UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934: For the quarterly period ended ~~March~~June 3130, 2012

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: 333-171141

Sur Ventures, Inc.

(Exact name of registrant as specified in its charter)

Nevada	26-2292370
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

500 Newport Center Drive, Suite 800, Newport Beach, CA 92660

(Address of principal executive offices) (Zip Code)

(888) 532-5522
(Registrant’s telephone number, including area code)

Indicate by check mark whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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. x 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). x Yes o No

Indicate by check mark whether the registrant is a large accelerated file, 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	x

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

As of ~~May~~August 149, 2012, there were 3,894,833 shares of the issuer's $.001 par value common stock issued and outstanding.

TABLE OF CONTENTS PART I FINANCIAL INFORMATION
		Page
Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	11
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	13
Item 4.	Controls and Procedures	1413
PART II OTHER INFORMATION
Item 1.	Legal Proceedings	14
Item 1A.	Risk Factors	14
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	14
Item 3.	Defaults Upon Senior Securities	14
Item 4.	Mine Safety Disclosures	14
Item 5.	Other Information	1514
Item 6.	Exhibits	1514

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

~~BALANCE~~SUR ~~SHEET~~VENTURES, INC

	March 31,			September 30,
	2012			2011
	(Unaudited)
ASSETS
CURRENT ASSETS
Cash	$	53,179		$	17,998
Accounts receivable		89,416			6,328
Total current assets		142,595			24,326
Property and equipment, net of $2,094 and $1,724 accumulated depreciation, respectively		1,600			1,970
TOTAL ASSETS	$	144,195		$	26,296
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued liabilities	$	195,275		$	132,946
Loans from stockholder		107,685			27,780
Total current liabilities		302,960			160,726
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock; $.001 par value; 50,000,000 shares authorized; 3,894,833 shares issued and outstanding, respectively		3,895			3,895
Additional paid-in capital		68,080			65,080
Deficit accumulated during the development stage		(230,740	)		(203,405	)
Total stockholders' equity (deficit)		(158,765	)		(134,430	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	144,195		$	26,296

CONDENSED BALANCE SHEETS

	June 30,			September 30,
	2012			2011
	(Unaudited)
ASSETS

CURRENT ASSETS
Cash	$	1,217		$	17,998
Accounts receivable		917,346			6,328
Inventory		4,654			-
Total current assets		923,217			24,326

Property and equipment, net of $2,278 and $1,724 accumulated depreciation, respectively		1,416			1,970
TOTAL ASSETS	$	924,633		$	26,296

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
Accounts payable and accrued liabilities	$	273,031		$	132,946
Loans from stockholder		223,628			27,780
Notes payable - related party		459,000			-
Total current liabilities		955,659			160,726


STOCKHOLDERS' EQUITY (DEFICIT)

Common stock; $.001 par value; 50,000,000 shares authorized; 3,894,833 shares issued and outstanding, respectively		3,895			3,895
Additional paid-in capital		69,580			65,080
Accumulated deficit		(104,501	)		(203,405	)

Total stockholders' equity (deficit)		(31,026	)		(134,430	)

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	924,633		$	26,296

SUR VENTURES, INC.

CONDENSED STATEMENTS OF OPERATIONS

SUR VENTURES, INC.

STATEMENTS OF OPERATIONS

(UNAUDITED)

		FOR THE THREE MONTHS ENDED MARCH 31, 2012		FOR THE THREE MONTHS ENDED MARCH 31, 2011			FOR THE SIX MONTHS ENDED MARCH 31, 2012			FOR THE SIX MONTHS ENDED MARCH 31, 2011			FOR THE PERIOD FROM INCEPTION (DECEMBER 4, 2007 THROUGH MARCH 31, 2012)
	FOR THE THREE MONTHS ENDED JUNE 30, 2012			FOR THE THREE MONTHS ENDED JUNE 30, 2011			FOR THE NINE MONTHS ENDED JUNE 30, 2012			FOR THE NINE MONTHS ENDED JUNE 30, 2011
REVENUES	$	~~175~~1,~~616~~114,368		$	3810,~~538~~954		$	~~192~~1,~~265~~306,633		$	5263,~~477~~431		$	~~369,157~~
COST OF REVENUES		99938,~~768~~000			286,~~109~~778			~~102~~1,040,876			2834,~~109~~887			~~219,750~~
GROSS PROFIT		75176,~~848~~368			104,~~429~~176			89265,~~389~~757			2428,~~368~~544			~~149,407~~
OPERATING EXPENSES
Officer compensation		6,000			6,000			1218,500			1218,000			~~42,500~~
General and Administrative		45,413			31,515			102,172			39,454			240,870
General and administrative		36,169			12,747			138,341			52,201
TOTAL OPERATING EXPENSES		5142,~~413~~169			3718,~~515~~747			~~114~~156,~~672~~841			5170,~~454~~201			~~283,370~~
NET INCOME (LOSS) BEFORE DISCONTINUED OPERATIONS AND INCOME TAX EXPENSE		24,435			(27,086	)		(25,283	)		(27,086	)		(133,963	)
OTHER INCOME (EXPENSE)
LOSS FROM DISCONTINUED OPERATIONS		-			(4,625	)		-			(44,527	)		(85,812	)
Interest expense		(7,960	)		(806	)		(10,012	)		(2,377	)
LOSS BEFORE INCOME TAXES		24,435			(31,711	)		(25,283	)		(71,613	)		(219,775	)
TOTAL OTHER INCOME (EXPENSE)		(7,960	)		(806	)		(10,012	)		(2,377	)
OTHER INCOME (EXPENSE)
INCOME (LOSS) FROM CONTINUING OPERATIONS		126,239			(15,377	)		98,904			(44,034	)
Interest expense		(1,408	)		(819	)		(2,052	)		(1,571	)		(10,965	)
(LOSS) FROM DISCONTINUED OPERATIONS		-			(5,710	)		-			(50,237	)
TOTAL OTHER INCOME (EXPENSE)		(1,408	)		(819	)		(2,052	)		(1,571	)		(10,965	)
INCOME (LOSS) BEFORE INCOME TAXES		126,239			(21,087	)		98,904			(94,271	)
NET INCOME (LOSS) BEFORE INCOME TAXES		23,027			(32,530	)		(27,335	)		(73,184	)		(230,740	)
INCOME TAX (BENEFIT) EXPENSE		-			-			-			-
INCOME TAX (BENEFIT) EXPENSE		-			-			-			-			-
NET INCOME (LOSS)	$	126,239		$	(21,087	)	$	98,904		$	(94,271	)
NET INCOME (LOSS)	$	23,027		$	(32,530	)	$	(27,335	)	$	(73,184	)	$	(230,740	)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING		3,894,833			3,886,371			3,894,833			3,785,571
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING		3,894,833			3,766,500			3,894,833			3,766,500
BASIC AND DILUTED NET INCOME (LOSS) PER COMMON SHARE	$	0.03		$	(0.01	)	$	0.03		$	(0.02	)
NET INCOME (LOSS) PER COMMON SHARE:	$	0.01		$	(0.01	)	$	(0.01	)	$	(0.02	)

The accompanying notes are an integral part of these condensed financial statements.

SUR VENTURES, INC.

CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT

~~SUR~~FOR ~~VENTURES~~THE PERIOD FROM INCEPTION (DECEMBER 4, ~~INC.~~2007) THROUGH JUNE 30, 2012

FOR THE PERIOD FROM INCEPTION (DECEMBER 4, 2007) THROUGH MARCH 31, 2012

					Additional					Total
	Common Stock				Paid-in		Accumulated			Stockholders’
	Shares		Par Value		Capital		Deficit			Equity/(Deficit)

Balance - September 30, 2010		3,766,500	$	3,767	$	43,808	$	(95,576	)	$	(48,001	)

Issuance of common stock for cash, April 6, 2011		128,333		128		15,272		-			15,400

Additional paid-in capital in exchange for facilities provided by related party		-		-		6,000		-			6,000

Net loss		-		-		-		(107,829	)		(107,829	)

Balance - September 30, 2011 (Audited)		3,894,833	$	3,895	$	65,080	$	(203,405	)	$	(134,430	)

Additional paid-in capital in exchange for facilities provided by related party		-		-		4,500		-			4,500

Net income		-		-		-		98,904			98,904

Balance - June 30, 2012 (Unaudited)		3,894,833	$	3,895	$	69,580	$	(104,501	)	$	(31,026	)

					Additional					Total
	Common Stock				Paid-in		Accumulated			Stockholders’
	Shares		Par Value		Capital		Deficit			Equity/(Deficit)
Balance - December 4, 2007		-	$	-	$	-	$	-		$	-
Issuance of common stock for services, December 5, 2007		1,000,000		1,000		-		-			1,000
Issuance of common stock for cash, January 15, 2008		2,500,000		2,500		2,500		-			5,000
Additional paid-in capital in exchange for facilities provided by related party		-		-		4,500		-			4,500
Net loss		-		-		-		(28,553	)		(28,553	)
Balance - September 30, 2008		3,500,000		3,500		7,000		(28,553	)		(18,053	)
Issuance of common stock for cash, June 5, 2009		31,500		32		1,543		-			1,575
Additional paid-in capital in exchange for facilities provided by related party		-		-		6,000		-			6,000
Net loss		-		-		-		(50,847	)		(50,847	)
Balance - September 30, 2009		3,531,500		3,532		14,543		(79,400	)		(61,325	)
Issuance of common stock for cash, April 1, 2010		235,000		235		23,265		-			23,500
Additional paid-in capital in exchange for facilities provided by related party		-		-		6,000		-			6,000
Net loss		-		-		-		(16,176	)		(16,176	)
Balance - September 30, 2010		3,766,500	$	3,767	$	43,808	$	(95,576	)	$	(48,001	)
Issuance of common stock for cash, April 6, 2011		128,333		128		15,272		-			15,400
Additional paid-in capital in exchange for facilities provided by related party		-		-		6,000		-			6,000
Net loss		-		-		-		(107,829	)		(107,829	)
Balance - September 30, 2011		3,894,833	$	3,895	$	65,080	$	(203,405	)	$	(134,430	)
Additional paid-in capital in exchange for facilities provided by related party		-		-		3,000		-			3,000
Net income		-		-		-		(27,335	)		(27,335	)
Balance - March 31, 2012 (unaudited)		3,894,833	$	3,895	$	68,080	$	(230,740	)	$	(158,765	)

The accompanying notes are an integral part of these condensed financial statements.

The accompanying notes are an integral part of these financial statements.

SUR VENTURES, INC.

CONDENSED STATEMENTS OF CASH FLOWS

SUR VENTURES, INC.

(A DEVELOPMENT STAGE COMPANY)

STATEMENTS OF CASH FLOW

(UNAUDITED)

							FOR THE PERIOD
	FOR THE NINE MONTHS ENDED JUNE 30, 2012			FOR THE NINE MONTHS ENDED JUNE 30, 2011
							FROM INCEPTION
CASH FLOWS FROM OPERATING ACTIVITIES:
	FOR THE			FOR THE			(DECEMBER 4, 2007)
Net income (loss)	$	98,904		$	(94,271	)
	SIX MONTHS ENDED			SIX MONTHS ENDED			THROUGH
Adjustments to reconcile net (loss)
	MARCH 31, 2012			MARCH 31, 2011			MARCH 31, 2012
to net cash used in operating activities:
CASH FLOWS FROM OPERATING ACTIVITIES:
Additional paid-in capital in exchange for facilities provided by related party		4,500			4,500
Net income (loss)	$	(27,335	)	$	(73,184	)	$	(230,740	)
Common stock issued for services		-			-
Adjustments to reconcile net (loss)
Depreciation		554			554
to net cash used in operating activities:
Change in assets and liabilities
Additional paid-in capital in exchange for facilities provided by related party		3,000			3,000			25,500
(Increase) Decrease in accounts receivable		(911,018	)		28,400
Common stock issued for services		-			-			1,000
Increase in accounts payable and accrued expenses		140,085			49,945
Depreciation		370			370			2,094
(Increase) in inventory		(4,654	)		-
Change in assets and liabilities
Net cash provided by (used in) operating activities		(671,629	)		(10,872	)
(Increase) Decrease in accounts receivable		(83,088	)		60,160			(86,416	)
CASH FLOWS USED IN INVESTING ACTIVITIES:
Increase (Decrease) in accounts payable and accrued expenses		62,329			37,169			195,275
Purchase of property and equipment		-			-
Net cash provided by (used in) operating activities		(44,724	)		27,515			(96,287	)
Net cash (used in) investing activities		-			-
CASH FLOWS USED IN INVESTING ACTIVITIES:
CASH FLOWS FROM FINANCING ACTIVITIES:
Purchase of property and equipment		-			-			(3,694	)
Proceeds received from note payable		459,000			-
Net cash (used in) investing activities		-			-			(3,694	)
Payments on loans from stockholder		(120,000	)		(94,780	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from loans from stockholder		315,848			51,305
Proceeds received from note payable		94,905			24,280			262,465
Proceeds from issuance of common stock		-			15,400
Payments on stockholder loans		(15,000	)		(94,780	)		(154,780	)
Net cash provided by financing activities		654,848			(28,075	)
Proceeds from issuance of common stock		-			-			45,475
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		(16,781	)		(38,947	)
Net cash provided by financing activities		79,905			(70,500	)		153,160
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD		17,998			59,317
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		35,181			(42,985	)		53,179
CASH AND CASH EQUIVALENTS - END OF PERIOD	$	1,217		$	20,370
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD		17,998			59,317			-
SUPPLEMENTAL CASH FLOW INFORMATION:
CASH AND CASH EQUIVALENTS - END OF PERIOD	$	53,179		$	16,332		$	53,179
Cash paid during the period for:
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest	$	-		$	-
Cash paid during the period for:
Taxes	$	-		$	-
Interest	$	-		$	-		$	-
Taxes	$	-		$	-		$	-

The accompanying notes are an integral part of these condensed financial statements.

SUR VENTURES, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

~~March~~JUNE 3130, 2012

(Unaudited)

1. NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

Sur Ventures, Inc. (was incorporated under the ~~Company)~~laws isof ~~currently~~the aState ~~development~~of ~~stage~~Nevada ~~company~~on ~~under~~December ~~the~~4, ~~provisions~~2007. The ofCompany ~~Statement~~is ofa ~~Accounting~~computer ~~Standards~~equipment ~~Codification~~and ~~(ASC)~~services ~~No.~~company ~~915,~~which ~~Development~~sells ~~Stage~~computer ~~Entities,~~equipment and ~~was~~various ~~incorporated~~computer ~~under~~related ~~the~~services. ~~laws~~The ofCompany ~~the~~previously ~~State~~operated ofan ~~Nevada~~event onplanning ~~December~~and 4,management ~~2007~~division. ~~Since~~In ~~inception~~September 2011, the Company ~~has~~closed ~~produced~~this ~~minimal~~division ~~revenues~~ and ~~will~~accordingly, ~~continue~~all toamounts ~~report~~associated aswith athe ~~development~~event ~~stage~~planning ~~company~~services ~~until~~have ~~significant~~been ~~revenues~~reclassified ~~are~~and ~~produced~~presented as discontinued operations as further described in Note 10.

The Company is a computer equipment and services company which sells computer equipment and various computer related services.

The Company previously operated an event planning and management division. In September 2011, the Company closed this division and accordingly, all amounts associated with the event planning services have been reclassified and presented as discontinued operations as further described in Note 9.

Basis of Presentation

The unaudited financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. They do not include all information and notes required by generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material changes in the information disclosed in the annual report on Form 10-K for the fiscal year ended September 30, 2011. In the opinion of management, all adjustments (including normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and ~~six~~nine months ended ~~March~~June 3130, 2012 are not necessarily indicative of the results that may be expected for any other interim period or the entire year.

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 disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reported periods. Actual results could materially differ from those estimates.

~~Recent Accounting Pronouncements~~Inventories

Inventories are stated at the lower of cost or market under the first-in, first-out method. We have no obsolete or slow moving inventory

Recent Accounting Pronouncements

There are no recently issued accounting standards with pending adoptions that the Company’s management currently anticipates will have a material impact on its financial statements.

SUR VENTURES, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

~~(Unaudited)~~JUNE 30, 2012

2. GOING CONCERN

As shown in the accompanying financial statements, the Company has an ~~incurred~~accumulated adeficit ~~net operating loss~~ of ($~~230~~104,~~740~~501) from inception (December 4, 2007) through ~~March~~June 3130, 2012. The Company ~~is subject to those risks associated with development stage companies. The Company~~ has sustained losses since inception and additional debt and equity financing will be required by the Company to fund its ~~development~~ activities and to support operations. However, there is no assurance that the Company will be able to obtain additional financing. Furthermore, there is no assurance that technological changes, changing customer needs and evolving industry standards will enable the Company to introduce new products on a continual and timely basis so that profitable operations can be attained. In September 2011, management discontinued the Company's event planning business to further focus on its computer memory sales. Management anticipates that this will assist the Company in achieving profitable operations in the future, but cannot be reasonably assured if, and when, profitability will occur.

3. FAIR VALUE OF FINANCIAL INSTRUMENTS

Pursuant to ASC No. 825, Financial Instruments, the Company is required to estimate the fair value of all financial instruments included on its balance sheet. The carrying value of cash, accounts payable and accrued expenses approximate their fair value due to the short period to maturity of these instruments.

4. COMPENSATED ABSENCES

The Company currently does not have any employees other than the Company’s officer. The majority of development costs and services have been provided to the Company by the founders and outside, third-party vendors. As such, there is no accrual for wages or compensated absences as of September 30, 2011.

5. LOANS FROM STOCKHOLDER

The Company has outstanding notes payable with a stockholder in the aggregate amount of $343,628 and $27,780 as of June 30, 2012 and September 30, 2011, respectively. Per the terms of the notes, the loans are due upon demand and accrue interest at the rate of 10% per annum. The loan funds are to be used for working capital purposes. The Company paid $120,000 of loans during the nine months ended June 30, 2012.

~~The Company has outstanding notes payable with a stockholder in the aggregate amount of $107,685 and $27,780 as of March 31, 2011 and September 30, 2011, respectively~~6. NOTES ~~Per~~PAYABLE ~~the~~– ~~terms~~RELATED ofPARTY ~~the notes, the loans are due upon demand and accrue interest at the rate of 10% per annum. The loan funds are to be used for working capital purposes.~~PAYABLE

During the nine months ended June 30, 2012, the Company issued two notes payable to a related party for $459,000. The notes are payable on July 16, 2012 and accrue interest at 10%. The notes were paid in full on July 19, 2012.

SUR VENTURES, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

~~(Unaudited)~~JUNE 30, 2012

67. COMMON STOCK

On December 5, 2007, the Company issued 1,000,000 shares of its common stock to a director for services rendered of $1,000 which was considered a reasonable estimate of fair value.

On January 25, 2008, the Company issued 2,500,000 shares of its common stock to an officer for cash of $5,000 which was considered a reasonable estimate of fair value.

On June 5, 2009, the Company issued 31,500 shares of its common stock to unrelated investors for cash of $1,575 pursuant to the Company’s private placement offering under Reg. D.

On April 1, 2010, the Company issued 235,000 shares of its common stock to unrelated investors for cash of $23,500 pursuant to the Company’s private placement offering under Reg. D.

On April 6, 2011, the Company issued 128,333 shares of its common stock to unrelated investors for cash of $15,400 pursuant to the Company’s Registration Statement on Form S-1.

78. PROVISION FOR INCOME TAXES

Deferred income taxes are reported using the liability method. Deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

As of ~~March~~June 3130, 2012 and September 30, 2011, the Company had federal net operating loss carryforwards of approximately ($~~230~~96,000) and ($210,000), respectively, which can be used to offset future federal income tax. The federal and state net operating loss carryforwards expire at various dates through 2031. Deferred tax assets resulting from the net operating losses are reduced by a valuation allowance, when, in the opinion of management, utilization is not reasonably assured.

A summary of the Company’s deferred tax assets as of December 31, 2011 and September 30, 2011 are as follows:

	3/31/2012			9/30/2011
Federal net operating loss (at 30% and 25%, respectively)	$	69,000		$	52,500
Less: valuation allowance		(69,000	)		(52,000	)
Net deferred tax assets	$	-		$	-

The valuation allowance increased by $16,500 for the six months ended March 31, 2012 and increased by $32,875 the year ended September 30, 2011.

SUR VENTURES, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

~~(Unaudited)~~JUNE 30, 2012

8. ~~RELATED~~PROVISION ~~PARTY~~FOR ~~TRANSACTIONS~~INCOME TAXES (Continued)

~~From~~A summary of the Company’s ~~inception~~deferred ~~(December~~tax 4,assets ~~2007)~~as ~~through~~of ~~March~~June 3130, 2012, ~~the Company has utilized office space of an officer~~ and ~~stockholder~~September at30, no2011 ~~charge.~~are ~~The Company treated the usage of the office space~~ as ~~additional paid-in capital and charged the estimated fair value rent of $500 per month to operations. For the six months ended March 31, 2012, the Company recorded rent expense of $3,000.~~follows:

Effective December 15, 2007, the Company agreed to compensate its President $2,000 per month for services rendered, and to pay such compensation at a later date when sufficient funds are available. The accrued compensation due to the President totaled $104,000 and $92,000 at March 31, 2012 and September 30, 2011, respectively.

	2012			2011

Federal net operating loss (at 34% and 25%, respectively)	$	29,000		$	52,500
Less: valuation allowance		(29,000	)		(52,500	)

Net deferred tax assets	$	-		$	-

~~9. DISCONTINUED~~The ~~OPERATIONS~~valuation allowance decreased by $23,500 for the nine months ended June 30, 2012 and increased by $32,875 the year ended September 30, 2011.

9. RELATED PARTY TRANSACTIONS

From the Company’s inception (December 4, 2007) through June 30, 2012, the Company utilized office space of an officer and stockholder at no charge. The Company treated the usage of the office space as additional paid-in capital and charged the estimated fair value rent of $500 per month to operations. For the nine months ended June 30, 2012, the Company recorded rent expense of $4,500. Effective December 15, 2007, the Company agreed to compensate its President $2,000 per month for services rendered, and to pay such compensation at a later date when sufficient funds are available. The accrued compensation due to the President totaled $110,000 and $92,000 at June 30, 2012 and September 30, 2011, respectively.

10. DISCONTINUED OPERATIONS

In September 2011, the Company discontinued its event planning management services. Accordingly, all items of income and expense associated with this activity have been classified as discontinued operations within the Company's statements of operations for all periods presented in accordance with ASC 205-20. The Company does not expect any continuing cash flows or involvement in the event planning activity.

1011. ~~SUBSEQUENT~~ CONCENTRATIONS ~~EVENTS~~OF CREDIT

OnFor ~~May~~the 9,nine ~~2012,~~months weended ~~borrowed~~June ~~$290~~30,~~000~~ ~~from~~2012, ~~Linda~~the ~~Fischer,~~Company ~~our~~had ~~officer~~two ~~and~~(2) ~~director,~~customers inthat ~~exchange~~accounted for aapproximately ~~senior~~70% ~~secured~~of ~~promissory~~its ~~note~~sales. In ~~The~~addition, ~~note~~at isJune ~~due July 16~~30, 2012, ~~and~~these ~~accrues~~two ~~interest~~customers atrepresented ~~the~~approximately ~~rate~~95% of ~~10%~~the ~~per~~Company's ~~annum~~outstanding receivables.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

This following information specifies certain forward-looking statements of management of the company. Forward-looking statements are statements that estimate the happening of future events and are not based on historical fact. Forward-looking statements may be identified by the use of forward-looking terminology, such as “may,” “shall,” “could,” “expect,” “estimate,” “anticipate,” “predict,” “probable,” “possible,” “should,” “continue,” or similar terms, variations of those terms or the negative of those terms. The forward-looking statements specified in the following information have been compiled by our management on the basis of assumptions made by management and considered by management to be reasonable. Our future operating results, however, are impossible to predict and no representation, guarantee, or warranty is to be inferred from those forward-looking statements.

The assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of future events and are subject to uncertainty as to possible changes in economic, legislative, industry, and other circumstances. As a result, the identification and interpretation of data and other information and their use in developing and selecting assumptions from and among reasonable alternatives require the exercise of judgment. To the extent that the assumed events do not occur, the outcome may vary substantially from anticipated or projected results, and, accordingly, no opinion is expressed on the achievability of those forward-looking statements. We cannot guarantee that any of the assumptions relating to the forward-looking statements specified in the following information are accurate, and we assume no obligation to update any such forward-looking statements.

Critical Accounting Policy and Estimates. Our Management’s Discussion and Analysis of Financial Condition and Results of Operations section discusses our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, management evaluates its estimates and judgments, including those related to revenue recognition, accrued expenses, financing operations, and contingencies and litigation. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The most significant accounting estimates inherent in the preparation of our financial statements include estimates as to the appropriate carrying value of certain assets and liabilities which are not readily apparent from other sources. These accounting policies are described at relevant sections in this discussion and analysis and in the notes to the financial statements included in our Annual Report on Form 10-K for the year ended September 30, 2011 and this Quarterly Report on Form 10-Q for the period ended ~~March~~June 3130, 2012.

Overview. Sur Ventures, Inc. (“We” or the “Company”) was incorporated in the State of Nevada on December 4, 2007. We were formed to be a provider of lead generation services for event planners in various locations and began to offer event planning services in 2009. In July 2010, we began distributing and selling computer memory modules, flash memory cards and solid state storage products under the trade name Sur Technologies. In September 2011, we discontinued our event planning, management and lead generation division to devote all of our business efforts to our computer memory modules division.

The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements for the period ended ~~March~~June 3130, 2012, together with notes thereto, which are included in this report.

For the three months ended June 30, 2012, as compared to the three months ended June 30, 2011.

Results of Operations.

Revenues. We generated revenues of $1,114,368 for the three months ended June 30, 2012 from the sale of our computer memory modules, as compared to revenues of $10,954 for the three months ended June 30, 2011. Our cost of revenues for the three months ended June 30, 2012 was $938,000, as compared to cost of revenues of $6,778 for the three months ended June 30, 2011. Therefore, our gross profit for the three months ended June 30, 2012 was $176,368, as compared to a gross profit of $4,176 for the three months ended June 30, 2011. The increase in revenues between the comparable periods is primarily due to additional sales of our computer memory products to two (2) customers and the shift of our primary business activity from event planning to solely computer memory and module sales. We hope to generate more significant revenues as we continue to grow our operations and increase our product offerings.

Operating Expenses. For the three months ended ~~March~~June 3130, 2012, our total operating expenses were $42,169, as compared to operating expenses of $18,747 for the three months ended ~~March~~June 3130, 2011. Our operating expenses for the three months ended June 30, 2012, were comprised of officer compensation of $6,000 and general and administrative expenses of $36,169. In comparison, our operating expenses for the three months ended June 30, 2011 were officer compensation of $6,000 and general and administrative expenses of $12,747. The increase in operating expenses between the comparable periods is primarily related to sales commissions that were paid by us during the three months ended June 30, 2012.

Net Income (Loss). For the three months ended June 30, 2012, our net income was $126,239, which consisted of income from continuing operations of $126,239 including interest expense of $7,960. In comparison, for the three months ended June 30, 2011, our net loss was $21,087, which consisted of loss from continuing operations of $15,377 and a loss from discontinued operations of $5,710. The shift from net loss to net income between the comparable periods is primarily due to an increase in sales orders we received from two (2) customers and the shift of our primary business activity from event planning to solely computer memory and module sales.

For the nine months ended June 30, 2012, as compared to the nine months ended June 30, 2011.

Results of Operations.

Revenues. We generated revenues of $~~175~~1,~~616~~306,633 for the ~~three~~nine months ended ~~March~~June 3130, 2012 from the sale of our computer memory modules, as compared to revenues of $3863,~~538~~431 for the ~~three~~nine months ended ~~March~~June 3130, 2011. Our cost of revenues for the ~~three~~nine months ended ~~March~~June 3130, 2012 was $991,~~768~~040,876, as compared to cost of revenues of $2834,~~109~~887 for the ~~three~~nine months ended ~~March~~June 3130, 2011. Therefore, our gross profit for the ~~three~~nine months ended ~~March~~June 3130, 2012 was $75265,~~848~~757, as compared to a gross profit of $1028,~~429~~544 for the ~~three~~nine months ended ~~March~~June 3130, 2011. The increase in ~~revenues~~net income between the comparable periods is primarily due to additional sales of our computer memory products to two (2) customers and the shift of our primary business activity from event planning to solely computer memory and module sales. We ~~expect~~hope to generate more significant revenues as we continue to grow our operations and increase our product offerings.

Operating Expenses. For the ~~three~~nine months ended ~~March~~June 3130, 2012, our total operating expenses were $51156,~~413~~841, as compared to operating expenses of $3770,~~515~~201 for the ~~three~~nine months ended ~~March~~June 3130, 2011. Our operating expenses for the ~~three~~nine months ended ~~March~~June 3130, 2012 were comprised of officer compensation of $618,~~000~~500 and general and administrative expenses of $45138,~~413~~341. In comparison, our operating expenses for the ~~three~~nine months ended ~~March~~June 3130, 2011 were comprised of officer compensation of $618,000 and general and administrative expenses of $3152,~~515~~201. The increase in operating expenses between the comparable periods is ~~primarily~~directly related to an increase in costs associated with being a public company, such as legal and accounting costs, as well as sales commissions that were paid by us during the ~~three~~nine months ended ~~March~~June 3130, 2012.

Net Income (Loss). For the ~~three~~nine months ended ~~March~~June 3130, 2012, our net income was $2398,~~027~~904, which consisted of ~~net~~ income ~~before~~from ~~discontinued~~continuing operations of $2498,~~435~~404 ~~and~~ including interest expense of $110,~~408~~012. In comparison, for the ~~three~~nine months ended ~~March~~June 3130, 2011, our net loss was ($3294,~~530~~271), which consisted of ~~net~~ loss ~~before~~from ~~discontinued~~continuing operations of $2744,~~086~~034, and a loss from discontinued operations of $450,~~625 and interest expense of $819~~237. The ~~shift~~change from net loss to net income between the comparable periods is primarily due to an increase in sales orders we received from two (2) customers and the shift of our primary business activity from event planning to solely computer memory and module sales.

~~For~~Liquidity ~~the~~and ~~six~~Capital ~~months~~Resources. ~~ended~~As ~~March~~of 31June 30, 2012, aswe ~~compared~~have tocash ~~the~~$1,217, ~~six~~accounts ~~months~~receivable ~~ended~~of ~~March~~$917,346 31and inventory of $4,654 ~~2011~~, which comprises our current assets. Our current assets and property and equipment of $1,416 represent our total assets of $924,633 as of June 30, 2012.

As of June 30, 2012, we had total current liabilities of $955,659, which were represented by accounts payable and accrued expenses of $273,031, loans from stockholder of $223,628 and notes payable to a related party of $459,000. The accounts payable and accrued expenses are comprised primarily of legal fees payable and accrued officer compensation due to Linda Fischer, our officer and director. The loans from stockholder are payable to Linda Fischer, our officer and director. Per the terms of the notes, the loans are due upon demand and accrue interest at the rate of 10% per annum. The loan funds were used for working capital purposes and to finance purchase orders that we received from our customers. We paid $120,000 of these loans during the nine months ended June 30, 2012.

Results of Operations.

Revenues. We generated revenues of $192,265 for the six months ended March 31, 2012 from the sale of our computer memory modules, as compared to revenues of $52,477 for the six months ended March 31, 2011. Our cost of revenues for the six months ended March 31, 2012 was $102,876, as compared to cost of revenues of $28,109 for the six months ended March 31, 2011. Therefore, our gross profit for the six months ended March 31, 2012 was $89,389, as compared to a gross profit of $24,368 for the six months ended March 31, 2011. The increase in net income between the comparable periods is primarily due to additional sales of our computer memory products and the shift of our primary business activity from event planning to solely computer memory and module sales. We expect to generate more significant revenues as we continue to grow our operations and increase our product offerings.

Operating Expenses. For the six months ended March 31, 2012, our total operating expenses were $114,672, as compared to operating expenses of $51,454 for the six months ended March 31, 2011. Our operating expenses for the six months ended March 31, 2012 were comprised of officer compensation of $12,500 and general and administrative expenses of $102,172. In comparison, our operating expenses for the six months ended March 31, 2011 were comprised of officer compensation of $12,000 and general and administrative expenses of $39,454. The increase in operating expenses between the comparable periods is directly related to an increase in costs associated with being a public company, such as legal and accounting costs, as well as sales commissions that were paid by us during the six months ended March 31, 2012.

~~Net~~On ~~Loss. For~~May ~~the six months ended March 31~~9, 2012, ~~our~~we ~~net~~executed ~~loss~~a ~~was~~senior ~~$27,335,~~secured ~~which~~promissory ~~consisted~~note ofin ~~net~~the ~~loss~~amount ~~before discontinued operations~~ of $25290,~~283~~000 and ~~interest~~a ~~expense~~security ofagreement ~~$2,052. In~~with ~~comparison,~~Linda ~~for the six months ended March 31~~Fischer, ~~2011,~~ our ~~net~~officer, ~~loss was $73~~director,~~184,~~ ~~which~~and ~~consisted~~principal ofstockholder. ~~net~~The ~~loss~~note ~~before~~is ~~discontinued~~payable ~~operations~~on ofJuly ~~$27~~16,~~086,~~ ~~loss~~2012 ~~from~~and ~~discontinued~~bears ~~operations~~interest of ~~$44,527~~10% ~~and~~per ~~interest expense of $1,571~~annum. The ~~decrease~~note inwas ~~net~~repaid ~~loss between the comparable periods is primarily due to an increase~~ in ~~sales~~full ~~orders~~on weJuly ~~received~~19, ~~from customers and the shift of our primary business activity from event planning to solely computer memory and module sales~~2012.

~~Liquidity~~On ~~and~~May ~~Capital Resources. As of March 31~~29, 2012, we ~~have~~executed ~~cash~~a ~~$53,179~~second ~~and~~senior ~~accounts~~secured ~~receivable~~promissory note in the amount of $89169,~~416,~~000 ~~which~~with ~~comprises~~Ms. ~~our~~Fischer. ~~current~~The ~~assets.~~note ~~Our~~is ~~current~~also ~~assets~~payable ~~and~~on ~~property~~July 16, 2012 and ~~equipment~~bears interest of ~~$1,600~~10% ~~represent~~per ~~our~~annum. ~~total~~The ~~assets~~note ofis ~~$144~~secured by the security agreement dated May 9,~~195~~ as2012 ofbetween ~~March~~us 31and Ms. Fischer. The note was repaid in full on July 19, 2012.

As of March 31, 2012, we had total current liabilities of $302,960, which were represented by accounts payable and accrued expenses of $195,275 and loans from stockholder of $107,685. The accounts payable and accrued expenses are comprised primarily of legal fees payable and accrued officer compensation due to Linda Fischer, our officer and director. The loans from stockholder are payable to Linda Fischer, our officer and director. Per the terms of the notes, the loans are due upon demand and accrue interest at the rate of 10% per annum. The loan funds are to be used for working capital purposes and to finance purchase orders that we receive from our customers. We had no other long term liabilities, commitments or contingencies as of ~~March~~June 3130, 2012.

During 2012, we expect to incur significant legal and accounting costs as a result of being a public company. We also expect to generate ~~more~~ significant revenues from the sale of our computer memory modules in the next twelve months. Those anticipated increases in sales will require additional funds to pay for the costs of the goods sold and finance purchase orders we receive. Our legal and accounting costs and the costs of goods sold will be higher as our business volume and activity increases. Other than the anticipated increases in legal and accounting costs due to the reporting requirements of being a reporting company and increases in ~~the~~ costs of goods sold and the amount of funds needed to finance purchase orders we receive , we are not aware of any other known trends, events or uncertainties, which may affect our future liquidity.

We have cash of $531,~~179~~217 as of ~~March~~June 3130, 2012. In the opinion of management, available funds will not satisfy our working capital requirements to operate at our current level of activity for the next twelve months. Our forecast for the period for which our financial resources will be adequate to support our operations involves risks and uncertainties and actual results could fail as a result of a number of factors. ~~We will need to raise additional capital to expand our operations significantly.~~ Linda Fischer, our officer and director, has provided loans to us to finance purchase orders that we receive from our customers and we expect Ms. Fischer will continue to do so, although she is not obligated to provide those loans. We also believe that we can finance purchase orders that we receive from our customers with other parties as well, although we cannot guarantee that we can finance those purchase orders on favorable terms.

We are not currently conducting any research and development activities. We do not anticipate conducting such activities in the near future. In the event that we expand our customer base, then we may need to hire additional employees or independent contractors as well as purchase or lease additional equipment. Our management believes that we do not require the services of independent contractors to operate at our current level of activity.

Off-Balance Sheet Arrangements. We have no off-balance sheet arrangements.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not applicable.

Item 4. Controls and Procedures.

Evaluation of disclosure controls and procedures. We maintain controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management including our principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosures. Based upon their evaluation of those controls and procedures performed as of the end of the period covered by this report, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were effective.

Changes in internal controls. There were no changes in our internal control over financial reporting that occurred during the fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 1A. Risk Factors.

Not applicable.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

~~The information set forth below is included herewith for the purpose of providing the disclosures required under “Item 8~~None.~~01 - Other Events” of Form 8-K.~~

On May 17, 2012, we launched a corporate website, located at www.surventuresinc.com. Our website provides a link to our computer memory modules division, Sur Technologies. In addition, our corporate website hosts the Company’s Annual, Quarterly and Current Reports filed with the Securities and Exchange Commission, as well as corresponding XBRL Interactive Data Files. Our corporate website also lists the Company’s contact information.

Item 6. Exhibits.

31.1	Certification of Principal Executive and Financial Officer, pursuant to Rule 13a-14 and 15d-14 of the Securities Exchange Act of 1934
31	Certification of Principal Executive and Financial Officer, pursuant to Rule 13a-14 and 15d-14 of the Securities Exchange Act of 1934
32.1	Certification of Principal Executive and Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32	Certification of Principal Executive and Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.ins	XBRL Instance Document
101.sch	XBRL Taxonomy Schema Document
101.cal	XBRL Taxonomy Calculation Linkbase Document
101.def	XBRL Taxonomy Definition Linkbase Document
101.lab	XBRL Taxonomy Label Linkbase Document
101.pre	XBRL Taxonomy Presentation Linkbase Document

1514

SIGNATURES

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

	Sur Ventures, Inc., a Nevada corporation
May 18, 2012	By:	/s/ Linda Fischer
August 9, 2012	By:	/s/ Linda Fischer
		Linda Fischer Chief Executive Officer, President, Chief Financial Officer, Secretary and a Director (Principal Executive, Financial and Accounting Officer)

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