UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 10-Q

~~ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15~~(D)Mark ~~OF THE SECURITIES EXCHANGE ACT OF 1934.~~One)

~~FOR~~o TRANSITION ~~THE~~REPORT ~~QUARTERLY~~PURSUANT ~~PERIOD ENDED~~TO ~~SEPTEMBER~~SECTION ~~30,~~13 ~~2013~~OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

OR For the quarterly period ended

~~ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934~~or

~~For~~x QUARTERLY ~~the~~REPORT ~~transition~~PURSUANT ~~period~~TO ~~from to~~SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~COMMISSION~~For ~~FILE~~the ~~NUMBER:~~period ~~000-54812~~from to April 1, 2014 to June 30, 2014

~~Northam Acquisition~~Commission ~~Corp.~~File Number: 000-54812

NORTHAM ACQUISITION CORP.

(Exact name of registrant as specified in its charter)

Delaware	Pending	~~To be applied for~~
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)	~~(I.R.S. Employer Identification No.)~~
2000 Hamilton Street, #943 Philadelphia, PA		19130
2000 Hamilton Street, #943, Philadelphia, PA	19130
(Address of principal executive offices)	(Zip Code)	~~(Zip Code)~~

~~Telephone/Fax~~Tel: 215-405-8018

E-mail: william.tay@hotmail.com

(Registrant’s telephone number, including area code)

~~N/A~~Not applicable

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the ~~Exchange~~Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ~~[X ]Yes [ ] No~~ xYes oNo

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate ~~web~~Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (~~Section~~ §232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ~~[X ]Yes [ ] No~~ xYes oNo

-1-

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

Large ~~accelerated~~Accelerated ~~filer~~Filer [o ] Accelerated ~~filer~~Filer [o ] Non-accelerated ~~filer~~Filer [o ] (Do not check if a smaller reporting company.) Smaller ~~reporting~~Reporting ~~company~~Company ~~[X]~~x

~~Indicate~~SEC1296(01-12) Potential bypersons ~~check~~who ~~mark~~are ~~whether~~to respond to the ~~registrant~~collection isof ~~a shell~~information ~~company~~contained ~~(as~~in ~~defined~~this inform ~~Rule~~are ~~12b-2~~not ofrequired to respond unless the ~~Exchange~~form ~~Act)~~displays a currently valid OMB control number.

~~[X ]Yes~~Indicate by [check ]mark Nowhether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). xYes oNo

~~State~~APPLICABLE ~~the~~ONLY ~~number~~TO ofISSUERS ~~shares~~INVOLVED ~~outstanding~~IN ~~of each of the issuer’s classes of common equity, as of November 12, 2013: 31,390,000 shares of common stock.~~ BANKRUPTCY

~~-2-~~PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

~~TABLE~~Indicate by OFcheck ~~CONTENTS~~mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. xYes oNo

~~Northam ACQUISITION~~APPLICABLE ~~Corp.~~ONLY TO CORPORATE ISSUERS:

(AIndicate ~~DEVELOPMENT~~the ~~STAGE~~number ~~COMPANY)~~of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

~~INDEX~~As of June 30, 2014, Northam Acquisition Corp. has issued total of 31,390,000 shares of common stock.

~~PART~~Table ~~I-FINANCIAL~~of ~~INFORMATION~~Contents

ITEM 1		FINANCIAL STATEMENTS	4
		Page
Balance Sheets at September 30, 2013 and December 31, 2012 (unaudited)			4
PART I—FINANCIAL INFORMATION
Statements of Operations for the Three Months ended September 30, 2013, and for the period from February 21, 2012 (Date of Inception) through September 30, 2013 (unaudited)			5
Item 1.	Financial Statements.	1
Statements of Cash Flows for the Three Months ended September 30, 2013, and for the Period from February 21, 2012 (Date of Inception) through September 30, 2013 (unaudited)			6
	BALANCE SHEETS	1
Notes to Unaudited Financial Statements			7
	STATEMENT OF OPERATIONS	2
ITEM 2		MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS	9
	STATEMENT OF CASH FLOWS	3
ITEM 3		QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	10
	STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY	4
ITEM 4		CONTROLS AND PROCEDURES.	10
	NOTES TO FINANCIAL STATEMENTS	5
PART II-OTHER INFORMATION
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	9
ITEM 1		LEGAL PROCEEDING	10
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	10
ITEM 1A		RISK FACTORS
Item 4.	Controls and Procedures.	10
ITEM 2		UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	10
PART II—OTHER INFORMATION
ITEM 3		DEFAULTS UPON SENIOR SECURITIES	10
Item 1.	Legal Proceedings.	11
ITEM 4		REMOVED AND RESERVED	11
Item 1A.	Risk Factors.	11
ITEM 5		OTHER INFORMATION	11
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	11
ITEM 6		EXHIBITS	11
Item 3.	Defaults Upon Senior Securities.	11
SIGNATURES			11
Item 4.	Mine Safety Disclosures.	11
Item 5.	Other Information.	11
Item 6.	Exhibits.	11
SIGNATURE		12

~~-3-~~i

PART I-—FINANCIAL INFORMATION

~~ITEM~~Item 1. ~~FINANCIAL~~Financial ~~STATEMENTS~~Statements.

~~The~~NORTHAM ~~following~~ACQUISITION ~~unaudited interim financial statements of Northam Acquisition Corp~~CORP. ~~(sometimes referred to as "we", "us" or "our Company") are included in this quarterly report on Form 10-Q:~~

~~Northam ACQUISITION~~(A ~~Corp.~~DEVELOPMENT STAGE COMPANY)

(ABALANCE ~~DEVELOPMENT STAGE COMPANY)~~ SHEETS

BALANCE SHEETS

	June 30, 2014 (Unaudited)			December 31, 2013

ASSETS

Current Assets:

Cash and cash equivalents	$	-		$	-

Total Current Assets		-			-

Investments		-			-
Goodwill		-			-

Total Assets	$	-		$	-

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities

Accounts payable	$	-		$	-

Total Current Liabilities		-			-

STOCKHOLDERS’ EQUITY

Stockholders’ equity

Preferred stock par value $0.0001 per share; 20,000,000 shares authorized at June 30, 2014 and December 31, 2013; none issued at June 30, 2014 and December 31, 2013.		-			-

Common stock, par value $0.0001 per share; 500,000,000 shares authorized; 31,390,000 and 31,390,000 shares issued and outstanding, at June 30, 2014 and December 31, 2013, respectively.		3,139			3,139

Additional Paid In Capital		-

Deficit accumulated during development stage		(3,139	)		(3,139	)

Total Stockholders’ Equity		-			-

Total Liabilities and Stockholders’ Equity	$	-		$	-

~~(Unaudited)~~ The accompanying notes are an integral part of these financial statements

	As of September 30, 2013			As of December 31, 2012
ASSETS
Current Assets
Cash	$	—		$	—
Total Current Assets		—			—
TOTAL ASSETS	$	—		$	—
LIABILITIES & STOCKHOLDERS’ EQUITY (DEFICIT)
Current Liabilities
Total Current Liabilities		—			—
TOTAL LIABILITIES		—			—
Stockholders’ Equity (Deficit)
Preferred stock ($.0001 par value, 20,000,000 shares authorized; none issued and outstanding)		—			—
Common stock ($.0001 par value, 500,000,000 shares authorized, 31,390,000 shares issued and outstanding as of September 30, 2013 and December 31, 2012)		3,139			3,139
Deficit accumulated during developmental stage		(3,139	)		(3,139	)
Total Stockholders’ Equity (Deficit)		—			—
TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY (DEFICIT)	$	—		$	—

~~See~~NORTHAM ~~Accompanying~~ACQUISITION ~~Notes to Unaudited Financial Statements~~CORP.

~~-4-~~(A DEVELOPMENT STAGE COMPANY)

~~Northam ACQUISITION~~STATEMENT ~~Corp.~~OF OPERATIONS

(~~A DEVELOPMENT STAGE COMPANY~~Unaudited)

STATEMENTS OF OPERATIONS

							For the period from
							February 21, 2012
							(Date of Inception)
	Three Months Periods ended						Through
	June 30, 2014			June 30, 2013			June 30, 2014

Revenues
Revenues	$	-		$	-		$	-


Total revenues		-			-			-

General & Administrative Expenses
Organization and related expenses		-			-			3,139


Total General & Administrative Expenses		-			-			3,139

Net Loss	$	-		$	-		$	(3,139	)



Basic loss per share	$	(0.00	)	$	(0.00	)

Basic weighted average number of shares outstanding		31,390,000			31,390,000

~~(UNAUDITED)~~The accompanying notes are an integral part of these financial statements

	Three Months Ended September 30, 2013		Period from February 21, 2012 (Date of Inception) through September 30, 2013
Revenues	$	—	$	—
Total Revenues		—		—
General & Administrative Expenses
Organization and related expenses		—		3,139
Total General & Administrative expenses		—		3,139
Net Loss	$	—	$	(3,139	)
Basic and Diluted Loss Per Share	$	—
Weighted average number of common shares outstanding		31,390,000

~~See~~NORTHAM ~~Accompanying~~ACQUISITION ~~Notes to Unaudited Financial Statements~~CORP.

~~-5-~~(A DEVELOPMENT STAGE COMPANY)

~~Northam ACQUISITION~~STATEMENT ~~Corp.~~OF CASH FLOWS

(~~A DEVELOPMENT STAGE COMPANY~~Unaudited)

STATEMENT OF CASH FLOWS

					For the period from
					February 21, 2012
					(Date of Inception)
	Three Months Periods ended				through
	June 30, 2014		June 30, 2013		June 30, 2014

Operating activities:
Net loss	$	-	$	-	$	(3,139	)


Net cash used in operating activities		-		-		(3,139	)

Financing activities
Common stock issued to founder for services rendered		-		-		3,139


Net cash provided by financing activities		-		-		3,139

Net increase(decrease) in cash and cash equivalents		-		-		-

Cash and cash equivalents, beginning of period		-		-		-


Cash and cash equivalents, end of period	$	-	$	-	$	-


Supplemental disclosures of cash flow information:

Cash paid during the period for interest	$	-	$	-	$	-

Cash paid during the period for taxes	$	-	$	-	$	-

~~(UNAUDITED)~~The accompanying notes are an integral part of these financial statements

	For the Three Months Ended September 30, 2013		Period from February 21, 2012 (Date of Inception) through September 30, 2013
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	—	$	(3,139	)
Adjustment to reconcile net loss to net cash provided by (used in) operating activities:
Common stock issued to Founder for services rendered		—		3,139
Net cash provided by (used in) operating activities		—		—
CASH FLOWS FROM INVESTING ACTIVITIES
Net cash provided by (used in ) investing activities		—		—
CASH FLOWS FROM FINANCING ACTIVITIES
Net cash provided by (used in) financing activities		—		—
Net increase (decrease) in cash		—		—
Cash at beginning of period		—		—
Cash at the end of period	$	—	$	—
NONCASH INVESTING AND FINANCING ACTIVITIES:
Common stock issued to founder for services rendered	$	—	$	3,139
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Interest paid	$	—	$	—
Income taxes paid	$	—	$	—

~~See~~NORTHAM ~~Accompanying~~ACQUISITION ~~Notes to Unaudited Financial Statements~~CORP.

~~-6-~~(A DEVELOPMENT STAGE COMPANY)

~~Northam ACQUISITION~~STATEMENT ~~Corp.~~OF CHANGES IN STOCKHOLDERS’ EQUITY

(AFROM ~~DEVELOPMENT~~FEBRUARY ~~STAGE~~21, ~~COMPANY~~2012 (INCEPTION) THROUGH JUNE 30, 2014

~~NOTES TO FINANCIAL STATEMENTS~~ (Unaudited)

AS OF MARCH 31, 2013

	Common Stock		Common Stock Amount		Additional Paid-in Capital		Deficit Accumulated During Development Stage			Total

February 21, 2012 (Inception)

Shares issued for services at $0.0001 per share		31,390,000	$	3,139		-				$	3,139

Net loss for year ended December 31, 2012								(3,139	)		(3,139	)

Balance December 31, 2012		31,390,000		3,139		-		(3,139	)		-

Net loss for year ended December 31, 2013								-			-

Balance December 31, 2013		31,390,000		3,139		-		(3,139	)		-

Net loss for the six months ended June 30, 2014								-			-

Balance June 30, 2014		31,390,000		3,139		-		(3,139	)		-

~~(UNAUDITED)~~The accompanying notes are an integral part of these financial statements

~~NOTE 1—ORGANIZATION AND DESCRIPTION OF BUSINESS~~ 4

~~Northam~~NORTHAM ~~Acquisition Corp.~~ACQUISITION ~~(the “Company”), a development stage company, was incorporated under the laws of the State of Delaware on February 21, 2012 and has been inactive since inception~~CORP. ~~The Company intends to serve as a vehicle to effect an asset acquisition, merger, exchange of capital stock or other business combination with a domestic or foreign business.~~

~~NOTE~~(A ~~2—SUMMARY~~DEVELOPMENT OFSTAGE ~~SIGNIFICANT ACCOUNTING POLICIES~~ COMPANY)

~~Basis~~NOTES ofTO ~~Presentation~~FINANCIAL STATEMENTS

~~The~~FOR ~~financial~~THE ~~statements have~~PERIOD ~~been~~FROM ~~prepared~~FEBRUARY ~~without audit pursuant to the rules and regulations of the United States Securities and Exchange Commission requirements for interim financial statements. Therefore~~21, ~~they do not include all of the information and footnotes~~2012 ~~required by accounting principles generally accepted in the United States~~ (~~GAAP~~INCEPTION) ~~for~~TO ~~complete~~JUNE financial statements. The unaudited financial statements reflect all adjustments (consisting of normal, recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of the financial position and operating results for the periods indicated. The financial statements herein should be read in conjunction with the financial statements and notes thereto, together with “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contained in the Registration Statement on Form 10 (the “Form 10”) for the period from inception on February 21, 2012 to September 30, 2013 for Northam Acquisition Corp. (the “Company” or “Northam”). The results of operations for the three month period ended September 30, 2013 are not necessarily indicative of the results for the entire year ending December 31, 2013.2014

~~The~~NOTE ~~Company~~1 is- aORGANIZATION ~~development~~AND ~~stage~~DESCRIPTION ~~company,~~OF as defined by GAAP. The Company is still devoting substantially all of its efforts on establishing the business and its planned principal operations have not commenced. All losses accumulated, since inception, have been considered as part of the Company’s development stage activities.BUSINESS

~~Use~~Northam Acquisition Corp. (the "Company"), a development stage company, was incorporated under the laws of ~~Estimates~~the State of Delaware on February 21, 2012. The Company initially intends to serve as a vehicle to effect an asset acquisition, merger, exchange of capital stock or other business combination with a domestic or foreign business.

~~The~~NOTE ~~preparation~~2 of- ~~financial~~SUMMARY ~~statements~~OF inSIGNIFICANT ~~conformity with~~ACCOUNTING GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.POLICIES

~~Cash~~BASIS ~~Equivalents~~OF PRESENTATION - DEVELOPMENT STAGE COMPANY

The Company ~~considers~~has ~~all~~not ~~highly~~earned ~~liquid~~any ~~investments~~revenue from operations. Accordingly, ~~with~~the ~~maturity~~Company’s activities have been accounted for as those of ~~three~~a ~~months~~“Development orStage ~~less~~Company” ~~when~~as ~~purchased~~set toforth in Financial Accounting Standards Board Accounting Standards Codification 915 (“FASB ASC 915”). Among the disclosures required by FASB ASC 915 are that the Company’s financial statements be identified as those of a development stage company, and that the statements of operations, stockholders’ equity and cash ~~equivalents~~flows disclose activity since the date of the Company’s inception.

~~-7-~~Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company's system of internal accounting control is designed to assure, among other items, that 1) recorded transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods being presented.

~~Income~~ACCOUNTING ~~Taxes~~ METHOD

The Company uses the asset and liability method of accounting for income taxes in accordance with GAAP. Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current period operating results; and, (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’'s financial statements ~~or tax returns. Deferred tax assets and liabilities~~ are ~~measured~~prepared using ~~enacted tax rates expected to apply to taxable income in~~ the ~~years in which those temporary~~ ~~differences~~accrual ~~are~~method ~~expected~~of ~~to be recovered or settled~~accounting. The ~~effect~~Company onhas ~~deferred~~elected ~~tax assets and liabilities of~~ a ~~change~~fiscal inyear ~~tax~~ending ~~rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if, based~~ on ~~the~~December ~~weight of available positive and negative evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized~~31.

~~GAAP~~USE ~~prescribes~~OF recognition threshold and measurement attribute for the financial statement recognition of a tax position taken or expected to be taken on a tax return. A tax benefit from an uncertain tax position taken or expected to be taken may be recognized only if it is “more likely than not” that the position is sustainable upon examination, based on its technical merits. In the event that an uncertain tax position exists in which the Company could incur income taxes, the Company would evaluate whether there is a probability that the uncertain tax position taken would be sustained upon examination by the taxing authorities. Reserves for uncertain tax positions would then be recorded if the Company determined that it is probable that a position would not be sustained upon examination or if payment would have to be made to a taxing authority and the amount can reasonably be estimated.ESTIMATES

~~Net~~The ~~Loss~~preparation ~~Per~~of ~~Share~~financial statements in conformity with generally accepted accounting principles (“GAAP”) in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

~~Basic~~CASH ~~earnings~~AND ~~(loss)~~CASH per share is computed by dividing net income, or loss, by the weighted average number of shares of common stock outstanding for the period. Diluted earnings per share is computed by dividing net income by the weighted average number of shares of both common and potentially dilutive securities outstanding for the period. The Company does not have any potentially dilutive securities; accordingly, basic and dilutive loss per share are equal in the accompanying financial statements.EQUIVALENTS

~~NOTE~~The ~~3—GOING~~Company ~~CONCERN~~considers all highly liquid investments with original maturities from date of purchase of three months or less to be cash equivalents. Cash and equivalents consist of cash on deposit with domestic banks and, at times, may exceed federally insured limits.

The accompanying financial statements are prepared on a basis of accounting assuming that the Company is a going concern that contemplates realization of assets and satisfaction of liabilities in the normal course of business. The Company is considered a development stage company and has no current revenue sources. The Company’s management plans to engage in very limited activities without incurring any liabilities that must be satisfied in cash until a source of funding is secured. The Company will offer noncash consideration and seek equity lines as a means of financing its operations. If the Company is unable to obtain revenue- producing contracts or financing or if the revenue or financing it does obtain is insufficient to cover any operating losses it may incur, it may substantially curtail or terminate its operations or seek other business opportunities through strategic alliances, acquisitions or other arrangements that may dilute the interests of existing stockholders.5

~~NOTE~~ORGANIZATIONAL ~~4—STOCKHOLDER’S EQUITY~~ COSTS

~~Upon~~Organizational ~~formation,~~costs ~~on February~~represent 21management, ~~2012 (date of inception)~~consulting, ~~the Board of Directors issued 31~~legal,~~390~~ accounting,~~000~~ ~~shares~~and offiling ~~common~~fees ~~stock~~incurred to ~~the~~date ~~founding shareholder~~ in ~~exchange for incorporation fees of $89, annual resident agent fees in~~ the ~~State~~formation of ~~Delaware for $50, and developing~~ the ~~Company’s~~company. ~~business~~Organizational ~~concept~~costs ~~and~~are ~~plan~~expensed ~~valued~~as atincurred ~~$3,000 to a total amount of $3,139. The capitalization of~~in ~~the~~accordance ~~Company~~with ~~consists~~FASB ofASC ~~the following classes of capital stock as of September 30~~720-15, ~~2013:~~“Start-Up Costs”.

*INCOME ~~Common stock, $0.0001 par value: 500,000,000 shares authorized; 31,390,000 shares issued and outstanding~~TAXES

*The ~~Preferred~~Company ~~stock~~has adopted the provisions of FASB ASC 740, $0“Accounting for Income Taxes" which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns.~~0001~~ ~~par~~Under ~~value:~~this 20method,~~000,000~~ ~~shares~~deferred ~~authorized;~~tax ~~but~~liabilities and ~~not~~assets ~~issued~~are determined based on the difference between the financial statement and ~~outstanding~~tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.

~~-8-~~BASIC EARNINGS (LOSS) PER SHARE

~~ITEM~~The 2Company ~~MANAGEMENT’S~~uses ~~DISCUSSION~~Topic ~~AND~~260 ~~ANALYSIS~~“Earnings OFPer ~~FINANCIAL~~Share”, for ~~CONDITION~~calculating ~~AND~~the ~~RESULTS~~basic OFand ~~OPERATIONS~~diluted loss per share. The Company computes basic loss per share by dividing net loss and net loss attributable to common stockholders by the weighted average number of common shares outstanding. Diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential shares had been issued and if the additional shares were dilutive. Common equivalent shares are excluded from the computation of net loss per share if their effect is anti-dilutive. At June 30, 2014 and December 31, 2013, the Company did not have any stock equivalents.

~~PLAN~~FAIR OFVALUE ~~OPERATION~~ MEASUREMENTS

~~The~~GAAP ~~Company~~defines ~~will~~fair ~~attempt~~value, toprovides ~~locate~~guidance ~~and~~for ~~negotiate~~measuring ~~with~~fair value and requires certain disclosures. GAAP utilizes a ~~business~~fair ~~entity~~value ~~for~~hierarchy ~~the~~which ~~combination~~is ofcategorized ~~that~~into ~~target~~three ~~company~~levels based ~~with~~on the ~~Company.~~inputs ~~The~~to ~~combination~~the ~~will~~valuation ~~normally~~techniques ~~take~~used ~~the~~to ~~form of~~measure afair ~~merger,~~value. These ~~stock-for-stock~~principles ~~exchange~~discuss orvaluation ~~stock-for-assets~~techniques, such ~~exchange~~as (the ~~“business~~market ~~combination”).~~approach In(comparable ~~most~~market ~~instances~~prices), the ~~target~~income ~~company~~approach ~~will~~(present ~~wish~~value toof ~~structure~~future income or cash flows) and the ~~business~~cost ~~combination~~approach (cost to bereplace ~~within~~ the ~~definition~~service capacity of aan ~~tax-free~~asset ~~reorganization~~or ~~under Section~~replacement ~~351~~cost). These orprinciples ~~Section~~provide ~~368~~for a offair ~~the~~value ~~Internal~~hierarchy ~~Revenue~~that ~~Code~~prioritizes ofthe ~~1986,~~inputs asto ~~amended.~~valuation Notechniques ~~assurances~~used ~~can~~to bemeasure ~~given~~fair ~~that~~value ~~the~~into ~~Company~~three ~~will~~broad belevels. The ~~successful~~following inis ~~locating~~a orbrief ~~negotiating~~description ~~with~~of ~~any~~those ~~target~~three ~~business.~~levels:

~~The~~Level ~~Company~~1: ~~has~~Observable ~~not~~inputs ~~restricted~~such ~~its~~as ~~search for any specific~~quoted ~~kind~~prices of(unadjusted) ~~businesses, and it may acquire a business which is~~ in ~~its~~active ~~preliminary~~markets orfor ~~development~~identical ~~stage,~~assets ~~which is already in operation,~~ or ~~in essentially any stage of its business life~~liabilities. It is impossible to predict the status of any business in which the Company may become engaged, in that such business may need to seek additional capital, may desire to have its shares publicly traded, or may seek other perceived advantages which the Company may offer.

InLevel ~~implementing~~2: aInputs ~~structure~~other ~~for~~than aquoted ~~particular business~~prices ~~acquisition,~~that ~~the~~is ~~Company~~observable ~~may~~for ~~become~~the aasset ~~party~~or ~~to a merger~~liability, ~~consolidation,~~either ~~reorganization,~~directly ~~joint venture,~~ or ~~licensing agreement with another corporation or entity~~indirectly.

ItThese isinclude ~~anticipated~~quoted ~~that~~prices ~~any~~for ~~securities~~similar ~~issued~~assets inor ~~any such~~liabilities ~~business combination would be issued~~ in ~~reliance~~active ~~upon~~markets ~~exemption from registration under applicable federal~~ and ~~state~~quoted ~~securities laws.~~prices Infor ~~some~~identical ~~circumstances, however, as a negotiated element of its transaction, the Company may agree to register all~~ or asimilar ~~part of~~assets ~~such securities immediately after the transaction is consummated~~ or atliabilities specified times hereafter. If such registration occurs, it will be undertaken by the surviving entity after the Company has entered into an agreement for a business combination or has consummated a business combination. The issuance of additional securities and their potential sale into any trading market which may develop in ~~the~~markets ~~Company’s~~that ~~securities~~are ~~may~~not ~~depress the market value of the Company’s securities in the future if such a market develops, of which there is no assurance~~active.

~~The~~Level ~~Company~~3: ~~will~~Unobservable ~~participate~~inputs inthat ~~a business combination~~reflect ~~only after~~ the ~~negotiation and execution of appropriate agreements. Negotiations with a target company will likely focus on the percentage of the~~ Company, which the target company shareholders would acquire in exchange for their shareholdings. Although the terms of such agreements cannot be predicted, generally such agreements will require certain representations and warranties of the parties thereto, will specify certain events of default, will detail the terms of closing and the conditions which must be satisfied by the parties prior to and after such closing and will include miscellaneous other terms. Any merger or acquisition effected by the Company can be expected to have a significant dilutive effect on the percentage of shares held by the Company’'s ~~shareholders~~ ~~at such time~~assumptions.

~~-9-~~The Company’s financial instruments consist of accounts payable and accrued expenses. The carrying value approximates fair value due to the short maturity of these instruments.

~~OFF~~STOCK-~~BALANCE~~BASED ~~SHEET ARRANGEMENTS~~COMPENSATION

The Company ~~does~~recognizes ~~not~~the ~~have~~services ~~any~~received ~~off-balance~~or ~~sheet~~goods acquired ~~arrangements~~in ~~that~~a ~~have~~share-based orpayment ~~are~~transaction ~~reasonably~~as ~~likely~~services toare ~~have~~received ~~a current~~ or ~~future~~when ~~effect~~it onobtains the ~~Company’s~~goods ~~financial~~as ~~condition, changes~~an increase in ~~financial~~equity ~~condition, revenues~~ or ~~expenses~~a liability, depending ~~results~~on ofwhether ~~operations,~~the ~~liquidity,~~instruments ~~capital~~granted ~~expenditures~~satisfy the equity or ~~capital~~liability ~~resources that~~classification iscriteria ~~material~~[ASC to718-10-25-2, ~~investors~~Compensation-Stock Compensation, Recognition].

~~ITEM~~A 3share-based ~~QUANTITATIVE~~payment ~~AND~~transaction ~~QUALITATIVE~~with ~~DISCLOSURES~~employees ~~ABOUT~~is ~~MARKET~~measured base ~~RISK~~on the fair value (or, in some cases, a calculated or intrinsic value) of the equity instrument issued. If the fair value of goods or services received in a share-based payment with non-employees is more reliably measurable than the fair value of the equity instrument issued, the fair value of the goods or services received shall be used to measure the transaction. Conversely, if the fair value of the equity instruments issued in a share-based payment transaction with non-employees is more reliably measurable than the fair value of the consideration received, the transaction is measured at the fair value of the equity instruments issued [ASC 718-10-30-2, Compensation-Stock Compensation, Initial Measurement].

~~As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide the information required by this Item.~~6

~~ITEM~~The 4cost ~~CONTROLS~~of ~~AND~~services ~~PROCEDURES~~received from employees in exchange for awards of share-based compensation generally is measured at the fair value of the equity instruments issued or at the fair value of the liabilities incurred. The fair value of the liabilities incurred in share-based transactions with employees is remeasured at the end of each reporting period until settlement [ASC 718-10-30-3, Compensation-Stock Compensation, Initial Measurement].

~~Evaluation~~Share-based payments awarded to an employee of ~~Disclosure~~the ~~Controls~~reporting entity by a related party or other holder of an economic interest in the entity as compensation for services provided to the entity are share-based transactions to be accounted for under ASC 718 unless the transfer is clearly for a purpose other than compensation for services to the reporting entity. The substance of such a transaction is that the economic interest holder makes a capital contribution to the reporting entity and ~~Procedures~~that entity makes a share-based payment to its employee in exchange for services rendered [ASC 718-10-15-4, Compensation-Stock Compensation, Scope and Scope Exceptions].

~~Our~~NOTE ~~Principal~~3 ~~Executive Officer~~- ~~and~~IMPACT ~~Principal~~OF ~~Financial~~NEW ~~Officer~~ACCOUNTING evaluated the effectiveness of our disclosure controls and procedures as of September 30, 2013. Based on that evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures as of the end of the period covered by this report were effective such that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to the Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding disclosure.STANDARDS

~~Changes~~The inCompany ~~Internal~~does ~~Controls~~not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company's results of operations, financial position, or cash flow.

~~There~~NOTE ~~have~~4 ~~been~~- ~~no significant~~GOING changes to the Company’s internal controls over financial reporting that occurred during our last fiscal quarter ended September 30, 2013, that materially affected, or were reasonably likely to materially affect, our internal controls over financial reporting.CONCERN

~~PART~~The ~~II-OTHER~~Company’s ~~INFORMATION~~financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not established any source of revenue to cover its operating costs. The Company will engage in very limited activities without incurring any liabilities that must be satisfied in cash until a source of funding is secured. The Company will offer noncash consideration and seek equity lines as a means of financing its operations. If the Company is unable to obtain revenue producing contracts or financing or if the revenue or financing it does obtain is insufficient to cover any operating losses it may incur, it may substantially curtail or terminate its operations or seek other business opportunities through strategic alliances, acquisitions or other arrangements that may dilute the interests of existing stockholders.

~~ITEM~~NOTE 15 ~~LEGAL~~- ~~PROCEEDINGS~~INCOME TAXES

~~There~~Income taxes are noprovided ~~legal~~in ~~proceedings~~accordance ~~against~~with Accounting Standards Codification 740 (“ASC 740”), Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carryforwards. Deferred tax expense (benefit) results from the ~~Company~~net change during the year of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the ~~Company~~opinion of management, it is ~~unaware~~more likely than not that some portion of ~~such~~all ~~proceedings~~of ~~contemplated~~the ~~against~~deferred ittax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. There were no current or deferred income tax expenses or benefits due to the Company not having any material operations for period ended June 30, 2014.

~~ITEM~~NOTE 1A6 ~~RISK~~- ~~FACTORS~~RELATED PARTY BALANCES AND TRANSACTIONS

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

~~ITEM~~On 2February ~~UNREGISTERED~~21, ~~SALES~~2012 OF(Date ~~EQUITY~~of ~~SECURITIES~~Inception), ~~AND~~the ~~USE~~Company OFissued 31,390,000 ~~PROCEEDS~~shares of common stock to the founding shareholder in exchange for incorporation fees of $89, annual resident agent fees in the State of Delaware for $50, and developing the Company’s business concept and plan valued at $3,000 to a total sum of $3,139.

~~The~~NOTE ~~Company~~7 ~~did~~- ~~not~~STOCKHOLDER’S ~~sell any unregistered equity securities during the three months ended September 30, 2013.~~EQUITY

~~ITEM~~The 3Company’s ~~DEFAULTS~~Articles ~~UPON~~of ~~SENIOR~~Incorporation ~~SECURITIES~~authorize 500,000,000 shares of $0.0001 par value Common Stock and 20,000,000 shares of $0.0001 par value Preferred Stock.

~~The~~Since February 21, 2012, the date of inception, the Company has ~~currently~~issued ~~does~~total ~~not~~of ~~have~~31,390,000 ~~senior~~shares ~~securities~~of common stock in exchange for cash and incorporation related fees and services.

NOTE 8 -~~10-~~ SUBSEQUENT EVENTS

~~ITEM 4 MINE SAFETY DISCLOSURES~~None.

~~Not applicable.~~8

~~ITEM~~Item 52. ~~OTHER~~Management’s ~~INFORMATION~~Discussion and Analysis of Financial Condition and Results of Operations.

~~None~~We are an “emerging growth company” (“EGC”) that is exempt from certain financial disclosure and governance requirements for up to five years as defined in the Jumpstart Our Business Startups Act (“the JOBS Act”), that eases restrictions on the sale of securities; and increases the number of shareholders a company must have before becoming subject to the U.S. Securities and Exchange Commission’s (SEC’s) reporting and disclosure rules (See “Emerging Growth Companies” section above).

~~ITEM~~We 6have ~~EXHIBITS~~elected to use the extended transition period for complying with new or revised accounting standards under Section 102(b)(2) of the Jobs Act, that allows us to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. As a result of this election, our financial statements may not be comparable to companies that comply with public company effective dates.

~~(a)~~We ~~Exhibits~~do ~~required~~not bycurrently engage ~~Item~~in ~~601~~any ofbusiness ~~Regulation~~activities ~~S-K~~that provide cash flow.

Exhibit No.		Description
3.1		Certificate of Incorporation, as filed with the Delaware Secretary of State on February 21, 2012. (1)
3.2		By-laws. (1)
31.1		Certification of the Company’s Principal Executive and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s report on Form 10-Q for the quarter ended September 30, 2013. (2)
32.1		Certification of the Company’s Principal Executive and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (2)
101.INS		XBRL Instance Document (3)
101.SCH		XBRL Taxonomy Extension Schema (3)
101.CAL		XBRL Taxonomy Extension Calculation Linkbase (3)
101.DEF		XBRL Taxonomy Extension Definition Linkbase (3)
101.LAB		XBRL Taxonomy Extension Label Linkbase (3)
101.PRE		XBRL Taxonomy Extension Presentation Linkbase (3)

During the next 12 months we anticipate incurring costs related to:

~~____________________~~(i) filing of Exchange Act reports.

(1)	Filed as an exhibit to the Company's Registration Statement on Form 10, as filed with the SEC on September 25, 2012, and incorporated herein by this reference.
(2)	Filed herewith.
(3)	Users of this data are advised that, pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Exchange Act of 1934 and otherwise are not subject to liability (to be filed by amendment).

We believe we will be able to meet the costs of filing Exchange Act reports during the next 12 months through use of funds to be loaned to or invested in us by William Tay, our controlling shareholder, sole officer, director, or other investors. However, there is no guarantee that such additional funds will be made available to us or on terms that are favorable to us. To date, we have had no discussions with our sole officer and director, William Tay, or other investors, regarding funding and no funding commitment for future expenses has been obtained. If in the future we need funds to pay expenses, we will consider these and other yet to be identified options for raising funds and/or paying expenses. Obviously, if Mr. Tay, or other investors, do not loan to or invest sufficient funds in us, then we will not be able to meet our SEC reporting obligations.

~~SIGNATURES~~We are in the development stage and have negative working capital, negative stockholders’ equity and have not earned any revenues from operations to date. These conditions raise substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern is dependent upon our ability to develop additional sources of capital and achieve profitable operations.

InSignificant ~~accordance~~Accounting ~~with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, there unto duly authorized.~~Policies

~~Northam~~(Please ~~Acquisition~~see ~~Corp~~Note 1. Nature of Operations and Summary of Accounting Policies.)

The Company has elected to use the extended transition period for complying with new or revised accounting standards under Section 102(~~Registrant~~b)(2) of the Jobs Act, that allows the Company to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. As a result of this election, our financial statements may not be comparable to companies that comply with public company effective dates.

~~By:~~Off-Balance ~~/s/~~Sheet ~~William Tay~~Arrangements

~~William~~The ~~Tay~~Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, ~~President~~changes in financial condition, ~~Secretary~~revenues ~~and~~or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

~~Principal~~Contractual ~~Financial Officer~~Obligations

~~Dated:~~As ~~November~~a 12“smaller reporting company” as defined by Item 10 of Regulation S-K, ~~2013~~the Company is not required to provide this information.

~~-11-~~9

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

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

Item 4. Controls and Procedures.

The Company’s management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

In accordance with Exchange Act Rules 13a-15 and 15d-15, an evaluation was completed under the supervision and with the participation of the Company’s management. William Tay, the Company’s President, Principal Financial Officer and Secretary, evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of the end of the period covered by this Annual Report. Based on that evaluation, the Company’s sole officer concluded that the Company’s disclosure controls and procedures were effective in providing reasonable assurance that information required to be disclosed in the Company’s reports filed or submitted under the Exchange Act was recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms.

Evaluation of Internal Controls over Financial Reporting

This annual report does not include a report of management’s assessment regarding internal control over financial reporting or an attestation report of the company’s registered public accounting firm due to a transition period established by rules of the Securities and Exchange Commission for newly public companies.

Changes in Internal Controls over Financial Reporting

There have been no significant changes to the Company’s internal controls over financial reporting that occurred during our last fiscal quarter of the year ended December 31, 2013, that materially affected, or were reasonably likely to materially affect, our internal controls over financial reporting.

PART II—OTHER INFORMATION

Item 1. Legal Proceedings.

There are no legal proceedings against the Company and the Company is unaware of such proceedings contemplated against it.

Item 1A. Risk Factors.

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

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

None.

Item 3. Defaults Upon Senior Securities.

The Company currently does not have senior securities

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits.

Exhibits required by Item 601 of Regulation S-K

Exhibit 31.1

Exhibit 32.1

SIGNATURE

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


		NORTHAM ACQUISITION CORP.
August 4, 2014		By: /s/ William Tay
Date		William Tay, Chief Executive Officer (Principal Executive Officer), Chief Financial Officer (Principal Financial Officer) and Chairman of the Board of Directors

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