~~(9)

Total Deferred Tax Asset	$	26,341
Valuation Allowance		(26,341	)
Net Deferred Tax Asset		—

NOTE G-CAPITAL STOCK

The ~~reconciliation~~Company ofis ~~income~~authorized ~~taxes computed at the federal statutory income tax rate~~ to ~~total~~issue ~~income~~100,000,000 common ~~taxes~~shares ~~for~~at ~~the~~$0.0001 ~~period~~par ~~from~~value ~~inception~~per ~~through March 31, 2013 and 2012 is as follows:~~share.

	2013			2012
Income tax computed at the federal statutory rate		34	%		34	%
State income tax, net of federal tax benefit		0	%		0	%
Total		34	%		34	%
Valuation allowance		-34	%		-34	%
Total deferred tax asset		0	%		0	%

During the quarters ended September 30, 2013 and 2012, the company issued no stock.

~~Because~~As of ~~the~~September ~~Company’s~~30, ~~lack of earnings history~~2013, the ~~deferred~~Company ~~tax asset~~ has ~~been fully offset by a valuation allowance. The valuation allowance increased by approximately $5~~1,~~945~~000,000 common ~~and~~shares ~~$5,461~~outstanding ~~for~~to the ~~nine months ending March 31, 2013 and 2012, respectively.~~following:

As of March 31, 2013, the Company had a federal and state net operating loss carry forward in the amount of approximately $77,475, which expires in the tax year ending June 30, 2032.

Name	Number of shares		Cash or Services	Price per share		Total value
White Interests Limited Partnership		900,000	founder shares	$	0.0001	$	90.00
Davis and Johnson, LLC		100,000	founder shares	$	0.0001	$	10.00
Totals		1,000,000				$	100

~~(7)~~The Company is authorized to issue 10,000,000 preferred shares at $0.0001 per share.

~~NOTE~~During ~~G-CAPITAL~~the ~~STOCK~~quarters ended September 30, 2013 and 2012, the company issued no preferred stock. As of September 30, 2013, the Company has no shares of preferred stock outstanding.

~~The~~NOTE ~~Company~~H-DEVELOPMENT isSTAGE ~~authorized to issue 100,000,000 common shares at $0.0001 par value per share.~~COMPANY

~~During~~The Company is in the ~~nine~~development ~~months~~stage ~~ended~~as of ~~March~~September 3130, 2013 and ~~2012~~to date has had no significant operations. Recovery of the Company assets is dependent on future events, the outcome of which is indeterminable. In addition, successful completion of the ~~company~~Company’s ~~issued~~development noprogram ~~stock~~and its transition, ultimately, to attaining profitable operations is dependent upon obtaining adequate financing to fulfill its development activities and achieving a level of sales adequate to support the Company’s cost structure.

AsNOTE ofI—NOTE ~~March~~PAYABLE ~~31,~~TO ~~2013,~~A ~~the Company has 1,000,000~~RELATED ~~common~~PARTY ~~shares~~AND ~~outstanding~~ACCRUED ~~to the following:~~INTEREST

Name	Number of shares		Cash or Services	Price per share		Total value
White Interests Limited Partnership		900,000	founder shares	$	0.0001	$	90.00
Davis and Johnson, LLC		100,000	founder shares	$	0.0001	$	10.00
Totals		1,000,000				$	100

The Company has signed various promissory notes with a partnership that is owned by the Company’s major shareholder. The total amount outstanding of the note is $79,125 and is payable upon demand and bears interest at 8% per year. The interest expense for the quarters ended September 30, 2013 and 2012 is $1,316 and $1,132, respectively. The total interest accrued, but not paid as of September 30, 2013 is $15,383.

~~The Company is authorized to issue~~ (10~~,000,000 preferred shares at $0.0001 per share.~~)

~~During~~Item ~~the~~2. ~~nine~~Management’s ~~months~~Discussion ~~ended March 31, 2013~~ and ~~2012,~~Analysis ~~the company issued no preferred stock. As~~ of ~~March~~Financial ~~31,~~Condition ~~2013,~~and ~~the~~Results ~~Company has no shares~~ of ~~preferred stock outstanding~~Operations.

~~NOTE H-DEVELOPMENT STAGE COMPANY~~Overview

~~The~~Statements, ~~Company~~other isthan historical facts, contained in ~~the~~this ~~development~~Quarterly ~~stage~~Report ~~as of~~on ~~March~~Form 3110-Q, ~~2013~~including statements of potential acquisitions and toour ~~date~~strategies, plans ~~has~~and ~~had~~objectives, noare ~~significant~~"forward-looking ~~operations.~~statements” ~~Recovery~~within the meaning of ~~the~~Section ~~Company~~27A ~~assets~~of isthe ~~dependent~~Securities onAct ~~future~~of ~~events~~1933, as amended (the ~~outcome~~“Securities Act”), and Section 21E of ~~which~~the isSecurities ~~indeterminable~~Exchange Act of 1934, as amended (the “Exchange Act”). InAlthough ~~addition~~we believe that our forward looking statements are based on reasonable assumptions, ~~successful~~we ~~completion~~caution ofthat ~~the~~such statements ~~Company’s~~are ~~development~~subject ~~program~~to a wide range of risks, trends and ~~its~~uncertainties ~~transition~~that could cause actual results to differ materially from those projected. Among those risks, trends and uncertainties are important factors that could cause actual results to differ ~~ultimately~~materially from the forward looking statements, including, but not limited to; ~~attaining~~the ~~profitable~~time ~~operations~~management isdevotes ~~dependent~~to ~~upon~~identifying ~~obtaining~~a ~~adequate~~target business; ~~financing~~management’s ability to ~~fulfill~~consummate ~~its~~a ~~development~~business ~~activities~~combination; the financial condition of the target company with which ~~and~~we ~~achieving~~may enter a ~~level~~business combination; the effect of ~~sales~~existing ~~adequate~~and tofuture ~~support~~laws; governmental regulations; the ~~Company’s~~political ~~cost~~and ~~structure~~economic climate of the United States; and conditions in the capital markets. We undertake no duty to update or revise these forward-looking statements.

~~NOTE~~When ~~I—NOTE~~used ~~PAYABLE~~in TOthis AForm 10-Q, ~~RELATED~~the words, "expect," "anticipate," "intend," "plan," "believe," "seek," ~~PARTY~~"estimate" ~~AND~~and ~~ACCRUED~~similar ~~INTEREST~~expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Because these forward-looking statements involve risks and uncertainties, actual results could differ materially from those expressed or implied by these forward-looking statements for a number of important reasons.

The Company has signed various promissory notes with a partnership that is owned by the Company’s major shareholder. The total amount outstanding of the note is $66,625 and is payable upon demand and bears interest at 8% per year. The interest expense for the nine months ended March 31, 2013 and 2012 is $3,670 and $2,724, respectively. The total interest accrued, but not paid as of March 31, 2013 is $12,741. (11)

~~(8)~~Overview

~~Item 2~~One XL Corp. ~~Management’s~~(“we”, “us” ~~Discussion~~or ~~and~~the ~~Analysis~~“Company”) was organized in the State of ~~Financial~~Nevada ~~Condition~~on February 20, 2008. We are a developmental stage company and ~~Results~~have ofnot ~~Operations~~generated any revenues to date. We were organized to serve as a vehicle for a business combination through a capital stock exchange, merger, reverse acquisition, asset acquisition or other similar business combination (a “Business Combination”) with an operating or development stage business (the “Target”) which desires to utilize our status as a reporting company under the Exchange Act.

~~Overview~~The Company voluntarily filed a registration statement on Form 10 with the U.S. Securities and Exchange Commission (the “SEC”) on September 18, 2008, and since its effectiveness, the Company has focused its efforts on identifying a possible Target for a Business Combination. We are not presently engaged in, and will not engage in, any substantive commercial business operations unless and until we consummate a Business Combination. Our fiscal year ends on June 30.

~~Statements, other~~Based ~~than historical facts, contained in this Quarterly Report~~ on ~~Form 10-Q, including statements of potential acquisitions and~~ our ~~strategies,~~business ~~plans and objectives~~activities, ~~are "forward-looking statements” within~~ the ~~meaning~~Company ofis ~~Section~~a ~~27A of the Securities Act of 1933, as amended (the~~ “~~Securities~~shell ~~Act~~company”), ~~and~~as ~~Section~~defined ~~21E~~under of the ~~Securities~~ Exchange Act ofbecause ~~1934,~~we ashave ~~amended (the~~no ~~“Exchange~~operations ~~Act”).~~and ~~Although~~nominal weassets consisting ~~believe~~solely ~~that~~of ~~our~~cash ~~forward~~and/or ~~looking~~cash ~~statements~~equivalents. ~~are~~Because ~~based on reasonable assumptions,~~ we ~~caution that such statements~~ are ~~subject to~~ a ~~wide~~“shell” ~~range of risks~~company, ~~trends~~the ~~and~~Business ~~uncertainties~~Combination ~~that~~we ~~could~~enter into ~~cause~~with ~~actual~~a ~~results to~~Target ~~differ~~will ~~materially~~be ~~from~~deemed ~~those~~to ~~projected.~~be ~~Among~~a ~~those~~“reverse ~~risks,~~acquisition” ~~trends~~or ~~and~~“reverse ~~uncertainties~~merger.” We are ~~important~~also ~~factors~~a ~~that could cause~~“blank ~~actual~~check” ~~results~~company toas ~~differ~~defined ~~materially~~under ~~from~~ the ~~forward~~Exchange ~~looking~~Act ~~statements,~~because ~~including,~~we ~~but~~are ~~not limited to; the time management devotes to identifying~~ a ~~target~~development ~~business;~~stage ~~management’s~~company ~~ability~~that tois ~~consummate~~issuing a ~~business~~“penny stock” ~~combination;~~(as ~~the~~defined ~~financial~~under ~~condition of~~ the ~~target~~Exchange ~~company~~Act) ~~with~~and ~~which~~have weno ~~may~~specific ~~enter a~~ business ~~combination;~~plan ~~the~~or ~~effect~~purpose ofother ~~existing~~than ~~and~~to ~~future~~merge ~~laws;~~with ~~governmental~~an ~~regulations;~~unidentified ~~the~~company ~~political~~or ~~and~~companies. ~~economic~~Many ~~climate~~states ofhave ~~the~~enacted ~~United~~statutes, ~~States;~~rules and ~~conditions~~regulations inlimiting the ~~capital~~sale ~~markets.~~of Wesecurities ~~undertake~~of noblank ~~duty~~check ~~to update~~companies orin ~~revise~~their ~~these~~respective ~~forward-looking statements~~jurisdictions.

~~When~~Our management has broad ~~used~~discretion inwith ~~this~~respect ~~Form~~to ~~10-Q,~~identifying ~~the~~and ~~words,~~selecting ~~"expect,"~~a ~~"anticipate,"~~prospective ~~"intend,"~~Target. ~~"plan,"~~We ~~"believe,"~~have not established any specific attributes or criteria ~~"seek,"~~(financial ~~"estimate"~~or otherwise) for a prospective Target and ~~similar~~may ~~expressions~~enter ~~are~~into ~~intended~~a toBusiness ~~identify~~Combination ~~forward-looking~~with ~~statements,~~a ~~although~~development ~~not~~stage company, a ~~all~~distressed ~~forward-looking~~company ~~statements~~or ~~contain~~a ~~these~~foreign ~~identifying~~company ~~words.~~engaged ~~Because~~in ~~these~~any ~~forward-looking~~industry. ~~statements~~Our ~~involve~~sole ~~risks~~officer and ~~uncertainties,~~director has never served as an officer or ~~actual~~director ~~results~~of ~~could~~a ~~differ~~development ~~materially~~stage ~~from~~public ~~those~~company ~~expressed~~that orhas ~~implied~~consummated a Business Combination such as that contemplated by ~~these~~our ~~forward-looking~~Company. Accordingly, ~~statements~~he ~~for~~may not successfully identify a Target or conclude a Business Combination. In addition, our management engages in other business activities and is not obligated to devote any specific number of ~~important~~hours to our matters. Management intends to ~~reasons~~devote only as much time as it deems necessary to our affairs.

~~Overview~~We cannot assure you that we will be successful in concluding a Business Combination. We will not realize any revenues or generate any income unless and until we successfully merge with or acquire an operating business that is generating revenues and otherwise is operating profitably. Moreover, we can offer no guarantee that the Company will achieve long-term or immediate short-term earnings from any Business Combination.

~~One XL~~Any ~~Corp.~~entity (“with which we”, enter ~~“us”~~into ora ~~the~~Business ~~“Company”)~~Combination ~~was~~will ~~organized~~be insubject ~~the~~to ~~State~~numerous ofrisks ~~Nevada~~in onconnection ~~February~~with ~~20, 2008~~its operations. WeTo ~~are~~the extent we affect a ~~developmental~~Business ~~stage~~Combination ~~company~~with ~~and~~a ~~have~~financially ~~not~~unstable ~~generated~~company ~~any~~or ~~revenues~~an toentity ~~date.~~in Weits ~~were~~early ~~organized~~stage toof ~~serve~~development asor agrowth, ~~vehicle~~including ~~for~~entities awithout ~~business~~established ~~combination~~records ~~through~~of asales ~~capital~~or ~~stock exchange~~earnings, ~~merger,~~we ~~reverse~~may ~~acquisition,~~be ~~asset~~affected ~~acquisition~~by ornumerous ~~other~~risks ~~similar~~inherent in the business and operations ~~combination~~of (such companies. If we consummate a “Business Combination”) with ana ~~operating~~foreign orentity, ~~development~~we ~~stage~~will ~~business~~be (subject to all of the ~~“Target”)~~risks attendant ~~which~~to ~~desires~~foreign tooperations. ~~utilize~~Although our ~~status~~management aswill endeavor to evaluate the risks inherent in a ~~reporting~~particular ~~company~~Target, ~~under~~we ~~the~~cannot ~~Exchange~~assure you ~~Act~~that we will properly ascertain or assess all significant risk factors.

~~The~~We expect that in connection ~~Company~~with ~~voluntarily~~any ~~filed~~Business aCombination, ~~registration~~we ~~statement~~will onissue ~~Form~~a 10significant ~~with~~number ~~the~~of ~~U.S.~~shares ~~Securities~~of ~~and~~our ~~Exchange~~common ~~Commission~~stock (equal to at least 80% of the ~~“SEC”)~~total onnumber ~~September~~of ~~18,~~shares ~~2008,~~outstanding ~~and~~after ~~since~~giving ~~its~~effect ~~effectiveness,~~to the ~~Company~~transaction ~~has~~and ~~focused~~likely, ~~its~~a ~~efforts~~significantly onhigher ~~identifying~~percentage) ain ~~possible~~order ~~Target~~to ensure ~~for~~that a the Business Combination qualifies as a “tax free” transaction under federal tax laws. WeThe ~~are~~issuance ~~not~~of additional ~~presently~~shares ~~engaged~~of ~~in,~~our ~~and~~capital stock will ~~not~~significantly ~~engage~~reduce ~~in,~~the ~~any~~equity ~~substantive~~interest ~~commercial~~of ~~business~~our ~~operations~~stockholders prior to the transaction ~~unless~~and cause a change in control in our Company and ~~until~~likely weresult ~~consummate~~in athe ~~Business~~resignation ~~Combination.~~or ~~Our~~removal ~~fiscal~~of ~~year~~our ~~ends~~officer onand ~~June~~director 30as of the date of the transaction.

~~Based~~Our management anticipates onthat our ~~business activities, the~~ Company islikely awill ~~“shell~~affect ~~company”~~only asone ~~defined~~Business ~~under~~Combination, ~~the~~due ~~Exchange~~primarily ~~Act~~to ~~because~~our welimited ~~have~~financial ~~no operations~~resources and ~~nominal~~the ~~assets~~dilution of ~~consisting~~interest ~~solely~~for ofpresent ~~cash~~ and~~/or~~ ~~cash~~prospective ~~equivalents. Because we are a “shell” company~~stockholders, ~~the~~ ~~Business~~which ~~Combination~~is welikely ~~enter~~to ~~into~~occur ~~with~~as a ~~Target~~result ~~will~~of beour ~~deemed~~management's plan to beoffer a ~~“reverse acquisition” or “reverse~~ ~~merger.”~~controlling Weinterest ~~are~~to ~~also~~ a ~~“blank~~Target ~~check”~~in ~~company~~order asto ~~defined~~achieve ~~under~~a ~~the~~tax-free ~~Exchange~~reorganization. ~~Act~~This ~~because~~lack weof ~~are~~diversification ashould ~~development stage~~be ~~company that is issuing~~ considered a ~~“penny~~substantial ~~stock”~~risk ~~(as~~in ~~defined~~investing ~~under~~in ~~the~~us ~~Exchange~~because ~~Act)~~it ~~and~~will ~~have~~not nopermit ~~specific~~us ~~business plan or purpose other than~~ to ~~merge~~offset ~~with~~potential anlosses ~~unidentified~~from ~~company~~one orventure ~~companies.~~against ~~Many states have enacted statutes, rules and regulations~~potential ~~limiting~~gains ~~the~~from ~~sale of securities of blank check companies in their respective jurisdictions~~another.

~~Our management~~The ~~has~~Company ~~broad~~currently ~~discretion~~does not ~~with~~engage ~~respect~~in toany ~~identifying~~business ~~and~~activities ~~selecting~~that aprovide ~~prospective~~cash ~~Target~~flow. WeDuring ~~have~~the ~~not~~next ~~established~~twelve ~~any~~months ~~specific attributes~~we oranticipate ~~criteria~~incurring ~~(financial~~costs orrelated to ~~otherwise)~~filing ~~for~~periodic areports ~~prospective~~under ~~Target~~the Exchange Act, investigating and ~~may~~analyzing ~~enter~~Targets ~~into~~and, possibly, consummating a Business Combination. Our ~~with~~current aassets ~~development stage~~will ~~company,~~not abe ~~distressed~~sufficient ~~company~~for orthese apurposes; ~~foreign~~however, ~~company~~we ~~engaged~~believe inwe ~~any~~will ~~industry.~~be ~~Our~~able ~~sole~~to ~~officer~~meet ~~and~~these ~~director~~costs ~~has~~from ~~never served~~cash aswhich anmay ~~officer~~be orloaned ~~director~~to ofor ainvested ~~development~~in ~~stage~~us ~~public~~by ~~company~~our ~~that~~stockholders, ~~has~~management ~~consummated~~or aother ~~Business~~investors. ~~Combination~~It ~~such~~is asunlikely that ~~contemplated~~we will be able byto ~~our~~secure ~~Company.~~third ~~Accordingly,~~party hefunding ~~may~~for ~~not~~our ~~successfully~~operations ~~identify~~and awe ~~Target~~cannot orbe ~~conclude~~certain athat ~~Business~~the ~~Combination.~~Company Inwill ~~addition,~~be ~~our~~able ~~management~~to secure additional funding ~~engages~~as inneeded. ~~other~~Our ~~business~~ability ~~activities~~to ~~and~~continue as a going concern is ~~not~~dependent ~~obligated~~upon our ability to ~~devote~~generate ~~any~~cash ~~specific~~from ~~number~~the sale of ~~hours~~our tocommon stock ~~our~~and/or ~~matters.~~obtain ~~Our~~debt ~~officer~~financing ~~devotes only~~and asattain ~~much~~future ~~time~~profitable asoperations heby ~~deems~~acquiring ~~necessary~~or tomerging ~~our~~with ~~affairs~~a profitable company.

We cannot assure you that we will be successful in concluding a Business Combination. We will not realize any revenues or generate any income unless and until we successfully merge with or acquire an operating business that is generating revenues and otherwise is operating profitably. Moreover, we can offer no guarantee that the Company will achieve long-term or immediate short-term earnings from any Business Combination.(12)

~~Any entity~~Liquidity with which we enter into a Business Combination will be subject to numerous risks in connection with its operations. To the extent we affect a Business Combination with a financially unstable company or an entity in its early stage of development or growth, including entities without established records of sales or earnings, we may be affected by numerous risks inherent in the business and ~~operations~~Capital of such companies. If we consummate a Business Combination with a foreign entity, we will be subject to all of the risks attendant to foreign operations. Although our management will endeavor to evaluate the risks inherent in a particular Target, we cannot assure you that we will properly ascertain or assess all significant risk factors.Resources

~~We expect~~At ~~that~~September ~~in connection with any Business Combination~~30, 2013, we ~~will~~had ~~issue~~total aassets ~~significant~~of ~~number~~$4,199, ofconsisting ~~shares~~exclusively of ~~our~~cash. ~~common~~This ~~stock~~compares ~~(equal to~~with ~~at least 80% of the~~ total ~~number~~assets of ~~shares~~$745 ~~outstanding~~at ~~after~~June ~~giving effect to the transaction and likely~~30, a2013 ~~significantly~~our ~~higher~~fiscal ~~percentage)~~year inend. ~~order~~At toSeptember ~~ensure~~30, ~~that~~2013, the ~~Business~~Company ~~Combination~~had ~~qualifies~~current asliabilities aof ~~“tax~~$94,508 ~~free”~~compared ~~transaction~~with ~~under~~current ~~federal~~liabilities ~~tax laws. The issuance~~ of ~~additional~~$80,692 ~~shares~~at June of30, ~~our~~2013, ~~capital~~in ~~stock~~each ~~will~~case, ~~significantly~~comprised ~~reduce~~exclusively ~~the equity interest~~ of ~~our~~amounts ~~stockholders prior~~owed to ~~the transaction and cause a change in control in~~ our ~~Company~~current ~~and~~stockholder ~~likely result in the resignation or removal of our officer~~ and ~~director~~a asformer ~~of the date of the transaction~~stockholder.

Our ~~management~~ ~~anticipates~~existing ~~that~~cash ~~our Company likely~~ reserves will ~~affect~~not ~~only~~be ~~one~~sufficient ~~Business Combination, due primarily~~ to cover our ~~limited~~operating ~~financial resources~~costs and ~~the~~expenses ~~dilution~~over ofthe ~~interest~~next ~~for~~twelve ~~present and prospective stockholders, which is likely to occur as a result of our management's plan to offer a controlling interest to a Target in order to achieve a tax-free reorganization~~months. ~~This lack of diversification should be considered a substantial risk in investing in us because it will not permit us to offset potential losses from one venture against potential gains from another.~~

~~The Company~~To ~~currently~~date, ~~does not engage in any business activities that provide cash flow. During the next twelve months~~ we ~~anticipate~~have funded ~~incurring~~our ~~costs~~operations ~~related~~through toloans ~~filing~~from ~~periodic~~our ~~reports under the Exchange Act, investigating and analyzing Targets and, possibly, consummating a Business Combination~~stockholder. Our ~~current~~stockholder ~~assets~~has ~~will~~advised ~~not~~management beorally ~~sufficient~~that ~~for~~he ~~these~~presently ~~purposes;~~expects ~~however,~~to ~~we believe we will~~fund beadditional ~~able to meet these~~ costs ~~from~~and ~~cash~~expenses ~~which~~we may beincur ~~loaned~~through toloans or ~~invested~~further investment in usthe byCompany, ~~our~~as ~~stockholder~~and orwhen ~~other investors~~necessary. ~~It is unlikely~~However, ~~that we will be able to secure third party funding for~~ our ~~operations~~stockholder ~~and we cannot be certain that the Company will be able to secure additional funding as needed. Our ability to continue as a going concern~~ is ~~dependent~~under ~~upon~~no ~~our~~obligation ~~ability~~ to ~~generate~~provide ~~cash from~~such ~~the sale of our common stock and/or obtain debt financing and attain future profitable operations by acquiring or merging with a profitable company~~funding.

The following is a summary of the Company's cash flows provided by (9used in) operating, investing, and financing activities:

Liquidity and Capital Resources

	Three Months Ended September 30, 2013		Three Months Ended September 30, 2012		For the Cumulative Period from October 12, 2007 (Inception) to September 30, 2013
Net Cash (Used In) Operating Activities	$	(9,046)	$	(3,650)	$	(74,926)
Net Cash Provided by Financing Activities	$	12,500	$	5,000	$	79,125
Net Increase (Decrease) in Cash and Cash Equivalents	$	3,454	$	1,350	$	4,199

~~At March~~We ~~31,~~do ~~2013,~~not weexpect ~~had~~to ~~total~~engage in ~~assets~~any ofsubstantive ~~$1,891,~~activities ~~consisting~~unless ~~exclusively~~and ofuntil ~~cash.~~such ~~This~~time ~~compares~~as ~~with~~we ~~total~~enter ~~assets~~into ofa ~~$708~~Business atCombination ~~June 30,~~with ~~2012~~a ~~our~~Target, ~~fiscal~~if ~~year end~~ever. AtWe ~~March~~cannot provide ~~31,~~investors ~~2013, the Company had current liabilities of $79,366 compared~~ with ~~current~~any ~~liabilities of~~assurance ~~$60,696~~that atwe ~~June~~will ~~30,~~have ~~2012,~~sufficient incapital ~~each~~resources ~~case, comprised exclusively of amounts owed~~ to fund our ~~current~~operations ~~stockholder~~ and arealize ~~former~~our ~~stockholder~~business objectives.

~~Our existing~~Results ~~cash~~of ~~reserves will not be sufficient to cover our operating costs and expenses over the next twelve months.~~Operations

~~To date~~Since our inception, we have ~~funded~~not ~~our~~engaged in any substantive operations, ~~through~~other ~~loans~~than ~~from~~seeking ~~our~~to ~~stockholder.~~identify ~~Our~~a ~~stockholder~~Target, ~~has~~nor ~~advised~~have ~~management~~we ~~orally~~generated ~~that~~any herevenues. We ~~presently~~reported ~~expects~~a net loss for the three months ended September 30, 2013 of $10,362, compared to ~~fund~~a ~~additional~~net ~~costs~~loss of $4,782 for the comparable 2012 period, and ~~expenses~~have wesuffered ~~may~~a ~~incur~~net ~~through~~loss ~~loans~~since orinception ~~further~~of ~~investment~~$90,309. inAt ~~the~~September ~~Company~~30, as2013, ~~and~~we had a working capital deficit of ~~when~~$90,309 ~~necessary~~compared to a working capital deficit of $79,947 at June 30, 2013. ~~However~~Since our inception, our ~~stockholder~~operating isexpenses have principally comprised professional fees and expenses incurred in connection with the filing of reports under nothe ~~obligation~~Exchange toAct, ~~provide~~as ~~such~~well ~~funding~~as interest accrued on loans from one of our stockholders.

~~The~~We do not expect to engage ~~following~~in isany activities, other than seeking to identify a ~~summary~~Target, ofunless and until such time as we enter into a Business Combination with a Target, if ever. We cannot provide investors with any assessment as to the ~~Company'~~nature of a Target’s ~~cash~~operations ~~flows~~or ~~provided~~speculate as byto ~~(used~~the ~~in)~~status ~~operating,~~of ~~investing~~its products or operations, ~~and~~whether ~~financing~~at ~~activities:~~the time of the Business Combination it will be generating revenues or its future prospects.

	Nine Months Ended March 31, 2013		Nine Months Ended March 31, 2012		For the Cumulative Period from October 12, 2007 (Inception) to March 31, 2013
Net Cash (Used In) Operating Activities	$	(13,817)	$	(13,339)	$	(64,734)
Net Cash Provided by Financing Activities	$	15,000	$	11,000	$	66,625
Net Increase (Decrease) in Cash and Cash Equivalents	$	1,183	$	(2,339)	$	1,891

Going Concern

WeOur negative working capital, docontinuing ~~not~~operating ~~expect~~losses, failure to ~~engage~~generate inrevenues ~~any~~and ~~substantive~~lack ~~activities~~of ~~unless~~operating ~~and~~capital ~~until~~create ~~such~~substantial ~~time~~doubt asabout wethe ~~enter~~Company’s ability ~~into~~to continue as a ~~Business~~going ~~Combination~~concern. ~~with a~~The ~~Target,~~ability ifof ~~ever.~~the WeCompany ~~cannot~~to ~~provide~~continue ~~investors~~as ~~with~~a ~~any~~going ~~assurance~~concern ~~that~~is wedependent ~~will~~on ~~have~~its ~~sufficient~~ability to obtain capital ~~resources~~from our affiliates to fund our operations, generate cash from the sale of its securities and attain future profitable operations. Management’s plans include selling its equity securities and ~~realize~~obtaining ~~our~~debt ~~business~~financing ~~objectives~~to fund its capital requirement and ongoing operations; however, there can be no assurance the Company will be successful in these efforts.

~~Results of Operations~~(13)

~~Since our~~Item inception, we have not engaged in any substantive operations, other than seeking to identify a Target, nor have we generated any revenues. We reported a net loss for the three and nine months ended March 31, 2013 of $3~~,282 and $17,487, respectively, compared to a net loss of $5,757 and $16,063, respectively, for the comparable periods of 2011, and have suffered a net loss since inception of $77,475~~. AtQuantitative March 31, 2013, we had a working capital deficit of $77,475 compared to a working capital deficit of $59,988 at June 30, 2012. Since our inception, our operating expenses have principally comprised professional fees and ~~expenses~~Qualitative ~~incurred in~~Disclosures ~~connection~~about ~~with~~Market ~~the filing of reports under the Exchange Act, as well as interest accrued on loans from one of our stockholders~~Risk.

~~We do~~Not ~~not expect to engage in any activities, other than seeking to identify a Target, unless and until such time as we enter into a Business Combination with a Target, if ever~~applicable. We cannot provide investors with any assessment as to the nature of a Target’s operations or speculate as to the status of its products or operations, whether at the time of the Business Combination it will be generating revenues or its future prospects.

~~Going Concern~~Item 4(T). Controls and Procedures.

~~Our negative~~Evaluation ~~working capital, continuing operating losses, failure to generate revenues and lack~~ of ~~operating~~Disclosure ~~capital~~Controls create substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on its ability to obtain capital from our affiliates to fund our operations, generate cash from the sale of its securities and attain future profitable operations. Management’s plans include selling its equity securities and obtaining debt financing to fund its capital requirement and ongoing operations; however, there can be no assurance the Company will be successful in these efforts.Procedures

As of September 30, 2013, the Company’s management performed an evaluation, under the supervision and with the participation of the Company’s Chief Executive Officer, who is the Company’s principal executive officer and principal financial officer and who we refer to herein as our PEO, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (10as defined in Rules 13a-15 and 15d-15 under the Exchange Act), pursuant to Exchange Act Rule 13a-15. As a result of our continuing efforts to remediate the material weaknesses in our internal control over financial reporting that existed as of June 30, 2013 and which remained extant as of the close of the period covered by this Report, our PEO concluded that the Company's disclosure controls and procedures were not effective as of September 30, 2013.

~~Item~~The weaknesses in our disclosure 3.and ~~Quantitative~~procedures encompassed weaknesses in certain elements of our internal control over financial reporting (ICFR) that our subsumed within our disclosure controls and ~~Qualitative~~procedures. ~~Disclosures~~A ~~about~~material ~~Market~~weakness ~~Risk~~is defined in Section 210.1-02(4) of Regulation S-X as a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis. The specific weaknesses relate to elements of our ICFR that provide reasonable assurances that transactions are recorded as necessary to permit the preparation of financial statements in accordance with generally accepted accounting principles and comprise the following:

~~Not~~1. ~~applicable~~We did not maintain effective controls over the control environment. 2. We did not maintain effective controls over financial statement disclosure. 3. We did not maintain effective controls over financial reporting. 4. There existed a lack of segregation of duties in regard to the Company’s financial reporting, procedures for depositing of funds, procedures for cash disbursements, procedures for checkbook entries, period close procedures, and procedures for financial statement preparation, because we have only one officer who is responsible for all such duties.

~~Item~~We believe that the weaknesses ~~4(T)~~in our disclosure controls and procedures and ICFR are a direct consequence of our size, resource constraints and the nature of our business. ~~Controls~~We are a “shell company,” as defined under the Securities Act, in that we have no operations and ~~Procedures~~nominal assets. Further, we have no full-time employees. As a result, we are constrained by our lack of resources to take the types of corrective actions that would be necessary to remediate the material weaknesses, including, for example, engaging additional accounting personnel and adopting an audit committee charter and seating an audit committee with at least one independent member who qualifies as an audit committee financial expert as defined in Item 407(d)(5)(ii) of Regulation S-K

~~Evaluation of~~Changes ~~Disclosure~~in Internal Controls ~~and Procedures~~

~~As of~~There ~~March~~have ~~31,~~been ~~2013,~~no ~~the Company’s management performed an evaluation, under the supervision and with the participation of~~changes ~~the~~in ~~Company’s chief executive officer, who is~~ the Company’s ~~principal~~internal ~~executive~~control ~~officer~~over ~~and principal~~ financial ~~officer and~~reporting ~~who we refer to herein as our PEO, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures~~ (as defined in Rules 13a-15 and 15d-15 under the Exchange Act)~~, pursuant to Exchange Act Rule 13a-15. As a result~~ ofduring the ~~material~~three ~~weaknesses~~months inended ~~our~~September ~~internal~~30, ~~control~~2013 ~~over financial reporting~~ that ~~existed~~have asmaterially ~~of June 30~~affected, ~~2012,~~or ~~which~~are ~~remained~~reasonably ~~extant as~~likely ofto ~~the~~materially ~~close of the period covered by this Report~~affect, ~~our PEO concluded that~~ the Company'’s ~~disclosure~~internal ~~controls~~control ~~and~~over ~~procedures were~~financial ~~not effective as of March 31, 2013~~reporting.

~~The weaknesses in our disclosure and procedures encompassed weaknesses in certain elements of our internal control over financial reporting~~ (~~ICFR~~14) that our subsumed within our disclosure controls and procedures. A material weakness is defined in Section 210.1-02(4) of Regulation S-X as a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis. The specific weaknesses relate to elements of our ICFR that provide reasonable assurances that transactions are recorded as necessary to permit the preparation of financial statements in accordance with generally accepted accounting principles and comprise the following:

•PART WeII ~~did~~— ~~not~~OTHER maintain effective controls over the control environment. • We did not maintain effective controls over financial statement disclosure. • We did not maintain effective controls over financial reporting. • There existed a lack of segregation of duties in regard to the Company’s financial reporting, procedures for depositing of funds, procedures for cash disbursements, procedures for checkbook entries, period close procedures, and procedures for financial statement preparation, because we have only one officer who is responsible for all such duties.INFORMATION

~~We believe~~Item ~~that the weaknesses in our disclosure controls and procedures and ICFR are a direct consequence of our size, financial and personnel resources and the nature of our business~~1. WeLegal ~~are a “shell company,” as defined under the Securities Act, in that we have no operations, generate no revenue and have only nominal assets~~Proceedings. Further, we have no full-time employees. As a result, we are constrained by our lack of resources to take the types of corrective actions that would be necessary to remediate the material weaknesses, including, for example, engaging additional accounting personnel and adopting an audit committee charter and seating an audit committee with at least one independent member who qualifies as an audit committee financial expert as defined in Item 407(d)(5)(ii) of Regulation S-K

~~Changes~~There are presently no inpending ~~Internal~~legal ~~Controls~~proceedings to which the Company is a party or as to which any of its property is subject, and no such proceedings are known to the Company to be threatened or contemplated against it.

~~There have~~Item ~~been~~1A. noRisk changes in the Company’s internal control over financial reporting (as defined in Rules 13a-15 and 15d-15 under the Exchange Act) during the three months ended March 31, 2013 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reportingFactors.

~~(11)~~As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.

~~PART II~~Item —2. ~~OTHER~~Unregistered ~~INFORMATION~~Sales of Equity Securities and Use of Proceeds.

~~Item 1~~None. ~~Legal Proceedings.~~

~~There are~~Item ~~presently~~3. noDefaults ~~material~~Upon ~~pending~~Senior ~~legal proceedings to which the Company is a party or as to which any of its property is subject, and no such proceedings are known to the Company to be threatened or contemplated against it~~Securities.

~~Item 1A~~None. ~~Risk Factors.~~

~~As a “smaller reporting company” as defined by~~ Item 104. ofMine ~~Regulation~~Safety ~~S-K, the Company is not required to provide this information~~Disclosures.

~~Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.~~N/A

~~None~~Item 5. Other Information.

~~Item 3~~None. ~~Defaults Upon Senior Securities.~~

~~None~~Item 6. Exhibits.

Item 4. Mine Safety Disclosures.

Exhibit	Description

31.1	Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2013.

32.1*	Certification of the Company’s 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.

Not applicable.

101.INS **	XBRL Instance Document

101.SCH **	XBRL Taxonomy Extension Schema Document

101.CAL **	XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF **	XBRL Taxonomy Extension Definition Linkbase Document

101.LAB **	XBRL Taxonomy Extension Label Linkbase Document

101.PRE **	XBRL Taxonomy Extension Presentation Linkbase Document

~~Item~~____________ 5* Pursuant to Commission Release No. ~~Other~~33-8238, ~~Information~~this certification will be treated as “accompanying” this Quarterly Report on Form 10-Q and not “filed” as part of such report for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of Section 18 of the Securities Exchange Act of 1934, as amended, and this certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference.

~~None.~~** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

~~Item 6. Exhibits.~~(15)

Exhibit	Description
31.1	Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013.
32.1*	Certification of the Company’s 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.

SIGNATURES

101.INS **	XBRL Instance Document
101.SCH **	XBRL Taxonomy Extension Schema Document
101.CAL **	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF **	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB **	XBRL Taxonomy Extension Label Linkbase Document
101.PRE **	XBRL Taxonomy Extension Presentation Linkbase Document

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused the Report to be signed on its behalf by the undersigned thereunto duly authorized.

____________ * Pursuant to Commission Release No. 33-8238, this certification will be treated as “accompanying” this Quarterly Report on Form 10-Q and not “filed” as part of such report for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of Section 18 of the Securities Exchange Act of 1934, as amended, and this certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference.

	ONE CL CORP.

Date: November 13, 2013	By:	/s/ C. Lynn White
	Name:	C. Lynn White
	Title:	President, Principal Executive Officer and Principal Financial Officer

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

(12)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused the Report to be signed on its behalf by the undersigned thereunto duly authorized.

	ONE XL CORP.
Date: May 13, 2013	By:	/s/ C. Lynn White
	Name:	C. Lynn White
	Title:	President, Principal Executive Officer and Principal Financial Officer

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