U.S. SECURITIES AND EXCHANGE COMMISSION

COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

Mark One

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended January 31, ~~2009~~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 NO. 333-141328

KITCHER RESOURCES INC.

Now known as Amogear Inc.

(Name of small business issuer in its charter)

NEVADA		20-8107485
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

7 BOND STREET BOSTON, MASSACHUSETTS 02118 (Address of principal executive offices) (617) 372-3293 (Issuer's telephone number)

(000) 000000 (Issuer's telephone number)

Securities registered pursuant to Section 12(b) of the Act:		Name of each exchange on which registered:
NONE

Securities registered pursuant to Section 12(g) of the Act: ~~COMMON STOCK, $0.001 (Title of Class)~~

COMMON STOCK, $0.001

(Title of Class)

Check whether the issuer is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. o

Indicate by check mark if the registrant is a well-known seasoned issuer as defined in Rule 403 of the Securities Act. o Yes x No

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

Indicate by check mark whether the registrant has (i) 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 (ii) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). o Yes x No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained in this form, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated file, 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 filed o Accelerated filer o ~~Non-accelerated filer o Smaller reporting company x~~

Non-accelerated filer o Smaller reporting company x

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

The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the average bid and asked price of the common equity, as of the last business of the registrant’s most recently completed second fiscal quarter: July 31, ~~2008~~2011 is $-0-.

ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS

N/A

Check whether the issuer has filed all documents and reports required to be filed by Section 12, 13 and 15(d) of the Securities Exchange Act of 1934 after the distribution of securities under a plan confirmed by a court. Yes o ~~No o~~ Noo

APPLICABLE ONLY TO CORPORATE REGISTRANTS

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date.

Class Outstanding as of March 831, 2012 Common Stock, $0.001 4042,~~003~~223,512 shares*

*Reflects reverse stock split of one for five hundred (1:500) effective as of March 1, 2012.

DOCUMENTS INCORPORATED BY REFERENCE

If the following documents are incorporated by reference, briefly describe them and identify the part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (i) any annual report to security holders; (ii) any proxy or information statement; and (iii) any prospectus filed pursuant to Rule 424(b) or (c) of the Securities Act of 1933 (the "Securities Act"). The listed documents should be clearly described for identification purposes (e.g. annual reports to security holders for fiscal year ended December 24, 1990).

N/A

Transitional Small Business Disclosure Format (Check one): Yes o No x

KITCHER RESOURCES INC.

Now known as AMOGEAR INC.

FORM 10-K

INDEX

		Page	~~Page~~
Item 1	Business		4
Item 1.	Business		5
Item 1A	Risk Factors		9
Item 1A.	Risk Factors		10
Item 1B	Unresolved Staff Comments
Item 1B.	Unresolved Staff Comments		17
Item 2	Properties		11
Item 2.	Properties		17
Item 3	Legal Proceedings		11
Item 3.	Legal Proceedings		17
Item 4	Removed and Reserved		11
Item 4.	Removed and Reserved		17
Item 5	Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		11
Item 5.	Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		18
Item 6	Selected Financial Data
Item 6.	Selected Financial Data		20
Item 7	Management's Discussion and Analysis of Financial Condition and Results of Operation		13
Item 7.	Management's Discussion and Analysis of Financial Condition and Results of Operation		20
Item 7A	Quantity and Qualitative Disclosure About Market Risks
Item 7A.	Quantity and Qualitative Disclosure About Market Risks
Item 8	Financial Statements and Supplemental Data		13
Item 8.	Financial Statements and Supplemental Data		21
Item 9	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure		23
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure		22
Item 9A	Controls and Procedures		23
Item 9A.	Controls and Procedures		22
Item 9B	Other Information		24
Item 9B.	Other Information		23
Item 10	Directors, Executive Officers and Corporate Governance		24
Item 10.	Directors, Executive Officers and Corporate Governance		23
Item 11	Executive Compensation		25
Item 11.	Executive Compensation		25
Item 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		27
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		27
Item 13	Certain Relationships and Related Transactions and Director Independence		28
Item 13.	Certain Relationships and Related Transactions and Director Independence		28
Item 14	Principal Accountant Fees and Services		28
Item 14.	Principal Accountant Fees and Services		28
Item 15	Exhibits and Financial Statement Schedules		29
Item 15.	Exhibits and Financial Statement Schedules		28

Statements made in this Form 10-K that are not historical or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified by the use of terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.

AVAILABLE INFORMATION

Kitcher Resources Inc. files annual, quarterly, current reports, proxy statements, and other information with the Securities and Exchange Commission (the "Commission"). You may read and copy documents referred to in this Annual Report on Form 10-K that have been filed with the Commission at the Commission's Public Reference Room, 450 Fifth Street, N.W., Washington, D.C. You may obtain information on the operation of the Public Reference Room by calling the Commission at 1-800-SEC-0330. You can also obtain copies of our Commission filings by going to the Commission's website at http://www.sec.gov.

PART I

ITEM 1. BUSINESS

BUSINESS DEVELOPMENT

We ~~are~~were anincorporated ~~exploration~~pursuant ~~stage~~to ~~company~~the ~~with~~laws noof ~~revenues~~the ~~and~~State aof ~~limited~~Nevada ~~operating~~on ~~history~~December 26, 2006. ~~Our~~We ~~independent~~were ~~auditor~~previously ~~has~~engaged ~~issued~~in anthe ~~audit~~business ~~opinion~~of ~~for~~the ~~Kitcher~~exploration ~~Resources~~and ~~Inc~~development of a mineral property consisting of 5 M.T.O. ~~which~~cells ~~includes~~(totaling a5,446 ~~statement~~acres) ~~expressing~~in ~~substantial~~southern ~~doubt~~British asColumbia. toOur ~~our~~property ~~ability~~was towithout ~~continue~~known asreserves aand ~~going~~our ~~concern~~program was exploratory in nature.

~~There~~Stock isPurchase the likelihood of our mineral claim containing little or no economic mineralization or reserves of gold, silver, copper and other minerals. The Marg mineral property consists of a total of 5 M.T.O cells (totaling 5,446 acres) in the Brenda Mines area of southern B.C located approximately 11 miles west of Peachland British Columbia. There is the possibility that the property does not contain any reserves and funds that we spend on exploration will be lost. Even if we complete our current exploration program and are successful in identifying a mineral deposit we will be required to expend substantial funds on further drilling and engineering studies before we will know if we have a commercially viable mineral deposit or reserve.Agreement

~~GENERAL~~On ~~INFORMATION~~October 19, 2011, Joseph Arcaro (the “Seller”) and Michael Ceccon (the “Buyer”) entered into that stock purchase agreement (the “Stock Purchase Agreement”), pursuant to which the Seller sold and transferred to Buyer an aggregate 1,000,000 shares of restricted common stock held of record by Seller. This represented the transfer of a majority control interest. Simultaneously with execution of the Stock Purchase Agreement, the Seller resigned as the sole executive officer and member of the Board of Directors and the Buyer was appointed as the President/Chief Executive Officer, Secretary, Treasurer/Chief Financial Officer and sole member of the Board of Directors. Subsequent to the Stock Purchase Agreement, management changed the operational strategy and general operations to design and develop prototypes of sports apparel for the Mixed Marshal Arts (“MMA”), similar fighting styles and other custom athletic sports.

~~The~~RECENT Marg (Minfile Marg 082ENW108) property is located approximately 11 miles west of Peachland or 7 miles south of the past producing Brenda Mine open pit copper and molybdenum mine in southern British Columbia. The claims are most easily accessed from Hwy 97 at Peachland with the Brenda Mine road taken for 6 miles northwest to the Peachland Forest Service Road (F.S.R) which is taken for a further 4 miles west to the Glen Lake F.S.R which is then taken approximately 1 mile southwest to the main areas of interest within the claims.DEVELOPMENTS

~~The~~March ~~Marg~~2012 ~~property~~Reverse isStock situated in the southern Okanagan area of British Columbia. The region has a relatively dry climate, and snow cover in winter is generally moderate. The climate in the area is semi arid with moderately warm summers and cold dry winters. Typical temperature ranges are from mid to upper 80's F in summer and 15 to -5 F in winter. Within the Marg property elevations range from 3773 feet in the main valley bottom in the eastern portion of the claims to over 5577 feet in the western portion of the claims. Slopes are generally moderate however small bluffs and steeper slopes do occur near the central portions of the claims. For the most part vegetation consists of jackpine forest, some of which has been infected with pine beetles.Split

AtOn ~~the~~October ~~current~~27, ~~time~~2011, our Board of Directors authorized and approved a reverse stock split of one for every five hundred (1:500) of our total issued and outstanding shares of common stock (the ~~property~~“Reverse isStock ~~without~~Split”). ~~known~~The ~~reserves~~Reverse Stock Split was effectuated based on market conditions and upon a determination by our Board of Directors that the ~~proposed~~Reverse ~~program~~Stock isSplit ~~exploratory~~was in ~~nature~~our best interests and those of the shareholders. WeCertain ~~began~~factors ~~Phase~~were 1discussed among the members of the ~~exploration~~Board ~~work~~of onDirectors concerning the ~~claim~~need infor ~~mid-November~~the ~~2007.~~Reverse ~~The~~Stock ~~cost~~Split, including: (i) current trading price of ~~exploration~~or ~~work~~shares of common stock on the ~~property~~OTC isPink ~~disclosed~~Sheet inMarket ~~detail~~and inpotential to increase the ~~Plan~~marketability and liquidity of ~~Operation~~our ~~section~~common stock; (ii) possible reluctance of ~~this~~brokerage ~~report.~~firms and institutional investors to recommend lower-priced stocks to their clients or to hold in their own portfolios; and (iii) desire to meet future requirements of per-share price and net tangible assets and shareholders’ equity relating to admission for trading on other markets

~~There~~The isReverse ~~not~~Stock aSplit ~~plant~~was oreffectuated ~~any equipment currently located~~ on ~~the~~March ~~property.~~1, ~~The~~2012 ~~initial~~upon ~~exploration~~filing ~~phases~~the ~~will~~appropriate bedocumentation ~~supported~~with byFINRA. ~~generators,~~The ~~however;~~Reverse ~~hydro~~Stock ~~electrical~~Split ~~power~~decreased ~~lines~~our ~~are~~total ~~located~~issued ~~in the area. Water required for exploration~~ and ~~development~~outstanding shares of ~~the~~common ~~claim~~stock isfrom ~~available~~1,750,005 ~~from~~to ~~the~~3,512 ~~major~~shares ~~river~~of ~~drainages~~common ~~that~~stock. ~~flow~~The ~~year~~common ~~round~~stock aswill ~~well~~continue asto ~~many~~be ~~subsidiary~~$0.001 ~~creeks~~par value.

~~The~~Our ~~initial~~trading ~~phase~~symbol ofon ~~exploration~~the ~~consists of soil sampling along with some initial geophysical test surveys, data evaluation and reporting. Following phase one of~~ Over-the-Counter ~~exploration~~Bulletin ~~program,~~Board ifwill itchange ~~proves successful in identifying mineral deposits, and we are able~~ to ~~raise~~“AMOG” ~~the~~on ~~necessary~~April ~~funds~~11, ~~of which there is no guarantee, we intend to proceed with phase two of our exploration program which will take approximately three months to complete~~2012.

We will require additional funding to proceed with any subsequent recommended drilling work on the claim. We cannot provide investors with any assurance that we will be able to raise sufficient funds to fund any work after the first phase of the exploration program.

The discussions contained herein are management's estimates. Because we have only recently commenced our exploration program we cannot provide a more detailed discussion of our plans if we find a viable store of minerals on our property, as there is no guarantee that exploitable mineralization will be found, the quantity or type of minerals if they are found and the extraction process that will be required. We are also unable to assure investors we will be able to raise the additional funding to proceed with any subsequent work on the claims if mineralization is found in Phase 1.

ACQUISITION OF THE MINERAL PROPERTY

CLAIM DETAILS

The Marg property consists of 5 Mineral Title Online (M.T.O) cells listed under tenure numbers 550572-550576 and were acquired on January 29, 2007 (see following table). The claims were staked to cover the Marg minfile occurrence as highlighted in government records and website.

Tenure Number	Tenure Type	Claim Name	Owner		Map Number Area	Good To Date	Status	Area
550572	Mineral	MARG1A	207230	100%	082E	2009/jan/29	GOOD	521.36
550573	Mineral	MARG1B	207230	100%	082E	2009/jan/29	GOOD	521.481
550574	Mineral	MARG1C	207230	100%	082E	2009/jan/29	GOOD	521.607
550575	Mineral	MARG1D	207230	100%	082E	2009/jan/29	GOOD	519.508
550576	Mineral	MARG1E	207230	100%	082E	2009/jan/29	GOOD	119.93

REQUIREMENTS OR CONDITIONS FOR RETENTION OF TITLE

Title to the property has already been granted to our president and director, Dr. Raminder Badyal, who holds the claim in trust for the Company. To obtain a Free Miner's Certificate, which is required to hold a mining claim in British Columbia, Section 8(1) of the B.C. Mineral Tenure Act (MTA) stipulates that a corporation must be registered under the British Columbia Business Corporations Act. Section 8(2) of the MTA stipulates that an individual applicant must either be a resident of Canada or be authorized to work in Canada. As the corporation is not registered in British Columbia the claim is held in trust for the Company by Dr. Badyal, a Canadian citizen. The mineral title claim has been registered with the Government of British Columbia and a title search has been done to ensure there are no competing claims to the property.

All claims staked in British Columbia require $4 per hectare worth of assessment work to be undertaken in year 1 through 3, followed by $8 per hectare per year thereafter. For the Marg mineral claim this would require $8,816 in exploration costs for year 1 through 3, and $17,632 per year thereafter. In order to retain title to the property exploration work costs must be recorded and filed with the British Columbia Department of Energy Mines and Petroleum Resources ("BCDM").

~~LOCATION,~~Amendment ~~ACCESS,~~to ~~LOCAL~~Articles ~~RESOURCES~~of ~~& INFRASTRUCTURE~~Incorporation

~~The~~On ~~Marg~~January ~~(Minfile~~30, ~~Marg~~2012, ~~082ENW108)~~we ~~property~~filed iswith ~~located~~the ~~approximately~~Nevada 11Secretary ~~miles west~~ of ~~Peachland~~State ora 7certificate ~~miles south~~ of ~~the~~change ~~past~~to ~~producing Brenda Mine open pit copper and molybdenum mine in southern British Columbia. The claims are most easily accessed from Hwy 97 at Peachland with~~ the ~~Brenda~~Articles ~~Mine~~of ~~road~~Incorporation ~~taken for 6 miles northwest~~ to ~~the~~change ~~Peachland~~our ~~Forest~~name ~~Service~~from ~~Road~~“Kitcher (FResources Inc.~~S.R)~~” ~~which is taken for a further 4 miles west~~ to ~~the~~“Amogear ~~Glen~~International ~~Lake F~~Inc”.~~S.R~~ ~~which is then taken approximately 1 mile southwest to the main areas of interest within the claims~~.

~~CLIMATE,~~GENERAL ~~TOPOGRAPHY AND PHYSIOGRAPHY~~INFORMATION

~~The~~We ~~Marg~~intend ~~property~~to iscapitalize ~~situated~~on in the ~~southern~~increasing ~~Okanagan~~popularity ~~area~~ of ~~British~~Mixed ~~Columbia.~~Marshal ~~The~~Arts ~~region~~(“MMA”), ~~has~~similar afighting ~~relatively~~styles ~~dry climate,~~ and ~~snow~~other ~~cover~~custom inathletic ~~winter~~sports isto ~~generally~~provide ~~moderate.~~exciting ~~The~~apparel ~~climate~~for in the ~~area~~world-wide isaudience ~~semi~~of ~~arid~~MMA ~~with~~and ~~moderately~~other ~~warm~~custom ~~summers~~athletic ~~and~~sports ~~cold~~fans ~~dry~~and ~~winters~~consumers. ~~Typical~~We ~~temperature~~will: ~~ranges~~(i) ~~are~~design ~~from~~and ~~mid~~develop toprototypes ~~upper~~for ~~80's~~sports Fapparel infor ~~summer~~the ~~and~~MMA, 15similar tofighting -5styles Fand inother ~~winter.~~custom ~~Within~~athletic ~~the~~sports ~~Marg~~consumer ~~property~~for ~~elevations~~the ~~range~~initial ~~from~~summer ~~3773~~2012 ~~feet~~product inline, ~~the~~which ~~main~~prototypes ~~valley~~will ~~bottom~~be infurther ~~the~~developed ~~eastern~~into ~~portion~~a ofproduct ~~the~~line ~~claims~~classified tointo ~~over~~three ~~5577~~categories: ~~feet~~(a) intraining; ~~the~~(b) ~~western~~competition; ~~portion~~and of(c) lifestyle (the ~~claims.~~(“Product ~~Slopes~~Line”); ~~are~~and ~~generally~~(ii) ~~moderate~~market ~~however small bluffs~~ and ~~steeper~~sell ~~slopes do occur near~~ the ~~central~~Product ~~portions~~Line ofcreating ~~the~~brand ~~claims.~~recognition ~~For~~in the ~~most~~MMA ~~part~~and ~~vegetation~~boxing ~~consists~~sports ofapparel ~~jackpine~~industry. ~~forest,~~See ~~some~~“Business of ~~which~~the ~~has been infected with pine beetles~~Corporation”.

~~HISTORY~~Management ~~AND~~believes ~~PREVIOUS~~that ~~WORK~~it has identified an opportunity in the equipment and apparel market to successfully launch its new established brand (“AMOGEAR”). Management’s goal is to establish the highest quality apparel and equipment company within the industry gaining significant market traction by leveraging the initial brand recognition and establishing mass cross-over appeal. The AMOGEAR product line will create an additional niche brand in the MMA/boxing, similar fighting styles and other custom athletic sports apparel and equipment industry.

~~The~~Management ~~earliest~~further ~~record~~believes ofthat ~~work~~the customers desire merchandise and fashion that is rooted in the ~~area~~MMA ~~dates~~and ~~back~~similar tofighting ~~the~~styles ~~late~~and ~~1800's~~other action sports lifestyle and reflects their individuality. Management intends to ~~the~~strive ~~north~~to atkeep the ~~Silver~~merchandising ~~King~~mix ~~mineral~~fresh ~~occurrence~~by continuously introducing new styles and categories of product. Management believes that its strategic mix of both MMA and other custom action sports apparel and hardgoods, ~~with~~including aMMA ~~substantial~~fight ~~increase~~gloves, inboxing ~~modern~~gloves, ~~exploration~~gym inbags and other equipment will allow the ~~area~~Corporation ~~resulting~~to ~~from~~strengthen the ~~discovery~~potential of the ~~Brenda~~AMOGEAR ~~Mine~~brand inand ~~the~~help ~~late~~to ~~1960'~~affirm the Corporation’s credibility with its customers.

OnManagement ~~the~~intends ~~Marg~~to ~~property~~develop ~~trenching~~a ~~was~~corporate ~~apparently~~culture ~~carried~~based ~~out~~on bya ~~Don~~passion ~~Agur~~for ofthe ~~Summerland~~MMA inand ~~the~~similar ~~early~~fighting ~~1960s~~styles toand ~~expose~~other acustom ~~potassic~~action ~~alteration~~sports ~~zone~~lifestyle. ~~Subsequently,~~Management’s ~~percussion~~philosophy ~~drilling~~will ~~was~~emphasize ~~reportedly~~an ~~carried~~integrated ~~out~~combination byof ~~Juniper~~results ~~Mines~~measurement, ~~Ltd.~~training and ~~Maverick~~incentive ~~Mines~~programs, all designed to drive sales productivity. NoManagement ~~reports~~intends ~~exist~~to ofempower ~~this~~its ~~work~~sales ~~and~~associates ~~some~~to ~~confusion~~make ~~lies~~business ~~with~~decisions ~~the~~and ~~adjacent~~consistently ~~Decano~~reward ~~mineral~~their ~~occurrence~~success. ~~Ian~~Management ~~Sutherland~~further ~~completed~~intends ato ~~geochemical~~seek ~~survey~~to inenhance ~~1979~~the productivity of its employees and ~~did~~encourage ~~some~~their ~~prospecting~~advancement inby ~~1982~~offering future comprehensive training programs.

~~The~~PRODUCT ~~presence of reported trenches and percussion holes will have to be confirmed during the recommended field program.~~LINE

~~REGIONAL~~As ~~GEOLOGY~~of the date of this Annual Report, we have designed and developed its initial prototypes for the summer 2012 Product Line The products comprising the summer 2012 Product Line are ready for commercial production. For the summer 2012 Product Line, we have created initial “first phase” prototypes or have created the required designs. "First phase" prototypes are initial test products created from two dimensional drawings to test feasibility of design. Once analyzed and changed, the next step is to produce a "second phase" prototype which should be correct in fit and fabric. Finally, the "third phase" prototype is a sales sample, ready for commercial production. For all of our Product Lines, management has obtained or developed and tested the necessary fabrics.

~~The~~Our ~~property~~products ~~lies~~are inclassified ~~the~~into ~~eastern~~three ~~parts~~categories: ofTraining, the Intermontane Belt of the (southern) Canadian Cordillera. This area is dominated by two large granitoid batholiths. In the north the `Triassic age Pennask batholith (orange) is predominantly granodioriteCompetition, ~~while to the south the younger Jurassic age Osprey Lake batholith (pink) is more granitic. North of Kathleen Mountain~~ and ~~west of Siwash Lake occur large areas underlain by Nicola Group (Late Triassic) volcanic (green) and sedimentary rocks (pale yellow)~~Lifestyle/Sportswear. ~~All~~These ~~rocks~~categories are ~~unconformably~~relevant ~~overlain~~to inboth ~~places~~genders; bymale ~~Eocene~~and ~~aged Penticton Group andesitic volcanic rocks (pale green)~~female.

~~The Marg property occurs at the southern end of the Pennask Batholith which previous reports indicates is comprised of granodiorite with varying degree's of potassic and sericite alteration.~~Training

Our training products are synthetic fabrications geared toward athletic pursuits and will consist of the following: (i) rash guard training tops in short sleeve and long sleeve varieties and will retail for approximately $25 to $30; and (ii) polyester training shorts and will retail for approximately $25 to $30.

~~LOCAL AND PROPERTY MINERALIZATION~~Competition

~~Mineralization~~Our incompetition ~~the~~products ~~area~~will isinclude: ~~dominated~~(i) byshorts ~~the~~made ~~past~~from ~~producing~~recycled ~~copper~~polyester ~~and~~that ~~molybdenum~~will ~~porphyry~~retail ~~deposit~~for approximately $45 to $55; (~~Brenda~~ii) ~~Mine~~MMA fight gloves that will retail for approximately $35 to $40; (iii) ~~located~~boxing gloves that will retail for approximately 7$40 ~~miles~~to ~~north~~$50; ofand ~~the~~(iv) ~~Marg~~polyester ~~Property~~boxing shorts that will retail between $75 and $85.

Within the Marg claims trenching was apparently carried out by Don Agur of Summerland in the early 1960s to expose a potassic alteration zone. Subsequently, percussion drilling was reportedly carried out by Juniper Mines Ltd. and Maverick Mines. No reports exist of this work; however references are made to this work in later reports. Ian Sutherland completed a geochemical survey in 1979 and did some prospecting in 1982. A strongly altered potassic zone occurs in granodiorite and contains chalcopyrite in fractures. The area is well fractured with major fractures trending northeast-southwest. Assessment Report 7790 states that an average assay of 0.87 per cent copper came from a 125-metre trench from the early 1960s.Lifestyle/Sportswear

~~COMPETITION~~Our lifestyle/sportswear products will include: (i) graphic tee shirts in tank, short sleeve, and long sleeve varieties with graphics that will retail for approximately $28; (ii) hoody’s in full zip and pullover varieties made from premium heavyweight cotton that will retail for approximately $65 to $75; (iii) rayon tee shirts that will retail for approximately $45; and (iv) fitted hats that will retail between $25 and $30

We do not compete directly with anyone for the exploration or removal of minerals from our property as we hold all interest and rights to the claim. Readily available commodities markets exist in Canada and around the world for the sale of gold, silver, copper and other minerals. Therefore, we will likely be able to sell any gold, copper or other minerals that we are able to recover.Equipment

WeOur ~~will~~equipment beproducts ~~subject~~will toinclude: ~~competition~~(i) ~~and~~gym ~~unforeseen~~bags ~~limited~~that ~~sources~~will ofretail ~~supplies~~at inapproximately ~~the~~$65 ~~industry~~to in$85; ~~the event spot shortages arise for supplies such as dynamite,~~ and ~~certain~~(ii) ~~equipment~~backpacks ~~such as bulldozers and excavators~~ that we will ~~need~~retail toat ~~conduct~~approximately ~~exploration~~$75. ~~If we are unsuccessful in securing the products, equipment and professional services we need we may have to suspend our exploration plans until we are able to do so.~~

~~BANKRUPTCY~~COMPETITIVE ORSTRENGTHS ~~SIMILAR PROCEEDINGS~~

~~There~~Management ~~has~~believes ~~been~~that nothe ~~bankruptcy,~~following ~~receivership~~competitive orstrengths ~~similar~~differentiate ~~proceeding~~is and our Product Line from competitors and are critical to our continuing success.

~~REORGANIZATIONS,~~Attractive ~~PURCHASE~~Lifestyle ORRetailing ~~SALE OF ASSETS~~Concept

OnWe ~~March~~target 1,a ~~2012,~~large apopulation ~~reverse~~of ~~stock~~16 ~~split~~to of60 ~~one~~year ~~for~~olds, ~~five~~many ~~hundred~~of ~~(1:500)~~whom ~~was~~management ~~effected~~believes byare ~~FINRA~~attracted onto the ~~marketplace~~MMA, ~~resulting~~similar infighting astyles ~~reduction~~and ofother ~~total~~custom ~~issued~~athletic sports lifestyle and ~~outstanding~~desire ~~share~~to ~~from~~promote ~~1,750,0005~~their topersonal 3independence and style through the MMA,~~512~~ (similar fighting styles and other custom sports apparel and accessories and the ~~“Reverse~~equipment ~~Stock~~they ~~Split”)~~use. ~~There~~Management ~~have~~believes ~~been~~that nothe ~~other~~MMA ~~material~~and ~~reclassifications,~~fighting ~~mergers~~action sports is a permanent aspect of our culture, ~~consolidations~~reaching not only consumers that actually participate in MMA and fighting action sports, orbut ~~purchase~~also orthose ~~sale~~who ofseek brands and styles that fit a ~~significant~~desired ~~amount~~MMA ofand ~~assets~~fighting ~~not~~action insports ~~the~~image. ~~ordinary~~Management ~~course~~believes ofthat ~~business~~is has developed a brand image that customers view as consistent with their attitudes, fashion tastes and identity that should allow us to benefit in the market.

~~COMPLIANCE~~Deep-rooted ~~WITH GOVERNMENT REGULATION~~Culture

WeThe culture and MMA brand image and other similar fighting styles will beenable ~~required~~us to ~~comply~~successfully ~~with~~attract ~~all~~and ~~regulations,~~retain ~~rules~~high quality employees who are passionate and ~~directives~~knowledgeable ofabout ~~governmental~~the ~~authorities~~Product Line. Management will pace great emphasis on customer service and ~~agencies~~satisfaction, ~~applicable~~and towill ~~the~~make ~~exploration~~this a defining feature of ~~minerals~~the incorporate ~~Canada~~culture. ~~generally~~To preserve our culture, management will strive to promote employees from within and inwill ~~British~~provide ~~Columbia~~them ~~specifically~~with the knowledge and tools to succeed through training programs and the flexibility to meet localized customer demand.

The initial steps of exploration can be carried out without permitting or notification to any government body as it is deemed "low-disturbance/low-impact" by the British Columbia Department of Energy Mines and Petroleum Resources (BCDM).

~~With~~Disciplined ~~respect~~Operating to the mechanized trenching or diamond drilling a plan of operation will need to be filed with the BCDM. This plan will detail the extent, location and amount of surface disturbance for the trenching and/or drilling. As the amount of trenching and drilling (initially) will be limited, the permit should be issued within 30 days. We will be required to obtain a refundable bond in the amount of $3,000 - $5,000 (depending on the anticipated amount of disturbance). The bond is to ensure that we reclaim or repair the disturbance caused by the trenching and drilling. Usually this reclaiming work entails filling in and smoothing the surface at trenching sites, clean up and removal of any work material, and seeding native grass/plants at the site of any disturbance.Philosophy

InOur ~~the~~management ~~event~~team ~~that~~intends ~~trees~~to ~~larger~~build ~~than~~a 6strong ~~inches~~operating infoundation ~~diameter~~based ~~need~~on tosound beretail ~~cut~~principles ~~down,~~that aunderlie ~~permit~~the ~~will~~Corporation’s ~~need~~unique toculture. beOur ~~obtained~~philosophy ~~from~~emphasizes ~~the~~an BCintegrated ~~Ministry~~combination of ~~Forests.~~results ~~This~~measurement ~~usually~~and ~~takes~~training ~~less~~all ~~than~~designed 30to ~~days~~drive tosales ~~obtain~~productivity. We ~~will~~believe ~~try~~that toour ~~adjust~~merchandising team’s immersion in the ~~areas~~MMA, wesimilar ~~work~~fighting atstyles and ~~trench~~other ~~around~~custom ~~larger~~athletic ~~trees~~sports ~~(initially)~~lifestyle, supplemented with feedback from our customers, will allow us to ~~avoid~~consistently ~~any~~identify ~~disturbance~~and react to ~~larger~~emerging ~~trees~~fashion trends. IfManagement ~~the~~believes ~~disturbance~~that tothis, ~~larger~~combined ~~trees~~with isinventory ~~unavoidable~~planning ~~then~~and aallocation ~~permit~~processes toand ~~cut~~systems, will behelp ~~obtained~~management to better manage markdown and fashion risk.

There are nominal costs involved in obtaining the BCDM or Forestry permits (less than $100.00). The bond required by the BCDM is returned (with interest) upon proper clean up of the site. There will be costs for the crew and equipment required to fill in the trenches etc.High-Impact, ~~but~~Integrated asMarketing ~~heavy equipment is available locally, and the amount of disturbance is expected to be minimal, the costs will be most likely be less than $2,000. (1 day - crew & equipment)~~Approach

~~All~~Management ~~claims~~intends ~~staked~~to inbuild ~~British~~relationships ~~Columbia~~with ~~require~~its $4customers ~~per~~through ~~hectare~~a ~~worth~~multi-faceted ofmarketing ~~assessment~~approach ~~work~~that is designed to beintegrate ~~undertaken~~our AMOGEAR brand image with the MMA and fighting action sports lifestyle. Our marketing efforts will focus on reaching our customers in ~~year~~their 1environment ~~through~~and 3feature extensive grassroots marketing events, ~~followed~~such byas $8inactive ~~per~~sports ~~hectare~~and ~~per~~lifestyle ~~year~~events ~~thereafter~~held at various locations throughout the United States. InOur ~~order~~marketing toefforts ~~retain~~will ~~title~~also toincorporate ~~the~~local ~~property~~sporting ~~exploration~~event ~~work~~promotions, ~~costs~~advertising ~~must~~in bemagazines ~~recorded~~popular ~~and~~with ~~filed~~our target market, interactive contest sponsorships that actively involve our customers with the ~~British~~AMOGEAR ~~Columbia~~brand ~~Department~~and ofProduct ~~Energy~~Line ~~Mines~~ and ~~Petroleum~~various ~~Resources~~social ~~("BCDM")~~network channels such as Facebook and Twitter. ~~The~~Events ~~BCDM~~and ~~charges~~activities asuch ~~filing~~as ~~fee,~~these ~~equal~~will provide opportunities for our customers to ~~10%~~develop ofa strong identity with the ~~value~~AMOGEAR ofculture and brand. Management believes that its immersion in the ~~work~~MMA ~~recorded,~~and fighting action sports lifestyle will allow us to ~~record~~build ~~the~~credibility ~~work~~with its customers and gather valuable feedback on evolving customer preferences.

~~PATENTS,~~PRODUCT ~~TRADEMARKS, FRANCHISES, CONCESSIONS, ROYALTY AGREEMENTS, OR LABOR CONTRACTS~~MANUFACTURING

We plan to outsource the commercial manufacturing of its Product Line to third parties. As of the date of this Annual Report, we have no ~~current~~formal ~~plans~~agreements ~~for~~in ~~any~~place ~~registrations~~for such assupply. ~~patents~~However, ~~trademarks,~~we ~~copyrights,~~have ~~franchises,~~verbal ~~concessions~~commitments and price quotes from various suppliers located in the United States and Asia to manufacture our products on terms to be negotiated, ~~royalty~~which ~~agreements~~management orexpects ~~labor~~to ~~contracts~~be within reasonable commercial norms. We ~~will~~also ~~assess~~have ~~the~~a ~~need~~domestic ~~for~~resource ~~any~~that ~~copyright,~~we ~~trademark~~have orordered ~~patent~~quality ~~applications~~merchandise from that can fill orders on anshort ~~ongoing~~notice. ~~basis~~The pricing is extremely competitive and all of the merchandise is extremely high quality.

~~NEED~~PRODUCT ~~FOR GOVERNMENT APPROVAL FOR ITS PRODUCTS OR SERVICES~~DISTRIBUTION

We ~~are~~will ~~not~~distribute ~~required~~its toProduct ~~apply~~Line ~~for~~through ora ~~have~~variety ~~any~~of ~~government~~retail ~~approval~~channels. ~~for~~Distribution will happen in stages congruent with the stages of our ~~products~~business orplan ~~services.~~as follows:

~~RESEARCH~~Stage ~~AND~~1: ~~DEVELOPMENT~~Specialty ~~COSTS~~shops ~~DURING~~and ~~THE~~AMO ~~LAST TWO YEARS~~online.

WeStage ~~have~~2: ~~not~~Specialty ~~expended~~shops, ~~funds~~AMO ~~for~~online, ~~research~~limited department stores and ~~development~~limited ~~costs~~sporting ~~since~~goods ~~inception~~stores.

Stage 3: Expansion of department stores and sporting goods stores as well as international distributors and retail stores.

Beyond: Expansion of all the above

Specialty shops are small stores and websites specializing in MMA products or similar types of products that relate to the sport and its culture and other custom action sports. AMO online and retail stores are retail outlets owned and operated by us. Department stores are large regional and national chain department stores with both active and sportswear retail spaces. Sporting goods stores are large and small stores specializing in the sale of sports clothing and equipment, both physical locations and online stores.

We plan on contracting with third parties to outsource our inventory warehousing and our product distribution and shipping needs once the demand is there.

PRODUCT TESTING AND MARKETING

As of the date of this Annual Report, we have spent approximately $10,000 for event and fighter sponsorships. In order to create brand awareness for AMOGEAR in anticipation of our commercial launch of our Product Line, management began marketing the AMOGEAR brand by sponsoring Peter Manfredo Jr. in his title fight vs. Julio Cesar Chavez Jr. that took place on November 20, 2011 in Houston, TX at Reliant Arena. Manfredo Jr. wore the AMOGEAR t-shirt and hat pre-fight in the locker room. He also wore the AMOGEAR patch on his robe pre fight and the AMOGEAR logo was featured on his fighting trunks. Manfredo’s entire staff wore AMOGEAR hats and t-shirts throughout the entire fight. World famous boxing promoter Lou Dibella wore the AMOGEAR hat post fight in the ring while being interviewed. Management believes that this was major exposure for us and our Product Line as the fight was seen all around the world on HBO.

Management intends to sponsor more events and fighters in both the UFC and Professional boxing ranks. Typically, sponsorship of a UFC event costs between $5,000 and $10,000, depending on the level of sponsorship. The cost to sponsor a UFC fighter is approximately $5,000 per event, but this cost also depends on the caliber of the fighter. A sponsored fighter would be required to wear our branded apparel at the pre-fight conference, weigh-in, during the fight and at the post-fight interview. The industry norm is that these sponsorships are governed by verbal agreements. Currently we have no ongoing fighter sponsorships; however, management plans on sponsoring approximately three to five UFC fighters for various events in 2012. Management anticipates the cost of sponsorship to be approximately $30,000 to $50,000 and the cost is included in the marketing budgets for Stages 1 and 2 in the “Use of Proceeds” section above.

In the first half of 2012, management intends to conduct a test run solely for the limited purpose of gaining feedback on the AMOGEAR brand design. We are currently manufacturing 250-500 pieces of flagship cotton t-shirts with the AMOGEAR logo and plans on selling them through a third party website. Because of the nature of this test run, management will sell the designated shirts at a price of approximately $5-10 per unit. This will cover costs of manufacturing and shipping. This represents a deep discount off of our planned retail price of $28 per unit. We do not plan on offering such deep discounts for our commercial line of apparel.

Management is also in the process of having several dozen MMA fight gloves with the AMOGEAR logo manufactured. These gloves will be distributed to several current UFC fighters in an attempt to create AMOGEAR brand awareness among the MMA fighting community.

COMPETITION

The market for athletic apparel is highly competitive. Competition is principally based on brand image and recognition, as well as product quality, innovation, style and price. It includes competition from established companies who are expanding their production and marketing of performance products, as well as from new entrants into the market. We are in competition with wholesalers and direct sellers of general athletic apparel such as RVCA, Nike, Adidas, Reebok, and Under Armour. We are also in direct competition with the MMA apparel market such as Tapout, Hyabusa, Affliction, and Silver Star. All of these competitors are fully funded, operational businesses that have significantly greater financial and marketing resources than we do. In contrast, we are a start-up company that has not commenced commercial operations. We have not yet begun to compete with these entities, and won't until it raises sufficient investment capital to commence business operations and its products become available to the consumer. However, management believes its strategy of focusing on delivering a high quality product that can be used by a MMA Fighter, Boxer, any other professional athlete or anyone who aspires to be a pro. Our technology has been extensively tested, which management believes will give our customers an advantage. Our rash guard training products are designed to be lightweight, sweat absorbing material that is extremely comfortable. This gives the athlete who wears it a competitive edge.

PATENTS & TRADEMARKS

Management intends to trade marking both the “AMOGEAR” name and logo within the first quarter of 2012. Management is currently consulting with the proper attorneys to determine the best economical and efficient way of executing the task. Management is still in the information gathering and education stage but intends to commence filing by the time of the summer 2012 launch of the Product Line.

PRODUCT DEVELOPMENT & RESEARCH COSTS

From inception in November of 2011 to December 31, 2012, we have spent approximately $10,000 on the design and development of our sports apparel line. This includes logo creation and purchasing samples from several different overseas and domestic manufacturers in order to locate the best possible quality at a competitive price so that target margins can be achieved.

REPORTS TO SECURITIES HOLDERS

We provide an annual report that includes audited financial information to our shareholders. We also make our financial information equally available to any interested parties or investors through compliance with the disclosure rules of Regulation S-B for a small business issuer under the Securities Exchange Act of 1934. We are subject to disclosure filing requirements including filing Form 10-K annually and Form 10-Q quarterly. In addition, we will file Form 8-K and other proxy and information statements from time to time as required. We do not intend to voluntarily file the above reports in the event that our obligation to file such reports is suspended under the Exchange Act. The public may read and copy any materials that we file with the Securities and Exchange Commission, ("SEC"), at the SEC's Public Reference Room at 100 F Street NE, Washington, DC 20549. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site (http://www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.

ITEM 1A. RISK FACTORS

WEAn ~~ARE~~investment ANin ~~EXPLORATION~~the ~~STAGE~~shares ~~COMPANY~~of ~~BUT~~common ~~HAVE~~stock ~~NOT~~involves ~~YET~~a ~~COMMENCED~~number ~~EXPLORATION~~of ~~ACTIVITIES~~very ONsignificant ~~OUR~~risks. ~~CLAIM~~You should carefully consider the following risks and uncertainties in addition to other information in evaluating us and our business before purchasing shares of the common stock. WEOur ~~EXPECT~~business, TOoperating ~~INCUR~~results ~~OPERATING~~and ~~LOSSES~~financial ~~FOR~~condition ~~THE~~could ~~FORESEEABLE~~be ~~FUTURE~~seriously harmed due to any of the following risks. The risks described below are all of the material risks that management is currently aware of that we are facing. Additional risks not presently known to management may also impair our business operations. You could lose all or part of your investment due to any of these risks.

WeBusiness commenced exploration on the Marg mineral property in mid-November 2007 but have not received a geological analysis. Accordingly, we have no way to evaluate the likelihood that our business will be successful. We were incorporated on December 26, 2006 and to date have been involved primarily in organizational activities and the acquisition of our mineral claim. We have not earned any revenues as of the date of this annual report. Potential investors should be aware of the difficulties normally encountered by new mineral exploration companies and the high rate of failure of such enterprises. The likelihood of success must be considered in light of the problems, expenses, difficulties, complications and delays encountered in connection with the exploration of the mineral properties that we plan to undertake. These potential problems include, but are not limited to, unanticipated problems relating to exploration, and additional costs and expenses that may exceed current estimates. Prior to completion of our exploration stage, we anticipate that we will incur increased operating expenses without realizing any revenues. We expect to incur significant losses into the foreseeable future. We recognize that if we are unable to generate significant revenues from development of the Marg mineral property and the production of minerals from the claim, we will not be able to earn profits or continue operations. There is no history upon which to base any assumption as to the likelihood that we will prove successful, and it is doubtful that we will generate any operating revenues or ever achieve profitable operations. If we are unsuccessful in addressing these risks, our business will most likely fail.Risks

~~BECAUSE~~Significant ~~MANAGEMENT~~fluctuations ~~HAS~~and NOvolatility ~~TECHNICAL~~in ~~EXPERIENCE~~the INprice ~~MINERAL~~of ~~EXPLORATION~~cotton, ~~OUR~~foreign ~~BUSINESS~~labor ~~HAS~~costs Aand ~~HIGHER~~other ~~RISK~~raw OFmaterials ~~FAILURE~~used in the production of our Product Line may have a material adverse effect on our business, results of operations and financial conditions.

~~Our~~Increases ~~director~~in ~~has~~the nocost ~~professional~~of ~~training~~cotton, foreign labor costs or ~~technical~~other ~~credentials~~raw materials used in the ~~field~~production of ~~geology~~our ~~and~~merchandise ~~specifically~~can result in higher costs in the ~~areas~~price ofwe ~~exploring~~will pay for this merchandise. The costs for cotton are affected by weather, ~~developing~~consumer demand, speculation on the commodities market and ~~operating~~other afactors ~~mine~~that are generally unpredictable and beyond our control. AsOur apotential ~~result,~~gross weprofit ~~may~~and ~~not~~earnings per share could be ~~able~~adversely affected to ~~recognize~~the ~~and~~extent ~~take~~that ~~advantage~~the selling prices of ~~potential~~its ~~acquisition~~products ~~and~~do ~~exploration~~not ~~opportunities~~increase inproportionately with the ~~sector~~increases ~~without~~in the ~~aid~~costs of ~~qualified~~cotton ~~geological~~or ~~consultants~~other materials. ~~Management's~~Increasing ~~decisions~~labor costs and ~~choices~~oil-related ~~may~~product ~~not~~costs, ~~take~~such ~~into~~as ~~account~~manufacturing ~~standard~~and ~~engineering~~transportation orcosts, ~~managerial~~could ~~approaches~~also ~~mineral~~adversely ~~exploration~~impact ~~companies~~gross ~~commonly use~~profit. ~~Consequently~~Additionally, ~~our~~significant ~~operations,~~changes ~~earnings~~in the relationship between carrier capacity and ~~ultimate~~shipper ~~financial~~demand ~~success~~could ~~may~~increase ~~suffer~~transportation ~~irreparable~~costs, ~~harm~~which ascould aalso ~~result~~adversely impact gross profit.

OUR INDEPENDENT AUDITOR HAS ISSUED AN AUDIT OPINION FOR KITCHER RESOURCES WHICH INCLUDES A STATEMENT DESCRIBING OUR GOING CONCERN STATUS. OUR FINANCIAL STATUS CREATES A DOUBT WHETHER WE WILL CONTINUE AS A GOING CONCERN.

As described in Note 1 of our accompanying financial statements, our limited exploration stage and our lack of any guaranteed sources of future capital create substantial doubt as to our ability to continue as a going concern. If our business plan does not work, we could remain as a start-up company with limited operations and revenues.

THERE IS THE RISK THAT OUR PROPERTY DOES NOT CONTAIN ANY KNOWN BODIES OF ORE RESULTING IN ANY FUNDS SPENT ON EXPLORATION BEING LOST.

No known bodies of commercial ore or economic deposits have been established on our properties. Even in the event commercial quantities of minerals are discovered, the exploration property might not be brought into a state of commercial production. Finding mineral deposits is dependent on a number of factors, including the technical skill of exploration personnel involved. The commercial viability of a mineral deposit once discovered is also dependent on a number of factors, some of which are particular attributes of the deposit, such as size, grade and proximity to infrastructure, as well as metal prices.

IF WE DISCOVER COMMERCIAL RESERVES OF PRECIOUS METALS ON OUR MINERAL PROPERTY, WE CAN PROVIDE NO ASSURANCE THAT WE WILL BE ABLE TO SUCCESSFULLY ADVANCE THE MINERAL CLAIMS INTO COMMERCIAL PRODUCTION.

If our exploration program is successful in establishing ore of commercial tonnage and grade, we will require additional funds in order to advance the claim into commercial production. Obtaining additional financing would be subject to a number of factors, including the market price for the minerals, investor acceptance of our claims and general market conditions. These factors may make the timing, amount, terms or conditions of additional financing unavailable to us. The most likely source of future funds presently available to us is through the sale of equity capital. Any sale of share capital will result in dilution to existing shareholders. We may be unable to obtain any such funds, or to obtain such funds on terms that we consider economically feasible and you may lose your investment in this offering.

GOVERNMENT REGULATION OR OTHER LEGAL UNCERTAINTIES MAY INCREASE COSTS AND OUR BUSINESS WILL BE NEGATIVELY AFFECTED.

There are several governmental regulations that materially restrict mineral claim exploration and development. Under Canadian mining law, engaging in certain types of exploration requires work permits, the posting of bonds, and the performance of remediation work for any physical disturbance to the land. While these current laws will not affect our initial exploration phase, if we identify exploitable minerals and proceed to phase two which includes drilling operations on the Marg mineral property, we will incur regulatory compliance costs based upon the size and scope of our operations. In addition, new regulations could increase our costs of doing business and prevent us from exploring for and the exploitation of ore deposits. In addition to new laws and regulations being adopted, existing laws may be applied to mining that have not as yet been applied. These new laws may increase our cost of doing business with the result that our financial condition and operating results may be harmed.

BASED ON CONSUMER DEMAND, THE GROWTH AND DEMAND FOR ANY ORE WE MAY RECOVER FROM OUR CLAIMS MAY BE SLOWED, RESULTING IN REDUCED REVENUES TO THE COMPANY.

Our continued success will be dependent on the growth of demand for ore. If consumer demand slows our revenues may be significantly affected. This could limit our ability to generate revenues and our financial condition and operating results may be harmed.

THE LOSS OF THE SERVICES OF RAMINDER BADYAL COULD SEVERELY IMPACT OUR BUSINESS OPERATIONS AND FUTURE DEVELOPMENT.

Our performance is substantially dependent upon the professional expertise of our officer Raminder Badyal who at the date of the filing of this Annual Report has resigned. The loss of his services could have an adverse effect on our business operations, financial condition and operating results if we are unable to replace him with other individuals qualified to develop our exploration business. This could result in a loss of revenues, resulting in a reduction of the value of any shares you purchase in this offering.

BECAUSE OUR OFFICER HAS OTHER BUSINESS INTERESTS, HE MAY NOT BE ABLE OR WILLING TO DEVOTE A SUFFICIENT AMOUNT OF TIME TO OUR BUSINESS OPERATIONS, CAUSING OUR BUSINESS TO FAIL.

As of the date of filing of this Annual Report, Dr. Badyal has resigned and no longer devotes time providing management services to us.

Management is aware of increasing cotton, oil and other input costs that affect our cost of goods sold. Management is currently working with potential vendors and private label manufacturers to best manage these potential cost increases. Management’s current expectation is that increases in product cost may rise in the upcoming years. While management believes that it has strategies in place to mitigate the increase in cost, there can be no assurance that management’s efforts will be successful and potential gross profit margins may decline.

Our Product Line in part may be produced by foreign manufacturers. Therefore, the availability and costs of these products may be negatively affected by risks associated with international trade and other international conditions.

Certain clothing and/or equipment comprising our Product Line may be produced by manufacturers around the world. Some of these facilities may be located in regions that may be affected by natural disasters, political instability or other conditions that could cause a disruption in trade. Trade restrictions such as increased tariffs or quotas, or both, could also affect the importation of merchandise generally and increase the cost and reduce the supply of available merchandise. Any reduction in available merchandise or any increase in its cost due to tariffs, quotas or local issues that disrupt trade could have a material adverse effect on our results of operations. Although the prices charged by vendors for the merchandise we intend to purchase are primarily denominated in United States dollars, a continued decline in the relative value of the United States dollar to foreign currencies could lead to increased merchandise costs, which could negatively affect our competitive position and its results of operation.

Our ability to attract customers to our Product Line will depend heavily on the success of the specialty shops, department stores and sporting goods stores and our online website in which the Product Line will be available. Any decrease in customer traffic in those forums could cause potential sales to be less than expected.

In order to successfully market our Product Line and generate customer traffic, we will depend heavily on placing our Product Line in specialty shops, department stores and sporting goods stores in prominent locations within successful shopping retail outlets. Sales at these stores will be derived, in part, from the volume of traffic in those retail outlets. Our Product Line will benefit from the ability of a mall’s other tenants to generate consumer traffic in the vicinity of shops and stores in close proximity and the continuing popularity of retail outlets, such as malls as shopping destinations. Potential sales volume and consumer traffic generally may be adversely affected by, among other things, economic downturns in a particular area, competition from ecommerce retailers, increases in gasoline prices and the closing or decline in popularity of other stores in the retail outlets in which we are located. An uncertain economic outlook could curtail new shopping retail outlet development, decrease shopping mall traffic, reduce the number of hours that shopping retail outlet operators keep their doors open or force them to cease operations entirely. A reduction in retail outlet traffic as a result of these or any other factors could have a material adverse effect on our business, results of operations and financial condition.

Our growth strategy depends on its ability to place its Product Line in new stores each year.

Our growth largely depends on our ability to place our Product Line in new stores and market successfully. However, placement of our Product Line in new stores is subject to a variety of risks and uncertainties, and we may be unable to place our Product Line in new stores as planned. Any such failure would have a material adverse effect on our results of operations. Our proposed expansion will place increased demands on our operational, managerial and administrative resources. These increased demands could cause us to operate our business less effectively, which in turn could cause deterioration in the financial performance of the marketing of our Product Line and our overall business. Successful execution of our growth strategy may require that it obtains additional financing, and management cannot assure you that we will be able to obtain that financing on acceptable terms or at all.

Our business is dependent upon being able to anticipate, identify and respond to changing fashion trends, customer preferences and other fashion-related factors within the MMA and other sports fighting industries. Failure to do so could have a material adverse effect on our business operations.

Customer tastes and fashion trends in the MMA and other sport fighting lifestyle markets are volatile and tend to change rapidly. Our success depends on our ability to effectively anticipate, identify and respond to changing fashion tastes and consumer preferences, and to translate market trends into appropriate, saleable product offerings in a timely manner. If we are unable to successfully anticipate, identify or respond to changing styles or trends and misjudges the market for its products or any new product lines, our sales may be lower than predicted and we may be faced with a substantial amount of unsold inventory or missed opportunities. In response to such a situation, we may be forced to rely on markdowns or promotional sales to dispose of excess or slow-moving inventory, which could have a material adverse effect on our results of operations.

The current uncertainty surrounding the United States economy coupled with cyclical economic trends in MMA and other fighting sports retailing could have a material adverse effect on our results of operations.

The MMA and other fighting sports retail industry historically has been subject to substantial cyclicality. As economic conditions in the United States change, the trends in discretionary consumer spending become unpredictable and discretionary consumer spending could be reduced due to uncertainties about the future. When discretionary consumer spending is reduced, purchases of MMA and other fighting sports apparel and related products may decline. The current uncertainty in the United States economy and increased government debt spending may have a material adverse impact on our results of operations and financial position.

Our sales and inventory levels may fluctuate on a seasonal basis, leaving our operating results particularly susceptible to changes in summer and winter holiday shopping patterns.

Management believes that sales and profitability may be typically disproportionately higher or lower in certain fiscal quarters due to either increased or decreased sales based upon MMA boxing events/season, traditional retail slowdowns and winter holiday shopping seasons. Sales during these periods cannot be used as an accurate indicator of annual results.. As a result of this seasonality, any factors negatively affecting us during these seasons, including unfavorable economic conditions, adverse weather or ability to acquire seasonal merchandise inventory, could have a material adverse effect on our financial condition and results of operations for the entire year. In addition, in order to prepare winter holiday shopping seasons, we will need to keep in stock significantly more merchandise than we carry during other times of the year. Any unanticipated decrease in demand for our Product Line during these peak shopping seasons could require us to sell excess inventory at a substantial markdown, which could have a material adverse effect on our business, results of operations and financial condition.

Failure to successfully integrate our Product Line into stores could have an adverse impact on our results of operations and financial performance.

We may experience difficulties in assimilating our Product Line into retail stores and any such difficulty may result in the diversion of our capital and its management’s attention from other business issues and opportunities. We may not be able to successfully integrate our Product Line into certain retail stores. If we fail to successfully integrate our Product Line or if such integration of its Product Line into retail outlets fails to provide the benefits that we expect to receive, we could experience increased costs and other operating inefficiencies, which could have an adverse effect on our results of operations and financial performance.

We may be unable to compete favorably in the highly competitive retail sports industry, and if we lose customers to other sports apparel competitors, including those involved in other sports industries, our sales could decrease.

The sports retail apparel, hardgoods and accessories industry is highly competitive. We will compete with other retailers for vendors, consumers, shelf space in retail outlets and management personnel. In the softgoods market, which includes apparel, accessories and footwear, we will compete with other sports-focused retailers. In addition, in the softgoods market, we will compete with independent specialty shops, department stores and direct marketers that sell similar lines of merchandise, including other sports apparel, and target customers through catalogs and ecommerce. In the hardgoods market, which includes components and other equipment, we will compete directly or indirectly with other specialty retailers across a significant portion of our merchandising categories, such as boxing gloves, MMA fight gloves, gym bags and backpacks.

Some of our competitors will be larger than us and have substantially greater financial, marketing, including advanced ecommerce marketing capabilities, and other resources than we do. Direct competition with these and other retailers may increase significantly in the future, which could require us, among other things, to lower its prices and could result in the loss of customers. Current and increased competition could have a material adverse effect on our business, results of operations and financial condition.

If we fail to maintain good relationships with vendors or if a vendor is otherwise unable or unwilling to supply us with adequate quantities of their products at acceptable prices, our business and financial performance could suffer.

Our business will be dependent on continued good relations with our vendors. In particular, management believes that it generally will be able to obtain attractive pricing and other terms from vendors because we will be perceived as a desirable customer. Any deterioration in our relationship with our vendors would likely have a material adverse effect on our business. We do not have any current contractual relationships with vendors but believes we will in the short future. Accordingly, there can be no assurance that our vendors will provide us with an adequate supply or quality of products or acceptable pricing. Our vendors could discontinue selling to us or raise the prices they charge at any time. There can be no assurance that we will be able to acquire desired merchandise in sufficient quantities on terms acceptable to us in the future. In addition, certain of our potential vendors may sell their products directly to the retail market and therefore compete with us directly and other vendors may decide to do so in the future. There can be no assurance that such vendors will not decide to discontinue supplying their products to us, supply us only less popular or lower quality items, raise the prices they charge us or focus on selling their products directly. In addition, a number of our potential vendors may be smaller, less capitalized companies and will be more likely to be impacted by unfavorable general economic and market conditions than larger and better capitalized companies. These smaller vendors may not have sufficient liquidity during economic downturns to properly fund their businesses and their ability to supply their products to us could be negatively impacted. Any inability to acquire suitable merchandise at acceptable prices, or the loss of one or more key vendors, would have a material adverse effect on our business, results of operations and financial condition.

If we lose key management or is unable to attract and retain the talent required for its business, our financial performance could suffer.

Our performance depends largely on the efforts and abilities of its management, including Richard Brutti, our President/Chief Executive Officer. We do not have an employment agreement with Mr. Brutti not have we obtained key person life insurance covering Mr. Brutti. If we lose the service of Mr. Brutti or other key employees, we may not be able to successfully manage our business or achieve our growth objectives. As our business grows, we will need to attract and retain additional qualified management personnel in a timely manner and we may not be able to do so.

Our failure to meet potential staffing needs could adversely affect our ability to implement our growth strategy and could have a material impact on our results of operations.

Our success will depend in part upon our ability to attract, motivate and retain a sufficient number of qualified employees, including managers and associates, who understand and appreciate our corporate culture based on a passion for the MMA action sports lifestyle and are able to adequately represent this culture to our customers. Qualified individuals of the requisite caliber, skills and number will be needed to fill these positions and may be in short supply and the general employee turnover rate in the retail industry is high. Competition for qualified employees could require us to pay higher wages to attract a sufficient number of suitable employees. If we are unable to hire and retain managers and associates capable of consistently providing a high level of customer service, as demonstrated by their enthusiasm for our MMA culture and knowledge of our merchandise, our ability to successfully market our Product Line may be impaired. We will also be dependent upon personnel in retail outlets which are marketing our Product Line. There can be no assurance that we will receive adequate assistance from such personnel. Any failure to meet staffing needs, any material increases in employee turnover rates, any increases in labor costs or any work stoppages, interruptions or strikes could have a material adverse effect on our business or results of operations.

Our operations will be concentrated in the northeastern United States, which may make us susceptible to adverse conditions in this region.

Our home office and ecommerce fulfillment center will be located in Massachusetts. We will also have our Product Line in a substantial number of stores in the northeastern portion of the United States. As a result, our business may be more susceptible to regional factors than the operations of more geographically diversified competitors. These factors include, among others, economic and weather conditions, demographic and population changes and fashion tastes. In addition, we will rely on a single distribution center to receive, store and distribute the vast majority of our merchandise to the stores and retail outlets. As a result, a natural disaster or other catastrophic event could significantly disrupt our operations and have a material adverse effect on our business, results of operations and financial condition.

Our business could suffer if our ability to acquire financing is reduced or eliminated.

In the current economic environment, management cannot be assured that a borrowing relationship with any lender on our behalf will be created and if created will continue or that any potential lender would remain able to support its commitments to us in the future. If any potential lender fails to do so, then we may not be able to secure alternative financing on commercially reasonable terms or at all.

Our business could suffer as a result of parcel delivery services such as United Parcel Service or Federal Express being unable to distribute the Product Line to retail outlets.

We will be relying upon parcel delivery services for our Product Line shipments, including shipments to, from and between stores. Accordingly, we are subject to risks, including employee strikes and inclement weather, which may affect their ability to meet our shipping needs. Among other things, any circumstances that require us to use other delivery services for all or a portion of our shipments could result in increased costs and delayed deliveries and could harm our business materially. In addition, although we intend to have contracts with parcel delivery services, we and our service providers will have the right to terminate these contracts upon typically a 30-90 days written notice. Although the contracts with these small parcel delivery services will provide certain discounts from the shipment rates in effect at the time of shipment, the contracts will not limit their ability to raise the shipment rates at any time. Accordingly, we are subject to the risk that parcel delivery services may increase the rates they charge, that they may terminate their contracts with us, that they may decrease the rate discounts provided to us when an existing contract is renewed or that we may be unable to agree on the terms of a new contract with them, any of which could materially adversely affect our operating results.

Our business could suffer if a manufacturer fails to use acceptable labor practices.

We will not control our vendors or the manufacturers that produce the products we will buy from them, nor will we control the labor practices of our vendors and these manufacturers. The violation of labor or other laws by any of our vendors or these manufacturers, or the divergence of the labor practices followed by any of our vendors or these manufacturers from those generally accepted as ethical in the United States, could interrupt, or otherwise disrupt, the shipment of finished products to us or damage our reputation. Any of these, in turn, could have a material adverse effect on our financial condition and results of operations. In that regard, most of our Product Line that will be sold in stores and other retail outlets will be manufactured overseas, primarily in Asia, which may increase the risk that the labor practices followed by the manufacturers of these products may differ from those considered acceptable in the United States.

Additionally, our Product Line will be subject to regulation of and regulatory standards set by various governmental authorities with respect to quality and safety. Regulations and standards in this area are currently in place. These regulations and standards may change from time to time. Our inability to comply on a timely basis with regulatory requirements could result in significant fines or penalties, which could adversely affect our reputation and sales. Issues with the quality and safety of merchandise we will sell in stores and other retail outlets, regardless of our culpability, or customer concerns about such issues, could result in damage to our reputation, lost sales, uninsured product liability claims or losses, merchandise recalls and increased costs.

If our information systems hardware or software fails to function effectively or does not scale to keep pace with its planned growth, operations could be disrupted and our financial results could be harmed.

Management will be establishing infrastructure and existing hardware and software systems as well as implementing new systems. If these or any other information systems and software do not work effectively, this could adversely impact the promptness and accuracy of our transaction processing, financial accounting and reporting and our ability to manage business and properly forecast operating results and cash requirements. To manage the anticipated growth of operations and personnel, management will need to continue to improve our operational and financial systems, transaction processing, procedures and controls, and in doing so could incur substantial additional expenses that could impact our financial results.

Our inability or failure to protect our intellectual property or its infringement of other’s intellectual property could have a negative impact on our operating results.

Management believes that our trademarks and domain names will be valuable assets that are critical to our success. The unauthorized use or other misappropriation of our trademarks or domain names could diminish the value of the AMOGEAR brand, the overall business concept, private label brands or the Corporation’s goodwill and cause a decline in our net sales. Management intends to secure protection for our trademarks and domain names. The efforts management will take to protect our trademarks may not be sufficient or effective. Therefore, we may not be able to prevent other persons from using our trademarks or domain names outside of the United States, which also could adversely affect its business. We are also subject to the risk that we may infringe on the intellectual property rights of third parties. Any infringement or other intellectual property claim made against us, whether or not it has merit, could be time-consuming, result in costly litigation, cause product delays or require us to pay royalties or license fees. As a result, any such claim could have a material adverse effect on our operating results.

The effects of war or acts of terrorism could adversely affect the Corporation’s business.

Management believes that a substantial portion of our Product Line will be placed in stores and other retail outlets located in shopping malls. Any threat of terrorist attacks or actual terrorist events, particularly in public areas, could lead to lower customer traffic in shopping malls. In addition, local authorities or mall management could close shopping malls in response to security concerns. Mall closures, as well as lower customer traffic due to security concerns, would likely result in decreased sales. Additionally, the armed conflicts in the Middle East, or the threat, escalation or commencement of war or other armed conflict elsewhere, could significantly diminish consumer spending, and result in decreased sales. Decreased sales would have a material adverse effect on the Corporation’s business, financial condition and results of operations.

Our failure to comply with federal, state or local laws, or changes in these laws, could have an adverse impact on our results of operations and financial performance.

Our business will be subject to a wide array of laws and regulations. Changes in the regulations, the imposition of additional regulations, or the enactment of any new legislation including those related to taxes, environmental issues and trade, could adversely affect our results of operations or financial condition.

Our ecommerce operations will subject it to numerous risks that could have an adverse effect on our results of operations.

Although ecommerce sales will constitute a small, but increasing portion of our overall sales, ecommerce operations will subject us to certain risks that could have an adverse effect on our operational results, including: (i) diversion from sales of our Product Lines in stores and other retail outlets; (ii) liability for online content; and (iii) risks related to the computer systems that will operate our website and related support systems, including computer viruses, electronic break-ins and similar disruptions. In addition, risks beyond our control, such as governmental regulation of ecommerce, entry of our vendors in the ecommerce business in competition with us, online security breaches and general economic conditions specific to ecommerce could have an adverse effect on our results of operations.

We will incur and continue to incur significant expenses as a result of being a public company, which may negatively impact our financial performance.

We intend to resume our status as a fully reporting company and thus will incur and could continue to incur significant legal, accounting and other expenses as a result of being a public company. Rules and regulations implemented by Congress, the Securities and Exchange Commission and FINRA have required changes in corporate governance practices of public companies. Compliance with these laws could cause us to incur significant costs and expenses, including legal and accounting costs, and could make some compliance activities more time-consuming and negatively impact its financial performance. Additionally, these rules and regulations may make it more expensive for us to obtain director and officer liability insurance. As a result, it may be more difficult for us to attract and retain qualified persons to serve on our board of directors or as officers.

Risks of the Corporation

Lack of Ready Transferability of Shares of Common Stock

There is no substantial market for the sale of our shares of common stock nor is it likely that a substantial public or private market in the shares of common stock will develop in the future. There are limitations on the transferability of the shares of common stock. A shareholder will not be able to liquidate his investment whenever he desires.

Nevada Law and our Articles of Incorporation May Protect our Directors From Certain Types of Lawsuits.

Nevada law provides that the corporate officers and directors will not be liable to us or our stockholders for monetary damages for all but certain types of conduct as officers and directors. The Bylaws permit broad indemnification powers to all persons against all damages incurred in connection with our business to the fullest extent provided or allowed by law. The exculpation provisions may have the effect of preventing stockholders from recovering damages against our officers and directors caused by their negligence, poor judgment or other circumstances. The indemnification provisions may require us to use our limited assets to defend our officers and directors against claims, including claims arising out of their negligence, poor judgment, or other circumstances.

Additional Issuance of Equity Securities May Result in Dilution to Existing Stockholders.

The Articles of Incorporation authorize the issuance of 75,000,000 shares of common stock. The Board of Directors has the authority to issue additional shares of common stock to provide additional financing in the future and the issuance of any such shares may result in a reduction of the book value or market price of the then outstanding shares of common stock. In addition, as of the date of this Annual Report, we have two convertible notes issued and outstanding, which if converted could result in the issuance of further shares of common stock. If we issue any such additional shares, such issuance also will cause a reduction in the proportionate ownership and voting power of all other stockholders. As a result of such dilution, your proportionate ownership interest and voting power will be decreased accordingly. Further, any such issuance could result in a change of control.

ITEM 1B. UNRESOLVED STAFF COMMENTS

Not Applicable.

ITEM 2. PROPERTIES

As of the date of this Annual Report, our corporate offices are located at 7 Bond Street, Boston, Massachusetts 02118.

ITEM 3. LEGAL PROCEEDINGS

On May 24, 2011, the District Court in and for Clark County, Nevada, appointed Joseph Arcaro as our custodian pursuant to Nevada Revised Statutes 78.347. This resulted from the abandonment by Raminder Badyal as the sole executive officer and member of the Board of Directors. A copy of the documentation filed with the Nevada District Court and the Court Order dated May 24, 2011 (the “Court Order”) is attached as an exhibit. On May 30, 2011, the court appointed custodian, Joseph Arcaro, appointed himself to serve as our sole executive officer (President, Secretary and Treasurer) and member of the Board of Directors on an interim basis. Under Nevada statutory law and the Court Order, the custodian had the express authority to appoint a new board and new statutory officers. On June 2, 2011, we were reinstated under the laws of the State of Nevada and currently in good standing.

On March 8, 2012, the Nevada District Court order termination of the custodianship. A copy of the termination order is attached as an exhibit.

Other than as referenced above, we are not currently involved in any legal proceedings and we are not aware of any pending or potential legal actions.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There were no matters submitted to a vote of the security holders during the year ended January 31, ~~2009~~2012.

PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Our shares are quoted on the Over-the-Counter Electronic Bulletin Board (OTCBB) under the symbol ~~KTCH~~AMOG. The OTCBB is a regulated quotation service that displays real-time quotes, last sale prices and volume information in over-the-counter securities. The OTCBB is not an issuer listing service, market or exchange. Although the OTCBB does not have any listing requirements per se, to be eligible for quotation on the OTCBB issuers must remain current in their filings with the SEC or applicable regulatory authority. Market Makers are not permitted to begin quotation of a security whose issuer does not meet this filing requirement. Securities already quoted on the OTCBB that become delinquent in their required filings will be removed following a 30 or 60 day grace period if they do not make their required filing during that time. We cannot guarantee that we will continue to have the funds required to remain in compliance with our reporting obligations.

There has been no active trading of our securities, and, therefore, no high and low bid pricing. As of the date of this Annual Report, we had 26 shareholders of record. We have paid no cash dividends and have no outstanding options.

11RECENT SALES OF UNREGISTERED SECURITIES

As of the date of this Annual Report and during fiscal year ended January 31, 2012, to provide capital, we issued stock in exchange for our debts or pursuant to contractual agreements as set forth below.

Advisory Agreement

Effective on March 13, 2012, we issued an aggregate of 40,000,000 shares of our restricted common stock to our President/Chief Executive Officer, Michael Ceccon. We had entered into that certain one year advisory board agreement (the “Advisory Agreement”) with Michael Ceccon pursuant to which Mr. Ceccon will provide certain services to us and we shall pay a monthly fee of $2,500 and issue 40,000,000 shares of restricted common stock. The shares were issued in reliance on Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”). The shares have not been registered under the Securities Act or under any state securities laws and may not be offered or sold without registration with the United States Securities and Exchange Commission or an applicable exemption from the registration requirements. Mr. Ceccon acknowledged that the securities to be issued have not been registered under the Securities Act, that he understood the economic risk of an investment in the securities, and that it had the opportunity to ask questions of and receive answers from our management concerning any and all matters related to acquisition of the securities.

Debt Conversion

Effective on March 14, 2012, our Board of Directors authorized the settlement of debt in the amount of $222.00. The aggregate debt of $1,700 consisted of funds due and owing to Holladay Stock Transfer, our transfer agent (“Holladay”), incurred during fiscal year ended January 31, 2010. The debt is evidenced by that certain convertible promissory note dated June 1, 2009 between us and Holladay in the principal amount of $1,700.00 (the “Note”), with associated conversion rights to convert the debt into shares of our common stock. Holladay subsequently assigned all of its right, title and interest in the debt and the Note to Trinity International LLC (the “Assignee”), as evidenced in that certain assignment of convertible promissory note dated June 17, 2011 and supplemented March 12, 2012 (the “Assignment”). We received a conversion notice dated March 14, 2012 from the Assignee (the “Conversion Notice”) and agreed to settle a portion of the debt in the amount of $222.00 by conversion into 2,220,000 shares of our common stock at $0.0001 per share.

The shares of common stock under the debt were issued to the Assignee in reliance on Section 4(2) under the United States Securities Act of 1933, as amended (the “Securities Act”). The shares of common stock have not been registered under the Securities Act or under any state securities laws and may not be offered or sold without registration with the United States Securities and Exchange Commission or an applicable exemption from the registration requirements. The Assignee acknowledged that the securities to be issued have not been registered under the Securities Act, that it understood the economic risk of an investment in the securities, and that it had the opportunity to ask questions of and receive answers from our management concerning any and all matters related to acquisition of the securities.

PENNY STOCK RULES

The Securities and Exchange Commission has also adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a price of less than $5.00 (other than securities registered on certain national securities exchanges or quoted on the Nasdaq system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or system).

A purchaser is purchasing penny stock which limits the ability to sell the stock. Our shares constitute penny stock under the Securities and Exchange Act. The shares will remain penny stocks for the foreseeable future. The classification of penny stock makes it more difficult for a broker-dealer to sell the stock into a secondary market, which makes it more difficult for a purchaser to liquidate his/her investment. Any broker-dealer engaged by the purchaser for the purpose of selling his or her shares in us will be subject to Rules 15g-1 through 15g-10 of the Securities and Exchange Act. Rather than creating a need to comply with those rules, some broker-dealers will refuse to attempt to sell penny stock.

The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from those rules, to deliver a standardized risk disclosure document, which: (i) contains a description of the nature and level of risk in the market for penny stock in both public offerings and secondary trading; (ii) contains a description of the broker's or dealer's duties to the customer and of the rights and remedies available to the customer with respect to a violation of such duties or other requirements of the Securities Act of 1934, as amended; (iii) contains a brief, clear, narrative description of a dealer market, including "bid" and "ask" price for the penny stock and the significance of the spread between the bid and ask price; (iv) contains a toll-free telephone number for inquiries on disciplinary actions; (v) defines significant terms in the disclosure document or in the conduct of trading penny stocks; and (vi) contains such other information and is in such form (including language, type, size and format) as the Securities and Exchange Commission shall require by rule or regulation;

The broker-dealer also must provide, prior to effecting any transaction in a penny stock, to the customer: (i) the bid and offer quotations for the penny stock; (ii) the compensation of the broker-dealer and its salesperson in the transaction; (iii) the number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and (iv) monthly account statements showing the market value of each penny stock held in the customer's account.

In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules; the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written acknowledgment of the receipt of a risk disclosure statement, a written agreement to transactions involving penny stocks, and a signed and dated copy of a written suitability statement. These disclosure requirements will have the effect of reducing the trading activity in the secondary market for our stock because it will be subject to these penny stock rules. Therefore, stockholders may have difficulty selling their securities.

REPORTS

We are subject to certain filing requirements and will furnish annual financial reports to our stockholders, certified by our independent accountant, and will furnish un-audited quarterly financial reports in our quarterly reports filed electronically with the SEC. All reports and information filed by us can be found at the SEC website, www.sec.gov.

TRANSFER AGENT

~~The~~Our ~~company~~transfer ~~has~~agent ~~retained~~is Holladay Stock Transfer, Inc. of 2939 North 67th Place, Suite C, Scottsdale, Arizona ~~as transfer agent~~.

12ITEM 6. SELECTED FINANCIAL DATA

Not applicable.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

~~The~~We ~~Company~~ incurred losses of $4455,~~942~~619 during the year ended January 31, ~~2009~~2012 compared to losses of $1612,~~970~~000 in ~~2008~~2011. The main area of ~~increase~~expenses ~~was~~incurred during fiscal year ended January 31, 2012 consisted of: (i) general and administrative of $33,619; and (ii) professional fees ~~which~~of ~~rose~~$22,000. ~~from~~Expenses $5incurred during fiscal year ended January 31,~~600~~ to2011 consisted of $4412,~~526~~000 in general and administrative fees.

LIQUIDITY AND CAPITAL RESOURCES

~~The~~We ~~Company~~ used cash from operations of $~~46,148~~-0- for ~~the~~fiscal year ended January 31, ~~2009~~2012 compared to $~~22,514~~-0- in the previous year ended January 31, 2011. At January 31, ~~2009~~2012, ~~the~~we ~~Company~~ had no liquid assets.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTAL DATA

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM			F-1

BALANCE SHEETS AT JANUARY 31, 2012 AND 2011.			F-2

STATEMENTS OF OPERATIONS FOR THE YEARS ENDED JANUARY 31, 2012 AND 2010 AND FOR THE PERIOD FROM INCEPTION (DECEMBER 26, 2006) TO JANUARY 31, 2012.			F-3

STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY FOR THE PERIOD FROM INCEPTION (DECEMBER 26, 2006) TO JANUARY 31, 2012.			F-4

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED JANUARY 31, 2012 AND 2008 AND FOR THE PERIOD FROM INCEPTION (DECEMBER 26, 2006) TO JANUARY 31, 2012.			F-5

NOTES TO FINANCIAL STATEMENTS.			F-6

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~BALANCE~~Michael ~~SHEETS AT JANUARY 31, 2009 AND 2008~~F. Cronin

~~STATEMENTS~~Certified OFPublic ~~OPERATIONS FOR THE YEARS ENDED JANUARY 31, 2009 AND 2008 AND FOR THE PERIOD FROM INCEPTION (DECEMBER 26, 2006) TO JANUARY 31, 2009.~~Accountant

~~STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY FOR THE PERIOD FROM INCEPTION (DECEMBER 26~~Orlando, ~~2006)~~FL ~~TO JANUARY 31, 2009.~~32708

~~STATEMENTS~~Board OFof ~~CASH~~Directors ~~FLOWS~~and ~~FOR THE YEARS ENDED JANUARY 31, 2009 AND 2008 AND FOR THE PERIOD FROM INCEPTION (DECEMBER 26, 2006) TO JANUARY 31, 2009.~~Shareholders

~~NOTES~~Amogear, TOInc. ~~FINANCIAL~~(f/k/aKitcher ~~STATEMENTS~~Resources, Inc.)

13Boston, MA

~~KITCHER~~I ~~RESOURCES~~have ~~INC~~audited the accompanying balance sheets of Amogear, Inc. (f/k/aKitcher Resources, Inc.) as of January 31, 2012 and 2011 and the related statements of operations, stockholders' deficiency and cash flows for the years then ended. The financial statements are the responsibility of the directors. My responsibility is to express an opinion on these financial statements based on my audits.

~~(An~~I ~~Exploration~~conducted ~~Stage~~my audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The company is not required to have, nor was I engaged to perform, an audit of its internal control over financial reporting. My audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, I express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion.

~~Balance~~In ~~Sheets~~my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Amogear, Inc. (f/k/aKitcher Resources, Inc.) as of January 31, 2012 and 2011 and the results of its operations, its cash flows and changes in stockholders' deficiency for the years then ended in conformity with accounting principles generally accepted in the United States.

~~(Audited)~~The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has incurred a $55,619 loss from operations and has no cash. The Company may not have adequate readily available resources to fund operations through 2012. This raises substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

	January 31, 2009			January 31, 2008
ASSETS
CURRENT ASSETS
Cash	$	-		$	46,148
Total Assets	$			$	46,148
LIABILITIES
CURRENT LIABILITIES
Accounts Payable and Accrued Liabilities	$	-		$	1,206
Payable to Director		-			-
		-
Total Current Liabilities		-			1,206
STOCKHOLDERS' EQUITY
Common Stock
75,000,000 authorized shares,
750,000 shares issued and outstanding @.001
par value		750			750
Additional paid in capital		69,250			69,250
Deficit accumulated during exploration stage		(70,000	)		(25,058	)
Total Stockholders' Equity		-			44,942
Total Liabilities and Stockholders' Equity	$	-		$	46,148

March 27, 2012

~~See~~/s/ ~~accompanying~~Michael ~~notes~~F. toCronin ~~financial~~__________________________________ ~~statements~~Michael F. Cronin Certified Public Accountant NY, FL Orlando, Florida

14F-1

~~KITCHER~~Amogear, ~~RESOURCES INC~~Inc.

(Anf/k/a ~~Exploration~~Kitcher ~~Stage~~Resources ~~Company~~Inc.)

~~Statement~~Balance ~~of Operations~~Sheet

(Audited)

	January 31, 2012			January 31, 2011

Assets
Current assets
Cash	$	0		$	0
Accounts receivable		0			0
Total current assets		0			0

Total Assets	$	0		$	0

Liabilities and Stockholders' Deficiency
Current liabilities:
Accounts payable-trade	$	1,950		$	0
Accrued expenses		1,700			1,700
Notes Payable related parties		41,669			0
Total current liabilities		45,319			1,700

Stockholders' Deficiency:
Common stock-75,000,000 authorized $0.001 par value
3,505 shares issued & outstanding (1,500 in 2011)		4			2
Additional paid-in capital		105,996			93,998
Accumulated Deficit		(151,319	)		(95,700	)
Total Stockholders' Deficiency		(45,319	)		(1,700	)

Total Liabilities & Stockholders' Deficiency	$	0		$	0

	Year Ended January 31, 2009			Year Ended January 31, 2008			Period from December 26, 2006 (Date of inception) to January 31, 2009
Revenues:
Revenues	$			$			$
Total Revenues		-			-			-
EXPENSES:
Operating Expenses
Exploration Expenses					5,000			10,000
Impairment of Mineral Property								748
General and Admnistrative		126			1,248			2,394
Professional Fees		44,526			5,600			51,626
Transfer Agent/Regulatory/Filing		290			4,942			5,232
Total Expenses		44,942			16,970			70,000
Net loss from Operations		(44,942	)		(16,970	)		(70,000	)
PROVISION FOR INCOME TAXES:
Net Income (Loss) for the period		(44,942	)		(16,970	)	$	(70,000	)
Basic and Diluted Earnings Per Common Share		(0.06	)		(0.03	)
Weighted Average number of Common Shares		750,000			641,071

See Summary of Significant Accounting Policies and Notes to Financial Statements.

~~See accompanying notes to financial statements~~F-2

15Amogear, Inc.

(f/k/a Kitcher Resources, Inc.)

~~KITCHER~~Statements ~~RESOURCES~~of ~~INC.~~Operations

(An Exploration Stage Company)

	Year Ended January 31,
	2012			2011


Revenue	$	0		$	0

Costs & Expenses:
General & administrative		33,619			12,000
Professional Fees		22,000			0
Transfer Agent/Regulatory/Filing		0			0
Total Costs & Expenses		55,619			12,000

Loss from continuing operations before income taxes		(55,619	)		(12,000	)
Income taxes		0			0

Net Loss	$	(55,619	)	$	(12,000	)

Basic and diluted per share amounts:
Continuing operations	$	(22.25	)	$	(8.00	)
Basic and diluted net loss	$	(22.25	)	$	(8.00	)

Weighted average shares outstanding (basic & diluted)		2,500			1,500

~~(Audited)~~See Summary of Significant Accounting Policies and Notes to Financial Statements.

							Deficit
							Accumulated
					Additional		During			Total
			$0.001		Paid-In		Exploration			Stockholders'
	Shares		Par Value		Capital		Stage			Equity
Balance, December 26, 2006 (Date of Inception)		--	$	--	$	--	$	--		$	--
Stock Issued for cash at $0.001 per share
on December 29, 2006		500,000		500		19,500		--			20,000
Net loss for the period		--		--		--		(8,088	)		(8,088	)
Balance, January 31, 2007		500,000		500		19,500		(8,088	)		11,912
Stock Issued for cash at $0.005 per share		250,000		250		49,750		--			50,000
on July 9, 2007
Net loss for the year		--		--		--		(16,970	)		(16,970	)
Balance, January 31, 2008		750,000	$	750	$	69,250	$	(25,058	)	$	44,942
Net loss for the year		--		--		--		(44,942	)		(44,942	)
Balance January 31, 2009		750,000		750		69,250		(70,000	)		-

F-3

~~See~~Amogear. ~~accompanying notes to financial statements~~Inc.

16(f/k/a Kitcher Resources, Inc.)

~~KITCHER~~Statements ~~RESOURCES~~of ~~INC~~Cash Flows

(An Exploration Stage Company)

	Year Ended January 31,
	2012			2011

Cash flows from operating activities:
Net Loss	$	(55,619	)	$	(12,000	)
Adjustments required to reconcile net loss
to cash used in operating activities:
Fair value of services provided without cost		12,000			12,000
Expenses paid by related parties		41,669			0
Increase (decrease) in accounts payable & accrued expenses		1,950			0
Cash used by operating activities:		0			0

Change in cash		0			0
Cash-beginning of period		0			0
Cash-end of period	$	0		$	0

~~Statement~~See Summary of ~~Cash~~Significant ~~Flows~~Accounting Policies and Notes to Financial Statements.

~~(Audited)~~F-4

	Year Ended January 31, 2009			Year Ended January 31, 2008			Period from December 29, 2006 (Date of inception) to January 31, 2009
OPERATING ACTIVITIES:
Net (Loss)	$	(44,942	)	$	(16,970	)	$	(70,000	)
Adjustments to reconcile net loss
to net cash used in operating activities:
Impairment of mineral property		--			---			748
Accounts Payable		(1,206	)		(5,544	)		----
Net Cash Used in from Operating Activities		(46,148	)		(22,514	)		(69,252	)
INVESTING ACTIVITIES:
Mineral Property Acquisition		--			---			(748	)
Net Cash Used in Investing Activities		--			---	)		(748	)
FINANCING ACTIVITIES:
Common Stock issued for cash		--			50,000			70,000
Advance from Related Party		--			(1,338	)		--
Net Cash Provided by Financing Activities		--			48,662			70,000
Net Increase (Decrease) in Cash		(46,148	)		26,148			--
Cash Balance, Beginning of the period		46,148			20,000			--
Cash Balance, End of Period	$	--		$	46,148		$	--
Supplemental Information:
Tax		--			--
Interest		--			--

Amogear, Inc.

~~See~~(f/k/a ~~accompanying~~Kitcher ~~notes~~Resources, ~~to financial statements~~Inc.)

17Statements of Stockholders' Deficiency

KITCHER RESOURCES INC.

	Common Shares		Common Stock		Additional paid-in capital		Accumulated Deficit			Total Stockholders' Deficiency
Balance at January 31, 2010		1,500		2		81,998		(83,700	)		(1,700	)
Services Contributed						12,000					12,000
Net Loss								(12,000	)		(12,000	)
Balance at January 31, 2011		1,500		2		93,998		(95,700	)		(1,700	)
Shares issued for services		2,000		2		11,998					12,000
Rounding shares		5									0
Net Loss								(55,619	)		(55,619	)
Balance at January 31, 2012		3,505		4		105,996		(151,319	)		(45,319	)

~~NOTES~~See TOSummary ~~FINANCIAL~~of ~~STATEMENTS~~Significant Accounting Policies and Notes to Financial Statements.

~~JANUARY 31, 2009~~F-5

AMOGEAR, INC.

(F/K/A KITCHER RESOURCES, INC.)

BACKGROUND AND

SIGNIFICANT ACCOUNTING POLICIES

JANUARY 31, 2012

The Company

~~Note 1~~ Organizational Background: Amogear, Inc. (f/k/aKitcher Resources, Inc.) (the “Company” or "Amogear"), was originally incorporated on December 26, 2006 in the state of Nevada. In 2008 we ceased operations and have not engaged in any material business operations since that time.

~~Kitcher~~District ~~Resources~~Court ~~Inc.~~Clark County, a Nevada ~~corporation,~~Proceedings: On ~~(hereinafter~~May ~~referred~~24, to2011, asin ~~the~~its ~~"Company"~~Court orOrder, ~~"Kitcher~~the ~~Resources~~District ")Court Clark ~~was~~County, ~~incorporated~~Nevada ingranted the ~~State~~application of ~~Nevada~~Joseph onArcaro ~~December~~to ~~26,~~appoint ~~2006~~a receiver. The ~~Company~~Court ~~was~~Order ~~formed~~appointing Receiver empowered the receiver to ~~engage~~evaluate inour ~~the~~financial ~~acquisition~~status, ~~exploration~~to determine whether there are any options for corporate viability that could benefit our shareholders, to reinstate our corporation with the Nevada Secretary of State, and ~~development~~to obtain copies of ~~natural~~our ~~resource~~shareholder ~~properties~~records from our transfer agent. ~~The~~Under the receivership, and with funds supplied by Mr. Arcaro, the Company ~~acquired~~reinstated ~~mineral~~its ~~claims~~corporate ~~during~~charter; paid all past due franchise taxes and settled all outstanding debts. In addition, on May 30, 2011, the ~~initial~~receiver, ~~period~~appointed ~~ending~~Joseph ~~January~~Arcaro 31as our temporary sole Director, ~~2007~~President, ~~for~~Secretary ~~$748~~and Treasurer.

~~The~~On ~~Company's~~February ~~operations~~22, ~~have~~2012, ~~been~~following ~~limited~~the tosubmittal ~~general~~of ~~administrative~~detailed ~~operations,~~reports ~~and~~by ~~initial~~the ~~property~~receiver; ~~staking~~the ~~and~~Court ~~investigation,~~discharged the receiver and isreturned ~~considered~~the Company to bethe ancontrol ~~Exploration~~of ~~Stage~~its ~~Company~~Board of Directors.

In October of 2011 the Company had a change of control and has embarked on a new business plan which is clothing and accessories for the mixed martial arts sports area.

Significant Accounting Policies

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

Cash and Cash Equivalents: For financial statement presentation purposes, the Company considers those short-term, highly liquid investments with original maturities of three months or less to be cash or cash equivalents.

Property and Equipment New property and equipment are recorded at cost. Property and equipment included in the bankruptcy proceedings and transferred to the Trustee had been valued at liquidation value. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, generally 5 years. Expenditures for renewals and betterments are capitalized. Expenditures for minor items, repairs and maintenance are charged to operations as incurred. Gain or loss upon sale or retirement due to obsolescence is reflected in the operating results in the period the event takes place.

Valuation of Long-Lived Assets: We review the recoverability of our long-lived assets including equipment, goodwill and other intangible assets, when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on our ability to recover the carrying value of the asset from the expected future pre-tax cash flows (undiscounted and without interest charges) of the related operations. If these cash flows are less than the carrying value of such asset, an impairment loss is recognized for the difference between estimated fair value and carrying value. Our primary measure of fair value is based on discounted cash flows. The measurement of impairment requires management to make estimates of these cash flows related to long-lived assets, as well as other fair value determinations.

18Stock Based Compensation: Stock-based awards are accounted for using the fair value method in accordance with ASC 718, Share-Based Payments. Our primary type of share-based compensation consists of stock options. We use the Black-Scholes option pricing model in valuing options. The inputs for the valuation analysis of the options include the market value of the Company’s common stock, the estimated volatility of the Company’s common stock, the exercise price of the warrants and the risk free interest rate.

~~Stock Based Compensation: Stock~~F-based awards to employees and non-employees are accounted for using the fair value method in accordance with ASC 718, Share-Based Payments. Our primary type of share-based compensation consists of stock options. ASC 718 requires that companies measure and recognize compensation expense at an amount equal to the fair value of share-based payments granted under compensation arrangements.. We calculate the fair value of options using a Black-Scholes option pricing model. We do not currently have any outstanding options subject to future vesting.6

ASC 718 also requires the benefits of tax deductions in excess of recognized compensation expense to be reported in the Statement of Cash Flows as a financing cash inflow rather than an operating cash inflow. In addition, ASC 718 required a modification to the Company’s calculation of the dilutive effect of stock option awards on earnings per share.

Accounting For Obligations And Instruments Potentially To Be Settled In The Company’s Own Stock: We account for obligations and instruments potentially to be settled in the Company’s stock in accordance with FASB ASC 815, Accounting for Derivative Financial Instruments. This issue addresses the initial balance sheet classification and measurement of contracts that are indexed to, and potentially settled in, the Company’s own stock.

~~Subsequent~~Fair ~~Events~~Value of Financial Instruments: FASB ~~Subsequent~~ASC ~~events~~825, ~~have~~“Financial ~~been~~Instruments,” ~~evaluated~~requires upentities to disclose the fair value of financial instruments, both assets and ~~including~~liabilities recognized and not recognized on the ~~date~~balance sheet, for which it is practicable to estimate fair value. FASB ASC 825 defines fair value of a financial instrument as the amount at which the instrument could be exchanged in a current transaction between willing parties. At January 31, 2012 and 2011, the carrying value of certain financial ~~statements~~instruments ~~were~~(cash ~~available~~and cash equivalents, accounts payable and accrued expenses.) approximates fair value due to the short-~~February~~term nature of ~~2012~~the instruments or interest rates, which are comparable with current rates.

~~Fair~~Earnings ~~Value~~per ofCommon ~~Financial Instruments~~Share: ~~FASB~~ ~~ASC~~We ~~825,~~compute ~~“Financial~~net ~~Instruments,”~~income ~~requires~~(loss) ~~entities~~per toshare ~~disclose~~in ~~the~~accordance ~~fair~~with ~~value~~ASC of260, ~~financial~~Earning ~~instruments,~~per Share. ASC 260 requires presentation of both ~~assets~~basic and ~~liabilities~~diluted ~~recognized~~earnings ~~and~~per ~~not~~share ~~recognized~~(EPS) on the ~~balance~~face ~~sheet,~~of ~~for~~the ~~which~~income itstatement. Basic EPS is ~~practicable~~computed toby ~~estimate~~dividing ~~fair~~net ~~value.~~income ~~FASB~~(loss) ~~ASC~~available ~~825~~to ~~defines~~common ~~fair~~shareholders ~~value~~(numerator) by the weighted average number of ashares ~~financial~~outstanding ~~instrument~~(denominator) asduring the ~~amount~~period. atDiluted ~~which~~EPS gives effect to all dilutive potential common shares outstanding during the ~~instrument~~period ~~could~~using bethe ~~exchanged~~treasury instock amethod ~~current~~and ~~transaction~~convertible ~~between~~preferred ~~willing~~stock ~~parties~~using the if-converted method. AtIn ~~December~~computing 31Diluted EPS, ~~2010~~the ~~and~~average ~~2009,~~stock price for the ~~carrying~~period ~~value~~is used in determining the number of ~~certain~~shares ~~financial~~assumed ~~instruments~~to ~~(cash~~be ~~and~~purchased ~~cash~~from ~~equivalents,~~the ~~accounts~~exercise ~~payable~~of ~~and~~stock ~~accrued~~options ~~expenses~~or warrants.) ~~approximates~~Diluted ~~fair~~EPS ~~value~~excludes ~~due~~all todilutive ~~the~~potential ~~short-term~~shares ~~nature~~if oftheir ~~the~~effect ~~instruments~~is anti dilutive. All per share disclosures retroactively reflect shares outstanding or ~~interest~~issuable ~~rates,~~as ~~which~~though ~~are~~the ~~comparable~~reverse ~~with~~split ~~current~~had ~~rates~~occurred as of January 31, 2010.

Fair Value Measurements: FASB ASC 820 defines fair value and establishes a framework for measuring fair value and establishes a fair value hierarchy which prioritizes the inputs to the inputs to the valuation techniques. Fair value is the price that would be received to sell an asset or amount paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market. Valuation techniques that are consistent with the market, income or cost approach, as specified by FASB ASC 820, are used to measure fair value.

Fair Value Hierarchy

FASB ASC 820 specifies a hierarchy of valuation techniques based upon whether the inputs to those valuation techniques reflect assumptions other market participants would use based upon market data obtained from independent sources (observable inputs), or reflect the Company’s own assumptions of market participant valuation (unobservable inputs). In accordance with FASB ASC 820, these two types of inputs have created the following fair value hierarchy:

· Level 1 – Quoted prices in active markets that are unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities. · Level 2 – Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets or financial instruments for which significant inputs are observable, either directly or indirectly. · Level 3 – Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

FASB ASC 820 requires the use of observable market data if such data is available without undue cost and effort.

Measurement of Fair Value

The Company measures fair value as an exit price using the procedures described below for all assets and liabilities measured at fair value. When available, the Company uses unadjusted quoted market prices to measure fair value and classifies such items within Level 1. If quoted market prices are not available, fair value is based upon internally developed models that use, where possible, current market-based or independently-sourced market parameters such as interest rates and currency rates. Items valued using internally generated models are classified according to the lowest level input or value driver that is significant to the valuation. Thus, an item may be classified in Level 3 even though there may be inputs that are readily observable. If quoted market prices are not available, the valuation model used generally depends on the specific asset or liability being valued. The determination of fair value considers various factors including interest rate yield curves and time value underlying the financial instruments.

Earnings per Common Share: We have adopted the provisions of ASC 260, Earning per Share. ASC 260 requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive.

Effective June 13, 2011, we enacted a reverse split of the common stock in the amount of 1:40 Except as otherwise noted, all share numbers have been restated to give retroactive effect to this reverse split. All per share disclosures retroactively reflect shares outstanding or issuable as though the reverse split had occurred from inception.

Income Taxes: We have adopted ASC 740, Accounting for Income Taxes. Pursuant to ASC 740, we are required to compute tax asset benefits for net operating losses carried forward. The potential benefits of net operating losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

We must make certain estimates and judgments in determining income tax expense for financial statement purposes. These estimates and judgments occur in the calculation of certain tax assets and liabilities, which arise from differences in the timing of recognition of revenue and expense for tax and financial statement purposes.

Deferred tax assets and liabilities are determined based on the differences between financial reporting and the tax basis of assets and liabilities using the tax rates and laws in effect when the differences are expected to reverse. ASC 740 provides for the recognition of deferred tax assets if realization of such assets is more likely than not to occur. Realization of our net deferred tax assets is dependent upon our generating sufficient taxable income in future years in appropriate tax jurisdictions to realize benefit from the reversal of temporary differences and from net operating loss, or NOL, carryforwards. We have determined it more likely than not that these timing differences will not materialize and have provided a valuation allowance against substantially all of our net deferred tax asset. Management will continue to evaluate the realizability of the deferred tax asset and its related valuation allowance. If our assessment of the deferred tax assets or the corresponding valuation allowance were to change, we would record the related adjustment to income during the period in which we make the determination. Our tax rate may also vary based on our results and the mix of income or loss in domestic and foreign tax jurisdictions in which we operate.

In addition, the calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax regulations. We recognize liabilities for anticipated tax audit issues in the U.S. and other tax jurisdictions based on our estimate of whether, and to the extent to which, additional taxes will be due. If we ultimately determine that payment of these amounts is unnecessary, we will reverse the liability and recognize a tax benefit during the period in which we determine that the liability is no longer necessary. We will record an additional charge in our provision for taxes in the period in which we determine that the recorded tax liability is less than we expect the ultimate assessment to be.

20ASC 740 which requires recognition of estimated income taxes payable or refundable on income tax returns for the current year and for the estimated future tax effect attributable to temporary differences and carry-forwards. Measurement of deferred income tax is based on enacted tax laws including tax rates, with the measurement of deferred income tax assets being reduced by available tax benefits not expected to be realized.

ASC 740 which requires recognition of estimated income taxes payable or refundable on income tax returns for the current year and for the estimated future tax effect attributable to temporary differences and carryF-forwards. Measurement of deferred income tax is based on enacted tax laws including tax rates, with the measurement of deferred income tax assets being reduced by available tax benefits not expected to be realized7

Uncertain Tax Positions: The Financial Accounting Standards Board issued Interpretation No. 48, “Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109, Accounting for Income Taxes” (“FIN No. 48”) which was effective for the Company on February 1, 2007. FIN No. 48 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under FIN No. 48, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. FIN No. 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods and disclosure requirements.

~~The~~Our ~~Financial~~federal ~~Accounting~~and ~~Standards~~state ~~Board~~income ~~issued~~tax ~~Interpretation~~returns ~~No.~~are ~~48,~~open ~~“Accounting~~ for ~~Uncertainty~~fiscal inyears ~~Income~~ending ~~Taxes~~on –or anafter ~~interpretation of FASB Statement No. 109, Accounting for Income Taxes” (“FIN No. 48”) which was effective for the Company on~~ January 131, 2007. ~~FIN~~ ~~No.~~We 48are ~~addresses~~not ~~the~~under ~~determination~~examination ofby ~~whether~~any ~~tax~~jurisdiction ~~benefits~~for ~~claimed~~any ~~or expected to be claimed on a~~ tax ~~return should be recorded in the financial statements~~year. ~~Under~~ ~~FIN~~At ~~No.~~January 4831, ~~the~~2012 ~~Company~~we ~~may~~had ~~recognize~~no ~~the~~material ~~tax~~unrecognized ~~benefit from an uncertain~~ tax ~~position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax~~ benefits ~~recognized~~and inno ~~the~~adjustments ~~financial~~to ~~statements~~liabilities ~~from~~or ~~such~~operations ~~position~~were ~~should~~required beunder ~~measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement.~~ FIN ~~No.~~ 48 ~~also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods and disclosure requirements~~.

~~Note 2-~~ Recent Accounting Pronouncements

In January 2010, the FASB issued an amendment to ASC 820, Fair Value Measurements and Disclosure, to require reporting entities to separately disclose the amounts and business rationale for significant transfers in and out of Level 1 and Level 2 fair value measurements and separately present information regarding purchase, sale, issuance, and settlement of Level 3 fair value measures on a gross basis. This standard, for which the Company is currently assessing the impact, is effective for interim and annual reporting periods beginning after December 15, 2009 with the exception of disclosures regarding the purchase, sale, issuance, and settlement of Level 3 fair value measures which are effective for fiscal years beginning after December 15, 2010.

In January 2010, the FASB issued an amendment to ASC 505, Equity, where entities that declare dividends to shareholders that may be paid in cash or shares at the election of the shareholders are considered to be a share issuance that is reflected prospectively in EPS, and is not accounted for as a stock dividend. This standard is effective for interim and annual periods ending on or after December 15, 2009 and is to be applied on a retrospective basis. The adoption of this standard is not expected to have a significant impact on the Company’s financial statements..

In June 2009, the FASB issued guidance now codified as ASC 105, Generally Accepted Accounting Principles as the single source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with U.S. GAAP, aside from those issued by the SEC. ASC 105 does not change current U.S. GAAP, but is intended to simplify user access to all authoritative U.S. GAAP by providing all authoritative literature related to a particular topic in one place. The adoption of ASC 105 did not have a material impact on the Company’s financial statements, but did eliminate references to pre-codification standards.

Management does not anticipate that the adoption of these standards will have a material impact on the financial statements.

21F-8

~~Note~~AMOGEAR, ~~3- Income Taxes:~~INC.

We have adopted ASC 740 which provides for the recognition of a deferred tax asset based upon the value the loss carry-forwards will have to reduce future income taxes and management's estimate of the probability of the realization of these tax benefits. Our net operating loss carryovers incurred prior to 2011 considered available to reduce future income taxes were reduced or eliminated through our 2011 change of control (~~I.R.C.~~F/K/A ~~Section~~KITCHER ~~382(a))~~RESOURCES, ~~and the continuity of business limitation of I~~INC.~~R.C. Section 382(c~~).

AtNOTES ~~January~~TO ~~31,~~FINANCIAL 2009 we have a current operating loss carry-forward of $ 70,000 resulting in deferred tax assets of $23,800 We have determined it more likely than not that these timing differences will not materialize and have provided a valuation allowance against substantially all our net deferred tax asset.STATEMENTS

JANUARY 31, 2012

Future utilization of currently generated federal and state NOL and tax credit carry forwards may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended and similar state provisions1. Recent ~~The~~Court ~~annual limitation may result in the expiration of NOL and tax credit carry forwards before full utilization.~~Proceedings:

~~The~~On ~~Company~~May is24, ~~not~~2011, ~~under~~in ~~examination~~its byCourt ~~any~~Order, ~~jurisdiction~~the ~~for~~District ~~any~~Court ~~tax~~Clark ~~year~~County, Nevada granted the application of Joseph Arcaro to appoint a receiver. Following the submittal of detailed reports by the receiver the Court discharged the receiver on February 22, 2012 and returned the Company to the control of its Board of Directors.

4.Resultant ~~Commitments~~Change in Control: In connection with the Order and subsequent shareholder meeting, Joseph Arcaro became our sole director and President on May 30, 2011. On October 17, 2011 Mr. Arcaro resigned and Michael Ceccon was appointed sole office and director of the corporation.

In exchange for services of approximately $12,000 by Mr. Ceccon we issued 2,000 common shares representing approximately 57%our common stock outstanding on that date.

2. Income Taxes:

We have adopted ASC 740, Income Taxes, which provides for the recognition of a deferred tax asset based upon the value the loss carry-forwards will have to reduce future income taxes and management's estimate of the probability of the realization of these tax benefits. Our net operating loss carryovers incurred prior to 2011 considered available to reduce future income taxes may be reduced or eliminated through our recent change of control (I.R.C. Section 382(a)) and the continuity of business limitation of I.R.C. Section 382(c).

We have a current operating loss carry-forward of $ 115,000 resulting in deferred tax assets of $22,000. We have determined it more likely than not that these timing differences will not materialize and have provided a valuation allowance against substantially all our net deferred tax asset.

Future utilization of currently generated federal and state NOL and tax credit carry forwards may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended and similar state provisions. The annual limitation may result in the expiration of NOL and tax credit carry-forwards before full utilization.

3. Commitments:

The Company is not a party to any leases and does not have any commitments

54. Stockholders' Equity:

Reverse Stock Split

In June and again in October of 2011 we declared a reverse split of our common stock. The combined result of the reverse splits was that that every twenty thousand (20,000) issued and outstanding shares of common stock of the Corporation were automatically converted into 1 share of common stock. Any resulting share ownership interest of fractional shares was rounded up to the first whole integer in such a manner that all rounding was done to the next single share. Except as otherwise noted, all share, option and warrant numbers have been restated to give retroactive effect to these reverse splits. All per share disclosures retroactively reflect shares outstanding or issuable as though the reverse split had occurred January 31, 2010.

F-9

Common Stock

We are currently authorized to issue up to 75,000,000 shares of $ 0.001 par value common stock. All issued shares of common stock are entitled to vote on a 1 share/1 vote basis..

Stock Options

There are no employee or non-employee ~~options~~option grants. ~~All previously issued grants have expired.~~

~~In June of 2011 we enacted a split of the common stock in the amount of 1:40~~5. ~~Except~~Related asParty ~~otherwise~~Transactions ~~noted,~~not ~~all~~Disclosed share numbers have been restated to give retroactive effect to this reverse split. All per share disclosures retroactively reflect shares outstanding or issuable as though the reverse split had occurred from inception.Elsewhere:

~~6. Change~~Due ofRelated ~~Control~~Parties: Amounts due related parties consist of corporate reinstatement expenses and prior obligations paid by affiliates prior to the establishment of a bank account. Such items totaled $41,669 at January 31, 2012. The corresponding note is payable upon demand.

~~On October~~Fair 14value of services: The principal stockholder provided, ~~2011~~without cost to the ~~holder~~Company, ofhis 1services,~~000~~ valued at $800 per month which totaled $ 9,~~000~~600 ~~shares~~respectively offor ~~common~~the ~~stock~~years ~~sold~~2012 ~~such~~and ~~shares~~2011. The principal stockholder also provided, without cost to ~~Michael~~the ~~Ceccon~~Company, ~~through~~office aspace ~~Stock~~valued ~~Purchase~~at $200 per month, ~~and~~which ~~Sale~~totaled ~~Agreement.~~$2,400 .for ~~The~~the ~~agreement~~twelve-month ~~resulted~~periods inended ~~Ceccon~~January ~~owning~~31, 572012 and 2011.~~14%~~ The total of these expenses was reflected in the ~~outstanding~~statement ~~common~~of ~~shares~~operations as general and administrative expenses with a corresponding contribution of paid-in capital.

226. Subsequent Events:

7.Effective ~~Subsequent~~March ~~Events~~1, 2012 we issued 40 million common shares to our President and CEO in exchange for services.

~~The Company has evaluated events subsequent to the balance sheet date date and determined that there is one reportable event as follows:~~F-10

1. Om March 1, 2012 the Company effected a 1 to 500 reverse stock split resulting in 3,512 shares issued and outstanding.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

There are no disagreements with our current accountants on any matters related to accounting and financial disclosure issues. As of the date of this Annual Report, our principal independent registered public accounting firm is Cronin and Company.

ITEM 9A. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

We have performed an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the effectiveness of our disclosure controls and procedures, (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on that evaluation, our management, including our CEO and CFO, concluded that our disclosure controls and procedures were not effective as of January 31, ~~2009~~2012 to provide reasonable assurance that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.

MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act). Under the supervision and with the participation of our management, including our CEO and CFO, we evaluated the effectiveness of our internal control over financial reporting as of January 31, ~~2009~~2012, and concluded that our internal control over financial reporting was not effective at January 31, ~~2009~~2012. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control-Integrated Framework. We identified a material weakness in our internal control over financial reporting primarily attributable to limited accounting and SEC reporting expertise within the Company. Due to our exploration stage, we have limited financial ability to remedy this staffing deficiency at this time; however, we will add additional accounting and SEC reporting expertise in the future as funds permit.

This Annual Report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the SEC that permit us to provide only management’s report in this Annual Report on Form 10-K.

INHERENT LIMITATIONS ON EFFECTIVENESS OF CONTROLS

We believe that a controls system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives, and our CEO and our CFO have concluded that these controls and procedures are not effective at the “reasonable assurance” level.

2322

CHANGES IN INTERNAL CONTROLS

No significant changes were implemented in our internal controls over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

AUDIT COMMITTEE

Our Board of Directors has not established an audit committee. The respective role of an audit committee has been conducted by our Board of Directors. When an audit committee is established, the audit committee's primary function will be to provide advice with respect to our financial matters and to assist our Board of Directors in fulfilling its oversight responsibilities regarding finance, accounting, and legal compliance. The audit committee's primary duties and responsibilities will be to: (i) serve as an independent and objective party to monitor our financial reporting process and internal control system; (ii) review and appraise the audit efforts of our independent accountants; (iii) evaluate our quarterly financial performance as well as its compliance with laws and regulations; (iv) oversee management's establishment and enforcement of financial policies and business practices; and (v) provide an open avenue of communication among the independent accountants, management and our Board of Directors.

ITEM 9B. OTHER INFORMATION

Not applicable.

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

IDENTIFICATION OF DIRECTORS AND EXECUTIVE OFFICERS

All of our directors hold office until the next annual general meeting of the shareholders or until their successors are elected and qualified. Our officers are appointed by our board of directors and hold office until their earlier death, retirement, resignation or removal.

Our directors and executive officers, their ages and positions held are as follows:

Name	Age	Position with the Company
Michael Ceccon	51	President/Chief Executive Officer, Secretary, Treasurer/Chief Financial Officer and member of Board of Directors
Richard Brutti	51	President/Chief Executive Officer, Secretary, Treasurer/Chief Financial Officer and member of Board of Directors

2423

Business Experience

The following is a brief account of the education and business experience of our director, executive officer and key employee during at least the past five years, indicating the person's principal occupation during the period, and the name and principal business of the organization by which he was employed, and including other directorships held in reporting companies.

~~Michael~~Richard ~~Ceccon.~~Brutti

~~insert~~On March 27, 2012, the Board of Directors of accepted the resignation of Michael Ceccon as the President/Chief Executive Officer, Secretary, Treasurer/Chief Financial Officer and sole member of the Board of Directors. Mr. Ceccon did not resign as a result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Simultaneously, the Board of Directors accepted the consent of Richard Brutti as the President/Chief Executive Officer, Secretary, Treasurer/Chief Financial Officer and sole member of the Board of Directors effective March 27, 2012 to serve until his successor is duly elected.

Richard Brutti. Mr. Brutti has been an independent management consultant for the past thirty years with an emphasis on operational strategies and corporate finance. Since 1980, Mr. Brutti has been providing management consulting services to a number of businesses with a focus on assisting early stage development companies from inception to viable operating entities. In 2009, he founded and is the co-host of Mind Your Own Business The Radio Show, which is a radio show for business entrepreneurs. From June2004 through 2007, Mr. Brutti was the president of New England Ringside, a sports marketing company. In 2002, Mr. Brutti merged his consumer products company, Rephresh Inc., with Tasker Products Inc. Mr. Brutti was also the chief financial officer at New Balance and a consultant with Ernst & Young.

Mr. Brutti earned a Master In Business Administration from Boston College in 1983 and a degree in Accounting from Bentley College in 1977.

COMMITTEES OF THE BOARD OF DIRECTORS

As of the date of this Annual Report, we have not established an audit committee, a compensation committee nor a nominating committee.

INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS

During the past five years, none of our directors, executive officers or persons that may be deemed promoters is or have been involved in any legal proceeding concerning: (i) any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time; (ii) any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); (iii) being subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction permanently or temporarily enjoining, barring, suspending or otherwise limiting involvement in any type of business, securities or banking activity; or (iv) being found by a court, the Securities and Exchange Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law (and the judgment has not been reversed, suspended or vacated).

COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

Section 16(a) of the Exchange Act requires our directors and officers, and the persons who beneficially own more than ten percent of our common stock, to file reports of ownership and changes in ownership with the Securities and Exchange Commission. Copies of all filed reports are required to be furnished to us pursuant to Rule 16a-3 promulgated under the Exchange Act. Based solely on the reports received by us and on the representations of the reporting persons, we believe that these persons have not complied with all applicable filing requirements during the fiscal year ended January 31, ~~2009~~2012.

ITEM 11. EXECUTIVE COMPENSATION

The following table sets forth the compensation paid to our Chief Executive Officer and those executive officers that earned in excess of $100,000 during fiscal years ended January 31, ~~2009~~2012 and ~~2008~~2011 (collectively, the “Named Executive Officers”):

SUMMARY COMPENSATION TABLE

Name and Principal Position	~~Year~~	Year	~~Salary ($)~~		Salary ($)		~~Bonus ($)~~		Bonus ($)		~~Stock Awards ($)~~		Stock Awards ($)		~~Option Awards ($)~~		Option Awards ($)		~~Non-Equity Incentive Plan Compensation ($)~~		Non-Equity Incentive Plan Compensation ($)		~~Non-Qualified Deferred Compensation Earnings ($)~~		Non-Qualified Deferred Compensation Earnings ($)		~~All Other Compensation ($)~~		All Other Compensation ($)		~~Total ($) (2)~~		Total ($) (2)(3)
Raminder Badyal,	2009			-0-				-0-				-0-				-0-				-0-				-0-				-0-				-0-
Raminder Badyal. Prior CEO and CFO		2012 2011				-0- -0-				-0-				-0-				-0-				-0-				-0-				-0-				-0-
CEO and CFO	2008			-0-				-0-				-0-				-0-				-0-				-0-				-0-				-0-
Michael Ceccon. CEO and CFO		2012				-0-				-0-				-0-				-0-				-0-				-0-				-0-				-0-

~~STOCK OPTIONS/SAW GRANTS IN FISCAL YEAR ENDED JANUARY 31, 2009~~25

~~The~~STOCK ~~following~~OPTIONS/SAW ~~table~~GRANTS ~~sets~~IN ~~forth~~FISCAL ~~information~~YEAR asENDED atJANUARY ~~January~~ 31, ~~2009 relating to Stock Options that have been granted to the Named Executive Officers:~~2010

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END

OPTION AWARDS

STOCK AWARDS

Name

Number of Securities Underlying Unexercised Options Exercisable (#)

Number of Securities Underlying Unexercised Options Unexercisable (#)

Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)

Option Exercise Price ($)

Option Expiration Date

Number of Shares or Units of Stock That Have Not Vested (#)

Market Value of Shares or Units of Stock That Have Not Vested ($)

Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)

Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested (#)

Raminder Badyal, CEO/CFO

-0-

n/a

-0-

The following table sets forth information as at January 31, 2012 relating to Stock Options that have been granted to the Named Executive Officers:

The following table sets forth information relating to compensation paid to our directors during fiscal year ended January 31, 2009 and 2008:

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END
OPTION AWARDS											STOCK AWARDS
Name	Number of Securities Underlying Unexercised Options Exercisable (#)		Number of Securities Underlying Unexercised Options Unexercisable (#)		Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)		Option Exercise Price ($)		Option Expiration Date		Number of Shares or Units of Stock That Have Not Vested (#)		Market Value of Shares or Units of Stock That Have Not Vested ($)		Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)		Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested (#)
Raminder Badyal, prior CEO/CFO		-0-		-0-		-0-		-0-		n/a		-0-		-0-		-0-		-0-
Michael Ceccon, CEO/CFO		-0-		-0-		-0-		-0-		n/a		-0-		-0-		-0-		-0-

26The following table sets forth information relating to compensation paid to our directors during fiscal year ended January 31, 2012 and 2011:

DIRECTOR COMPENSATION TABLE

Name	Fees Earned or Paid in Cash ($)		Stock Awards ($)		Option Awards ($)		Non-Equity Incentive Plan Compensation ($)		Change in Pension Value and Nonqualified Deferred Compensation Earnings ($)		All Other Compensation ($)		Total ($)
Raminder Badyal
Raminder Badyal 2012 2011		-0- -0-		-0- -0-		-0- -0-		-0- -0-		-0- -0-		-0- -0-		-0- -0-
2009		-0-		-0-		-0-		-0-		-0-		-0-		-0-
Michael Ceccon 2012		-0-		-0-		-0-		-0-		-0-		-0-		-0-
2008		-0-		-0-		-0-		-0-		-0-		-0-		-0-

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

As of the date of this Annual Report, the following table sets forth certain information with respect to the beneficial ownership of our common stock by each stockholder known by us to be the beneficial owner of more than 5% of our common stock and by each of our current directors and executive officers. Each person has sole voting and investment power with respect to the shares of common stock, except as otherwise indicated. Beneficial ownership consists of a direct interest in the shares of common stock, except as otherwise indicated. As of the date of this Annual Report, there are 342,,223,512 shares of common stock issued and outstanding.

Name and Address of Beneficial Owner(1)	~~Amount and Nature of Beneficial Ownership (1)~~	~~Percentage~~Amount and Nature of Beneficial Ownership (1)		Percentage of Beneficial Ownership
Directors and Officers:
Michael Ceccon 7 Bond Street Boston, Massachusetts	~~3,333~~	~~57.14%~~	40,003,333		57.14	%
All executive officers and directors as a group (1 person)	~~3,333~~	~~57.14%~~	40,003,333		57.14	%
10% or Greater Shareholders
Raminder Badyal 4632 Kitcher Place Richmond, British Columbia Canada V6X 3V3	1,000	28.57%
None

(1) Under Rule 13d-3, a beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares outstanding is deemed to include the amount of shares beneficially owned by such person (and only such person) by reason of these acquisition rights. As a result, the percentage of outstanding shares of any person as shown in this table does not necessarily reflect the person’s actual ownership or voting power with respect to the number of shares of common stock actually outstanding as of the date of this Annual Report. As of the date of this Annual Report, there are 3,512 shares issued and outstanding. Beneficial ownership amounts reflect the Reverse Stock Split.___________

27(1) Under Rule 13d-3, a beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares outstanding is deemed to include the amount of shares beneficially owned by such person (and only such person) by reason of these acquisition rights. As a result, the percentage of outstanding shares of any person as shown in this table does not necessarily reflect the person’s actual ownership or voting power with respect to the number of shares of common stock actually outstanding as of the date of this Annual Report. As of the date of this Annual Report, there are 42,223,512 shares issued and outstanding. Beneficial ownership amounts reflect the Reverse Stock Split.

CHANGES IN CONTROL

On October 14, 2011, a stock purchase agreement was entered into between Joseph Arcaro and Michael Ceccon (the “Stock Purchase Agreement”), pursuant to which Mr. Arcaro sold an aggregate of 1,000,000 pre-Reverse Stock Split shares of restricted common stock to Michael Ceccon. Therefore, a change of control occurred. On October 17, 2011, Joseph Arcaro resigned as our sole officer and director and Michael Ceccon was appointed as the sole officer and director of the Corporation. On March 27, 2012, Michael Ceccon resigned his executive and board position and Mr. Richard Brutti was appointed as the sole executive officer and member of the Board of Directors.

We are unaware of any other contract, or other arrangement or provision, the operation of which may at a subsequent date result in a change of control of our company.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

As of the date of this Annual Report, none of our directors, officers or principal stockholders, nor any associate or affiliate of the foregoing, have any interest, direct or indirect, in any transaction or in any proposed transactions, which has materially affected or will materially affect us during fiscal year ended January 31, ~~2009~~2012.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

During fiscal year ended January 31, ~~2009~~2012, we incurred approximately $-0- in fees to our principal independent accountant for professional services rendered in connection with the audit of our financial statements for fiscal year ended January 31, ~~2009~~2012 and for the review of our financial statements for the quarters ended April 31, ~~2008~~2011, July 31, ~~2008~~2011 and October 31, ~~2008~~2011.

During fiscal year ended January 31, ~~2009~~2012, did not incur any other fees for professional services rendered by our principal independent accountant for all other non-audit services which may include, but is not limited to, tax-related services, actuarial services or valuation services.

ITEM 15. EXHIBITS AND FINANCIAL SCHEDULES

The following exhibits are filed with this Annual Report.

EXHIBIT NO.		DOCUMENT
99.1		Court Order from the District Court in Clark County,State of Nevada, dated May 24, 2011 regarding appointment of custodian.
99.2		Court Order from the District Court in Clark County,State of Nevada, dated March 8, 2012 regarding termination of custodianship.
31.1		Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act.
31.2		Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act.
32.1		Certification of Chief Executive Officer and Chief Financial Officer Under Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act.
99.1		Court Order from the District Court in Clark County, State of Nevada, dated May 24, 2011 regarding appointment of custodian.
99.2		Court Order from the District Court in Clark County, State of Nevada, dated March 8, 2012 regarding termination of custodianship.

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

________

** 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.

KITCHER RESOURCES INC.

Now known as AMOGEAR INC.

SIGNATURES

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

	KITCHER RESOURCES INC.
Dated: March 12, 2012	By:	/s/ Michael Ceccon
Dated: April 3, 2012	By:	/s/ Richard Brutti
		Michael Ceccon,
		Richard Brutti, President/Chief
		President/Chief
		Executive Officer
Dated: April 3, 2012	By:	/s/ Richard Brutti
		Richard Brutti, Chief Financial Officer

Dated: March 12, 2012	By:	/s/ Michael Ceccon
		Michael Ceccon,
		Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Dated: March 12, 2012	By:	/s/ Michael Ceccon
Dated: April 3, 2012	By:	/s/ Richard Brutti
		Director

3029

Filing Compare · Amogear Inc.