UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~Form~~FORM S-1

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

~~UNDER~~PORTUS ~~THE SECURITIES ACT OF 1933~~CORPORATION

~~DANE~~(Exact ~~EXPLORATION~~name ~~INC.~~of Registrant as specified in its charter)

~~(Exact name of registrant as specified in its charter)~~Nevada

NEVADA

(State or other jurisdiction of incorporation or organization)

~~1000~~4789

(Primary Standard Industrial Classification Code Number)

98-0654981

(I.R.S. Employer Identification Number)

~~3577~~PO -Box ~~349 West Georgia Street~~9293

~~Vancouver,~~Coral ~~British Columbia~~Springs, ~~Canada~~FL ~~V6B 3Y4~~33065

Tel.: (~~604~~954) ~~241~~778-~~8972~~8211

(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)

ofVStock ~~registrant’s principal executive offices)~~Transfer

~~Empire~~18 ~~Stock~~Lafayette ~~Transfer~~Place

~~1859~~Woodmere, ~~Whitney~~NY ~~Mesa Drive~~11598

~~Henderson, Nevada 89014~~Phone: 212-828-8436

~~Tel.~~ (~~702)~~Name, ~~818-5898~~address, including zip code, and telephone number, including area code, of agent for service)

(Name, address and telephone number of agent for service)

Copies to:

~~Michael~~NORTHWEST J.LAW ~~Morrison~~GROUP

~~1495~~Suite ~~Ridgeview~~704, ~~Drive~~595 Howe Street, ~~Suite~~Vancouver, ~~220~~BC Canada V6C 2T5

~~Reno,~~Tel: ~~Nevada,~~(604) ~~89518~~687-5792

~~Telephone:~~As ~~(775)~~soon ~~827-6300,~~as ~~Facsimile:~~practicable ~~(775)~~after ~~827-6311~~this Registration Statement is declared effective.

~~APPROXIMATE~~(Approximate ~~DATE~~date OFof ~~PROPOSED~~commencement ~~SALE~~of TOproposed ~~THE~~sale ~~PUBLIC:~~to the public)

~~From~~If ~~time~~any toof ~~time~~the ~~after~~securities being registered on this ~~Registration~~Form ~~Statement~~are ~~becomes~~to ~~effective.~~be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box: [X]

If ~~any~~this ofForm ~~the~~is ~~securities~~filed ~~being~~to ~~registered~~register onadditional ~~this~~securities ~~Form~~for ~~are~~an offering pursuant to beRule ~~offered~~462(b) onunder athe ~~delayed~~Securities orAct, ~~continuous~~please ~~basis~~check ~~pursuant~~the tofollowing ~~Rule~~box ~~415~~and ~~under~~list the Securities Act registration statement number of ~~1933~~the ~~check~~earlier effective registration statement for the ~~following~~same ~~box: x~~offering. [ ]

If this Form is ~~filed~~a topost-effective ~~register~~amendment ~~additional~~filed ~~securities for an offering~~ pursuant to Rule 462(bc) under the Securities Act, ~~please~~ check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨[ ]

If this Form is a post-effective amendment filed pursuant to Rule 462(cd) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨ [ ]

Table of Contents

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. (Check one)

Large Accelerated Filer o Accelerated Filer o Non-Accelerated Filer o Smaller Reporting Company x

CALCULATION OF REGISTRATION FEE

Title of each class of securities to be registered		Amount to be registered (1)		Proposed maximum offering price per unit (2)		Proposed maximum aggregate offering price (2)		Amount of registration fee (3)
Common Shares		25,000,000		$0.02		$500,000		$57.30

NOTES:

(1) This registration statement shall also cover any additional shares of our common stock that shall become issuable by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without the receipt of consideration that results in an increase in the number of the outstanding shares of our common stock.

(2) Estimated solely for the purpose of computing the registration fee pursuant to Rule 457(c) under the Securities Act of 1933. No exchange or over-the-counter market exists for Dane Exploration Inc.’s. common stock. The offering price has been arbitrarily determined and bears no relationship to assets, earnings, or any other valuation criteria. No assurance can be given that the shares offered hereby will have a market value or that they may be sold at this, or at any price.

(3) Fee calculated in accordance with Rule 457(o) of the Securities Act of 1933, as amended “Securities Act”. Estimated for the sole purpose of calculating the registration fee.

The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act or until the Registration Statement shall become effective on such date as the Commission, acting pursuant to Section 8(a), may determine.

The information in this prospectus is not complete and may be changed. Dane Exploration Inc. may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

Table of Contents

PROSPECTUS

Subject To Completion: Dated ______, 2012

DANE EXPLORATION INC.

A maximum of 25,000,000 common shares offered at $0.02 per share

The information in this Prospectus is not complete and may be changed. These securities may not be sold until the registration statement filed with the Securities and Exchange Commission is effective. This Prospectus is not an offer to sell these securities and Dane Exploration Inc. is not soliciting offers to buy these securities in any state where the offer or sales is not permitted.

Securities Being Offered by Dane Exploration Inc.(1) A maximum of 25,000,000 common shares at $0.02 per share. There is currently no public market for o common stock. There is No Minimum Number of Shares to be Sold in This Offering

NOTES:

(1) This is a "self-underwritten" public offering, with no minimum purchase requirement. Dane Exploration Inc. is not using an underwriter for this offering.

The offering of up to 25,000,000 shares is a "best efforts" offering, which means that our director and officer will use his best efforts to sell the common stock and there is no commitment by any person to purchase any shares. The shares will be offered at a fixed price of $0.02 per share for the duration of the offering. There is no minimum number of shares required to be sold to close the offering. This offering will continue for the earlier of: (i) 180 days after this registration statement becomes effective with the Securities and Exchange Commission, or (ii) the date on which all 25,000,000 shares registered hereunder have been sold. Proceeds from the sale of the shares will be used to fund the initial stages of our business development and will be immediately available to us as there have been no arrangements to place the funds in escrow. This offering will end no later than 180 days from the offering date. The offering date is the date by which this registration statement becomes effective. This is a direct participation offering since Dane Exploration Inc., and not an underwriter, is offering the stock.

There can be no assurance that all or any shares being offered in this Prospectus are going to be sold and that Dane Exploration Inc. will be able to raise any funds from this offering.

	Per Share (estimated and not minimum price)	Maximum if 25,000,000 shares are Sold by Dane Exploration
Price to Public	$0.02	$0.02
Underwriting Discounts/Commissions	$nil	$nil
Proceeds to Dane Exploration	$0.02	$500,000

This offering involves a high degree of risk; see "Risk Factors" beginning on page 4 to read about factors you should consider before buying shares of the common stock.

Dane Exploration Inc. is an exploration stage company and currently has no operations. There is a high degree of risk involved with any investment in the shares offered herein. You should only purchase shares if you can afford a loss of your entire investment. Our independent auditor has issued an audit opinion for Dane Exploration Inc. which includes a statement expressing substantial doubt as to our ability to continue as a going concern. As of the date of this prospectus, our stock is presently not traded on any market or securities exchange. Further, there is no assurance that a trading market for our securities will ever develop.

THIS PROSPECTUS SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY THESE SECURITIES AND DANE EXPLORATION INC. SHALL NOT SELL ANY OF THESE SECURITIES IN ANY STATE WHERE SUCH AN OFFER OR SOLICITATION WOULD BE UNLAWFUL BEFORE REGISTRATION OR QUALIFICATION UNDER SUCH STATE'S SECURITIES LAWS.

You should rely only on the information contained in this Prospectus. Dane Exploration Inc. has not authorized anyone to provide you with information different from that contained in this Prospectus.

These securities have not been approved or disapproved by the Securities and Exchange Commission (‘SEC’) or any state securities commission, nor has the Securities and Exchange Commission or any state securities commission passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense.

The Date of this Prospectus is ______________, 2012

Table of Contents

TABLE OF CONTENTS

	Page
Forward-Looking Statements	1
Summary Information	2
Risk Factors	4
Use of Proceeds	15
Determination of Offering Price	18
Dilution	18
Plan of Distribution	22
Description of Securities	23
Interest of Named Experts and Counsel	23
Description of Business	24
Description of Property	31
Glossary of Certain Technical Terms	43
Legal Proceedings	47
Market for Common Equity and Related Shareholder Matters	47
Financial Statements	48
Management Discussion and Analysis	70
Changes In and Disagreements With Accountants on Accounting and Financial Disclosure	82
Directors, Executive Officers, and Control Persons	82
Executive Compensation	85
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	86
Certain Relationships and Related Transactions	86
Disclosure of Securities and Exchange Commission Position on Indemnification for Securities Act Liabilities	87
Corporate Governance	87
Transfer Agent and Registrar	87
Legal Matters	87
Where You Can Find More Information	88
Part II Information Not Required in this Prospectus	90
Other Expenses of Issuance and Distribution	90
Indemnification of Directors and Officers	90
Recent Sales of Unregistered Securities	91
Exhibits	91
Undertakings	91
Signatures	93

Table of Contents

FORWARD-LOOKING STATEMENTS

Certain information contained in this Prospectus, including any information as to our strategy, plans or future financial or operating performance and other statements that express management's expectations or estimates of future performance, constitute "forward-looking statements.” Forward-looking statements are by their nature subject to risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. Should one or more of these risks or uncertainties materialize or should the underlying assumptions prove incorrect, actual outcomes and results could differ materially from those indicated in the forward-looking statements.

This Prospectus contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including, but not limited to, those set forth under “Risk Factors” and elsewhere in this prospectus.

The following summary does not contain all of the information you should consider before buying shares of our common stock. You should read the entire prospectus carefully, especially the ‘Risk Factors’ section and our financial statements and the related notes before deciding to invest in shares of our common stock.

Table of Contents


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ ]	Accelerated filer [ ]
Non-accelerated filer [ ] (Do not check if a smaller reporting company)	Smaller reporting company [ X ]

SUMMARY INFORMATION



CALCULATION OF REGISTRATION FEE
Title of Each Class of Securities to be Registered	Amount to be Registered	Proposed Maximum Offering Price Per Unit	Proposed Maximum Aggregate Offering Price⁽¹⁾	Amount of Registration Fee⁽¹⁾
Common Stock, without par value	♦	$♦	$6,000,000	$697.20
Note: (1) Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457 under the Securities Act of 1933, as amended (the “Securities Act”).
The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act, or until this Registration Statement shall become effective on such date as the Securities and Exchange Commission (the “SEC”), acting pursuant to said Section 8(a), may determine.

The Offering

Unless otherwise indicated, any reference to ‘Dane’, 'Dane Exploration', ‘We’, ‘Us’, ‘Our’ or the ‘Company’, refers to Dane Exploration Inc. Dane Exploration Inc. is managed by a sole officer and director, this being Mr. David Christie. Throughout this registration statement, descriptions of actions by Dane Exploration Inc. which include the words 'We', 'Our', 'Us', or 'the Company', solely represent the actions of Mr. David Christie.

Dane Exploration Inc.'s common stock is presently not traded on any market or securities exchange. 50,000,000 shares of restricted common stock have previously been purchased by our President and are issued and outstanding as of the date of this prospectus.

Dane is offering up to 25,000,000 shares of common stock at an offering price of $0.02 per share. There is currently no public market for the common stock. Dane intends to apply to have the common stock quoted on the OTC Bulletin Board (OTCBB). Currently, there is no trading symbol assigned and there can be no assurance that we will ever be granted a trading symbol on the OTCBB or any other quotation system or exchange. David Christie, our sole officer and director owns 50,000,000 shares of our common stock and during a previous public offering of our common stock, which concluded on March 18, 2012, we have received 12 share subscriptions from non-related parties for a total of 1,825,000 common shares at a price of $0.02 per share, for total consideration of $36,500. Shares in respect of these subscriptions have not yet been issued as of the date of this Registration Statement. If we are successful in only selling 10% of the common shares included in this offering to raise gross proceeds of $50,000, we expect to be able to fund Phases One and Two of our exploration plans and will be able to cover administrative expenses for a period of twelve to eighteen months. If we are not successful in selling any of the common shares included in this offering, we will not have sufficient financial resources to fund our exploration program and will have only limited funds to cover our administrative expenses. In this event, we will need to find other sources of capital and may become insolvent and fail if we are unsuccessful in these efforts and any investment made into our company will be lost in its entirety.

The purchase of the securities offered through this prospectus involves a high degree of risk. See section entitled "Risk Factors" on page 4.

Company History

Dane Exploration Inc. is an exploration stage company that was incorporated on March 3, 2010, under the laws of the State of Nevada. Our fiscal year end is September 30th. Our principal office is located at the home of our CEO. Our contact details are: Address: 3577 - 349 West Georgia Street Vancouver, British Columbia, Canada V6B 3Y4; Telephone 604.241.8972; Fax 604.241.8411; Email: dchristie@daneexploration.com.

Since incorporation, Dane has purchased two mineral claims located in northwest British Columbia, Canada and has not been involved in any sales of assets, nor has it been involved in any mergers, acquisitions or consolidations. Dane has never declared bankruptcy, it has never been in receivership, and has never been involved in any legal action or proceedings.

We are an exploration stage corporation. We intend to be in the business of mineral property exploration. We do not own interests in any property, but have acquired the right to conduct exploration activities on two properties (the ‘Judy Claims’). These claims are staked on approximately 627.96 hectares of land located east of the village of Cassiar, British Columbia, Canada. We intend to explore for gold and silver on the property. Currently, we have no further business planned if a mineralized material deposit is not found on the property.

~~Table~~SUBJECT ofTO ~~Contents~~COMPLETION, DATED _________________, 2014

AsThe ofinformation ~~March~~contained ~~31,~~in ~~2012,~~this ~~the~~Prospectus ~~date~~is ofnot ~~our~~complete ~~last~~and ~~interim~~may ~~financial~~be ~~statements,~~changed. Neither we ~~have~~nor ~~raised~~the ~~$25,000~~Selling ~~through~~Security Holder may sell these securities until the ~~sale~~Registration ofStatement ~~50,000,000~~filed ~~shares~~with ofthe ~~common~~United ~~stock~~States toSecurities Mrand Exchange Commission (the “SEC”) is declared effective. This ~~David~~Prospectus ~~Christie~~is ~~our~~not ~~sole~~an ~~officer~~offer to sell these securities and ~~director,~~it ~~David~~is ~~Christie;~~not ~~$36,500~~soliciting ~~through~~an ~~share~~offer ~~subscriptions~~to ~~from~~buy ~~non-related~~these ~~parties;~~securities ~~and~~in ~~$7,705~~any ~~through~~state ~~shareholder~~where ~~advances~~the ~~from~~offer ~~Mr.~~or ~~Christie~~sale is not permitted.

~~Dane’s~~PORTUS current liabilities as of March 31, 2012 are $9,705. Expenditures to date have included $7,500 for purchase of the Judy Claims; $3,591 for claims maintenance costs; $38,071 for consulting fees (primarily including: auditor, legal counsel; and accounting) and $9,752 for administrative expenses (primarily including: Edgar filing fees, Nevada Corporate Registry fees, postage & courier and office expenses). In accordance with United States generally accepted accounting principles (‘GAAP’) the purchase of the Judy Claims was initially recorded as an asset and subsequently, upon the completion of an impairment analysis by management at year-end as required under generally accepted accounting principles, was offset at fiscal year-end 2010 by an impairment charge of $7,500.CORPORATION

The Company anticipates further expenses of approximately $1,858 relating to Securities and Exchange Commission (‘SEC’) filing expenses, printing and Transfer Agent fees in regard to filing of this Form S-1. As of the date of this prospectus, we have not yet generated or realized any revenues from our business operations. The following financial information summarizes the more complete historical financial information as indicated in the unaudited fiscal 2012 six month interim; and fiscal 2011 year-end audited financial statements of Dane filed with this prospectus.PROSPECTUS

~~Summary~~♦ ~~Financial~~Shares ~~Data~~of Common Stock

	Six Months ended March 31, 2012 (unaudited)			Year End September 30, 2011 (audited)			Year End September 30, 2010 (audited)
Revenues	$	Nil		$	Nil			Nil
Operating Expenses	$	18,421		$	27,860			12,633
Net (Loss)	$	(18,421	)	$	(27,860	)		(12,633	)
Weighted Average Shares Outstanding		50,000,000			50,000,000			18,160,377
Net (Loss) Per Share	$	Nil		$	Nil			Nil

We are offering up to ♦ shares of common stock in a direct offering at a fixed price of $♦ for gross proceeds of $6,000,000 (the “Primary Offering”). This is a continuous offering and there is no minimum number of shares of common stock that must be sold by us for the Primary Offering to proceed and there is no assurance that we will sell any shares under the Primary Offering. We will retain the proceeds from the sale of any of the offered shares. The shares to be sold by us will be sold on our behalf by our sole director and officer. As a result, our sole director and officer will be deemed an “underwriter” under the “Primary Offering”. Our sole director and officer will not receive any commission on proceeds from the sale of our shares on our behalf. See “Plan of Distribution and Determination of Offering Price”.

	As of March 31, 2012 (unaudited)		As of September 30, 2011 (audited)			As of September 30, 2010 (audited)
Cash	$	11,709	$	197		$	12,367
Total Assets	$	12,291	$	547		$	12,367
Working Capital (Deficit)	$	2,586	$	(15,493	)	$	12,367
Stockholders’ Equity	$	2,586	$	(15,493	)	$	12,367

We are registering 200,000 shares of common stock for resale by a selling security holder (the “Selling Security Holder”) listed in this Prospectus issued on November 13, 2014 (the “Secondary Offering”). The Selling Security Holder may resell its shares from time to time in public or privately negotiated transactions or by other means described in this Prospectus in the section titled “Plan of Distribution.” The prices at which the Selling Security Holder may sell its shares will be determined by prevailing market prices, prices related to prevailing market prices or at privately negotiated prices. We will not receive any proceeds from the sale of shares by the Selling Security Holder. The Selling Security Holder may resell its shares to or through underwriters, broker-dealers or agents, who may receive compensation in the form of discounts, concessions or commissions. In addition, the Selling Security Holder and any broker-dealers who execute sales for the Selling Security Holder may be deemed to be an “underwriter” in connection with such sales. The Selling Security Holder named in this prospectus will bear the costs of all commission or discounts, if any, attributable to the sale of its shares. We are bearing the costs, expenses and fees associated with the registration of the shares in this prospectus. See “Plan of Distribution and Determination of Offering Price”.

The Primary Offering will terminate on ♦ and the Secondary Offering will terminate nine months after this registration statement is declared effective by the SEC. We do not any arrangements to place any proceeds of the offering in escrow, trust or any other similar account.

Before investing in any of the securities being offered hereunder, you should carefully read this Prospectus and any prospectus supplement relating thereto.

Our shares of common stock are currently are quoted on the OTCQB marketplace of the OTC Markets Group under the symbol “PORS”. The last reported sale price of our shares of common stock on the OTCQB marketplace at the close of business on November 13, 2014 was USD$0.35 per share. We are an “emerging growth company” as that term is used in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). See "Description of Business” and “Risk Factors”.

The purchase of the securities offered through this Prospectus involves a high degree of risk. You should carefully read and consider the section of this Prospectus titled “Risk Factors” on page 3 before buying any of our shares of common stock.

Neither the SEC nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this Prospectus. Any representation to the contrary is a criminal offense.

This Prospectus is Dated _________________, 2014

~~Table~~PORTUS ~~of Contents~~CORPORATION.

~~RISK FACTORS~~PROSPECTUS

AnTABLE ~~investment~~OF in an exploration stage mining company with no history of operations such as ours involves an unusually high amount of risk, unknown and known, present and potential, including, but not limited to the risks enumerated below. Any investment in the common stock of our Company involves a number of very significant risks, all of which that are known by us and anticipated by us at present, are identified below. CONTENTS

Our failure to successfully address the risks and uncertainties described below would have a material adverse effect on our business, financial condition and/or results of operations, and the trading price of our common stock may decline and investors may lose all or part of their investment. We cannot assure you that we will successfully address these risks or other unknown risks that may affect our business.


SUMMARY	5
RISK FACTORS	6
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS	12
USE OF PROCEEDS	12
SELLING SECURITY HOLDERS	13
PLAN OF DISTRIBUTION	14
DILUTION	16
DESCRIPTION OF SECURITIES TO BE REGISTERED	17
INTERESTS OF NAMED EXPERTS AND COUNSEL	18
OUR BUSINESS	18
LEGAL PROCEEDINGS	23
MARKET FOR COMMON EQUITY AND RELATED SHAREHOLDER MATTERS	23
FINANCIAL STATEMENTS	25
MANAGEMENT’S DISCUSSION OF FINANCIAL CONDITION AND RESULTS OF OPERATION	31
DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS	32
EXECUTIVE COMPENSATION	33
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT	34
RELATED TRANSACTIONS	35
DIRECTOR INDEPENDENCE	35
DISCLOSURE OF COMMISSION POSITION ON INDEMNIFICATION FOR SECURITIES ACT LIABILITIES	35
INFORMATION NOT REQUIRED IN PROSPECTUS	37
SIGNATURES	41

In addition to other information in this Form S-1, the following risk factors should be carefully considered in evaluating our business because such factors may have a significant impact on our business, operating results, liquidity and financial condition. As a result of the risk factors set forth below, actual results could differ materially from those projected in any forward-looking statements. Additional risks and uncertainties not presently known to us, or that we currently consider to be immaterial, may also impact our business, operating results, liquidity and financial condition. If any such risks occur, our business, operating results, liquidity and financial condition could be materially affected in an adverse manner. Under such circumstances, the trading price of our securities could decline, and you may lose all or part of your investment.

Risks Associated With Mining:

Mineral exploration and development activities are speculative in nature.

Resource exploration and development is a speculative business, characterized by a number of significant risks including, among other things, unprofitable efforts resulting not only from the failure to discover mineral deposits but from finding mineral deposits which, though present, are insufficient in quantity and quality to return a profit from production. The marketability of minerals acquired or discovered by our company may be affected by numerous factors which are beyond our control and which cannot be accurately predicted, such as market fluctuations, the proximity and capacity of milling facilities, mineral markets and processing equipment and such other factors as government regulations, including regulations relating to royalties, allowable production, importing and exporting of minerals and environmental protection, the combination of which factors may result in our company not receiving an adequate return of investment capital.

Substantial expenditures are required to establish ore reserves through drilling, to develop metallurgical processes to extract the metal from the ore and, in the case of new properties, to develop the mining and processing facilities and infrastructure at any site chosen for mining. We cannot predict whether minerals will be discovered in sufficient quantities and grades to justify commercial operations or that funds required for development can be obtained on a timely basis. Estimates of reserves, mineral deposits and production costs can also be affected by such factors as environmental permitting regulations and requirements, weather, environmental factors, unforeseen technical difficulties, unusual or unexpected geological formations and work interruptions. In addition, the grade of ore ultimately mined may differ from that indicated by drilling results. Short term factors relating to reserves, such as the need for orderly development of ore bodies or the processing of new or different grades, may also have an adverse effect on mining operations and on the results of operations. Material changes in ore reserves, grades, stripping ratios or recovery rates may affect the economic viability of any project.

~~Table of Contents~~SUMMARY

~~All~~As ofused ~~our properties are~~ in ~~the~~this ~~exploration~~prospectus, ~~stage~~unless ~~and therefore highly speculative in nature. We may not be able to establish~~ the ~~existence~~context ofotherwise ~~any~~requires, ~~mineral resource on any of our properties in commercially exploitable quantities. Until~~ “we,” ~~can~~“us,” ~~do so~~“our,” wethe ~~cannot~~“Company” ~~earn any revenues from operations~~ and if“Portus” werefers doto ~~not~~Portus doCorporation. All sodollar weamounts ~~will~~in ~~lose~~this ~~all~~prospectus ofare ~~the~~in ~~funds~~U.S. ~~that~~dollars weunless ~~expend~~otherwise ~~on exploration~~stated. IfYou weshould doread ~~not~~the ~~discover~~entire ~~any~~prospectus ~~mineral~~before ~~resource~~making inan ainvestment ~~commercially~~decision ~~exploitable~~to ~~quantity,~~purchase our ~~business~~shares ~~could~~of ~~fail~~common stock.

WeAbout ~~have not established that any of our mineral properties contain any mineral reserve, nor can there be any assurance that we will be able to do so. If we do not, our business could fail.~~Us

AWe ~~mineral~~were ~~reserve~~incorporated ison ~~defined~~March ~~by the Securities and Exchange Commission in its Industry Guide 7~~2, ~~which~~2010 ~~can~~under ~~be viewed at www.sec.gov/divisions/corpfin/forms/industry.htm#secguide7 as that part of a mineral deposit which could be economically and legally extracted or produced at~~ the ~~time~~laws of the ~~reserve~~State ~~determination. The probability~~ of anNevada ~~individual~~under ~~prospect~~the ~~ever~~name ~~having~~“Dane aExploration ~~'reserve'~~Inc.” On ~~that~~March ~~meets~~24, ~~the~~2014, ~~requirements~~we ofchanged ~~the~~our ~~Securities~~name ~~and~~to ~~Exchange~~“Portus ~~Commission's~~Corporation”. Our ~~Industry~~mailing ~~Guide~~address 7 is ~~extremely~~located ~~remote;~~at inP.O. ~~all~~Box ~~probability~~9293, ~~our~~Coral ~~mineral~~Springs, ~~resource~~Florida, ~~property~~33065 ~~does not contain any 'reserve'~~ and ~~any~~our ~~funds~~telephone ~~that~~number weis ~~spend~~(954) ~~on exploration will probably be lost~~778-8211.

~~Even~~Overview ~~if we do eventually discover a mineral reserve on one or more~~ of our properties, there can be no assurance that we will be able to develop our properties into producing mines and extract those resources. Both mineral exploration and development involve a high degree of risk and few properties which are explored are ultimately developed into producing mines.Business

~~The~~Our ~~commercial~~business ~~viability~~is offocused ~~an established mineral deposit will depend~~ on creating a ~~number of factors including~~multilingual, bymultiple ~~way of example~~functionality, ~~the~~and ~~size,~~global ~~grade~~food and ~~other~~beverage ~~attributes~~service ofplatform. Our ~~the~~food ~~mineral~~service ~~deposit,~~cloud ~~the~~platform ~~proximity~~is ofdesigned ~~the resource~~ to ~~infrastructure~~be ~~such as~~ a ~~smelter~~global, ~~roads and a point for shipping~~multilingual, ~~government~~cloud ~~regulation~~based food and ~~market~~beverage ~~prices.~~service ~~Most~~online of“portal” ~~these~~where ~~factors~~customers will be ~~beyond~~able ~~our~~to ~~control,~~manage ~~and~~an ~~any~~entire offood ~~them~~and ~~could~~beverage ~~increase~~service ~~costs~~business ~~and~~or ~~make~~enterprise ~~extraction~~globally ofand ~~any~~in ~~identified~~most ~~mineral resource unprofitable~~languages.

~~Mineral~~The ~~operations~~food and service cloud portal that we are ~~subject~~developing tois ~~applicable~~intended ~~law~~to effectively and ~~government~~efficiently ~~regulation~~manage ~~which~~the ~~may~~food ~~block~~and ~~our~~beverage ~~ability~~supply chain from “field to ~~explore~~fork”. In orparticular, ~~develop~~our cloud portal will allow our ~~claims.~~customers, ~~Even~~being ifinstitutions we(ie. ~~discover~~hospitals, amilitary, ~~mineral~~long-term ~~resource~~care infacilities aand ~~commercially~~universities), ~~exploitable~~restaurants ~~quantity~~and dining management, ~~these~~to ~~laws~~source, price and ~~regulations~~order ~~could~~though ~~restrict~~an orinternet ~~prohibit~~web browser, without the ~~exploitation~~need of ~~that~~traditional ~~mineral~~on-site ~~resource~~software. Accordingly, If we ~~cannot~~anticipate ~~exploit~~that ~~any~~our ~~mineral~~food ~~resource~~service ~~that~~platform wewill ~~might~~enable ~~discover~~our oncustomers ~~our~~to ~~properties~~embrace the rapid pace of change in their business, ~~our~~operate with a more complete picture of their business ~~may~~and ~~fail~~provide a modern and intuitive user experience, while substantially reducing the cost of their IT associated with their food and beverage operations. See section titled “Our Business” for additional information.

~~Both~~To ~~mineral exploration and extraction require permits from various foreign~~date, ~~federal,~~we ~~state,~~have ~~provincial~~not ~~and~~earned ~~local~~any ~~governmental~~revenues ~~authorities~~from ~~and~~our business. We are ~~governed~~presently byin ~~laws~~the ~~and~~development ~~regulations,~~stage ~~including~~of ~~those~~developing ~~with~~our ~~respect~~food toservice ~~prospecting,~~cloud ~~mine~~platform ~~development,~~and ~~mineral~~will ~~production,~~be ~~transport,~~contracting ~~export,~~the ~~taxation,~~services ~~labour~~of ~~standards,~~software ~~occupational~~developers ~~health,~~and/or ~~waste~~licensing ~~disposal,~~software ~~toxic~~in ~~substances,~~order ~~land~~for ~~use,~~our ~~environmental~~food ~~protection,~~service ~~mine~~cloud ~~safety~~platform ~~and~~to ~~other~~become ~~matters~~operational. Accordingly, ~~There~~we can beprovide no assurance that ~~we will be able to obtain or maintain any of the permits required for the continued exploration of~~ our ~~mineral~~operations ~~properties~~will orprovide ~~for~~sufficient ~~the~~funds ~~construction~~to ~~and~~keep ~~operation~~us ~~of a mine on our properties at economically viable costs~~operational. ~~If we cannot accomplish these objectives, our business could fail.~~

WeThe are in compliance with all material laws and regulations that currently apply to our activities but current laws and regulations could be amended and we might not be able to comply with them, as amended. Further, we may not be able to obtain or maintain all permits necessary for our future operations, or obtain them on reasonable terms. To the extent such approvals are required and are not obtained, we may be delayed or prohibited from proceeding with planned exploration or development of our mineral properties.Offering


Shares of Common Stock Offered by Us:	¨ shares of common stock at a fixed price of $¨ per share for gross proceeds of $6,000,000.
Shares of Common Stock Offered by the Selling Security Holder:	250,000 shares of common stock at prices determined by prevailing market prices, prices related to prevailing market prices and privately negotiated prices.
Minimum Number of Shares of Common Stock To Be Sold in This Offering:	None.
Shares of Common Stock Outstanding Before and After the Offering:	56,335,000 shares of common stock are issued and outstanding as of the date of this prospectus. Upon completion of the offering, if all shares being offered are sold, there will be ¨ shares of common stock issued and outstanding.
Use of Proceeds:	Any proceeds that we receive from this offering will be used by us to develop and market our food service cloud platform, pay for the expenses of this offering and as general working capital.
Risk Factors:	An investment in our securities involves a high degree of risk and could result in a loss of your entire investment. Prior to making an investment decision, you should carefully consider all of the information in this prospectus and, in particular, you should evaluate the risk factors under the section titled “Risk Factors” on page 3.

~~Table~~RISK ~~of Contents~~FACTORS

IfAn weinvestment ~~establish~~in ~~the~~our ~~existence~~shares of acommon ~~mineral~~stock ~~resource~~involves ona ~~any~~high degree of ~~our~~risk. You ~~properties~~should incarefully aconsider ~~commercially~~the ~~exploitable~~risks ~~quantity,~~described webelow ~~will~~and ~~require~~the ~~additional~~other ~~capital~~information in ~~order~~this toprospectus ~~develop~~before ~~the~~investing ~~property~~in ~~into~~our ashares ~~producing~~of ~~mine~~common stock. If weany ~~cannot~~of ~~raise~~the ~~this~~following ~~additional~~risks ~~capital~~occur, weour ~~will~~business, ~~not~~operating results and financial condition could be ~~able~~seriously harmed. The trading price of our shares of common stock, if we publicly trade at a later date, could decline due to ~~exploit~~any ~~the~~of ~~resource~~these risks, and ~~our~~you ~~business~~may ~~could~~lose ~~fail~~all or part of your investment.

IfRisks weRelated doTo ~~discover~~Our mineral resources in commercially exploitable quantities on any of our properties, we will be required to expend substantial sums of money to establish the extent of the resource, develop processes to extract it and develop extraction and processing facilities and infrastructure. If we were to discover a major mineral deposit, there can be no assurance that such a resource will be large enough to justify commercial operations, nor can there be any assurance that we will be able to raise the funds required for development on a timely basis. If we cannot raise the necessary capital or complete the necessary facilities and infrastructure, our business may fail.Business

~~Mineral~~The ~~exploration~~following ~~and~~are ~~development~~some isof ~~subject~~the important factors that could affect our financial performance or could cause actual results to ~~extraordinary~~differ ~~operating~~materially ~~risks~~from estimates contained in our forward-looking statements. We domay ~~not~~encounter ~~currently~~risks ~~insure~~in ~~against~~addition ~~these~~to ~~risks~~those described below. InAdditional ~~the~~risks ~~event~~and ofuncertainties anot ~~cave-in~~currently orknown ~~similar~~to ~~occurrence~~us, ~~our~~or ~~liability~~that ~~may~~we ~~exceed~~currently ~~our~~deem ~~resources,~~to ~~which~~be ~~would~~immaterial, ~~have~~may analso ~~adverse~~impair ~~impact~~or onadversely affect our ~~company~~business, financial condition or results of operation.

~~Mineral~~If ~~exploration,~~we ~~development~~do ~~and production involves many risks which even a combination of experience, knowledge and careful evaluation may~~ not beobtain ~~able~~significant ~~to overcome. Our operations will be subject to all the hazards and risks inherent in the exploration for mineral resources and~~financing, ~~if we discover a mineral resource in commercially exploitable quantity,~~ our ~~operations~~business ~~could~~will be subject to all of the hazards and risks inherent in the development and production of resources, including liability for pollution, cave-ins or similar hazards against which we cannot insure or against which we may elect not to insurefail. Any such event could result in work stoppages and damage to property, including damage to the environment. We do not currently maintain any insurance coverage against these operating hazards. The payment of any liabilities that arise from any such occurrence would have a material adverse impact on our company.

~~Mineral~~Over ~~prices~~the next twelve months we anticipate that our plan of operation will require us to incur $1,800,000 in order to meet the costs of developing our food service cloud platform as well as general and administrative expenses. As at September 30, 2014, we had no cash on hand. Accordingly, we will need to obtain significant financing to meet the costs associated with development of our food service cloud platform, general and administrative expenses and our ongoing reporting obligations. There is no assurance we will be successful in raising such funding or on terms that are ~~subject~~acceptable to ~~dramatic~~us. Since inception, we have been dependent on investment capital and ~~unpredictable~~debt ~~fluctuations~~financing from third parties as our primary source of liquidity. We anticipate continuing to rely on sales of shares of our common stock and loans in order to continue to fund our business operations. Issuances of additional shares will result in further dilution of our existing stockholders.

We ~~expect~~have tolimited ~~derive~~operating ~~revenues,~~history ifand ~~any,~~face ~~either~~many ~~from the sale~~ of ~~our mineral resource properties or from~~ the ~~extraction~~risks and ~~sale~~difficulties offrequently ~~precious~~encountered ~~metals such as gold, silver and base metals such as copper. The price of those commodities has fluctuated widely in recent years, and is affected~~ by ~~numerous~~development ~~factors~~stage beyond our control, including international, economic and political trends, expectations of inflation, currency exchange fluctuations, interest rates, global or regional consumptive patterns, speculative activities and increased production due to new extraction developments and improved extraction and production methodscompanies. ~~The effect of these factors on the price of precious and base metals, and therefore the economic viability of any of our exploration properties and projects, cannot accurately be predicted.~~

~~The~~We ~~mining~~are ~~industry~~a isdevelopment ~~highly~~stage ~~competitive~~company, and to date, inour ~~addition~~development toefforts ~~risks~~have ~~directly~~been ~~related~~focused toprimarily on the development of our ~~current~~business ~~exploration~~model. Since ~~plans~~inception, ~~there~~we ishave noincurred ~~assurance~~losses ~~that~~of we$3,124. We ~~will~~are ~~continue~~in tothe beprocess ~~successful~~of indeveloping ~~acquiring~~and ~~mineral~~implementing ~~claims~~our orglobal, tomultilingual, ~~exploit~~cloud ~~any~~based ~~minerals~~food weand ~~may~~beverage ~~discover~~services “portal”. We Ifhave wenot ~~cannot~~completed ~~continue~~the todevelopment ~~acquire~~of ~~properties~~our toportal ~~explore~~and have limited operating history for ~~mineral~~investors ~~resources~~to evaluate the potential of our business development. We have not built our customer base and our brand name. In addition, we ~~may~~also beface ~~required~~many toof ~~reduce~~the orrisks ~~cease~~and ~~operations.~~difficulties inherent in gaining market share as a new company:

The mineral exploration, development, and production industry is largely un-integrated. We compete with other exploration companies who are either exploring existing mineral resource properties or seeking to locate and acquire mineral resource properties. However, we may need to compete with different competitors for the removal or sales of mineral products from our properties if we should eventually discover the presence of minerals in quantities sufficient to make production economically feasible.(i)

Develop effective business plan. If we do not develop an effective business plan, we may not be able to attract enough customers to sustain growth.

(ii)

Launching our cloud based platform. If we are unable to launch our platform as it is envisioned, we will not be able to serve our intended clients and will not generate revenue.

(iii)

Meet customer standards. If we are unable to meet sufficient customer standards, we will not be able to retain customers.

(iv)

Attain customer loyalty. If we have not delivered the service in a form that customers will adopt nor service customers properly, we will not retain customer loyalty and limit our revenue.

(v)

Develop and upgrade our services. If we do not continually seek our customers’ feedback and continue to enhance, expand and upgrade our service we could lose market share to a competitor and affect our revenues.

Our future will depend on our ability to bring our services to the market place, which requires careful planning of providing a product that meets customer standards without incurring unnecessary cost and expense.

~~Table~~We ofhave ~~Contents~~had operating losses since inception and have not generated any revenues and our business model is not yet operational. If our cloud based food service “portal” does not become operational or if we fail to gain market acceptance, we may not have sufficient capital to pay our expenses and continue to operate.

~~Readily~~Our ~~available~~Company ~~markets~~has ~~exist~~had ~~worldwide~~operating ~~for~~losses ~~the~~since ~~sale~~inception ofand ~~mineral~~has ~~products~~generated no revenues to date. Our ~~Therefore~~ultimate success will depend on generating revenues from our cloud food service management system. Most of the time of our management, weand most of our limited resources have and will ~~likely~~continue to be ~~able~~spent on startup activities which will include but not be limited to ~~sell~~software ~~any~~development, ~~mineral~~contacting ~~products~~potential ~~that~~customers, weestablishing ~~identify~~several initial customers, partners and ~~produce.~~business ~~However~~alliances, inexploring ~~identifying~~marketing ~~and~~contacts, ~~acquiring~~performing ~~mineral~~certain ~~resource~~research ~~properties~~and development activities, weexecuting, ~~compete~~updating ~~with~~and ~~many~~monitoring ~~companies~~our ~~possessing~~business ~~greater~~plan ~~financial~~and ~~resources~~model, and ~~technical~~consultants ~~facilities~~and seeking capital for the Company. ~~This~~We ~~competition~~have ~~could~~not ~~adversely~~generated ~~affect~~any revenue and have not completed our ~~ability~~platforms, toas ~~acquire~~a ~~suitable~~result, ~~prospects~~if ~~for~~we ~~exploration~~never inbecome ~~the~~operational ~~future.~~or ~~Accordingly~~if we do not generate enough users, ~~there~~once ~~can~~we are operational, we may be nounable ~~assurance~~to ~~that~~generate wesufficient ~~will~~revenues ~~acquire~~from ~~any~~user ~~interest~~transactions. inWe may ~~additional~~not ~~mineral~~achieve ~~resource~~and ~~properties~~sustain ~~that~~market ~~might~~acceptance ~~yield~~sufficient ~~reserves~~to generate revenues. If we generate no revenues or ~~result~~additional instartup ~~commercial~~capital, ~~mining~~we ~~operations~~will continue to have operating losses and this will have a material adverse effect on our Company.

~~Supplies~~Because ~~needed~~we ~~for~~intend ~~exploration~~recognize ~~may~~revenue ~~not~~from ~~always~~transaction befees, ~~available.~~our Ifsuccess weis ~~are~~expected ~~unable~~ to ~~secure~~be ~~exploration~~dependent ~~supplies~~on wethe ~~may~~volume ~~have~~of tocustomers ~~delay~~that utilize our ~~anticipated~~food ~~business~~service ~~operations~~cloud platform.

~~Competition~~Once ~~and~~our ~~unforeseen~~food ~~limited~~service ~~sources~~cloud ofplatform ~~supplies~~is ~~needed~~operational, ~~for~~we ~~our~~believe ~~proposed~~that ~~exploration~~our ~~work~~revenue ~~could~~will ~~result~~be ininitially ~~occasional~~derived ~~spot~~from ~~shortages~~transaction ~~of supplies of certain products~~fees. Accordingly, ~~equipment~~transactions orfees ~~materials. There is no guarantee we~~ will be ~~able~~dependent toon ~~obtain~~the ~~certain~~volume ~~products,~~of ~~equipment~~customers ~~and/or~~that ~~materials~~utilize asour ~~and~~food ~~when~~service ~~needed,~~cloud ~~without~~platform. If ~~interruption,~~we orfail onto ~~favorable~~generate ~~terms.~~a ~~Such~~sufficient ~~delays~~amount ~~could~~of ~~affect~~transactions, our ~~anticipated~~financial ~~business~~condition ~~operations~~ and ~~increase~~results ~~our~~of ~~expenses~~operation will be negatively impacted.

~~Risks~~Our ~~Related~~success Tomay ~~Our~~depend ~~Company:~~upon the acceptance, and successful measurement, of online advertising as an alternative to offline advertising.

We ~~have~~believe that a ~~limited~~advertisers ~~operating~~spend ~~history~~significantly more on offline advertising compared to online advertising. Long-term growth of our business will depend heavily on this distinction between online and offline advertising narrowing or being eliminated, which may not happen in a manner or to ~~base~~the anextent ~~evaluation~~that we currently expect. We compete with traditional media for advertising dollars, in addition to websites with higher levels of traffic. If online advertising ceases to be an acceptable alternative to offline advertising, our business, financial condition and ~~prospects~~results of operations will be negatively impacted.

WeBecause ~~have been in~~ the ~~business~~online ofmarketing ~~exploring~~industry ~~mineral~~is ~~resource~~relatively ~~properties~~new ~~since~~and ~~March~~rapidly 3evolving, ~~2010~~it ~~and~~uses wedifferent ~~have~~methods ~~not~~than ~~yet~~traditional ~~located~~media ~~any~~to ~~mineral~~gauge ~~reserve~~its effectiveness. AsPotential acustomers ~~result,~~may we have ~~never~~little ~~had~~or ~~any~~no ~~revenues~~experience ~~from~~using ~~our~~the ~~operations.~~Internet Infor ~~addition,~~advertising ~~our~~and ~~operating~~marketing ~~history~~purposes ~~has~~and ~~been~~may ~~restricted~~allocate toonly ~~the~~limited ~~acquisition~~portions of ~~our~~their ~~mineral~~advertising ~~properties~~ and ~~this~~marketing ~~does~~budgets ~~not~~to ~~provide~~the aInternet. ~~meaningful~~The ~~basis~~adoption ~~for an evaluation~~ of ~~our~~Internet ~~prospects~~advertising, ifparticularly weby ~~ever~~those ~~determine~~entities that we have ahistorically ~~mineral~~relied ~~reserve~~upon ~~and~~traditional ~~commence~~media ~~the~~for ~~construction~~advertising, ~~and~~requires ~~operation~~the acceptance of a ~~mine.~~new ~~We have no~~ way ~~to evaluate the likelihood~~ of ~~whether~~conducting ~~our mineral properties contain any mineral reserve or~~business, ifexchanging ~~they~~information doand ~~that~~evaluating wenew ~~will~~advertising beand ~~able~~marketing totechnologies ~~build~~and orservices. ~~operate~~As a ~~mine~~result, ~~successfully. We anticipate that~~ we will ~~continue~~need to ~~incur~~continually ~~operating~~evaluate ~~costs~~changes ~~without~~to ~~realizing~~aspects ~~any~~of ~~revenues during the period when we are exploring~~ our ~~properties.~~business Wemodel ~~therefore expect~~ to ~~continue~~keep topace ~~incur~~with ~~significant losses into~~ the ~~foreseeable~~expectations ~~future.~~of Weusers ~~recognize~~and ~~that~~advertisers, ifand wethese ~~are~~changes ~~unable~~may tonot ~~generate~~yield ~~significant~~the ~~revenues~~benefits ~~from~~we ~~mining~~expect. ~~operations~~In ~~and any dispositions of our properties~~particular, we ~~will~~are ~~not~~dependent beon ~~able~~our toclients’ ~~earn~~adoption ~~profits or continue operations. At this early stage~~ of ~~our~~new ~~operation,~~metrics ~~we also expect~~ to ~~face~~measure the ~~risks,~~success ~~uncertainties,~~of ~~expenses~~online ~~and~~marketing ~~difficulties~~campaigns. ~~frequently~~We ~~encountered~~may byalso ~~companies~~experience atresistance ~~the~~from ~~start~~traditional upadvertising ~~stage~~agencies ofwho ~~their~~may ~~business development. We cannot~~ be ~~sure~~advising ~~that~~our weclients. ~~will~~Any belack ~~successful~~of growth in ~~addressing~~the ~~these~~market ~~risks~~for ~~and~~various ~~uncertainties~~online ~~and~~advertising ~~our~~models ~~failure to do so~~ could have aan ~~materially~~ adverse effect on our business, financial condition. ~~There is no history upon which to base any assumption as to the likelihood that we will prove successful~~ and weresults ~~can~~of ~~provide investors with no assurance that we will generate any operating revenues or ever achieve profitable~~ operations.

~~There~~Evolving isregulation ~~a risk that we have not properly evaluated the potential benefit~~ of ~~our claims because our President and Sole Director has not personally visited~~ the ~~Judy~~Internet 1may ~~and~~affect ~~McDame~~us ~~Mountain Properties~~adversely.

~~The~~As ~~Judy~~Internet 1commerce continues to evolve, increasing regulation by federal, state or foreign agencies becomes more likely. For example, we believe increased regulation is likely in the area of data privacy, and ~~McDame~~laws ~~Mountain~~and ~~claim~~regulations ~~properties~~applying ~~have~~to ~~not~~the ~~yet~~solicitation, ~~been~~collection, ~~visited~~processing byor use of personal or consumer information could affect our ~~President~~customers’ ability to use and ~~Sole~~share ~~Director~~data and restricting our ability to store, process and share data with our customers. ~~This~~In ~~fact~~addition, ~~potentially~~taxation ~~compromises~~of services provided over the ~~Company's~~Internet ~~assessment~~or ofother charges imposed by government agencies or by private organizations for accessing the ~~potential~~Internet ~~value~~may ofalso be imposed. Any regulation imposing greater fees for Internet use or restricting information exchange over the ~~claims~~Internet ~~and~~could result in a decline in the ~~Company's~~use ~~ability~~of tothe ~~properly~~Internet ~~assess~~and ~~all~~the ~~factors~~viability of Internet-based services, which ~~may~~could ~~impact~~harm our ~~exploration plans~~business.

There is a risk that our assessment of the potential benefit of our property claims and our plans for exploration may be faulty because we have based these on a report provided to us by the vendor of the property claims.

We have not yet performed any exploration work on our property claims and have based a large part of our assessment of the Judy 1 and McDame Mountains claims on a report provided to us by the vendor of the claims, Mr. S.G. Diakow. We have also based our exploration plans largely on the recommendations included in Mr. Diakow's report. If Mr. Diakow's report is false, incorrect, misstated, or Mr. Diakow's analysis has been over-valued by Dane, this could have a material adverse effect on our ability to raise funds and the survival of the Company.

~~Table~~If ofwe ~~Contents~~do not continue to innovate and provide products and services that are useful to users, we may not remain competitive, and our revenues and operating results could suffer.

Our ~~property~~success ~~claims~~depends on providing products and services that make using the internet a more useful and enjoyable experience for our users. Our competitors are ~~presently~~constantly ~~held~~developing innovations in ~~trust~~web ~~for~~search usand byweb-based anproducts ~~unrelated~~and ~~third~~services. ~~party~~As ~~which~~a result, we will be required to continuously invest significant resources in research and development in order to enhance our web portals, and introduce new products and services. In addition, these new products and services may ~~put~~present usnew atand ~~risk~~difficult technology challenges, and we may be subject to claims if ~~there~~users ~~were~~of athese ~~dispute~~offerings ~~with~~experience ~~this~~service ~~third~~disruptions ~~party,~~or failures or other quality issues. Our operating results would also suffer if ~~there~~our ~~were~~innovations ~~malfeasance~~are onnot responsive to the ~~part~~needs of ~~this~~our ~~third~~users, ~~party~~advertisers, and other network members; are not appropriately timed with market opportunities, or are not effectively brought to market. As search technology continues to develop, our competitors may be able to offer search results that are, or that are seen to be, substantially similar to or better than ours. This may force us to compete in different ways and expend significant resources in order to remain competitive

~~Canadian~~Our ~~jurisdictions~~growth ~~allow~~could astrain ~~mineral~~our ~~explorer~~personnel to claim a portion of available Crown lands as its exclusive area for exploration by depositing posts or other visible markers to indicate a claimed area. The claims we have purchased were staked by Mr. S.G. Diakow and ~~these~~infrastructure ~~claims~~resources, ~~are presently recorded in the name of S.G. Diakow~~ and ~~held~~if in trust by him for the Company. Under British Columbia, law title to British Columbia mining claims can only be held by British Columbia residents. In the case of corporations, title must be held by a British Columbia corporation. Since we are anunable ~~American corporation, we can never directly possess legal mining claim~~ to ~~the~~implement ~~land.~~appropriate Incontrols ~~order to comply with the law we will have to incorporate a British Columbia wholly owned subsidiary-corporation. We plan to incorporate such a wholly-owned subsidiary in British Columbia~~ and ~~expect~~procedures ~~at that time Mr. Diakow will transfer all claim rights he holds in trust for us~~ to ~~that~~manage ~~subsidiary. However, if Mr. Diakow were to transfer title to another person and that deed were to be recorded in their name before we were to have the claims recorded in the name of~~ our ~~planned subsidiary~~growth, ~~that other person would have superior title and~~ we ~~would~~may ~~have~~not nobe ~~title~~able to ~~the~~successfully ~~claims~~implement ~~we have purchased. If this were to occur, we would have to cease or suspend operations on those claims and sue Mr. Diakow for the loss of~~ our ~~investment.~~business ~~The loss of our claims and the cost of a lawsuit regarding a breach of fiduciary duty by Mr~~plan. ~~Diakow would have a material adverse effect on the financial condition of our company.~~

Our ~~mineral~~success ~~claims~~will ~~have~~depend anin ~~expiration~~part ~~date~~upon ~~and~~management’s ability to manage growth. To do so, we must continue to hire, train and manage new employees as needed. If our new hires perform poorly, or if we are unsuccessful in hiring, training, managing and integrating these new employees, or if we are not successful in retaining our existing employees, our business may be harmed. To manage the expected growth of our operations and personnel, we will need to continue to improve our operational, financial and management controls and our reporting systems and procedures. The additional headcount and capital investments we are adding will increase our cost base, which will make ~~minimum~~it ~~mandatory~~more ~~exploration~~difficult ~~expenditures~~for us to offset any future revenue shortfalls by offsetting expense reductions in ~~order~~the short term. If we fail to ~~maintain~~successfully manage our ~~mineral~~growth, ~~claims~~we will be unable to execute our business plan.

~~The~~Current ~~Judy~~global 1financial ~~claim~~conditions ~~Tenure 735182 and the McDame Mountain claim tenure 821402 originally each had expiry dates of July 19, 2011, but~~ have ~~each~~made ~~been~~access ~~extended~~ to ~~expiry~~financing ~~dates~~more ~~of August 19, 2012 through the payment of fees in lieu of work~~difficult. A mineral exploration license is issued for one year. In order to maintain the claims, we must we must perform work on the claims or pay a fee in lieu of work expenditures. As long as the fees are paid, no work has to be performed to maintain the claims in good order. The renewal fees may increase in the future. In order to maintain title in good standing it is necessary for the Company or its agent to perform and record physical or other acceptable work with a value of $4.00 per hectare during the first three anniversary periods of: (i) July 20, 2011 to July 19, 2012; (ii) July 20, 2012 to July 19, 2013; (iii) July 20, 2013 to July 19, 2014; and then $8.00 per hectare in subsequent anniversary year periods or pay the equivalent sum as cash in lieu of work. Failure to do work or pay the cash in lieu will result in forfeiture of title. These costs translate to $1,815 for the remainder of the first anniversary period which expires July 19, 2012 (which we have paid in advance); $2,512 per year for the next two anniversary periods ($213 of which we have paid in advance); and then $5,024 per year for each subsequent anniversary year. Failure on our part to make the required expenditures or payments in lieu of work would result in the loss of our claims and would have a material adverse effect on the financial condition of our company.

Since the 2008 financial crisis there has been severe deterioration in global credit and equity markets. This has resulted in the need for government intervention in major banks, financial institutions and insurers, and has also led to greater volatility, increased credit losses and tighter credit conditions. These unprecedented disruptions in the credit and financial markets have had a significant adverse impact on a number of financial institutions and have limited access to capital and credit for many companies. These disruptions could, among other things, make it more difficult for us to obtain, or increase our cost of obtaining capital and financing for our operations.

We operate in a highly competitive industry and compete against many large companies that may be more established and better capitalized than we are.

Offering dietary and food service software is and can be a very competitive market with few barriers to entry. We expect that if our software establishes a key market niche, competition will arise from a variety of sources, from large multinational software companies to the myriad of other smaller national and regional software development and delivery companies.

Many of our potential competitors have: (i) greater financial, technical, personnel, promotional and marketing resources, (ii) longer operating histories, (iii) greater name recognition, (iv) larger institutional clients than us.

With few barriers to entry we cannot be certain that we will be able to compete successfully in this extremely competitive market.

We may face claims that we are violating the intellectual property rights of others

Although we are not aware of any potential violations of others’ intellectual property rights, we may face claims, including from direct competitors, other companies, scientists or research universities, asserting that our technology or the commercial use of such technology infringes or otherwise violates the intellectual property rights of others. We cannot be certain that our technologies and processes do not violate the intellectual property rights of others. If our market profile grows we could become increasingly subject to such claims.

~~Table~~If we were found to be infringing or otherwise violating the intellectual property rights of ~~Contents~~others, we could face significant costs to implement work-around methods, and we cannot provide any assurance that any such work-around would be available or technically equivalent to our potential technology. In such cases, we might need to license a third party’s intellectual property, although any required license might not be available on acceptable terms, or at all.

~~Our~~If ~~activities~~we ~~will~~are beunable ~~subject~~ to ~~environmental~~work ~~and~~around ~~other~~such ~~industry~~infringement ~~regulations~~or ~~which~~obtain ~~could~~a ~~have~~license on acceptable terms, we might face substantial monetary judgments against us or an ~~adverse~~injunction ~~effect~~against oncontinuing ~~our~~to ~~financial~~use ~~condition~~or license such technology, which might cause us to cease operations.

~~Our~~In ~~company's~~addition, ~~activities~~even if we are ~~subject~~not toinfringing ~~environmental~~or ~~regulations~~otherwise ~~promulgated~~violating bythe ~~government~~intellectual ~~agencies~~property ~~from~~rights ~~time~~of toothers, ~~time.~~we ~~Environmental~~could ~~legislation~~nonetheless ~~generally~~incur ~~provides~~substantial ~~for~~costs ~~restrictions~~in ~~and~~defending ~~prohibitions~~ourselves onin ~~spills,~~suits ~~releases~~brought oragainst ~~emissions~~us offor ~~various~~alleged ~~substances~~infringement. ~~produced~~Also, inif ~~association~~we ~~with~~are ~~certain~~to ~~mining~~enter ~~industry~~into ~~operations,~~a ~~such~~license asagreement ~~seepage~~in ~~from~~the ~~tailing~~future ~~disposal~~and ~~areas,~~it ~~which~~provides ~~would~~that ~~result~~we inwill ~~environmental~~defend ~~pollution.~~and Aindemnify our ~~breach~~customer oflicensees ~~such~~for ~~legislation~~claims ~~may~~against ~~result~~them inrelating ~~imposition~~to ofany ~~fines~~alleged ~~and~~infringement ~~penalties.~~of Inthe ~~addition,~~intellectual ~~certain~~property ~~types~~rights of ~~operations~~third ~~require~~parties ~~the~~in ~~submission~~connection ~~and~~with ~~approval~~such customer licensees’ use of ~~environmental~~such ~~impact~~technologies, ~~assessments.~~we ~~Environmental~~may ~~legislation~~incur issubstantial ~~evolving~~costs indefending aand ~~manner~~indemnifying ~~which~~any ~~means~~customer ~~stricter~~licensees ~~standards~~to ~~and~~the ~~enforcement,~~extent ~~fines~~they ~~and~~are ~~penalties~~subject ~~for~~to ~~non-compliance~~these ~~are~~types ~~more~~of ~~stringent~~claims. ~~Environmental~~Such ~~assessments~~suits, ofeven ~~proposed~~if ~~projects~~without ~~carry~~merit, awould ~~heightened~~likely ~~degree~~require ofour ~~responsibility~~management ~~for~~team ~~companies~~to ~~and~~dedicate ~~directors,~~substantial ~~officers~~time ~~and~~to ~~employees~~addressing the issues presented. ~~The~~Any ~~cost~~party ofbringing ~~compliance~~claims ~~with~~might ~~changes~~have ingreater ~~governmental~~resources ~~regulations~~than we do, which could ~~have~~potentially anlead ~~adverse~~to ~~effect~~us onsettling ~~the~~claims ~~financial~~against ~~condition~~which ofwe ~~our~~might ~~company~~otherwise prevail on the merits.

The ~~operations~~loss of our ~~company~~executive ~~include~~officers ~~exploration;~~or ~~and~~directors, ~~may~~could ~~include~~adversely ~~development~~affect ~~activities and commencement of production on~~ our properties, which requires permits from various federal, state, provincial and local governmental authorities and such operations are and will be governed by laws and regulations governing prospecting, development, mining, production, exports, taxes, labor standards, occupational health, waste disposal, toxic substances, land use, environmental protection, mine safety and other mattersbusiness. Companies engaged in the development and operation of mines and related facilities generally experience increased costs and delays in production and other schedules as a result of the need to comply with applicable laws, regulations and permits.

~~Failure~~Our tosuccess ~~comply~~depends ~~with~~largely ~~applicable~~upon ~~laws~~the efforts, ~~regulations~~abilities, and ~~permitting~~decision-making ~~requirements~~of ~~may~~our ~~result~~executive inofficers ~~enforcement~~and ~~actions,~~directors. ~~including~~The ~~orders~~loss ~~issued~~of byany ~~regulatory~~of orthese ~~judicial~~individual ~~authorities~~would ~~causing~~have ~~operations~~an toadverse ~~cease~~effect oron beour ~~curtailed,~~business ~~and~~prospects. ~~may~~We ~~include~~do ~~corrective~~not ~~measures~~currently ~~requiring~~maintain ~~capital~~"key-man" ~~expenditures,~~life ~~installation~~insurance ofand ~~additional~~there ~~equipment,~~is orno ~~remedial~~contract ~~actions. Parties engaged~~ in ~~mining~~place ~~operations~~assuring ~~may~~the beservices ~~required~~our toexecutive ~~compensate~~officers ~~those~~and ~~suffering~~directors ~~loss~~for orany ~~damage~~length byof ~~reason~~time. ofIn the ~~mining~~event ~~activities~~that ~~and~~we ~~may~~should ~~have~~lose ~~civil~~our sole officer or ~~criminal~~directors ~~fines~~and orwe ~~penalties~~are ~~imposed~~unable ~~for~~to ~~violations~~find ofsuitable ~~applicable~~replacements, ~~laws~~we ormay ~~regulations~~not ~~and~~be able to develop our business, in ~~particular,~~which ~~environmental~~case ~~laws~~investors might lose all of their investment.

~~The~~One ~~fact~~stockholder ~~that~~owns wea ~~have~~majority ~~not~~of ~~earned~~our ~~any~~common ~~operating~~stock ~~revenues~~and ~~since~~may ~~our~~act, ~~incorporation~~or ~~raises~~prevent ~~substantial~~certain ~~doubt~~types ~~about~~of ~~our~~corporate ~~ability~~actions, to ~~continue~~the todetriment ~~explore~~of ~~our~~other ~~mineral properties as a going concern~~stockholders.

WePortus ~~have~~Holdings ~~not~~Inc. ~~generated~~owns ~~any~~50,000,000 ~~revenue~~shares ~~from~~of ~~operations~~common ~~since~~stock, ~~our~~representing ~~incorporation~~approximately ~~and~~92.9% weof ~~anticipate~~our ~~that~~issued weand ~~will~~outstanding ~~continue~~common tostock. Accordingly, ~~incur~~our ~~operating~~majority ~~expenses~~stockholder ~~without~~may ~~revenues~~exercise ~~unless~~significant ~~and~~influence ~~until~~over weall ~~are~~matters ~~able~~requiring tostockholder ~~identify~~approval, aincluding ~~mineral~~the ~~resource~~election inof a ~~commercially~~majority ~~exploitable quantity on one or more~~ of ~~our~~the ~~mineral~~directors ~~properties~~ and wethe ~~build~~determination ~~and~~of ~~operate~~significant acorporate ~~mine~~actions. AtThis ~~March~~concentration ~~31,~~could ~~2012~~also wehave ~~had cash in~~ the ~~amount~~effect of ~~$11,709;~~delaying aor ~~prepaid~~preventing ~~expense balance of $582; and working capital of $2,586. We incurred~~ a ~~net~~change ~~loss~~in ofcontrol ~~$(58,914)~~that ~~for~~could ~~the~~otherwise ~~period~~be ~~from~~beneficial ~~March 3, 2010 (inception)~~ to ~~March~~our ~~31, 2012~~stockholders.

IfThe werecently ~~are~~enacted ~~successful~~JOBS inAct ~~only~~will ~~selling~~allow aus ~~total~~to ofpostpone ~~10% of~~ the ~~common~~date ~~shares~~by ~~included~~which ~~in this offering to raise gross proceeds of $50,000,~~ we ~~expect~~must wecomply ~~would~~with ~~only~~certain belaws ~~able to fund Phases One~~ and ~~Two of~~regulations ~~our exploration plans~~ and ~~would be able~~ to ~~cover~~reduce ~~administrative~~the ~~expenses~~amount ~~for a period~~ of ~~twelve~~information toprovided ~~eighteen months. If we are not successful~~ in ~~selling~~reports ~~any~~filed ofwith the ~~common~~SEC. We ~~shares~~cannot ~~included~~be incertain ~~this~~if ~~offering,~~the wereduced ~~will~~disclosure ~~not~~requirements ~~have~~applicable ~~sufficient financial resources~~ to ~~fund~~“emerging ~~our~~growth ~~exploration~~companies” ~~program and~~ will ~~have~~make ~~only limited funds to cover~~ our ~~administrative~~common ~~expenses.~~stock Inless ~~this~~attractive ~~event, we will need~~ to ~~find other sources of capital and may become insolvent and fail if we are unsuccessful in these efforts and any investment made into our company will be lost in its entirety~~investors.

We are and we will remain an "emerging growth company" until the earliest to occur of (i) the last day of the fiscal year during which our total annual revenues equal or exceed $1 billion (subject to adjustment for inflation), (ii) the last day of the fiscal year following the fifth anniversary of our initial public offering, (iii) the date on which we have, during the previous three-year period, issued more than $1 billion in non-convertible debt securities, or (iv) the date on which we are deemed a "large accelerated filer" (with at least $700 million in public float) under the Exchange Act. For so long as we remain an "emerging growth company" as defined in the JOBS Act, we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not "emerging growth companies" as described in further detail in the risk factors below. We cannot predict if investors will find our common stock less attractive because we will rely on some or all of these exemptions. If some investors find our common stock less attractive as a result, there may be a less active trading market for our common stock and our stock price may be more volatile. If we avail ourselves of certain exemptions from various reporting requirements, as is currently our plan, our reduced disclosure may make it more difficult for investors and securities analysts to evaluate us and may result in less investor confidence.

~~Table~~Our election not to opt out of ~~Contents~~JOBS Act extended accounting transition period may not make our financial statements easily comparable to other companies.

~~Because~~Pursuant to the JOBS Act, as an “emerging growth company”, we docan ~~not~~elect ~~know~~to ofopt aout ~~lender~~of ~~who~~the ~~would~~extended ~~provide~~transition ~~funds~~period for usany tonew ~~explore~~or ~~and~~revised ~~develop~~accounting ~~our~~standards ~~mineral~~that ~~properties,~~may webe ~~expect~~issued itby ~~will~~the ~~probably~~Public beCompany ~~difficult~~Accounting Oversight Board (PCAOB) or ~~impossible~~the toSEC. We ~~raise~~have ~~debt~~elected ~~financing~~not ~~from~~to ~~traditional~~opt ~~lending~~out ~~sources.~~of Tosuch ~~date~~extended wetransition ~~have~~period, ~~raised~~which ~~our~~means ~~operating~~that ~~capital~~when ~~from~~a ~~sales~~standard ofis ~~founder~~issued ~~shares~~or ~~to,~~revised and ~~receipt~~it ofhas ~~shareholder~~different ~~advances~~application ~~from~~dates for public or private companies, our ~~President~~company, ~~but~~as ~~there~~an ~~can~~“emerging begrowth nocompany”, ~~assurance~~can ~~that~~adopt wethe ~~will~~standard ~~continue~~for tothe beprivate ~~able~~company. This tomay domake socomparison ~~because~~of our ~~President has limited~~ financial ~~resources.~~statements Ifwith weany ~~cannot~~other ~~raise~~public ~~the~~company ~~money~~which ~~that~~is wenot ~~need~~either toan ~~continue~~“emerging ~~exploration~~growth ofcompany” ~~our~~nor ~~mineral~~an ~~properties,~~“emerging wegrowth ~~may~~company” bewhich ~~forced~~has toopted ~~delay,~~out ~~scale~~of ~~back,~~using orthe ~~eliminate~~extended ~~our~~transition ~~exploration~~period ~~activities.~~difficult Ifor ~~any~~impossible ofas ~~these~~possible ~~were~~different toor ~~occur,~~revised ~~our~~standards ~~business~~may ~~will~~be ~~fail~~used.

~~These~~The ~~circumstances~~recently ~~have~~enacted ~~lead~~JOBS ~~our~~Act ~~independent~~will ~~registered~~also ~~public~~allow ~~accounting firm, in their audit report included in this Form S-1, to comment about~~ our company’s ~~ability~~ to ~~continue~~postpone asthe adate ~~going~~by ~~concern.~~which ~~Management's~~we ~~primary~~must ~~funding~~comply ~~strategy~~with iscertain tolaws ~~raise~~and ~~additional~~regulations ~~capital~~intended ~~through this public offering of its capital stock. These conditions raise substantial doubt about our company’s ability~~ to ~~continue~~protect asinvestors aand ~~going concern. Our financial statements do not include any adjustments relating~~ to ~~the~~reduce ~~recoverability and potential classification of recorded assets, or~~ the ~~amounts~~amount of ~~and~~information ~~classification~~provided ofin ~~liabilities~~reports ~~that~~filed ~~might~~with ~~be necessary in~~ the ~~event our company cannot continue in existence~~SEC.

WeThe ~~currently~~recently ~~rely~~enacted ~~solely~~JOBS onAct ~~our~~is ~~President~~intended &to ~~CEO~~reduce ~~for~~the ~~management~~regulatory ofburden ~~our~~on ~~operations~~“emerging ~~and~~growth companies”. We meet the ~~loss~~definition of ~~this~~an ~~key~~“emerging ~~individual~~growth ~~could~~company” ~~have~~and so long as we qualify as an ~~adverse~~“emerging ~~effect~~growth oncompany,” ~~the~~we ~~Company.~~will, among other things:

Our success depends to a certain degree upon our President & CEO and sole director. This individual is a significant factor in the our growth and success. The loss of the service of current management and board and any future additional members of management and the board could have a material adverse effect on our company. In particular, the success of our company is highly dependent upon the efforts of our either our current President & CEO, the loss of whose services would have a material adverse effect on the success and development of our company. Additionally, we do not anticipate having key man insurance in place in respect of our sole director and senior officer in the foreseeable future.·

Webe ~~require~~exempt ~~substantial~~from ~~funds~~the ~~merely~~provisions toof ~~determine~~Section ~~whether~~404(b) ~~commercial~~of ~~precious~~the ~~metal~~Sarbanes-Oxley ~~deposits~~Act ~~exist~~requiring onthat ~~our~~its ~~properties~~independent ~~and~~registered ~~this~~public ~~creates~~accounting afirm ~~significant~~provide ~~risk~~an ~~that~~attestation wereport ~~will~~on ~~fail.~~the effectiveness of its internal control over financial reporting;

Any potential development and production of our exploration properties depends upon the results of exploration programs and/or feasibility studies and the recommendations of duly qualified engineers and geologists. Such programs require substantial additional funds. Any decision to further expand our operations on these exploration properties entails significant risks and is anticipated to involve consideration and evaluation of several significant factors including, but not limited to:·

●be ~~Costs~~exempt from the "say on pay” provisions (requiring a non-binding shareholder vote to approve compensation of ~~bringing~~certain ~~each~~executive ~~property~~officers) ~~into~~and ~~production,~~the ~~including~~"say ~~exploration~~on ~~work,~~golden ~~preparation~~parachute” provisions (requiring a non-binding shareholder vote to approve golden parachute arrangements for certain executive officers in connection with mergers and certain other business combinations) of ~~production~~The ~~feasibility~~Dodd–Frank ~~studies,~~Wall Street Reform and ~~construction~~Consumer Protection Act (Dodd-Frank Act) and certain disclosure requirements of ~~production~~the ~~facilities~~Dodd-Frank Act relating to compensation of Chief Executive Officers;

~~● Availability and costs of financing;~~·

●be ~~Ongoing~~permitted ~~costs~~to omit the detailed compensation discussion and analysis from proxy statements and reports filed under the Exchange Act, as amended and instead provide a reduced level of ~~production~~disclosure concerning executive compensation; and

~~● Market prices for the precious metals to be produced;~~·

●be ~~Environmental~~exempt ~~compliance~~from ~~regulations~~any ~~and~~rules ~~restraints;~~that ~~and~~may be adopted by the PCAOB requiring mandatory audit firm rotation or a supplement to the auditor’s report on the financial statements.

●Although ~~Political~~we ~~climate~~are still evaluating the JOBS Act, we currently intend to take advantage of all of the reduced regulatory and/ reporting requirements that will be available to it so long as it qualifies as an “emerging growth company”. We have elected not to opt out of the extension of time to comply with new or ~~governmental~~revised ~~regulation~~financial ~~and~~accounting standards available under Section 102(b)(1) of the JOBS Act. Among other things, this means that our independent registered public accounting firm will not be required to provide an attestation report on the effectiveness of our internal control over financial reporting so long as we qualify as an “emerging growth company”, which may increase the risk that weaknesses or deficiencies in the internal control over financial reporting go undetected. Likewise, so long as we qualify as an “emerging growth company”, we may elect not to provide certain information, including certain financial information and certain information regarding compensation of executive officers, which would otherwise have been required to provide in filings with the SEC, which may make it more difficult for investors and securities analysts to evaluate us. As a result, investor confidence in our company and the market price of our common stock may be adversely affected.

~~Table~~Risks Related To The Ownership of ~~Contents~~Our Shares

~~Third~~If ~~parties~~we ~~may~~issue ~~challenge~~additional ~~our~~shares ~~rights~~of tocommon ~~our~~stock ~~mineral~~in ~~properties or~~ the ~~agreements~~future ~~that~~this ~~permit us to explore our properties~~ may ~~expire~~result ifin wedilution ~~fail~~ to ~~timely~~our ~~renew~~existing ~~them and pay the required fees~~stockholders.

InOur ~~connection~~articles ~~with the acquisition~~ of ~~our~~incorporation ~~mineral~~authorize ~~properties,~~the weissuance ~~sometimes conduct only limited reviews~~ of ~~title and related matters~~250,000,000 ~~and~~shares ~~obtain~~of ~~certain~~common ~~representations regarding ownership~~stock. Our ~~These~~board ~~limited~~of ~~reviews~~directors dohas ~~not~~the ~~necessarily~~authority ~~preclude~~to ~~third~~issue ~~parties~~additional ~~from~~shares ~~challenging~~of ~~our~~common ~~title~~stock ~~and,~~up ~~furthermore,~~to ~~our~~the ~~title~~authorized ~~may~~capital bestated ~~defective.~~in ~~Consequently,~~the ~~there~~articles ~~can~~of beincorporation. noOur ~~assurance~~board ~~that~~of wedirectors ~~hold~~may ~~good~~choose ~~and~~to ~~marketable~~issue ~~title~~some toor all of ~~our~~such ~~mining~~shares ~~concessions~~to ~~and~~provide ~~mining~~additional ~~claims. If~~financing ~~any~~in ofthe ~~our~~future. ~~concessions~~The orissuance ~~claims~~of ~~were~~any ~~challenged,~~such weshares ~~could~~may ~~incur~~result ~~significant costs and lose valuable time~~ in ~~defending~~a ~~such~~reduction aof ~~challenge.~~the ~~These~~book ~~costs~~value or anmarket ~~adverse~~price ~~ruling~~of ~~with~~the ~~regards~~outstanding toshares ~~any challenge~~ of our ~~titles~~common ~~could have a material adverse affect on our financial position or results of operations~~stock. ~~There~~It ~~can~~will bealso nocause ~~assurance~~a ~~that~~reduction ~~any~~in ~~such~~the ~~disputes~~proportionate orownership ~~challenges~~and ~~will~~voting bepower ~~resolved~~of inall ~~our~~other ~~favor~~stockholders.

WeThe ~~are~~trading ~~not~~price ~~aware~~ of ~~challenges~~our tocommon ~~the~~stock ~~location~~may orbe ~~area~~volatile, ofwith ~~any~~the ofresult ~~our~~that ~~mining~~an ~~claims.~~investor ~~There~~may ~~is,~~not ~~however,~~be noable ~~guarantee~~to ~~that~~sell ~~title~~any toshares ~~the~~acquired ~~claims~~at ~~will~~a ~~not~~price beequal ~~challenged~~to or ~~impugned~~greater inthan the ~~future~~price paid by the investor.

Our ~~management~~common ~~has~~stock nois ~~formal~~quoted ~~geological~~on orthe ~~engineering~~OTC ~~training~~Bulletin Board and ~~limited~~OTCQB ~~experience~~under inthe ~~mineral~~symbol ~~activities~~"PORS.” Companies quoted on the OTC Markets platform have traditionally experienced extreme price and ~~consequently~~volume fluctuations. In addition, our ~~activities~~stock price may be adversely affected by factors that are unrelated or disproportionate to our operating performance. Market fluctuations, ~~earnings~~as well as general economic, political and ~~ultimate~~market ~~financial~~conditions ~~success~~such ~~could~~as recessions, interest rates or international currency fluctuations may adversely affect the market price of our common stock. In addition, to date, there has been no trading volume for our shares on the OTC Markets platforms. As a result of this potential volatility and potential lack of a trading market, an investor may not be ~~irreparably~~able ~~harmed~~to sell any of our common stock that they acquire that a price equal or greater than the price paid by the investor.

~~Our~~Because ~~management~~our ~~has~~stock nois ~~formal~~a ~~geological~~penny ~~or engineering training and limited experience with exploring for~~stock, ~~starting,~~stockholders ~~and~~will ~~operating~~be amore ~~mine. With no direct training and~~ limited ~~experience~~ in ~~these~~their ~~areas,~~ability ~~management may not be fully aware of many of the specific requirements related~~ to ~~working~~sell ~~within~~their ~~the industry~~stock. Management's decisions and choices may not take into account standard engineering or managerial approaches mineral exploration companies commonly use. Consequently, our activities, earnings and ultimate financial success could suffer irreparable harm due to management's lack of experience in the industry.

~~Our~~The ~~success~~SEC ishas ~~dependent~~adopted onrules ~~current~~that ~~management,~~regulate ~~who~~broker-dealer ~~may~~practices bein ~~unable~~connection towith ~~devote~~transactions ~~sufficient~~in ~~time~~penny tostocks. ~~the~~Penny ~~development~~stocks are generally equity securities with a price of ~~our~~less ~~business;~~than ~~this~~$5.00, ~~potential~~other ~~limitation~~than ~~could~~securities ~~cause~~registered on certain national securities exchanges or quoted on the ~~business~~Nasdaq system, provided that current price and volume information with respect to ~~fail~~transactions in such securities is provided by the exchange or quotation system.

~~Dane~~Because isour ~~heavily~~securities ~~dependent~~constitute on"penny ~~our~~stocks" ~~sole~~within ~~officer~~the ~~and~~meaning ~~director,~~of ~~David~~the ~~Christie. If~~rules, ~~something~~the ~~were~~rules apply to ~~happen~~us and to ~~him,~~our itsecurities. The ~~would~~rules ~~greatly~~may ~~delay~~further ~~its~~affect ~~daily~~the ~~operations~~ability ~~until~~of ~~further~~owners ~~industry~~of ~~contacts~~shares ~~could~~to besell ~~established~~our securities in any market that might develop for them. As ~~Furthermore,~~long ~~there~~as the trading price of our common stock is noless ~~assurance~~than ~~that~~$5.00 ~~suitable~~per ~~people~~share, ~~could~~the common stock will be ~~found~~subject to ~~replace~~rule ~~Mr.~~15g-9 ~~Christie~~under the Securities Exchange Act of 1934 (the “Exchange Act”). InThe ~~that~~penny ~~instance~~stock rules require a broker-dealer, ~~Dane~~prior ~~may~~to bea ~~unable~~transaction in a penny stock, to ~~further~~deliver ~~its~~a ~~business~~standardized ~~plan.~~risk disclosure document prepared by the SEC, that:

~~Because title to the property is currently held in the name of another person, if that person transfers the property to someone other than us, we will cease activities~~1.

~~Title~~contains toa ~~the~~description ~~properties~~of ~~upon which we intend to conduct exploration activities is not currently held in our name. Title to~~ the ~~property~~nature isand ~~recorded~~level ~~in the name~~ of ~~prospector~~risk ~~S.G. Diakow who presently holds the property~~ in ~~trust for~~ the ~~Company~~market for ~~exploration~~penny ~~upon~~stocks ~~the~~in ~~property.~~both Ifpublic ~~the~~offerings ~~owner transfers the property to a third person, the third person will obtain good title~~ and wesecondary ~~will~~trading; ~~have nothing. If this should occur, we will subsequently not own any property and we will have to cease all exploration activities.~~

~~As our business assets and our director and officer are located in Canada; investors may be limited in their ability to enforce US civil actions against our assets or our director and officer~~2. ~~You may not be able to receive compensation for damages to the value of your investment caused by wrongful actions by our director.~~

~~Our~~contains ~~business assets are located in Canada and Mr. Christie, our sole director and officer is~~ a ~~resident~~description of ~~Canada. Consequently, it may be difficult for United States investors to affect service of process within~~ the ~~United~~broker's ~~States upon our assets~~ or ~~Mr.~~dealer's ~~Christie,~~duties or to ~~realize in~~ the ~~United~~customer ~~States~~and ~~upon judgments~~ of ~~United~~the ~~States~~rights ~~courts~~and ~~predicated~~remedies ~~upon~~available ~~civil~~to ~~liabilities~~the ~~under~~customer ~~U.S.~~with ~~Federal~~respect ~~Securities~~to ~~Laws. A judgment of~~ a ~~U.S.~~violation ~~court~~to ~~predicated solely upon~~ such ~~civil~~duties ~~liabilities~~or ~~may~~other ~~not~~requirements beof ~~enforceable~~securities laws;

contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price;

contains a toll-free telephone number for inquiries on disciplinary actions;

defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and

contains such other information and is in such form, including language, type, size and format, as the SEC shall require by rule or regulation.

The broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with: (a) bid and offer quotations for the penny stock; (b) the compensation of the broker-dealer and its salesperson in the transaction; (c) 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 (d) a 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 suitably statement. These disclosure requirements may have the effect of reducing the trading activity in the secondary market for our stock.

~~Table~~FOR ofALL ~~Contents~~OF THE AFORESAID REASONS AND OTHERS SET-FORTH AND NOT SET-FORTH HEREIN, AN INVESTMENT IN OUR SECURITIES INVOLVES A CERTAIN DEGREE OF RISK. ANY PERSON CONSIDERING TO INVEST IN OUR SECURITIES SHOULD BE AWARE OF THESE AND OTHER FACTORS SET-FORTH IN THIS REPORT AND IN THE OTHER REPORTS AND DOCUMENTS THAT WE FILE FROM TIME TO TIME WITH THE SEC AND SHOULD CONSULT WITH HIS/HER LEGAL, TAX AND FINANCIAL ADVISORS PRIOR TO MAKING AN INVESTMENT IN OUR SECURITIES. AN INVESTMENT IN OUR SECURITIES SHOULD ONLY BE ACQUIRED BY PERSONS WHO CAN AFFORD TO LOSE THEIR TOTAL INVESTMENT.

inCAUTIONARY ~~Canada~~NOTE byREGARDING aFORWARD-LOOKING Canadian court if the U.S. court in which the judgment was obtained did not have jurisdiction, as determined by the Canadian court, in the matter. There is substantial doubt whether an original action could be brought successfully in Canada against any of our assets or Mr. Christie predicated solely upon such civil liabilities. You may not be able to recover damages as compensation for a decline in your investment.STATEMENTS

~~Risks~~Certain ~~Associated~~statements ~~With~~contained ~~This~~in ~~Offering~~this Registration Statement Report constitute "forward-looking statements.” These statements, identified by words such as “plan,” "anticipate,” "believe,” "estimate,” "should,” "expect" and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy. Forward-looking statements involve known and unknown risks, uncertainties, assumptions and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among others, general business, economic, competitive, political and social uncertainties; lack of ~~Our~~brand ~~Common~~awareness; ~~Stock:~~successful development of our food service cloud platform; acceptance of our products by our customers, our limited operating history; market fluctuations; intellectual property infringement claims and retention of key personnel, as well as those factors discussed in the section titled "Risk Factors.”

~~Irrespective~~Forward looking statements are based on a number of material factors and assumptions, including that consumers will accept cloud platforms, economic conditions in the ~~increased~~United ~~ownership~~States ofwill ~~Dane~~continue ~~which~~to ~~may~~show ~~result~~modest ~~from~~improvement ~~successful~~in ~~sales~~the near to medium future, there are no material changes to the competitive environment for the development of ~~shares~~a ~~under~~food ~~this~~service ~~offering~~cloud platform, ~~our~~we ~~CEO~~will ~~and~~be ~~Sole~~able ~~Director~~to access sufficient qualified staff, there will inbe ~~all~~no ~~cases~~material ~~retain~~changes ~~voting~~with ~~control~~our ofanticipated customer base and there will be no material changes to the ~~Company~~tax ~~due~~and other regulatory requirements governing us. While we consider these assumptions to ~~his~~be ~~majority~~reasonable ~~ownership~~based ~~position~~on ~~and~~information ~~this~~currently available to us, these assumptions may ~~negatively~~prove ~~impact~~to ~~the~~be ~~interests~~incorrect. Actual results may vary from such forward-looking information for a variety of ~~other~~reasons, ~~shareholders~~including but not limited to risks and uncertainties disclosed in the section titled "Risk Factors.”

IfWe ~~the~~intend ~~maximum~~to ~~number~~discuss ofin ~~shares~~our ~~being~~quarterly ~~offered~~and inannual ~~this~~reports ~~prospectus~~any ~~are~~events ~~successfully~~or ~~sold~~circumstances tothat ~~investors,~~occurred ~~our~~during ~~CEO~~the ~~and~~period ~~Sole~~to ~~Director's~~which ~~ownership~~such ~~share~~documents ofrelate ~~Dane~~that ~~will~~are ~~decrease~~reasonably likely to ~~only~~cause ~~67%~~actual ofevents ~~total~~or ~~common~~circumstances ~~shares~~to ofdiffer ~~the~~materially ~~Company~~from ~~which~~those ~~are~~disclosed ~~issued~~in ~~and~~this ~~outstanding~~Registration Statement on Form S-1. ~~This~~New ~~fact~~factors ~~provides~~emerge ~~our~~from ~~CEO~~time to time, and ~~Sole~~it ~~Director~~is ~~with~~not ~~effective~~possible ~~continuing~~for ~~voting~~management ~~control~~to predict all of ~~our~~such ~~Company~~factors and ~~this~~to ~~may~~assess ~~negatively~~in ~~impact~~advance ~~other~~the ~~investors~~impact ifof ~~our~~each ~~CEO~~such ~~does~~factor ~~not~~on ~~act~~our inbusiness ~~their~~or ~~interests,~~the orextent ~~administer~~to ~~the~~which ~~Company~~any ~~effectively~~factor, ~~because~~or ~~other~~combination ~~shareholders~~of ~~will~~such ~~not~~factors, bemay ~~able~~cause toactual ~~successfully~~results ~~vote~~ to ~~remove~~differ ~~our~~materially ~~CEO~~from ~~and~~those ~~Sole~~contained ~~Director~~in ~~from~~any ~~his~~forwarding ~~positions~~looking ~~with the Company~~statement.

~~While~~We ~~Dane~~advise ~~expects~~you to ~~apply~~carefully ~~for~~review ~~quotation on~~ the ~~OTC~~reports ~~Bulletin~~and ~~Board,~~documents we ~~may~~file ~~not~~from betime ~~approved,~~to ~~and~~time ~~even~~with ifthe ~~approved~~SEC, weparticularly ~~may~~our ~~not~~Annual beReports ~~approved for trading~~ on ~~the~~Form ~~OTC Bulletin Board; therefore shareholders may not have a market to sell their shares~~10-K, ~~either~~our inQuarterly ~~the~~Reports ~~near~~on ~~term~~Form or10-Q inand ~~the~~our ~~long~~Current ~~term,~~Reports oron ~~both~~Form 8-K.

WeUSE ~~can~~OF provide no assurance to investors that our common stock will be traded on any exchange or electronic quotation service. We plan to apply for a listing on the OTC Bulletin Board (‘OTCBB’) service of the Financial Industry Regulatory Authority (‘FINRA’), but we may not be approved to trade on that facility and we may not meet the requirements for listing on the OTCBB. If we do not meet the requirements of the OTCBB, our stock may then be traded solely on the Pink Sheets trading facility (‘Pink Sheets’) and the market for resale of our shares would decrease, if not be eliminated.PROCEEDS

~~Our~~We are offering a total of ♦ shares of common stock at a price ~~will~~of ~~fluctuate~~$♦ ~~after~~per ~~this~~share ~~offering~~for gross proceeds of $6,000,000 ~~which~~under ~~could~~our ~~result~~Primary Offering. The shares being offered by us are being offered without the use of underwriters or broker-dealers and will be sold by our sole director and officer. No commissions or discounts will be paid in ~~substantial~~connection ~~losses~~with ~~for~~the ~~investors~~sale of the shares being offered by us.

The market price for our common stock will vary from the initial public offering price after trading commences. This could result in substantial losses for investors. Market price fluctuations may occur in response to a number of factors, some of which are beyond our control. Significant among these are that because we arbitrarily set the selling price of the securities being offered hereunder at $0.02 per share, once a market develops for our securities, fluctuations may result if we did not accurately set this price.

No public market for our common stock currently exists and an active trading market may not develop or be sustained following this offering.

Prior to this offering, there has been no public market for our common stock. We cannot be certain that an active trading market for our common stock will develop or be sustained following this offering. Further, we cannot be certain that the market price of our common stock will not decline below the initial public offering price. The initial public offering price was determined by us based upon several factors and may not be indicative of future market prices for our common stock.

~~Table~~The following table below sets forth the net proceeds assuming the sale of ~~Contents~~25%, 50%, 75% and 100% of the Primary Offering. See also “Plan of Operation”.

Trading on the OTCBB may be volatile and sporadic, which could depress the market price of our common stock and make it difficult for our stockholders to resell their shares.


Item	25%	50%	75%	100%
Gross proceeds	$1,500,000	$3,000,000	$4,500,000	$6,000,000
Expected offering expenses	35,000	35,000	35,000	35,000
Net proceeds	$1,465,000	$2,965,000	$4,465,00	$5,965,000

~~Trading~~We inplan ~~stock quoted on the OTCBB and/or Pink Sheets is often thin and characterized by wide fluctuations in trading prices, due~~ to ~~many~~use ~~factors that may have little to do with our operations or business prospects. This volatility could depress~~ the ~~market~~net ~~price~~proceeds of ~~our common stock for reasons unrelated to operating performance. Moreover, neither~~ the ~~OTCBB~~Primary ~~nor~~Offering ~~the~~as ~~Pink~~set ~~Sheets~~forth ~~are~~below ~~stock~~(all ~~exchanges,~~amounts ~~and trading of securities on the OTCBB and/or Pink Sheets is often more sporadic than the trading of securities~~ listed onbelow aare ~~quotation system like NASDAQ, or a stock exchange like Amex. Accordingly, shareholders may have difficulty reselling any of their shares.~~estimates):

Shareholders may experience dilution of ownership.


Item	25%	50%	75%	100%
General Working Capital	$240,000	$360,000	$720,000	$1,080,000
Legal and Accounting	$100,000	$150,000	$250,000	$ 300,000
Management Expenses	$240,000	$480,000	$720,000	$ 960,000
Office Expenses	$ 82,000	$120,000	$120,000	$ 180,000
Product Development	$200,000	$600,000	$900,000	$1,100,000
Sales/Marketing	$300,000	$700,000	$950,000	$1,200,000
Multilingual Translation Cash Reserve	$250,000 $ 53,000	$350,000 $205,000	$450,000 $355,000	$ 550,000 $ 595,000
Available Funds	$1,465,000	$2,965,000	$4,465,000	$5,965,000

~~Since~~The ~~inception,~~principal wepurposes ~~have~~of ~~experienced~~this ~~negative~~offering ~~cash~~is ~~flow from operations and expect~~ to ~~experience~~raise ~~significant~~sufficient ~~negative~~capital ~~cash flow from operations~~ for ~~the~~us ~~foreseeable future. We expect~~ to ~~require~~develop ~~working~~and ~~capital~~market ~~to fund~~ our ~~operations. We~~food ~~cannot~~service becloud ~~certain~~platform ~~that~~and ~~additional~~allow ~~financing~~us ~~will~~to bemeet ~~available~~general onworking ~~favorable~~capital ~~terms when required, or at all~~requirements. If we are unable to ~~raise~~sell ~~sufficient~~any capital, or are unable to repay the debt, then we may cease operations, become insolvent, declare bankruptcy or be otherwise wound up, all of which may result in the loss of all or substantially all of the investment capital of the shareholders. We are authorized to issue up to 250,000,000 common shares~~. We~~ ~~have~~under the ~~authority~~Primary ~~to issue more of the shares~~Offering, ~~and to determine the rights, preferences and privileges of such shares, without the consent of any of the shareholders. If~~ we ~~raise~~have ~~additional~~insufficient funds ~~through the issuance of equity, equity-related or debt securities, the securities may have rights, preferences or privileges senior~~ to ~~those~~pay of the ~~rights~~costs of ~~the~~this ~~Common Stock and those stockholders may experience additional dilution~~offering. ~~Purchasers of shares will experience immediate and substantial dilution in the net tangible book value per share of their investment in the shares.~~

~~Because~~Pending wethe douse ~~not~~of ~~have~~net anproceeds ~~Escrow~~from orthe ~~Trust~~Primary ~~Account~~Offering ~~for~~described ~~Investor’s Subscriptions~~above, if we ~~file~~intend ~~for~~to ~~Bankruptcy~~invest ~~Protection~~our ornet ~~are~~proceeds ~~forced~~in ~~into~~short-term, ~~Bankruptcy~~interest ~~Protection~~bearing, ~~Investors~~debt ~~will~~instruments ~~lose~~or ~~their~~bank ~~entire investment~~deposits.

~~Invested~~Secondary funds for this offering will not be placed in an escrow or trust account. Accordingly, if we file for bankruptcy protection or a petition for involuntary bankruptcy is filed by creditors against us, your funds will become part of the bankruptcy estate and administered according to the bankruptcy laws. As such, you will lose your investment and your funds will be used to pay creditors and will not be used for the purpose of mineral exploration. Offering

~~Our~~The common stock isoffered aby ~~penny~~the ~~stock.~~Selling ~~Trading~~Security ofHolder ~~our~~are ~~stock~~being ~~may~~registered befor ~~restricted~~the byaccount of the ~~SEC’s~~Selling ~~penny~~Security ~~stock~~Holder ~~regulations~~identified ~~and~~in ~~FINRA’s~~this ~~sales~~prospectus. All ~~practice~~net ~~requirements,~~proceeds ~~which~~from ~~may~~the ~~limit~~sale aof ~~stockholder’s~~these ~~ability~~shares will go to ~~buy~~the ~~and~~Selling ~~sell~~Security ~~our~~Holder. We will not receive any part of the proceeds from such sales of shares of common stock.

~~Our~~SELLING ~~stock~~SECURITY is a penny stock. The Securities and Exchange Commission (‘SEC’) has adopted Rule 15g-9 which generally defines “penny stock” to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and “accredited investors”. The term “accredited investor” refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a form prepared by the SEC which provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer’s account. The bid and offer quotations, and HOLDERS

To our knowledge, the following information sets forth, in respect of the Selling Security Holder:

the number of shares beneficially owned prior to the offering;

the total number of shares that are to be offered;

the total number of shares that will be beneficially owned upon completion of the offering;

the percentage owned upon completion of the offering; and

the identity of the beneficial holder of any entity that owns the shares.

~~Table~~The Selling Security Holder listed below is not making any representation that any of ~~Contents~~the shares covered by this Prospectus will be offered for sale by it, and the Selling Security Holder may reject, in whole or in part, any proposed sale of the shares covered by this Prospectus.

~~the~~The ~~broker-dealer and salesperson compensation~~ information, ~~must~~provided bebelow ~~given~~assumes tothat the ~~customer~~Selling ~~orally~~Security orHolder indoes ~~writing~~not ~~prior~~sell toany ~~effecting~~of ~~the~~our ~~transaction~~securities ~~and~~other ~~must~~than bethe ~~given~~securities tospecifically ~~the~~offered ~~customer~~ in ~~writing~~this ~~before~~Prospectus orunder ~~with~~ the ~~customer’s confirmation. In addition~~offering, ~~the~~and ~~penny~~assumes ~~stock rules require~~ that ~~prior~~all to a transaction in a penny stock not otherwise exempt from these 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 agreement to the transaction. These disclosure requirements may have the effect of ~~reducing~~ the ~~level of trading activity in the secondary market for the stock that is subject to these penny stock rules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our~~ securities. Weoffered ~~believe~~by ~~that~~ the ~~penny~~Selling ~~stock~~Security ~~rules~~Holder ~~discourage investor interest~~ in, ~~and~~this ~~limit~~Prospectus ~~the~~are ~~marketability of, our common stock~~sold.

InExcept ~~addition~~as tospecifically ~~the~~disclosed ~~“penny stock” rules promulgated by the SEC~~below, ~~FINRA has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that~~ the ~~investment~~Selling isSecurity suitable for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer’s financial status, tax status, investment objectives and other information. Under interpretations of these rules, FINRA believes that there is a high probability that speculative low-priced securities will not be suitable for at least some customers. FINRA’s requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our stock.Holder:

~~Other Risks:~~(i)

~~Because~~has ~~we have only one officer and director who is responsible for our managerial and organizational structure, in the future, there may~~ not behad ~~effective~~a ~~disclosure~~material ~~and~~relationship ~~accounting controls to comply~~ with ~~applicable~~us ~~laws~~other ~~and~~than ~~regulations~~as ~~which~~a ~~could~~stockholder ~~result~~at inany ~~fines,~~time ~~penalties~~within ~~and~~the ~~assessments~~past ~~against~~three ~~the~~years; ~~Company.~~or

We currently have only one officer and director, David Christie. As such, he is solely responsible for our managerial and organizational structure which will include preparation of disclosure and accounting controls under the Sarbanes-Oxley Act of 2002. When these controls are implemented, he will be responsible for the administration of the controls. Should he not have sufficient experience, he may be incapable of creating and implementing the controls which may cause the Company to be subject to sanctions and fines by the Securities Exchange. (ii)

~~Dane~~ has ~~limited~~never ~~financial~~been ~~resources~~one atof ~~present,~~our ~~and~~officers ~~proceeds~~or ~~from the offering may not be used to fully develop its business~~directors.

Dane has limited financial resources at present. As of March 31, 2012 we had cash on hand of $11,709 plus a prepaid expense balance of $582 and expected to incur further expenses of approximately $1,858 related to the filing of this Form S-1. If we are unable to implement our business plan, we may be required to divert certain proceeds from the sale of Dane's stock to general administrative functions. If Dane is required to divert some or all of proceeds from the sale of stock to areas that do not advance the business plan, this could adversely affect its ability to continue by restricting the Company's ability to become quoted on the OTCBB; advertise and promote the Company; travel to develop new marketing, business and customer relationships; and retaining and/or compensating professional advisors.


Name Of Selling Security Holder	Beneficial Ownership Before Offering (1)		Number of Shares Being Offered	Beneficial Ownership After Offering ⁽¹⁾
Name Of Selling Security Holder	Number of Shares	Percent (2)	Number of Shares Being Offered	Number of Shares	Percent ⁽²⁾
Monarch Bay Securities, LLC(3)	250,000	*	250,000	Nil	*
Total	250,000	*	250,000	Nil	*

~~We are unable to predict and articulate all trends, risks and uncertainties which may negatively impact our business and/or your investment.~~Notes:

We have sought to identify what we believe to be the most significant risks to our business, but we cannot predict whether, or to what extent, any of such risks may be realized nor can we guarantee that we have identified all possible risks that might arise. Investors should carefully consider all risk factors before making an investment decision with respect to our common stock, including those which may not be noted in the above risk factors descriptions.*

Represents less than 1%.

(1)

The number of shares of common stock beneficially owned has been determined in accordance with Rule 13d-3 under the Exchange Act, and such information is not necessarily indicative of beneficial ownership for any other purpose. Under Rule 13d-3, beneficial ownership includes any shares as to which the selling stockholder has sole or shared voting power or investment power and also any shares which that selling stockholder has the right to acquire within 60 days of the date of this prospectus through the exercise of any stock options, warrants or other rights. The number of shares beneficially owned after the offering assumes that the selling security holder (1) sells all of the securities being offered by them in this prospectus; (2) does not dispose of any security of ours other than the securities being offered in this prospectus; and (3) does not require any additional securities of ours.

(2)

The percentages of beneficial ownership are based on 56,335,000 shares of common stock as of the date of this prospectus and ¨ shares of common stock on closing of the Primary Offering.

(3)

The Selling Security Holder is a registered broker-dealer.

PLAN OF DISTRIBUTION

Primary Offering

We are offering ♦ shares of common stock at a fixed price of $♦ per share for gross proceeds of $6,000,000. The price of $♦ per share was chosen by our board of directors, based on the following factors:

The average closing price of our shares of common stock on the OTCQB marketplace;

The current economic climate including, but not limited to, the general conditions of the securities market at the time of the Primary Offering, the volatility of securities prices of venture issuers and the seasonal trends of the prices of venture issuer securities;

Historical prices of other similar Primary Offerings; and

Our judgment as to the best price as which such sales could be completed.

This offering is being made by us without the use of outside underwriters or broker-dealers. The common stock to be sold by us will be sold on our behalf by our sole director and officer. Our sole director and officer will not receive commissions or proceeds or other compensation from the sale of any shares on our behalf.

~~Table~~Our sole director or officer will not register as a broker-dealer pursuant to Section 15 of ~~Contents~~the Exchange Act, in reliance upon Rule 3a4-1, which sets forth those conditions under which a person associated with an issuer may participate in the offering of the issuer's securities and not be deemed to be a broker-dealer.

~~USE OF PROCEEDS~~1.

Our ~~offering~~sole isofficer ~~being~~and ~~made~~director onis anot ~~self-underwritten~~subject ~~basis - no minimum of shares must be sold in order for the offering~~ to ~~proceed.~~a ~~The~~statutory ~~offering~~disqualification, ~~price~~as ~~per~~that ~~share~~term is ~~$0.02.~~defined ~~There~~in isSection no3(a)(39) ~~assurance~~of ~~that~~the weExchange ~~will~~Act, ~~raise~~at the ~~full~~time ~~$500,000.~~of his participation;

~~The following table below sets forth the uses of proceeds assuming the sale of 10%, 25%, 50%, 75% and 100% of the securities offered for sale in this offering by the company~~2. ~~(For further discussion please see Plan of Operation on page 67).~~

	Offering Results based on Shares Sales of:
		10%		25%		50%		75%		100%
Number of Shares Sold:		2,500,000		6,250,000		12,500,000		18,750,000		25,000,000
OFFERING GROSS PROCEEDS:	$	50,000	$	125,000	$	250,000	$	375,000	$	500,000
Less:
OFFERING EXPENSES:
- SEC filing expenses	$	58	$	58	$	58	$	58	$	58
- Transfer Agent		1,025		1,025		1,150		1,275		1,900
- Printing		500		500		500		500		500
- Courier and postage		100		100		150		200		250
Offering expenses sub-total	$	1,683	$	1,683	$	1,858	$	2,033	$	2,708
Less:
PHASE ONE(6)
Due Diligence:
- Preliminary Geological due diligence Including: purchase of maps, air photographs and publications, and review of files at British Columbia Geological Survey Branches	$	500	$	500	$	500	$	500	$	500
- Travel expenses		500		500		500		500		500
- Geologist fees		600		600		600		600		600
Initial Field Work:
- Mobilization to Cassiar district, including travel expenses(1)	$	1,500	$	1,500	$	1,500	$	1,500	$	1,500
- Equipment & provisions		700		700		700		700		700
- Assays, including freight costs		1,600		1,600		1,600		1,600		1,600
- Wages(2)		4,000		4,000		4,000		4,000		4,000
- Reports based on data collected will be assembled including generating a map with the location and sample values from the claim area. A second map will show the detailed geology that was observed while mapping claim area		600		600		600		600		600
- Allowance for additional expenses		1,500		1,500		1,500		1,500		1,500
Exploration Phase One sub-total	$	11,500	$	11,500	$	11,500	$	11,500	$	11,500

Our sole officer and director will not be compensated in connection with his participation by the payment of commissions or other remuneration based either directly or indirectly on transactions in securities;

Our sole officer and director is not, nor will any of them be at the time of participation in the offering, an associated person of a broker-dealer; and

Our sole officer and director meets the conditions of paragraph (a)(4)(ii) of Rule 3a4-1 of the Exchange Act, in that each of them: (A) primarily performs, or is intended primarily to perform at the end of the offering, substantial duties for or on behalf of our company, other than in connection with transactions in securities; and (B) is not a broker or dealer, or been an associated person of a broker or dealer, within the preceding twelve months; and (C) has not participated in selling and offering securities for any issuer more than once every twelve months other than in reliance on paragraphs (a)(4)(i) or (a)(4)(iii).

Secondary Offering

The Selling Security Holder named in this prospectus may sell its shares on a continuous or delayed basis for a period of nine months after this registration statement is declared effective. The Selling Security Holder may sell some or all of their shares in one or more transactions, including block transactions:

On such public markets as the shares may from time to time be trading;

In privately negotiated transactions;

Through the writing of options on the shares;

In short sales; or

In any combination of these methods of distribution.

The Selling Security Holder named in this prospectus may also sell their shares directly to market makers acting as agents in unsolicited brokerage transactions. Any broker or dealer participating in such transactions as agent may receive a commission from the selling security holder, or, if they act as agent for the purchaser of such shares, from such purchaser. The Selling Security Holder will likely pay the usual and customary brokerage fees for such services.

We are bearing all costs relating to the registration of this offering. The Selling Security Holder, however, will pay any commissions or other fees payable to brokers or dealers in connection with any sale of the shares.

Concurrent Offerings

Our Primary Offering will continue to have a fixed price of $♦ per share. However, the Selling Security Holder can sell shares under the Secondary Offering at prevailing market prices, prices related to prevailing market prices or at privately negotiated prices. Therefore, the price of shares offered, under the Primary Offering may, in the future differ from the price of shares offered under the Secondary Offering.

~~Table~~Stabilization ofand ~~Contents~~Other Activities

	Offering Results based on Shares Sales of:
		10%			25%			50%			75%			100%
Number of Shares Sold:		2,500,000			6,250,000			12,500,000			18,750,000			25,000,000
Less:
PHASE TWO(6)
Initial Drilling & Trenching:
- Mobilization to Cassiar district, including travel	$	1,500		$	2,500		$	2,500		$	2,500		$	2,500
- Equipment & provisions(3)		700			4,900			4,900			4,900			4,900
- Drill and backhoe rentals, based on a small Kabota type tracked backhoe and use of ATV’s to access target zones		7,600			7,600			10,100			10,100			10,100
- Assays, including freight costs		1,000			1,000			1,500			2,000			2,000
- Wages(4)		4,800			11,500			14,000			14,000			14,000
- Reports to analyze results of chip samples produced from trenching		500			500			500			500			500
- Allowance for additional expenses		1,000			2,000			2,000			2,000			2,000
Exploration Phase Two sub-total	$	17,100		$	30,000		$	35,500		$	36,000		$	36,000
Less:
PHASE THREE(6)
Extensive Drilling & Trenching: This phase will be undertaken only if Phase One and Phase Two provide positive indications that further work is warranted
- Additional trenching work based on indications from Phase Two results - Modest diamond drilling program of approximately 1,500 to 2,500 feet based on geophysical surveys (magnetic or induced potential) which would be used to target direction and depth of proposed target zones(5)	$	Nil		$	50,000		$	140,000		$	225,000		$	325,000
Exploration Phase Three sub-total	$	Nil		$	50,000		$	140,000		$	225,000		$	325,000
Less:
ADMINISTRATION EXPENSES
- Office expenses, tel. & Internet	$	1,467		$	1,467		$	1,467		$	1,467		$	1,467
- Accounting & auditor fees		5,000			7,500			12,500			22,500			22,500
- Legal fees		3,000			3,000			3,000			5,000			7,500
Administration expenses sub-total	$	9,467		$	11,967		$	16,967		$	28,467		$	31,467
SUMMARY:
TOTALS EXPENSES:	$	(39,750	)	$	(105,150	)	$	(205,825	)	$	(303,500	)	$	(406,675	)
Carryforward - sales proceeds:		50,000			125,000			250,000			375,000			500,000
Residual added to working capital:	$	10,250		$	19,850		$	44,175		$	71,500		$	93,325

Our sole director and officer and the Selling Security Holder named in this prospectus must comply with the requirements of the Securities Act and the Exchange Act in the offer and sale of the shares. Our sole director and officer is deemed to be an “underwriter” within the meaning of the Securities Act in connection with our offering of ♦ shares of common stock. The Selling Security Holder and any broker-dealers who execute sales for the Selling Security Holder may be deemed to be an “underwriter” within the meaning of the Securities Act in connection with such sales. In particular, our sole director and officer and during such times as the Selling Security Holder may be deemed to be engaged in a distribution of the shares, and therefore be considered to be an underwriter, they must comply with applicable law and may among other things:

~~The above figures represent only estimated costs and potential investors must be aware that there is no~~ 1.

~~guarantee~~Not orengage ~~assurance~~in ~~that~~any ~~the~~stabilization ~~Company~~activities ~~will be successful~~ in ~~raising~~connection ~~any~~with ofour ~~the estimated proceeds~~shares;

In the case of the Selling Security Holder, furnish each broker or dealer through which shares may be offered, such copies of this prospectus, as amended from time to time, as may be required by such broker or dealer; and

Not bid for or purchase any of our securities or attempt to induce any person to purchase any of our securities other than as permitted under the Exchange Act.

Our sole director and officer is aware and the Selling Security Holder should be aware that the anti-manipulation provisions of Regulation M under the Exchange Act will apply to purchases and sales of shares of common stock by us and the Selling Security Holder, respectively, and that there are restrictions on market-making activities by persons engaged in the distribution of the shares. Under Regulation M, the Company, the selling security holder and their agents may not bid for, purchase, or attempt to induce any person to bid for or purchase, our shares of common stock while such persons are distributing shares covered by this prospectus. In addition, it shall be unlawful for any person to short sell our common stock and purchase the shares offered in the Primary Offering or Secondary Offering while the Primary Offering and Secondary Offering are taking place. The selling security holder are advised that if a particular offer of shares is to be made on terms constituting a material change from the information set forth above with respect to the Plan of Distribution, then, to the extent required, a post-effective amendment to the accompanying registration statement must be filed with the SEC.

DILUTION

The price of the Primary Offering is at $♦ per share.

This price is greater than the 50,000,000 shares of our common stock issued to Portus Holdings Inc., a beneficial holder of more than five percent of our outstanding shares, for the assets that comprise the “Portus Cloud” business (the “Portus Assets”). The acquisition of the Portus Assets was completed pursuant to the terms of the Asset Purchase Agreement dated January 29, 2014 (the “Asset Purchase Agreement”) among PHI, the Company, Dane Acquisition Corp. (“Dane Sub”), our wholly owned subsidiary, and David Christie, our sole executive officer, director and majority stockholder at the time of entering into the Asset Purchase Agreement. Portus Holdings Inc. is controlled by Mr. Murray, our sole executive officer and director.

Based on the foregoing, you will suffer immediate dilution if you purchase common stock under this Primary Offering.

Dilution represents the difference between the offering price and the net tangible book value per share immediately after completion of this offering. Net tangible book value is the amount that results from subtracting total liabilities and intangible assets from total assets. Dilution arises mainly as a result of our arbitrary determination of the offering price of the shares being offered. Dilution of the value of the shares you purchase is also a result of the lower book value of the shares held by our existing stockholders.

Based on our latest unaudited quarter end data at September 30, 2014, the following tables sets forth your dilution based on completion of 25%, 50%, 75% and 100% of the Primary Offering.

Table of Contents


Percent of Primary Offering	25%	50%	75%	100%
Number of shares sold
Total shares outstanding
Offering price per share
Gross proceeds
Offering expenses
Net proceeds
Total net tangible book value as at September 30, 2014
Net tangible book value per share as at September 30, 2014
Total net tangible book value after offering
Net tangible book value after offering
Dilution

~~NOTES:~~DESCRIPTION OF SECURITIES TO BE REGISTERED

(1) Travel expenses: We expect to employ local experienced geological technicians are from the nearby Good Hope Lake native community and thus no room and board costs will be incurred other than that for the senior party chief.General

~~(2)~~Our ~~Initial~~authorized ~~field~~capital ~~work~~stock ~~wages:~~consists ~~We project our geochemical survey team will consist~~ of ~~two~~250,000,000 ~~men~~shares ~~and cost $800 /day. A sampler will collect soil samples use a GPS instrument to mark sample locations on the part~~ of ~~the~~common ~~claims~~stock, ~~that are covered~~ with ~~overburden and~~ a ~~prospector~~par ~~/geologist~~value ~~will~~of ~~map~~$0.001 ~~and~~per ~~survey where rock outcrops collecting samples for analysis recording faults contacts and structural features (folding, strike and dip), also using a Global Positioning instrument~~share.

~~(3)~~Common ~~Equipment & provisions: At the higher tiers of available funds, a man portable rock drill would be used to make blast holes.~~Stock

~~(4)~~Our ~~Initial~~common ~~drilling~~stock ~~and~~is ~~trenching~~entitled ~~wages:~~to Anone ~~exploration~~vote ~~team~~per ~~consisting~~share on all matters submitted to a vote of ~~three~~the ~~men~~stockholders, ~~will~~including ~~return~~the election of directors. Except as otherwise required by law or provided in any resolution adopted by our board of directors with respect to ~~the~~any ~~anomalous~~series ~~areas~~of ~~generated~~preferred ~~from~~stock, the ~~Phase~~holders ~~One~~of ~~program~~our ~~and~~common dostock ~~follow~~will uppossess ~~work~~all voting power. Generally, all matters to be voted on ~~identified~~by ~~targets.~~stockholders ~~Best~~must ~~target~~be ~~(highest~~approved ~~values~~by ina ~~gold,~~majority ~~silver~~(or, ~~copper~~in the case of election of directors, orby ~~other~~a ~~minerals~~plurality) ~~will~~of the votes entitled to be ~~worked~~cast ~~first~~by ~~and~~all ~~the~~shares ~~party~~of ~~will~~our ~~continue~~common stock that are present in person or represented by proxy, subject to ~~examine~~any ~~all~~voting ~~targets~~rights ~~generated~~granted ~~depending~~to onholders ~~available~~of ~~budget~~any preferred stock. ~~This~~Holders ~~work~~of ~~would~~our ~~entail~~common ~~hand trenching with~~stock ~~pick~~representing a majority of our capital stock issued, outstanding and ~~shovel~~entitled to vote, represented in ~~areas~~person ~~that~~or ~~were~~by ~~soil~~proxy, ~~sample~~are ~~targets~~necessary ~~and~~to ~~using~~constitute a ~~scaling~~quorum ~~bar,~~at ~~pick~~any ~~and~~meeting ~~dynamite~~of ~~for~~our ~~areas~~stockholders. A vote by the holders of ~~rock~~a ~~outcropping.~~majority ~~Chip~~of ~~samples~~our ~~across~~outstanding ~~mineralized~~shares ~~zones~~is ~~would~~required beto ~~collected.~~effectuate ~~The~~certain ~~wages~~fundamental ~~for~~corporate ~~this~~changes ~~phase~~such ~~would~~as beliquidation, inmerger ~~the~~or ~~$1100/day~~an ~~range~~amendment ~~and~~to ~~local~~our ~~labor~~Articles ~~would~~of beIncorporation. ~~recruited~~Our Articles of Incorporation do not provide for cumulative voting in the election of directors.

~~(5)~~The ~~Extensive~~holders ~~drilling~~of ~~and~~shares ~~trenching:~~of our common stock will be entitled to such cash dividends as may be declared from time to time by our board of directors from funds available therefore.

~~(a) the~~Upon ~~sale~~liquidation, ofdissolution ~~25%~~or ofwinding ~~the~~up ~~shares~~of inour ~~this offering~~company, ~~which~~the ~~would~~holders ~~provide~~of ashares ~~net Phase Three exploration budget~~ of ~~approximately~~our ~~$50,000,~~common stock will be ~~sufficient~~entitled to ~~conduct~~receive ~~further~~pro ~~geophysics~~rata ~~surveys~~all ~~and~~assets aof ~~limited~~our ~~drilling~~company ~~program~~available ~~based~~for ondistribution ~~use~~to ofsuch ~~a man portable drill;~~holders.

~~(b)~~ In the ~~sale~~event of ~~50%~~any ofmerger ~~the~~or ~~shares~~consolidation inof ~~this~~our ~~offering,~~company ~~which~~with ~~would~~or ~~provide~~into aanother ~~net~~company ~~Phase~~in ~~Three~~connection ~~exploration~~with ~~budget~~which shares of ~~approximately~~our ~~$140,000,~~common ~~will~~stock beare ~~sufficient~~converted tointo ~~conduct~~or ~~further~~exchangeable ~~geophysics~~for ~~surveys~~shares ~~and~~of astock, ~~moderate~~other ~~diamond~~securities ~~drilling~~or ~~program.~~property ~~All-in~~(including ~~costs~~cash), ~~based~~all onholders ~~using~~of aour ~~light~~common ~~weight~~stock ~~helicopter~~will ~~portable~~be ~~drill~~entitled ~~rig,~~to ~~are~~receive ~~estimated~~the insame ~~the~~kind ~~range~~and amount of ~~$60,000~~shares toof ~~$70,000~~stock ~~per~~and ~~1,000~~other ~~feet~~securities ofand ~~drilling;~~property (including cash).

~~(c) the~~Holders ~~sale~~ of ~~75%~~our ofcommon ~~the~~stock ~~shares~~have inno ~~this offering, which would provide a net Phase Three exploration budget of approximately $225,000, would provide for a full diamond drilling program. All~~pre-inemptive ~~costs~~rights, ~~based~~no onconversion ~~using~~rights aand ~~light~~there ~~weight helicopter portable drill rig,~~ are ~~estimated~~no inredemption ~~the~~provisions ~~range~~applicable ~~of $60,000~~ to ~~$70,000~~our ~~per~~common ~~1,000~~stock. ~~feet of drilling;~~

(d) the sale of 100% of the shares in this offering, which would provide a net Phase Three exploration budget of approximately $325,000, would provide for an expanded diamond drilling program. Under this scenario, an extensive program would be conducted based on estimated drilling costs in the Cassiar area, which are $60 to $70 per foot of drilling. All-in costs, based on using a light weight helicopter portable drill rig, are estimated in the range of $60,000 to $70,000 per 1,000 feet of drilling.

(6) As detailed in the Site Service Agreement attached herein as Exhibit 10.3, all exploration costs shown in this table include a 15% service fee to be charged by the exploration site contractor.

Legal and accounting fees refer to the normal legal and accounting costs associated with filing this Registration Statement under the 1933 Act as amended and maintaining the status of a Reporting Company.

A total of $25,000 has been raised from the sale of stock to our sole officer and director - this stock is restricted and is not being registered in this offering. We estimate the further expenses associated with this offering will total $1,858. As of March 31, 2012, Dane had a balance of $11,709 in cash which should allow us to pay the entire expenses of this offer from cash on hand.

~~Table~~Dividend ~~of Contents~~Rights

~~DETERMINATION~~We OFhave ~~OFFERING~~never ~~PRICE~~declared, nor paid, any dividend since our incorporation and does not foresee paying any dividend in the near future since all available funds will be used to conduct exploration activities. Any future payment of dividends will depend on our financing requirements and financial condition and other factors which the board of directors, in its sole discretion, may consider appropriate.

~~The~~Under ~~offering~~the ~~price~~Business ~~for~~Corporations ~~the~~Act, ~~shares~~we inare ~~this~~prohibited ~~offering~~from ~~was~~declaring ~~arbitrarily~~or ~~determined.~~paying Individends ~~determining~~if ~~the~~there ~~initial~~are ~~public~~reasonable ~~offering~~grounds ~~price~~for ofbelieving ~~the~~that ~~shares~~ we ~~considered~~are ~~several~~insolvent ~~factors~~or ~~including~~ the ~~following:~~payment of dividends would render us insolvent.

●INTERESTS ~~our~~OF ~~start~~NAMED upEXPERTS ~~status;~~AND COUNSEL

●No ~~prevailing~~expert ~~market~~or ~~conditions~~counsel named in this prospectus as having prepared or certified any part of this prospectus or having given an opinion upon the validity of the securities being registered or upon other legal matters in connection with the registration or offering of the shares was employed on a contingency basis, ~~including~~or had, or is to receive, in connection with the ~~history~~offering, ~~and~~a ~~prospects~~substantial ~~for~~interest, direct or indirect, in our ~~industry;~~company or any of its parents or subsidiaries. Nor was any such person connected with our company, or any of its parents or subsidiaries, a promoter, managing or principal underwriter, voting trustee, director, officer, or employee.

●Northwest ~~high~~Law ~~level~~Group has assisted us in the preparation of ~~risk~~this ~~due~~prospectus and registration statement and will provide counsel with respect to aother ~~lack~~legal matters concerning the registration and offering of ~~operating~~the ~~history;~~shares.

●MaloneBailey LLP (“MaloneBailey”), our ~~future~~independent ~~prospects~~registered ~~and~~public ~~the~~accountants, ~~experience~~has ofreviewed our ~~management;~~financial statements included in this prospectus and registration statement.

●OUR ~~our capital structure.~~BUSINESS

Therefore, the public offering price of the shares does not necessarily bear any relationship to established valuation criteria and may not be indicative of prices that may prevail at any time or from time to time in the public market for the common stock. You cannot be sure that a public market for any of our securities will develop and continue or that the securities will ever trade at a price at or higher than the offering price in this offering.Overview

~~DILUTION~~We were incorporated on March 2, 2010 under the laws of the State of Nevada.

~~The~~On ~~price~~February 11, 2014, we completed the acquisition of the ~~current~~assets ~~offering~~that iscomprise ~~fixed~~the at“Portus ~~$0.02~~Cloud” ~~per~~business ~~share.~~(the ~~This~~“Portus ~~price~~Assets”) isfrom ~~significantly~~Portus ~~greater~~Holdings ~~than~~Inc. (“PHI”). The acquisition of the ~~price~~Portus ~~paid~~Assets bywas completed pursuant to the ~~Company’s~~terms ~~sole~~of ~~shareholder,~~the ~~director~~Asset ~~and~~Purchase ~~officer~~Agreement ~~for~~dated ~~common~~January ~~equity~~29, ~~since~~2014 (the ~~Company’s~~“Asset ~~inception~~Purchase onAgreement”) ~~March~~among 3PHI, ~~2010.~~the ~~The~~ Company’s, ~~sole~~Dane ~~shareholder~~Acquisition Corp. (“Dane Sub”), ~~director~~our ~~and~~wholly ~~officer~~owned ~~paid~~subsidiary, ~~$0.0005~~and ~~per~~David ~~share~~Christie, aour ~~difference~~sole ofexecutive ~~$0.0195~~officer, ~~per~~director ~~share~~and ~~lower~~majority ~~than~~stockholder at the ~~share~~time ~~price~~of inentering ~~this~~into ~~offering~~the Asset Purchase Agreement.

~~Dilution~~Under ~~represents~~ the ~~difference~~terms ~~between~~of the ~~offering~~Asset ~~price~~Purchase ~~and~~Agreement, ~~the~~PHI ~~net~~transferred ~~tangible~~to ~~book~~Dane ~~value~~Sub ~~per~~all ~~share immediately after completion~~ of ~~this~~its ~~offering.~~right, ~~Net~~title ~~tangible~~and ~~book~~interest ~~value~~in ~~is the amount that results from subtracting total liabilities~~ and ~~intangible~~to ~~assets from total assets. Dilution arises mainly as a result of our arbitrary determination of~~ the ~~offering~~Portus ~~price of the shares being offered~~Assets. ~~Dilution~~In ofconsideration ~~the~~for ~~value of~~ the ~~shares~~Portus ~~you~~Assets, ~~purchase~~we isissued ~~also~~to aPHI ~~result of the lower book value of the shares held by our existing stockholder. Based on our latest unaudited quarter end data at March 31~~50, ~~2012~~000,000 ~~the following tables compare the differences of your investment in our~~ shares ~~with the investment~~ of our ~~existing~~common ~~stockholder~~stock.

Concurrently, in connection with the closing of the Asset Purchase Agreement, Mr. Christie returned for cancellation 49,800,000 shares of our common stock, representing 99.6% of the shares beneficially owned by him as at closing.

Upon completion of the acquisition of the Portus Assets, Mr. Christie resigned as our Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and Director. Following Mr. Christie’s resignation, G. Dale Murray, II was appointed as our Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and as a Director.

Prior to closing our acquisition of the Portus Assets, we were engaged in the acquisition and exploration of two mineral claims called the “Judy Claims” that are located two kilometers northeast of Cassiar, British Columbia, Canada. As a result of our acquisition of the Portus Assets, we have now changed our business to a global, multilingual, cloud-based food and beverage service platform and have elected to allow the Judy Claims to lapse on their renewal date.

To date, we have not earned any revenues from our business. We are presently in the development stage of developing our food service cloud platform and will be contracting the services of software developers and/or licensing software in order for our food service cloud platform to become operational. Accordingly, we can provide no assurance that our operations will provide sufficient funds to keep us operational.

~~Table~~Food ofService ~~Contents~~Cloud Platform

~~Financial~~Our ~~Position~~business ofis ~~Existing~~now Shareholder*focused on creating a multilingual, multiple functionality, and global food and beverage service platform. Our food service cloud platform is designed to be a global, multilingual, cloud based onfood ~~Different~~and ~~Levels~~beverage ofservice ~~Share~~online ~~Sales:~~“portal” where customers will be able to manage an entire food and beverage service business or enterprise globally and in most languages.

	Existing Shareholder’s Financial Position
Percentage sold		10%			25%			50%			75%			100%
Number of shares sold		2,500,000			6,250,000			12,500,000			18,750,000			25,000,000
Total shares outstanding**		54,325,000			58,075,000			64,325,000			70,575,000			76,825,000
Offering price per share	$	0.02		$	0.02		$	0.02		$	0.02		$	0.02
GROSS PROCEEDS	$	50,000		$	125,000		$	250,000		$	375,000		$	500,000
Offering costs	$	1,683		$	1,683		$	1,858		$	2,033		$	2,708
Net proceeds, after offering costs	$	48,317		$	123,317		$	248,142		$	372,967		$	497,292
Price per share paid by existing shareholder	$	0.0005		$	0.0005		$	0.0005		$	0.0005		$	0.0005
Total net tangible book value prior to offering as at March 31, 2012	$	2,586		$	2,586		$	2,586		$	2,586		$	2,586
Total net tangible book value after offering	$	50,903		$	125,903		$	250,728		$	375,553		$	499,878
Net tangible book value per share prior to offering	$	0.00005		$	0.00005		$	0.00005		$	0.00005		$	0.00005
Net tangible book value per share after offering	$	0.00094		$	0.00217		$	0.00390		$	0.00532		$	0.00651
Total potential net tangible book value gain to existing shareholder	$	44,505		$	106,005		$	192,505		$	263,505		$	323,005
Per share potential net tangible book value gain to existing shareholder	$	0.00089		$	0.00212		$	0.00385		$	0.00527		$	0.00646
Total number of shares outstanding before the offering**		51,825,000			51,825,000			51,825,000			51,825,000			51,825,000
Number of shares held by existing shareholder after the offering		50,000,000			50,000,000			50,000,000			50,000,000			50,000,000
Total number of shares outstanding after offering**		54,325,000			58,075,000			64,325,000			70,575,000			76,825,000
Existing shareholder’s percentage of ownership if offer is fully sold		92.0	%		86.1	%		77.7	%		70.8	%		65.1	%

The food and service cloud portal that we are developing is intended to effectively and efficiently manage the food and beverage supply chain from “field to fork”. In particular, our cloud portal will allow our customers, being institutions (ie. hospitals, military, long-term care facilities and universities), restaurants and dining management, to source, price and order though an internet web browser, without the need of traditional on-site software. Accordingly, we anticipate that our food service platform will enable our customers to embrace the rapid pace of change in their business, operate with a more complete picture of their business and provide a modern and intuitive user experience, while substantially reducing the cost of their IT associated with their food and beverage operations.

~~Note:~~The *Noneservices ofthat ~~the~~our ~~shares~~food ~~held~~service bycloud ~~the~~portal ~~existing shareholder are included for registration in this Form S-1 and the disposition of any of these shares~~ will ~~remain~~offer restricted subject to compliance with the provisions of Rule 144 promulgated pursuant to the Securities Act of 1933, as amended. **During a previous public offering of our common stock, which concluded on March 18, 2012, we have received 12 share subscriptions from non-related parties for a total of 1,825,000 common shares. Although technically these shares have not yet been issued as of the date of this Registration Statement, these shares are ~~included in these dilution calculations.~~:

Food and Dining Management

Our customers will be able to manage their food operations by sourcing, pricing and ordering food through our internet web browser cloud portal. Each customer will be able to personalize their portal to provide ordering preferences, track costs and select preferred suppliers, distributors and/or growers. In a typical transaction, a customer will review supplier costs, sourcing information and timing of deliveries. Once a customer has found a preferred supplier and/or distributor, a customer will place an order through our cloud portal and then the supplier and/or distributor will receive the order and make the delivery to our customer.

Recipe Management

We are developing our cloud based portal to include a database of recipes accessible to our customers. Customers will be able to scale, source and price recipes. Once completed, our customers will place orders based on the calculations provided in our recipe management portal. In addition, the database will also provide nutritional profiles and preparation instructions to ensure safety and quality control.

Inventory Management & Spend Controls

In the food industry, inventory management is essential to ensure funds are not wasted on unnecessary inventory. We are developing our system to allow our customers to track inventory, whether on-site or ordered, and set out spending controls. Our spend controls systems will allow customers to accurately budget their spending and compare anticipated spending to inventory levels.

Staffing Management

Our customers will be able to manage staffing and scheduling directly on the cloud portal. By creating an “all-in-one” system, customers will be coordinate staffing with deliveries, meal planning and inventory management. Such coordination allows customers to efficiently manage their business and reducing costs.

Patient Information System

We are also developing our portal specifically for healthcare users by including a patient information system. The patient information system will allow healthcare systems to integrate their medical records to track patient information for dining operations. Our goal is to allow healthcare users to reduce redundant data entry, mistakes, outages and wasted meals.

~~Table~~User Accessibility of ~~Contents~~our Food Service Cloud Platform

~~Financial~~We ~~Position~~are ofcurrently ~~Purchasers~~designing ~~based~~our oncloud ~~Different~~portal ~~Levels~~as a “Software as a Service” (“SaaS”), which will allow our customers to access our portal through any internet web browser. The major characteristics of ~~Share~~SaaS ~~Sales~~are: (i) customers share a single version of the software (application), (ii) customers share the same IT infrastructure and operational resources, (iii) updates are included with the service at no extra charge; (iv) customers enjoy world class security for data center operations, applications and data; (v) service level guarantees that define and ensure up time, backup and disaster recovery; (vi) ongoing maintenance, development and performance tuning; and (vii) no perpetual licenses – pay as you go pricing.

	Purchasers’ Financial Position
Percentage sold		10%		25%		50%		75%		100%
Number of shares sold		2,500,000		6,250,000		12,500,000		18,750,000		25,000,000
Total shares outstanding**		54,325,000		58,075,000		64,325,000		70,575,000		76,825,000
Offering price per share	$	0.02	$	0.02	$	0.02	$	0.02	$	0.02
GROSS PROCEEDS	$	50,000	$	125,000	$	250,000	$	375,000	$	500,000
Offering costs	$	1,683	$	1,683	$	1,858	$	2,033	$	2,708
Net proceeds, after offering costs	$	48,317	$	123,317	$	248,142	$	372,967	$	497,292
Net tangible book value per share prior to offering as at March 31, 2012	$	0.00005	$	0.00005	$	0.00005	$	0.00005	$	0.00005
Per share contribution by purchasers to increase in net tangible book value per share	$	0.01933	$	0.01973	$	0.01985	$	0.01989	$	0.01989
Total net tangible book value after offering	$	50,9903	$	125,903	$	250,728	$	375,553	$	499,878
Net tangible book value per share after offering	$	0.00094	$	0.00217	$	0.00390	$	0.00532	$	0.00651
DILUTION	$	0.01906	$	0.01783	$	0.01610	$	0.01468	$	0.01349

Traditionally, the food service industry sources, prices and orders products through traditional on-site software. Onsite software is generally dedicated to a single workspace, functions one at a time and are limited in scope and size to the internal resources that are available. In addition, traditional software requires that a client maintain adequate IT personnel to ensure that proper functionality.

The two most significant differences between cloud based software and traditional on site software programs is that the user no longer owns the software and it does not matter where the software is located. Users simply pay to use the application. SaaS can be accessed at any time and from any place from any Internet-connected device (~~continued~~PC, Laptop, Tablet or Smart Phone, etc.).

We are also in the process of developing our cloud platform to be multilingual. Initially, we anticipate that our food service cloud platform will be accessible in English, French, Portuguese, Spanish or German. By utilizing a multilingual translator, our customers will be able to source foods in regions where a foreign language may be a barrier to entry. It will also enable the creation of recipes and menus, sourcing, costing and ordering the ingredients for proper preparation and presentation and where needed clinical feedback and in multiple languages.

Sales and Market

Sale of Services

Once our food service cloud platform is operational, we intend to derive revenue from two primary sources:

Transaction Fees. Transaction fees will consist of fees charged to providers along the supply chain to access our customers. As we are in the development stage, we have yet to determine a final pricing model.

Advertising Revenue. We also plan to monetize our business by charging food providers to advertise on our food service cloud platform. The advertising rate will be determined at a later date in conjunction with the number of users.

Our ability to derive revenues is subject to a successful launch of the food service cloud platform, of which there is no assurance.

Market for Services

We are currently focused on providing our services to the food service sector, which includes institutions, restaurants and dining management. We believe that there is increasing awareness and focus of proper nutrition and the growing concern by the public in general to reduce obesity and diabetes in the U.S. Our services will provide the tools to improve the way people eat. The core business segments below represent our target markets for our food service cloud platform:

Institutions

The institutions we intend to target include hospitals, assistant living facilities, nursing homes, schools, universities and the armed forces. Hospitals, skilled nursing, assisted living, schools, universities, and armed services receive the benefit of scalable services that provide ingredients, menus, pricing of meals, and barcode inventory management. With this product, the opportunity is created to expand globally to multi-national companies offering an enterprise resource management solution to companies now using many different software platforms that do not interface and work together.

~~Table of Contents~~Restaurants

	Purchasers’ Financial Position
Percentage sold		10%			25%			50%			75%			100%
Number of shares sold		2,500,000			6,250,000			12,500,000			18,750,000			25,000,000
Capital contribution by existing shareholder	$	25,000		$	25,000		$	25,000		$	25,000		$	25,000
Previous offering capital contribution by purchasers	$	36,500		$	36,500		$	36,500		$	36,500		$	36,500
Current offering capital contributions by purchasers	$	48,317		$	123,317		$	248,142		$	372,967		$	497,292
Total capital raised through share sales	$	109,817		$	184,817		$	309,642		$	434,467		$	558,792
Percentage capital contribution by control shareholder		22.8	%		13.5	%		8.1	%		5.8	%		4.5	%
Percentage capital contribution by previous offering shareholders		33.2	%		19.7	%		11.8	%		8.4	%		6.5	%
Percentage capital contribution by current offering purchasers		44.0	%		66.8	%		80.1	%		85.8	%		89.0	%
Prior number of shares outstanding		51,825,000			51,825,000			51,825,000			51,825,000			51,825,000
Shares held by control shareholder after offering		50,000,000			50,000,000			50,000,000			50,000,000			50,000,000
Total number of shares outstanding after offering		54,325,000			58,075,000			64,325,000			70,575,000			76,825,000
Control shareholder’s percentage of ownership after offering		92.0	%		86.1	%		77.7	%		70.8	%		65.1	%
Other existing shareholder's percentage ownership after offering		3.4	%		3.1	%		2.8	%		2.6	%		2.4	%
Purchaser’s percentage of ownership after offering		4.6	%		10.8	%		19.5	%		26.6	%		32.5	%

We intend to supply a platform for all restaurants to manage their commercial kitchen operations seamlessly through the cloud.

Dining Management

We intend to enter into contracts with dining management providers and enable them to use our system in accessing recipes, menus, and inventory management applications in their daily operations. We intend this to be a cost-effective solution that improves their operations and ensures quality.

Marketing Strategy

Our objective is to be a leading provider of on-demand application services for the food service industry worldwide. The key element to our strategy is to create brand awareness by highlighting that our cloud portal is intended to extend product offerings from the current end user to each participant in the supply train, including:

Producers of food products can use our exposure to the end user to identify demand and to advertise their existing and new products to the key purchasers and users of our service.

Manufacturers can populate our data base with their exact nutrient, caloric, and allergen content of any product which will provide them a product placement and competitive advantage. Manufacturers through our service can record all information about their products into our database and track them the entire way to the consumer.

Distributors will have a link with end users allowing the end user to read and link inventories of each as well as pricing and ordering of food by the end user commercial kitchen.

End user commercial kitchen benefits by having access to the entire supply chain and knowing the complete "chain of title" to the food they serve lowering risk. The commercial kitchen through our service can take advantage due to its connectivity to, and information from the entire food supply chain enabling it to take advantage of competitive pricing, inventory management, new product offerings, and quality data for ingredient resourcing.

This marketing strategy is designed to offer our service to and bringing value to all participants in the food supply chain.

Competition

The market for food service software applications is highly competitive and subject to changing technology, shifting customer needs and frequent introductions of new products and services. Our entry into the “Cloud” has set us apart from the majority of vendors. However, the “Cloud” and the virtualization of markets are rapidly evolving. We expect completion to significantly intensify in the future and expect that new entrants will continue to enter the market and develop technologies that, if commercialized, may compete with our product.

We will also be competing with vendors of packaged dietary management software (DMS), whose software is installed by the customer directly or is hosted by first generation, application service providers (ASP) on the customer’s behalf, which requires substantial IT and hardware costs. We also compete with internally developed applications and face, or expect to face, competition from enterprise software vendors and online service providers who may develop and/or bundle DMS products with their products in the future.

Our current principal competitors include:

Computrition. Computrition is a subsidiary of Constellation Software of Canada. Computrition has a large client base.

Momentum Healthware. Momentum is a Microsoft platform dietary management solution, which primarily focuses in the skilled and long term care markets. They offer a full suite of products but have limited capabilities as it pertains to SaaS and have no cloud solution.

~~Table~~Simplified ofNutrition ~~Contents~~Online. SNO is a cloud based application focusing mainly on skilled nursing.

~~PLAN~~CBord. CBord OFis ~~DISTRIBUTION~~one of the largest competitors in the market and a subsidiary of Roper Industries. The company currently relies on a server based business model.

~~The~~Vision ~~offering~~Software. Vision ~~consists~~is of a ~~maximum~~cloud ~~number~~based ~~of 25,000,000 common shares being offered by Dane at $0~~competitor.~~02 per share with no minimum offering requirement.~~

~~Company~~Patents ~~Offering~~and Trademarks

We ~~are~~do ~~offering the shares on a "self-underwritten" basis directly through Mr. Christie our Sole officer and director named herein. Mr. Christie will~~ not ~~receive~~own, ~~any~~either ~~commissions~~legally or ~~other~~beneficially, ~~remuneration of~~ any ~~kind~~patent ~~in connection with his participation in this offering based either directly~~ or ~~indirectly on transactions in securities~~trademarks.

~~This~~Effect ~~offering is a self-underwritten offering, which means that it does not involve the participation~~ of anGovernment underwriter to market, distribute or sell the shares offered under this prospectus. This offering will terminate upon the earlier to occur of: (i) 180 days after this registration statement becomes effective with the Securities and Exchange Commission; or (ii) the date on which all 25,000,000 shares registered hereunder have been sold. Regulations

~~Mr.~~We ~~Christie~~are ~~will~~also ~~not~~subject ~~register~~to as a ~~broker-dealer~~number ~~pursuant~~of toUnited ~~Section~~States 15federal, ofstate ~~the~~and ~~Securities~~foreign ~~Exchange~~laws ~~Act~~and regulations that affect companies conducting business on the Internet, many of ~~1934~~which are still evolving and being tested in courts, and could be interpreted in ~~reliance~~ways ~~upon~~that ~~Rule~~could ~~3a4-1~~harm our business. These may involve user privacy, ~~which~~libel, ~~sets~~rights ~~forth~~of ~~those~~publicity, ~~conditions~~data ~~under~~protection, ~~which~~content, aintellectual ~~person~~property, ~~associated~~distribution, ~~with~~electronic ancontracts ~~issuer~~and ~~may~~other ~~participate~~communications, incompetition, ~~the~~protection ~~offering~~of minors, consumer protection, taxation and online payment services. In particular, we are subject to United States federal, state and foreign laws regarding privacy and protection of user data. Foreign data protection, privacy, and other laws and regulations are often more restrictive than those in the ~~issuer's~~United ~~securities~~States. United States federal, state and ~~not~~foreign laws and regulations are constantly evolving and can be ~~deemed~~subject to besignificant achange. ~~broker~~In addition, the application and interpretation of these laws and regulations is often uncertain, particularly in the new and rapidly-~~dealer~~evolving industry in which we operate.

1.In ~~Mr.~~connection ~~Christie~~with isthe ~~not~~operation ~~subject~~of toour ~~a statutory disqualification~~business, aswe anticipate that ~~term is defined in Section 3(a)(39) of~~ the ~~Act,~~primary atmarket ~~the time~~ of ~~his~~our ~~participation;~~services ~~2. Mr. Christie~~ will ~~not~~ be ~~compensated in connection with his participation by~~ the ~~payment~~healthcare ofindustry, ~~commissions~~which oris ~~other~~a ~~remuneration~~highly ~~based~~regulated ~~either~~industry. ~~directly~~Therefore, orour ~~indirectly~~customers onare ~~transactions~~subject into ~~securities;~~numerous 3.governmental ~~Mr.~~regulations, ~~Christie~~including isMedicare ~~not~~and Medicaid, ~~nor~~which ~~will~~directly heaffect ~~be at~~ the ~~time~~facilities’ ofability ~~participation~~to inpay the ~~offering,~~costs ~~an associated person~~ of aour ~~broker-dealer;~~products and 4services. ~~Mr.~~The ~~Christie~~regulations ~~meets~~on the ~~conditions~~healthcare ofindustry ~~paragraph~~as ~~(a)(4)(ii)~~it ofrelates ~~Rule~~to ~~3a4-1~~food ofservice ~~the~~create ~~Exchange~~pressure ~~Act, in that he: (A) primarily performs, or is intended primarily~~ to ~~perform~~minimize at the ~~end~~costs. ofBecause ~~the~~we ~~offering,~~deliver ~~substantial duties for or on behalf of~~ our ~~company,~~service ~~other~~as ~~than~~a intransaction ~~connection~~fee ~~with~~based ~~transactions~~service inthat ~~securities;~~it ~~and (B)~~ is ~~not~~accessible afrom ~~broker~~any orinternet ~~dealer,~~connected ~~or been an associated person of a broker or dealer~~device, ~~within~~it lowers the ~~preceding~~cost ~~twelve~~to ~~months;~~our ~~and~~healthcare ~~(C)~~clients ~~has~~significantly ~~not~~versus ~~participated~~traditional ininstalled ~~selling~~software ~~and offering securities for any issuer more than once every twelve months other than in reliance on Paragraphs (a)(4)(i) or (a)(4)(iii)~~solutions.

~~Mr.~~Research ~~Christie,~~and ~~our only control person or affiliate, does not intend to purchase any shares in this offering.~~Development

IfAs ~~applicable,~~of the ~~shares~~date ~~may not be offered or sold in certain jurisdictions unless they are registered or otherwise comply with the applicable securities laws~~ of ~~such~~this ~~jurisdictions by exemption~~prospectus, ~~qualification~~we orhave ~~otherwise.~~not Weincurred ~~intend~~any toresearch ~~sell~~and ~~the~~development ~~shares~~expenditures. However, ~~only~~we inexpect ~~the~~that ~~states~~substantial ininvestment ~~which~~into ~~this~~research ~~offering has been qualified or an exemption from the registration requirements is available,~~ and ~~purchases~~development of ~~shares~~our ~~may~~cloud befood ~~made~~and ~~only~~beverage ~~in those states~~portal.

InEnvironmental addition and without limiting the foregoing, we will be subject to applicable provisions, rules and regulations under the Exchange Act with regard to security transactions during the period of time when this Registration Statement is effective.Compliance

WeAs ~~will~~a ~~not~~software ~~use~~company, ~~public~~compliance ~~solicitation or general advertising in connection~~ with ~~the~~environmental ~~offering.~~standards ~~This~~has ~~offering~~had ~~will~~little ~~continue~~impact ~~for the earlier of: (i) 180 days after this registration statement becomes effective with the Securities and Exchange Commission, or (ii) the date~~ on ~~which all 25,000,000 shares registered hereunder have been sold~~us.

Employees

Aside from our sole executive officer, we have no employees at present.

Reports to Security holders

We file annual, quarterly and current reports and other information with the Securities and Exchange Commission. You may read and copy any reports, statement or other information that we file with the Commission at the Commission's public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the Commission at (202) 551-8090 for further information on the public reference room. These Commission filings are also available to the public from commercial document retrieval services and at the Internet site maintained by the Commission at http://www.sec.gov.

~~Table of Contents~~PROPERTIES

~~DESCRIPTION~~We OFcurrently ~~SECURITIES~~do not own any real property. Our mailing address is located at P.O. Box 9293, Coral Springs, Florida, 33065.

~~General~~LEGAL PROCEEDINGS

~~The~~We ~~authorized~~are ~~capital~~not ~~stock consists of 250,000,000 shares of common stock at~~ a ~~par~~party ~~value~~to ofany ~~$0.001~~other ~~per~~legal ~~share. We~~proceedings ~~plan~~and, to ~~offer~~our 25knowledge,~~000,000~~ ~~common~~no ~~shares~~other atlegal aproceedings ~~price~~are ~~of $0.02 per share. We will not sell any of the 25~~pending,~~000,000~~ ~~common~~threatened ~~shares~~or ~~until this Registration Statement is deemed effective~~contemplated.

~~Common~~MARKET ~~Stock~~FOR COMMON EQUITY AND RELATED SHAREHOLDER MATTERS

AsHolders of ~~May~~Our ~~31, 2012, there are 50,000,000 shares of common stock issued and outstanding. 50,000,000 restricted common shares are held by our sole officer and director, David Christie.~~Shares

~~During~~As aof ~~previous~~the ~~public~~date ~~offering~~ of ~~our~~this ~~common stock~~prospectus, ~~which~~there ~~concluded~~were on11 ~~March~~registered ~~18,~~holders ~~2012,~~of werecord ~~have~~of ~~also~~our ~~received~~common 12stock. ~~share~~We ~~subscriptions~~believe ~~from~~that ~~non-related parties for~~ a ~~total~~large number of ~~1,825,000~~stockholders ~~common~~hold ~~shares~~stock aton adeposit ~~price~~with oftheir ~~$0.02~~brokers ~~per~~or ~~share,~~investment ~~for~~bankers ~~total~~registered ~~consideration of $36,500. Shares~~ in ~~respect~~the name of ~~these~~stock ~~subscriptions have not yet been issued~~depositories.

~~Holders~~Market ~~of common stock are entitled to one vote~~ for each share on all matters submitted to a stockholder vote. Holders of common stock do not have cumulative voting rights. Therefore, holders of a majority of the shares of common stock voting for the election of directors can elect all of the directors. Holders of common stock representing a majority of the voting power of Dane’s capital stock issued and outstanding and entitled to vote, represented in person or by proxy, are necessary to constitute a quorum at any meeting of company stockholders. A vote by the holders of a majority of the outstanding shares is required to effectuate certain fundamental corporate changes such as liquidation, merger or an amendment to the articles of incorporation.Information

~~Holders~~Our shares of common stock are ~~entitled~~quoted toon ~~share~~the inOTC ~~all~~Bulletin ~~dividends~~Board ~~that~~under the ~~board~~symbol of“PORS”. The ~~directors,~~high inand ~~its~~the ~~discretion,~~low ~~declares~~bid ~~from~~prices ~~legally~~for ~~available~~our ~~funds.~~shares Infrom the ~~event~~date ofwe ~~liquidation,~~commenced ~~dissolution or winding up~~quotation, ~~each~~being ~~outstanding~~July ~~share entitles its holder to participate pro rata in all assets that remain after payment of liabilities and after providing for each class of stock~~1, ~~if any~~2013, ~~having~~to ~~preference~~our ~~over~~fiscal ~~the~~year ~~common~~ended ~~stock.~~December ~~Holders of the common stock have no pre-emptive rights~~31, no2013 ~~conversion rights~~ and ~~there~~period ~~are~~ended noSeptember ~~redemption~~30, ~~provisions~~2014 ~~applicable to the common stock.~~were:

Shareholders


QUARTER	HIGH ($)	LOW ($)
September 30, 2013	N/A	N/A
December 31, 2013	N/A	N/A
March 31, 2014	N/A	N/A
June 30, 2014	N/A	N/A
September 30, 2014	$0.60	$0.31

~~Each~~The ~~shareholder~~high ~~has~~and ~~sole~~low ~~investment~~bid ~~power~~price ~~and~~information ~~sole~~provided ~~voting~~above ~~power~~was ~~over~~obtained from the ~~shares~~OTC ~~owned~~Bulletin byBoard. The ~~such~~market ~~shareholder.~~quotations Asprovided ofreflect ~~May~~inter-dealer 31prices, ~~2012~~without retail mark-up, wemarkdown ~~had~~or ~~one~~commission ~~shareholder~~and ofmay ~~record~~not represent actual transactions.

~~INTERESTS OF~~Dividend ~~NAMED EXPERTS AND COUNSEL~~Rights

NoWe ~~expert~~have ornot ~~counsel~~declared ~~named~~any individends ~~this~~on ~~prospectus~~our ascommon ~~having~~stock ~~prepared~~since orour ~~certified~~inception and we do not expect to declare any ~~part~~dividends ofin ~~this~~the ~~prospectus~~foreseeable orfuture. ~~having~~We ~~given~~expect anto ~~opinion~~spend ~~upon~~any funds legally available for the ~~validity~~payment of dividends on the ~~securities~~exploration ~~being~~of ~~registered~~our ormineral ~~upon~~properties. ~~other~~There ~~legal~~are ~~matters~~no provisions in ~~connection~~our ~~with~~Articles ~~the~~of ~~registration~~Incorporation or ~~offering~~bylaws ofthat ~~the~~limit ~~common~~our ~~stock~~ability ~~was~~to ~~employed~~pay dividends on aour ~~contingency~~common ~~basis,~~stock. orChapter ~~had,~~78 orof isthe toNevada ~~receive,~~Revised inStatutes ~~connection with~~ (the ~~offering~~“NRS”), adoes ~~substantial~~provide ~~interest,~~certain ~~direct~~limitations oron ~~indirect,~~our inability ~~the~~to ~~registrant~~declare dividends. ~~Nor~~Section ~~was~~78.288 ~~any~~of ~~such~~Chapter ~~person~~78 ~~connected~~of ~~with~~ the ~~registrant~~NRS asprohibits aus ~~promoter,~~from ~~managing~~declaring ordividends ~~principal underwriter~~where, ~~voting~~after ~~trustee,~~giving ~~director,~~effect ~~officer,~~to orthe ~~employee.~~distribution of the dividend:

~~Michael J. Morrison, an independent legal counsel, has provided an opinion on the validity of Dane Exploration Inc.’s issuance of common stock and is presented as an exhibit to this filing.~~(a)

~~The~~we ~~financial~~would ~~statements~~not ~~included~~be inable ~~this Prospectus and in the Registration Statement have been audited by Madsen & Associates CPA's, Inc., 684 East Vine Street #3, Murray, Utah, USA 84107, Tel (801) 268-2632, Fax (801) 262-3978~~ to ~~the~~pay ~~extent~~our ~~and~~debts ~~for the period set forth in their report (which contains an explanatory paragraph regarding Dane’s ability to continue~~ as athey ~~going~~become ~~concern)~~due ~~appearing elsewhere herein and~~ in the ~~Registration~~usual ~~Statement,~~course ~~and are included in reliance upon such report given upon the authority~~ of ~~said~~business; ~~firm as experts in auditing and accounting.~~or

(b)

except as may be allowed by our Articles of Incorporation, our total assets would be less than the sum of our total liabilities plus the amount that would be needed, if we were to be dissolved at the time of the distribution, to satisfy the preferential rights upon dissolution of stockholders who may have preferential rights and whose preferential rights are superior to those receiving the distribution.

Outstanding Options, Warrants or Convertible Securities

As of the date of this prospectus, we do not have any outstanding options, warrants to purchase our shares or securities convertible into shares of our common stock.

~~Table~~FINANCIAL ~~of Contents~~STATEMENTS

DESCRIPTION OF BUSINESS


1.	Unaudited interim financial statements for the period ended September 30, 2014, including:

	(a)	Balance Sheet as of September 30, 2014;
	(b)	Statements of Operations for the six months ended September 30, 2014;
	(c)	Statement of Stockholders’ Equity (Deficiency) from inception on February 11, 2014 to September 30, 2014;
	(d)	Statements of Cash Flows for the six months ended September 30, 2014; and
	(e)	Notes to the Financial Statements.

General

Dane Exploration Inc. was incorporated on March 3, 2010, in the state of Nevada and initiated business operations as a mineral exploration company at that time. Since inception the Company has not been involved in any bankruptcy, receivership or similar proceedings, nor has it been involved in any reclassification, consolidation, or merger arrangements. The financial statements included in this Form S-1 have been prepared by the Company in accordance with accounting principles generally accepted in the United States and our fiscal year end is September 30th. Dane has been in the exploration stage since its formation and has not yet realized any revenues from its planned operations. The Company was formed for the purposes of acquiring exploration and development stage mineral properties and Dane has begun implementation of its strategic plans through the purchase of mineral exploration claims in Northwest British Columbia, Canada.

Experience of our Chief Executive Officer

David Christie was born in British Columbia, Canada where he currently resides. In 1978 he earned a Bachelor of Commerce degree from the University of British Columbia and after graduation started and successfully ran an international close-out merchandise import and wholesale business until 1994. During this period and to current date, he has also been an active investor in the stock market and follows market events closely. In 1994, Mr. Christie entered mortgage brokering field by joining Reliable Mortgage Corporation where he qualified to be licensed as a mortgage broker and worked there until 1998. In 1998, he moved to mortgage broker Rala Investments Inc, and has been registered with that firm as a mortgage broker through to the present date. From May 1995 to present date, Mr. Christie has also held the position of Manager at KYC Management Inc, a financial consulting firm. Mr. Christie expects to be able to spend up to 10 hours per week on the development of Dane Exploration Inc. at no cost to the Company.

Between 1972 to 1974, Mr. Christie held a Free Miners License issued by the British Columbia and Yukon Chamber of Mines which provided him with the right to prospect in all unclaimed areas throughout British Columbia and the Yukon Territory. His exploration and mining experience includes owning claims and directly working as an on-site prospector on a small gold and silver exploration project. This project was located in and around the Dominion-Sulphur Placer Area, Yukon, Canada and specifically focused on Dominion Creek, Gold Run Creek and Sulphur Creek. The project ran from 1972 to 1974 and the staff complement included Mr. Christie and a business partner. The partners shared responsibility for all duties including: claim staking; filing and acquisition of claims; developing an exploration plan; purchasing supplies and logistics for movement of supplies to work sites; performing exploration work; cooking and camp management; health and safety; preparation of samples for assay; assay administration; and remediation of the work-sites.

Working Capital

At March 31, 2012,we had cash on hand of $11,709 and a prepaid expenses balance of $582.

If we are successful in only selling 10% of the common shares included in this offering to raise gross proceeds of $50,000, we expect to be able to fund Phases One and Two of our exploration plans and will be able to cover administrative expenses for a period of twelve to eighteen months.

If we are not successful in selling any of the common shares included in this offering, we will not have sufficient financial resources to fund our exploration program and will have only limited funds to cover our administrative expenses. In this event, we will need to find other sources of capital and may become insolvent and fail if we are unsuccessful in these efforts.

~~Table~~Portus ofCorporation ~~Contents~~

~~Exploration~~Condensed ~~Plan~~Balance ~~Timetable~~Sheet

Our exploration plan timetable is contingent on the amounts of funds we are able to raise from this offering of our common shares. Based on the detailed budgets shown in the Use of Proceeds section (pages 15-16), we project the following timetable(9):



	September 30th 2014 (unaudited)

ASSETS

CURRENT ASSETS
Cash		$ -

Total current assets		-

Total Assets		$ -

LIABILITIES AND STOCKHOLDERS’ DEFICIT

CURRENT LIABILITIES
Accounts Payable		$ 24

Total current liabilities		24

Total Liabilities		$ 24

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS’ DEFICIT
Common shares, 250,000,000 shares with par value $0.001 authorized; 56,085,000 shares issued and outstanding as of September 30^th, 2014		$ 56,085
Additional paid-in capital		(52,985)
Accumulated deficit		(3,124)
Total stockholders’ deficit		(24)

Total Liabilities and Stockholders’ Deficit		$ -

PHASE Description	Percent of offering sold			Projected completion date based on percent of offering sold
Phase One – due diligence(1): Preliminary Geological due diligence including: purchase of maps, air photographs and publications, and review of files at British Columbia Geological Survey Branches		10	%	July 2012
		25	%	July 2012
		50	%	July 2012
		75	%	July 2012
		100	%	July 2012
Phase One – initial field work(2)(3): - Mobilization to Cassiar district and purchase of equipment & provisions - Preparation of assays and generation of maps		10	%	September 2012
		25	%	September 2012
		50	%	September 2012
		75	%	September 2012
		100	%	September 2012
Phase Two – initial drilling and trenching(4): - Mobilization to Cassiar district and purchase of equipment & provisions - Rental and logistics of drill and backhoe based on a small Kabota type tracked backhoe and use of ATV’s to access target zones - Preparation of assays and generation of maps - Preparation of analytical reports to assess samples produced from drilling and trenching		10	%	September 2013
		25	%	September 2013
		50	%	September 2013
		75	%	September 2013
		100	%	September 2013
Phase Three – extensive drilling and trenching(5)(6) - Mobilization to Cassiar district and purchase of equipment & provisions - Additional trenching work based on indications from Phase Two results - Modest diamond drilling program of approximately 1,500 to 2,500 feet based on Geophysical surveys (magnetic or induced potential) which would be used to target direction and depth of proposed target zones - Preparation of assays and generation of maps - Preparation of analytical reports to assess samples produced from drilling and trenching		10	%	Funding insufficient to undertake Phase Three
		25	%	Limited Drilling Program based on use of a man portable drill
		50	%	Moderate Diamond Drilling Program completed by September 2014(7)
		75	%	Full Diamond Drilling Program completed by September 2014(8)
		100	%	Extensive Diamond Drilling Program completed by September 2014

Notes:

(1) Due diligence is expected to be completed by July 15, 2012.

(2) In respect of the exploration goals included in this schedule, we note that bad weather and shortages of: qualified workers; available equipment; available housing; supplies and other logistical requirements, may require changes to some, or all, of the estimated completion dates in this timetable.

~~Table~~Portus ofCorporation ~~Contents~~

~~(3) The~~Condensed ~~Judy~~Statement ~~1 and McDame Mountain claim sites are located at an approximate elevation~~ of 5,000 feet and can be subject to severe winter weather conditions. The field season at this elevation generally covers a period of June 1st to October 15th. As a result, if we do not raise sufficient capital by July 15, 2012 to fund our Phase One Initial Field Work, this component of Phase One will be merged into Phase Two and our estimated completion date for Phase One Initial Field Work may be moved to July 2013.Operations

(4Unaudited) The estimated September 2013 completion date for Phase Two may be moved forward if good weather conditions were to provide an early snow melt and allow an earlier than projected entry to the work sites in spring/summer 2013.

(5) Phase Three will only be undertaken if Phases One and Two provide positive indications that further work is warranted.



	Three Months Ended September 30^th 2014		February 11^th 2014 (inception) through September 30^th 2014

OPERATING EXPENSES:
Bank Charges		$ -		$ 93
Professional fees		-		1,000
General and administrative expenses		-		876
Licenses		-		1,155
Total operating expenses		-		3,124

Net Loss		$ -		$ (3,124)

Basic and diluted loss per common share		$ (0.00)		$ (0.00)
Basic and diluted weighted average shares outstanding		56,082,011		55,078,117

(6) The estimated September 2014 completion date for Phase Three may also be moved forward if good weather conditions were to provide an early snow melt and allow an earlier than projected entry to the work sites in spring/summer 2014. Additionally, we note again that the Judy 1 and McDame Mountain claim sites are located at an approximate elevation of 5,000 feet and can be subject to severe winter weather conditions and this could inhibit any helicopter assisted drilling program and impact our planned timetable.

(7) The 'Limited Diamond Drilling Program' would consist of approximately $140,000 of funds being invested. This represents approximately 43% of the $325,000 of funds which the 'Full Diamond Drilling Program' is budgeted to require.

(8) The 'Moderate Diamond Drilling Program' would consist of approximately $225,000 of funds being invested. This represents approximately 69% of the $325,000 of funds which the 'Full Diamond Drilling Program' is budgeted to require.

(9) As detailed in the Site Service Agreement attached herein as Exhibit 10.3, all exploration costs shown in this table include a 15% service fee to be charged by the exploration site contractor.

Geological Consultant

We have an agreement (the 'Site Agreement', attached herein as Exhibit 10.3) with Mr. S.G. Diakow to provide geological consulting services and to act as our exploration site manager. Geological staff will be recruited by Mr. Diakow from geological consultants who have worked with him in the area, plus local aboriginal geological technicians and workers located in the nearby village of Good Hope Lake.

The Site Agreement will become effective once Dane has raised a minimum of $50,000 through sales of the Company's common shares subsequent to the Site Agreement execution date of July 8, 2011 and will extend until the work program agreed by Dane and Mr. Diakow has been completed. Mr. Diakow will receive a 15% service fee based on gross exploration expenditures, in addition to being reimbursed for all sub-contractor fees and wages and any out of pocket expenses. The scope of the work to be performed will be determined at the effective date of the Site Agreement and regular bi-weekly reports will be made by Mr. Diakow to Dane regarding all exploration matters.

Mr. Diakow is well known in the British Columbia mining community and is one of the most active prospectors in the Cassiar region. Mr. Diakow first worked in the Cassiar Mountains in 1974 with Union Carbide Exploration Limited and has returned almost every year since then to independently explore for both gold-silver and base metals deposits.

~~Table~~Portus ofCorporation ~~Contents~~

~~Our~~Condensed ~~Competition~~Statements of Cash Flows

The mineral exploration industry is intensely competitive in all phases. We will compete with many companies possessing greater financial resources and technical facilities than us for the acquisition of mineral concessions, claims, leases and other mineral interests as well as for the recruitment and retention of qualified employees. We must overcome significant barriers to enter into the business of mineral exploration as a result of our limited operating history.(Unaudited)

We cannot assure you that we will be able to compete in any of our business effectively with current or future competitors or that the competitive pressures faced by us will not have a material adverse effect on our business, financial condition and operating results.



	February 11^th 2014 (inception) through September 30^th 2014

Cash flows from operating activities:
Net loss for the period		$ (3,124)
Change in operating liabilities
Accounts Payable		24

Net cash used in operating activities		(3,100)

Cash flows from financing activities:
Common stock issued for cash		3,000
Contribution to capital		100

Net cash provided by financing activities		3,100

Net increase in cash		-.

Cash, beginning of period		-

Cash, end of period		$ -

Our Office

Our principal office is located at the home of our CEO. Our contact details are: Address: 3577 - 349 West Georgia Street Vancouver, British Columbia, Canada V6B 3Y4; Telephone 604.241.8972; Fax 604.241.8411; Email: dchristie@daneexploration.com. Our office premises are provided to us at no charge by David Christie, our sole director and officer.

Our Employees

Other than our officer and director, David Christie, we have no employees and use contracted services to perform legal services and our bookkeeping. Going forward, the Company will use consultants with specific skills to assist with various aspects of its project evaluation, due diligence, acquisition initiatives, corporate governance and property management.

Regulation

Canadian jurisdictions allow a mineral explorer to claim a portion of available Crown lands as its exclusive area for exploration by depositing posts or other visible markers to indicate a claimed area. In British Columbia the process of posting the area, known as staking is done online at www.mtonline.gov.bc.ca. The claims we have purchased were staked by Mr. S.G. Diakow. These claims are presently recorded in the name of S.G. Diakow and held in trust by him for the Company.

Under British Columbia, law title to British Columbia mining claims can only be held by British Columbia residents. In the case of corporations, title must be held by a British Columbia corporation. Since we are an American corporation, we can never directly possess legal mining claim to the land. In order to comply with the law we will have to incorporate a British Columbia wholly owned subsidiary-corporation and obtain audited financial statements. Once we have increased our capital through completion of our financing initiatives, we plan to incorporate a wholly-owned subsidiary in British Columbia and Mr. Diakow will transfer all claim rights to that subsidiary. As a wholly-owned subsidiary, all accounts of our planned subsidiary will be consolidated and reported with those of this Company for financial statement purposes.

If Mr. Diakow were to transfer title to another person and that deed were to be recorded in their name before we were to have the claims recorded in the name of our planned subsidiary, that other person would have superior title and we would have no title to the claims we have purchased. If this were to occur, we would have to cease or suspend operations on those claims. In this event however, Mr. Diakow will be liable to us for monetary damages for breach of his fiduciary duty to us. If that occurs, we would sue Mr. Diakow for the loss of our investment.

~~Table~~Portus ~~of Contents~~Corporation

~~The~~Notes ~~company's claims are mining leases issued pursuant~~ to ~~the~~Unaudited ~~British~~Financial ~~Columbia Mineral Act. The lessee has exclusive rights to mine and recover all of the minerals contained within the surface boundaries of the lease continued vertically downward.~~Statements

The properties are unencumbered, that is there are no claims, liens, charges or liabilities against the properties, and there are no competitive conditions that are the action of some unaffiliated third party, which could affect the properties1. ~~Further, there is no insurance covering the properties and we believe that no insurance is necessary since the properties are unimproved and contains no buildings or improvements.~~

~~Overview~~Basis of ~~Our Mineral Exploration Business~~Presentation

~~Mineral~~The ~~exploration~~accompanying isunaudited ~~essentially~~interim afinancial ~~research~~statements ~~activity~~of ~~that~~the ~~does~~Company ~~not~~have ~~produce~~been aprepared ~~product.~~in ~~Successful~~accordance ~~exploration~~with ~~often~~accounting ~~results~~principles ingenerally ~~increased~~accepted ~~project~~in ~~value~~the ~~that~~United ~~can~~States beof ~~realized~~America ~~through~~and the ~~optioning~~rules ~~or selling~~ of the ~~claimed~~Securities ~~site~~and toExchange ~~larger~~Commission, ~~companies.~~and Asshould ~~such,~~be weread ~~intend~~in toconjunction ~~acquire~~with ~~properties~~the ~~which~~Company’s weaudited ~~believe~~2013 ~~have~~annual ~~potential~~financial tostatements ~~host~~and ~~economic~~notes ~~concentrations~~thereto offiled ~~minerals.~~on ~~These~~Form ~~acquisitions~~8-K. In ~~have~~the ~~and~~opinion ~~may~~of ~~take~~management, ~~the~~all ~~form~~adjustments consisting of ~~mining~~normal ~~claims~~recurring onadjustments, ~~provincial~~necessary ~~land,~~for ora ~~leasing~~fair ~~claims,~~presentation orof ~~private~~financial ~~property~~position ~~owned~~and bythe ~~others.~~results Anof ~~“unpatented”~~operations ~~mining~~for ~~claim~~the isinterim anperiods ~~interest~~presented ~~that~~have ~~can~~been bereflected ~~acquired~~herein. The toresults ~~the~~of ~~mineral~~operations ~~rights~~for oninterim ~~open~~periods ~~lands~~are not necessarily indicative of the ~~provincially~~results ~~owned~~to ~~public~~be ~~domain.~~expected ~~Claims~~for ~~are~~the ~~staked~~full inyear. Notes ~~accordance~~to ~~with~~ the ~~rules~~financial ~~and~~statements, ~~regulations~~which ~~pursuant~~would tosubstantially ~~laws~~duplicate ofthe ~~British~~disclosure ~~Columbia~~required ~~established~~in by the ~~Ministry~~Company’s of2013 ~~Energy,~~annual ~~Mines~~financial ~~and~~statements ~~Petroleum~~have ~~Resources~~been omitted.

WeThe ~~plan~~Company tohas ~~perform~~elected ~~basic geological work~~ to ~~identify~~early ~~specific~~adopt ~~drill~~Accounting orStandards ~~trenching~~Update ~~targets~~No. ~~on the properties~~2014-10, ~~and~~Development ~~then~~Stage ~~collect~~Entities ~~subsurface samples by drilling or trenching to confirm the presence of mineralization~~ (~~the~~Topic ~~presence of economic minerals in a specific area or geological formation~~915).: WeElimination ~~may~~of ~~enter~~Certain ~~into~~Financial ~~joint~~Reporting ~~venture agreements with other companies to fund further exploration work~~Requirements. We may include in our plans properties that may have been previously identified by third parties, including prior owners such as exploration companies, as mineral prospects with potential for economic mineralization. Often these properties have been sampled, mapped and sometimes drilled, usually with indefinite results. Accordingly, such acquired projects may either have some prior exploration history or may have strong similarity to a recognized geologic ore deposit model. Our current geographic focus is on northern British Columbia. The ~~focus~~adoption of ~~our~~this ~~activity~~ASU ~~will~~allows bethe company to ~~acquire~~remove ~~properties~~the ~~that~~inception ~~we believe~~ to bedate ~~undervalued;~~information ~~including~~and ~~those~~all ~~that~~references ~~we believe~~ to ~~hold~~development ~~previously unrecognized mineral potential~~stage.

~~We also note that the Judy 1 and McDame Mountain claim properties have not yet been visited by our President and Sole Director~~2. ~~This fact potentially compromises the Company's assessment of the potential value of the claims and the Company's ability to properly assess all factors which may impact our exploration plans.~~

~~Market,~~Going ~~Customers and Distribution Methods~~Concern

~~Large~~The ~~and~~accompanying ~~well~~consolidated ~~capitalized~~financial ~~markets~~statements ~~are~~have ~~readily~~been ~~available~~prepared ~~for~~on ~~all~~a ~~metals~~going ~~and~~concern ~~precious~~basis, ~~metals~~which ~~throughout~~contemplates the ~~world.~~realization Aof ~~very~~assets ~~sophisticated~~and ~~futures~~satisfaction ~~market~~of ~~for~~liabilities in the ~~pricing~~normal ~~and~~course ~~delivery~~ of ~~future~~business. Since ~~production~~inception, ~~also~~the ~~exists.~~Company ~~The~~has ~~price~~incurred ~~for~~losses. In ~~metals~~addition, isthe ~~affected~~Company bygenerated anegative ~~number~~cash offlows ~~global~~from ~~factors,~~operations ~~including~~during ~~economic~~the ~~strength~~period ~~and~~from ~~resultant~~inception ~~demand~~through ~~for~~September ~~metals~~30, ~~for~~2014. These ~~production~~factors, ~~fluctuating~~among ~~supplies~~others, ~~mining~~raise ~~activities~~substantial ~~and~~doubt ~~production~~about bythe ~~others~~Company’s inability ~~the~~to ~~industry,~~continue ~~and~~as ~~new~~a ~~and~~going orconcern ~~reduced~~for ~~uses~~a ~~for~~reasonable ~~subject~~period ~~metals~~of time.

~~The~~If ~~mining~~necessary, ~~industry~~the isCompany ~~highly~~will ~~speculative~~pursue ~~and~~additional ofequity aand/or ~~very~~debt ~~high~~financing ~~risk~~while ~~nature.~~managing Ascash ~~such,~~flows ~~mining~~from ~~activities~~operations ~~involve~~in aan ~~high~~effort ~~degree~~to ofprovide ~~risk,~~funds ~~which~~to ~~even~~meet aits ~~combination~~obligations ofon ~~experience,~~a ~~knowledge~~timely basis and ~~careful evaluation may not be able~~ to ~~overcome.~~support ~~Few~~future ~~mining~~business ~~projects actually become operating mines~~development.

The consolidated financial statements do not contain any adjustments to reflect the possible future effects on the classification of assets or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern.

Significant Accounting Policies

Fair Value of Financial Instruments

The Company measures its financial assets and liabilities in accordance with the requirements of ASC 820, “Fair Value Measurements and Disclosures.” ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows:

~~Table~~Level 1 - Quoted prices are available in active markets for identical assets or liabilities as of ~~Contents~~the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities.

~~The~~Level ~~mining~~2 ~~industry~~- isPricing ~~subject~~inputs toare aother ~~number~~than ofquoted ~~factors,~~prices ~~including~~in ~~intense~~active ~~industry~~markets ~~competition,~~included ~~high~~in ~~susceptibility~~level to1, ~~economic~~which ~~conditions~~are ~~(such~~either asdirectly ~~price~~or ofindirectly ~~metal,~~observable ~~foreign~~as ~~currency~~of ~~exchange~~the ~~rates,~~reported date and ~~capital~~includes ~~and~~those ~~operating~~financial ~~costs),~~instruments ~~and~~that ~~political~~are ~~conditions~~valued ~~(which~~using ~~could~~models ~~affect~~or ~~such~~other ~~things~~valuation asmethodologies. These ~~import~~models ~~and~~are ~~export~~primarily ~~regulations,~~industry-standard ~~foreign~~models ~~ownership~~that ~~restrictions).~~consider ~~Furthermore~~various assumptions, ~~the~~including ~~mining~~quoted ~~activities~~forward ~~are~~prices ~~subject~~for tocommodities, ~~all~~time ~~hazards~~value, ~~incidental~~volatility tofactors, ~~mineral~~and ~~exploration,~~current ~~development~~market and ~~production~~contractual prices for the underlying instruments, as well as ~~risk~~other ofrelevant ~~damage~~economic ~~from~~measures. Substantially ~~earthquakes,~~all ~~any~~ of ~~which~~these ~~could~~assumptions ~~result~~are observable in ~~work~~the ~~stoppages,~~marketplace ~~damage~~throughout tothe orfull ~~loss~~term of ~~property~~the ~~and~~instrument, ~~equipment~~can ~~and~~be ~~possible~~derived ~~environmental~~from ~~damage.~~observable ~~Hazards~~data ~~such~~or asare ~~unusual~~supported orby ~~unexpected~~observable ~~geological~~levels ~~formations~~at ~~and~~which ~~other~~transactions ~~conditions~~ are ~~also~~executed ~~involved~~in the marketplace. Instruments in ~~mineral~~this ~~exploration~~category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options and ~~development~~collars.

~~Mineral~~Level ~~Exploration~~3 ~~Industry~~- ~~and~~Pricing ~~Licensing~~inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.

~~The mineral exploration industry is highly competitive~~4. We are a new exploration stage company and have a weak competitive position in the industry. We compete with junior and senior mineral exploration companies, independent producers and institutional and individual investors who are actively seeking to acquire mineral exploration properties throughout the world together with the equipment, labor and materials required to operate on those properties. Competition for the acquisition of mineral exploration interests is intense with many mineral exploration leases or concessions available in a competitive bidding process in which we may lack the technological information or expertise available to other bidders. Many of the mineral exploration companies with which we compete for financing and for the acquisition of mineral exploration properties have greater financial and technical resources than those available to us. Accordingly, these competitors may be able to spend greater amounts on acquiring mineral exploration interests of merit or on exploring or developing their mineral exploration properties. This advantage could enable our competitors to acquire mineral exploration properties of greater quality and interest to prospective investors who may choose to finance their additional exploration and development. Such competition could adversely impact our ability to attain the financing necessary for us to acquire further mineral exploration interests or explore and develop our current or future mineral exploration properties. We also compete with other junior mineral exploration companies for financing from a limited number of investors that are prepared to invest in such companies.

~~The~~Portus presence of competing junior mineral exploration companies may impact our ability to raise additional capital in order to fund our acquisition or exploration programs if investors perceive that investments in our competitors are more attractive based on the merit of their mineral exploration properties or the price of the investment opportunity. In addition, we compete with both junior and senior mineral exploration companies for available resources, including, but not limited to, professional geologists, land specialists, engineers, camp staff, helicopters, float planes, mineral exploration supplies and drill rigs.Acquisition

~~General~~On ~~competitive~~February ~~conditions~~11, ~~may~~2014, bewe ~~substantially~~completed ~~affected~~the byacquisition ~~various~~of ~~forms~~the assets that comprise the “Portus Cloud” business (the “Portus Assets”) from Portus Holdings Inc. (“Portus”) in which Portus Holdings Inc. received 50,000,000 shares of ~~exploration~~common stock and ~~mining~~Dane ~~legislation~~shareholders ~~and/or~~retained ~~regulation~~3,800,000 ~~introduced~~shares ~~from~~of ~~time~~common tostock. The ~~time~~acquisition byof the ~~government~~Portus ofAssets was completed pursuant to the ~~Province~~terms of ~~British~~the ~~Columbia~~Asset Purchase Agreement dated January 29, 2014 (the ~~government~~“Asset ofPurchase ~~Canada~~Agreement”) ~~and~~among Portus, the ~~governments~~Company, ofDane ~~other~~Acquisition ~~countries~~Corp. (“Dane Sub”), asour ~~well~~wholly asowned ~~factors~~subsidiary, ~~beyond~~and ~~our~~David ~~control~~Christie, ~~including~~our ~~international~~sole ~~political~~executive ~~conditions~~officer, ~~overall~~director ~~levels~~and majority stockholder at the time of ~~supply~~entering ~~and~~into ~~demand~~the ~~for~~Asset ~~mineral~~Purchase ~~exploration~~Agreement.

~~The~~Under ~~British~~the ~~Columbia~~terms ~~Ministry~~ of ~~Energy, Mines and Petroleum Resources ('BC Mines') is responsible for exploration permitting and~~ the ~~Canadian~~Asset ~~Federal~~Purchase ~~Government~~Agreement, ~~becomes~~Portus ~~involved~~transferred atto aDane ~~later~~Sub ~~stage~~all ~~when~~of ~~the~~its ~~project~~rights, istitle ~~further developed~~ and ~~meets~~interest ~~standards~~in ~~which~~and ~~requires Federal environmental permit approvals. Phase Two of our proposed exploration program will require approval of an application~~ to BCthe ~~Mines~~Portus ~~which is expected to take approximately six weeks~~Assets. ~~During~~In ~~this~~consideration ~~six~~for ~~week period BC Mines will also refer~~ the ~~permit~~Portus ~~application to aboriginal stakeholders~~Assets, ~~which~~we inissued ~~this~~to ~~case~~Portus ~~is the Dease River Band~~50,000,000 ~~for~~shares ~~a period~~ of 15our ~~days~~common stock.

The transaction is being treated as a reverse merger and recapitalization of the Portus assets as of February 11, 2014. The Portus assets are deemed to be a business in this transaction.

~~Table of Contents~~5.

InCommon the face of competition, we may not be successful in acquiring, exploring or developing profitable precious or base metal properties or interests, and we cannot give any assurance that suitable precious or base metal properties or interests will be available for our acquisition, exploration or development. Despite this, we hope to compete successfully in the mineral exploration industry by:Stock

●Subsequently ~~keeping~~on ~~our~~February ~~costs~~20, ~~low;~~2014, Portus Sold 10,000 shares attached with 5,000 warrant to an accredited investor for $3,000 under a Subscription Agreement. The exercise price of the warrant is $0.3 per share and were exercisable immediately and up to 1 year.

●On ~~relying~~February on21, ~~the~~2014, ~~strength~~Portus Corporation entered into a Consulting Agreement with Haytarr LLC. For payment Haytarr LLC accepted 275,000 shares of ~~our~~common ~~management’s~~stock. The ~~contacts;~~Company does not have an active trading market, and the Company does not have any assets, nor generates revenue. Therefore, the shares were considered to have no value.

●A ~~using~~contribution ~~our size and experience to our advantage~~ by ~~adapting~~a ~~quickly~~shareholder toof ~~changing~~$100 ~~market~~was ~~conditions~~made orin ~~responding~~February ~~swiftly to potential opportunities~~2014.

~~Intellectual~~On ~~Property~~May 20, 2014, Portus Corporation entered into a Consulting Agreement with Burkman and Associates. For payment Burkman and Associates accepted 2,000,000 shares of common stock. The Company does not have an active trading market, and the Company does not have any assets, nor generates revenue. Therefore, the shares were considered to have no value.

~~We have not filed for any protection of a trademark and we do not have any other intellectual property~~6.

~~Research~~Subsequent ~~and Development~~Events

WeOn ~~did~~October ~~not~~1, ~~incur~~2014, ~~any~~the ~~research~~Company ~~and~~entered ~~development~~into ~~expenses~~a ~~during~~10% ~~our~~convertible ~~first~~note ~~fiscal~~with ~~year~~Tangiers Investment Group, ~~which~~LLC. ~~covered~~The face value of the ~~period~~note ~~from~~is ~~March~~up 3to $220,000 ~~2010~~with ~~(inception)~~a topurchase ~~September~~price 30of $200,000. ~~2010~~The interest rate is 10%, orand it is convertible into common stock, the conversion price shall be equal to 50% of the lowest volume weighted average price of the Company’s common stock during the ~~nine~~20 ~~month~~consecutive ~~period~~trading ~~ended~~days ~~June~~prior 30to the conversion date. As of the date of filing, ~~2011~~the Company borrowed $60,500 in total, the Company only received $55,000 in cash. The remaining $5,500 was retained by the Tangiers Investment Group LLC through the original issue discount for due diligence and legal bills related to the transaction.

Reports to Security Holders

Upon effectiveness of our original Registration Statement, we became subject to the reporting and other requirements of the Exchange Act. Through filings to the EDGAR system, we now furnish our shareholders with annual reports containing financial statements audited by our independent registered public accounting firm and make available quarterly reports containing unaudited financial statements for each of the first three quarters of each fiscal year. These releases are made through the filing of Quarterly Reports on Form 10-Q, Annual Reports on Form 10-K and Current Reports on Form 8-K. This process is required by the Securities and Exchange Commission so that we meet our timely and continuous disclosure requirements. We may also file additional documents with the Commission if they become necessary in the course of our Company’s operations.

The public may read and copy any materials that we file with the SEC at the SEC's Public Reference Room at 100 F Street, NE, Washington, D.C. 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 that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. The address of that site is www.sec.gov.

Environmental Regulations

We are not aware of any material violations of environmental permits, licenses or approvals that have been issued with respect to our operations. We expect to comply with all applicable laws, rules and regulations relating to our business, and at this time, we do not anticipate incurring any material capital expenditures to comply with any environmental regulations or other requirements.

While our intended projects and business activities do not currently violate any laws, any regulatory changes that impose additional restrictions or requirements on us or on our potential customers could adversely affect us by increasing our operating costs or decreasing demand for our products or services, which could have a material adverse effect on our results of operations.

~~Table~~MANAGEMENT’S ofDISCUSSION ~~Contents~~OF FINANCIAL CONDITION AND RESULTS OF OPERATION

~~DESCRIPTION~~PLAN OF ~~PROPERTY~~OPERATION

Executive Office:

Real Estate Policies:

Dane’s management does not currently have policies regarding the acquisition or sale of real estate assets primarily for possible capital gain or primarily for income. Dane does not presently hold any investments or interests in real estate, investments in real estate mortgages or securities of or interests in persons primarily engaged in real estate activities.

Summary Description and Location

The Judy Claims are located 2 km (1.5 miles) northeast of Cassiar, British Columbia, Canada and lie at high elevation on McDame Mountain. The area has a long history of mineral exploration. The geological setting is a structurally complex area of Sylvester allochthon and Cassiar batholith granitic intrusions and, according to Mr. S.G. Diakow, appears favorable for the discovery of epithermal gold and silver deposits. The tenures comprise an area of 627.96 hectares (1551.68 acres) (see figures 4 and 5) and are road accessible at elevations from approximately 1100 meters (3600 feet) to more than 1500 meters (5000 feet). (Please see Glossary of Certain Technical Terms on page 42 for definitions of geological terms used herein).

Regional History

The general Liard mining district of northwest British Columbia since 1874 has been a prolific producer of placer gold and is the site of several important deposits of metallic and non-metallic minerals. The area has been in recent years mapped by scientists from the British Columbia provincial Ministry of Energy and Mines who expanded upon the pioneering studies of the Canadian federal Geological Survey of Canada (especially Gabrielse, 1963 and Price, 1949-53) and the formerly enigmatic geology of the area has been rationalized and revealed in publications of that Ministry. Ground acquisition prospecting and mineral explorations activities currently are being pursued at a very elevated pace with particular attention to gold, molybdenum, and base metal occurrences. Placer mining operations continue to yield important amounts of gold each year.

The Cassiar area was subjected to several episodes of mineral exploration and prospecting. The earliest of which resulted from the Hudson Bay fur buying activity on the Dease River leading to the discovery of placer gold on McDame Creek in 1874.

R. Sylvester established a trading post at the mouth of McDame Creek in 1872. The post was taken over in 1875 by the Hudson Bay Company and maintained to 1943.

Placer gold was discovered on McDame Creek in 1874 and Walker Creek in 1877.

G. M. Dawson (1889), W. Pike (1896) and C. Camsell (1954) gave accounts of travel on and near Dease River before the turn of the century. The trail from Sandpile Creek, east of Deadwood Lake, to McDame and Lower Post was described by J.D. Moodie of the Royal North-west Mounted Police in a report on a trip from Edmonton to the Yukon (1899). Equipment for the construction of Watson Lake airport in 1941 was brought by barge down Dease River from Dease Lake to Lower Post. About this time a paddle-wheel steamer was used on Dease River between Lower Post and McDame Post. After limited service the steamer was wrecked in Two Mile Rapids.

Table of Contents

Construction of the Alaska Highway in 1942-1943 contributed greatly to the development of the area. During the winter of 1946-47 Moccasin Mines Limited, with the assistance of the British Columbia government, constructed a road from the Alaska Highway to McDame Creek. This road provided the first all-land route to the area and thus stimulated prospecting and exploration.

The Cassiar Asbestos deposit was staked in 1950 and from that time the town of Cassiar grew until the mine closure in 1994.

In the middle years of the last century, helicopter usage facilitated access to the wilderness areas beyond the Stewart Cassiar Highway corridor and concomitantly geochemical survey techniques came into use. Unlike the development of the mining industry in the central parts of the province where many porphyry-type copper and copper-molybdenum deposits were discovered and, in many cases, placed in production, no similar mines resulted from that work. Several gold occurrences however received substantial amounts of exploration.

Mineral search in the Cassiar area has been mostly inactive in recent decades and, as a generalization, the area can be described as being “under-explored”.

Starting in year 2003, there has been a dramatic revival of prospecting activity in all of British Columbia. The Cassiar district has benefited from renewed enthusiasm and confidence within the mining industry that has resulted from the escalation of metal prices and the recovery of the junior mineral exploration sector. It has been the site of much claim staking and acquisition.

Description of Properties

Ownership Interest

On July 22, 2010, the Company purchased the Judy 1 claim tenure 735182 and the McDame Mountain claim tenure 821402 (collectively the ‘Judy Claims’) located in Northwest British Columbia, Canada from Mr. S.G. Diakow, an independent prospector. The Judy Claims are presently registered to Mr. S.G. Diakow and are held in trust for Dane Exploration Inc. A mineral exploration license is issued for one year. In order to maintain the claims, we must we must perform work on the claims or pay a fee in lieu of work expenditures. As long as the fees are paid, no work has to be performed to maintain the claims in good order. The renewal fees may increase in the future. The Judy Claims presently expire on August 19, 2012. We do not own any real property interest in the claims or any other property. A copy of the agreement for the purchase of the Judy Claims is attached as Exhibit 10.2 to this Registration Statement.

The Company plans to explore and potentially develop the Judy Claims. To maintain title in good standing it is necessary for the Company or its agent to perform and record physical or other acceptable work with a value of $4.00 per hectare during the first three anniversary periods of: (i) July 20, 2011 to July 19, 2012; (ii) July 20, 2012 to July 19, 2013; (iii) July 20, 2013 to July 19, 2014; and then $8.00 per hectare in subsequent anniversary year periods or pay the equivalent sum as cash in lieu of work. Failure to do work or pay the cash in lieu will result in forfeiture of title. These costs translate to $1,815 for the remainder of the first anniversary period which expires July 19, 2012 (which we have paid in advance); $2,512 per year for the next two anniversary periods ($213 of which we have paid in advance); and then $5,024 per year for each subsequent anniversary year.

Table of Contents

Access

The Judy Claims are located at high elevation in a dissected plateau terrane and for practical purposes are best accessed by 4 wheel drive vehicle or an all terrain vehicle. Highway 37, the old paved Stewart-Cassiar highway which was used to truck asbestos to the Pacific Ocean Port at Stewart, B.C. passes along the southern claim boundary of the Judy Claims. At this juncture an old mining road climbs McDame Mountain to the centre of the Judy Claims block. Over 90% of the claim block is above tree line. The claims can be easily worked by driving to the property and staying at either the village of Cassiar or at Jade City on Highway 37. A local labor force is available at the native village of Good Hope Lake 20 kilometers (12.5 miles) north along Highway 37 from the claim access road.

Climate and Vegetation

The Cassiar Mountains receive moderate precipitation but the bordering areas, Stikine Plateau to the west and Dease Plateau and Liard Plain to the east are relatively dry. Average annual precipitation over a 12-year period at Watson Lake in the Liard Plain, as reported by the Meteorological Division of the Canadian Department of Transport in 1954, was 16.75 inches. Of which 7.70 inches fell as snow (77 inches of snow). In the Cassiar Mountains the average annual precipitation averages approximately between 20 and 30 inches per year.

June, July and August, are the warmest and wettest months during which unsettled weather is experienced and showers are frequent. In early August of 2009 temperatures of 85 degrees Fahrenheit (‘F’) were recorded on eight successive days. The average daily maximum temperature during the summer months, however, is generally between 50º and 70º F.

January and February are the coldest months and temperatures may fall below -60º F. Snowfall is light in Dease River valley west of the Horseranch Range and horses have wintered successfully without cut hay for many years near the north end of the range.

The months of June, July, August and September are most suitable for prospecting although snow may hamper work in the mountains until the middle of June and after mid-September.

Much of the area is below timber-line, about 4500 feet above sea-level. White spruce and cottonwood are the largest trees and grow mainly in the moist but well-drained stream valleys. Gravel and sand terraces flanking the main streams support a growth of lodgepole pine, trembling aspen, and some birch. Black spruce and larch are abundant in poorly drained areas. Larch is particularly abundant in the valleys of Red, Deadwood and lower Dease Rivers. Dwarf birch, willow, balsam fir, slide alder, and juniper are locally abundant near timber-line. Willow grows along most of the stream courses. Willow, Labrador tea, sedges cotton grass, and peat moss are common in swamps and bogs.

Grassy slopes and meadows are found in many parts of the area and the tree-line is commonly at about 1500 metres (5000 feet).

Table of Contents

Figure 1 - Map of Canada

Table of Contents

Figure 2 - Satellite of View of Claim Area

Table of Contents

Figure 3 - Map of British Columbia

Table of Contents

Figure 4a - Map of British Columbia showing Judy Claims

Table of Contents

Figure 4b - Map of British Columbia Detailing Judy Claims Tenures

Table of Contents

Physiography

The Cassiar Mountains occupy the southwest and southern parts of the McDame map sheet National Topographic Series (NTS) 104 P. This is a rugged region exhibiting many features typical of alpine glaciations and having a maximum relief of about 4,000 feet. The principle rivers flow through the mountains in deep, relatively broad, U-shaped valleys. All streams belong to the Arctic drainage system and flow into Liard River or its tributaries. Structural trends in underlying rocks appear to be a major control for valleys of the southeasterly flowing part of Red River, Wadin Creek, and streams east of Solitary Lake. Elsewhere stream directions and structural trends in underlying bedrock are apparently not related.

Geology of Claims

The ground covered by the Judy claim group appears from maps in H. Gabrielse Memoir 319 to be underlain by Devonian Sylvester Group rocks that are in contact with Cassiar intrusives. The Judy Claims were located by map-staking following the British Columbia Mineral Titles Online process by Mr. S.G. Diakow. They are situated northeast of the Cassiar Batholith. and are located in Ancestral North America terrain in the northwesterly continuation of the Cassiar intrusives. In the vicinity of the Judy Claims there is a Cornucopia occurrence located on Quartzrock Creek about 9 kilometers east of Cassiar. This area is within the Sylvester allochthon, which is composed of Devonian-Triassic volcanic, sedimentary and ultramafic rocks, and these same rocks underlay the Judy Claims. The allochthon is locally bounded by the Cassiar batholilth to the west and overlies Paleozoic platformal rocks to the east.

Mineral Potential of the Judy 1 and McDame Mountain Claim Area

Mr. Diakow has been on the claim properties and reports that the properties have not previously been drilled; and that numerous quartz veins can be observed. These veins have not been sampled and therefore little is known about mineralization associated with the veins.

Regional Geology

Within the Cassiar–area, stratified, consolidated rocks of marine origin range in age from Proterozoic to Mississippian. The assemblage has been folded and faulted, and intruded by Mesozoic granitic rocks. The Intermontane Belt at this latitude is composed of predominantly Mesozoic arc volcanic and arc-derived sedimentary rocks some Tertiary sediments and basalts occur locally.

The Cassiar mining district is geologically varied and complex (Figure 5). It is bordered to the west by a series of small mountain ranges raised plateau’s and large fjord like lakes including some that are over a hundred miles in length. The plateaus are dominated by Mesozoic strata of mixed volcanic and volcanogenic formations. The central sector is a more mature terrain underlain by Devonian and Mississippian meta sediments of the Sylvester Group whereas the Intermontane Belt at this latitude is composed of predominantly Mesozoic arc volcanic and arc-derived sedimentary rocks. Sylvester Group sedimentary rocks of oceanic origin are intruded by the Cassiar Batholith. These intrusive rocks are made up of Quartz monzonite, granodiorite, granite, pegmatites, aplite and porphyritic granite.

The district is structurally complex, with numerous northwesterly-striking fault complexes, some of which are of crustal scale and profound and can be traced far from the area of concern in this report, others are splays that create imbrications or slivers of the various formations.

Several contrasting geological terrains are present in the Cassiar (Liard) mining district. Each has the potential to host important mineral deposits. Gold quartz veins are found where granitic intrusions are in contact with Meta sediments but are mainly significant as probable sources of placer gold. Other possible deposits include molybdenum, asbestos magnesium, and massive sulphide copper–zinc deposits. The strong fault zones and related structures offer opportunities to locate mineral deposits associated with hydrothermal systems that may have exploited the fractures and other weaknesses.

Table of Contents

Figure 5 - GEOLOGY OF JUDY CLAIMS

Table of Contents

LEGEND FOR GEOLOGY MAP

Red Color

JURASSIC AND/OR CRETACEOUS

Cassiar Intrusions: Quartz monzonite, granodiorite; granite, pegmatite, aplite, porphyritic granite

Green Color

DEVONIAN AND MISSISSIPPIAN

Sylvester Group: greenstone, chert-quartz arenite, chert, argillite, slate, quartzite, greywacke, limestone, conglomerate.

Magenta color

ORDOVICIAN, SILURIAN AND DEVONIAN

Sandpile Group: dolomite, cherty dolomite, dolomite breccias, sandy dolomite, dolomitic sandstone, sandstone, quartzite.

Blue Color

LOWER CAMBRIAN

Limestone, dolomite, slate, argillite; sandy limestone, red and green slate, shale, limestone.

(Source: geology by L.L. Price, 1949 and H. Gabrielse, 1950 – 1954)

REFERENCES

Gabrielse. H., (1964, McDame Map Area, Cassiar District, British Columbia (104P), Geol. Surv. Canada, Memoir 319, 60 p.

Bostock, H. S., (1948), Physiography of the Canadian Cordillera, with special reference to the area north of the fifty-fifth parallel, Geol. Surv. Canada. Memoir 247, 101 p.

Christie. R. L., (1957), Bennett, Cassiar District, British Columbia, Geol. Surv. Canada preliminary series map 19-1957.

Howell, William A.: Bridge, David J., (1995), Assessment Report on Diamond Drilling Performed by International Taurus Resources Inc. on the Cornucopia Claim Group, Liard Mining District. Assessment Report 24222. submitted to Ministry of Energy and Mines

1987 British Columbia Department of Mines Assessment Reports, Assessment Report on Diamond Drilling Performed by International Taurus Resources Inc. on the Cornucopia Claim Group, Liard Mining District. Assessment Report 16777 submitted to Ministry of Energy and Mines.

Table of Contents

Overview of Regulatory, Economic and Environmental Issues

All Canadian lands and minerals which have not been granted to private persons are owned by either the federal or provincial governments in the name of Her Majesty. Un-granted minerals are commonly known as Crown minerals. Ownership rights to Crown minerals are vested by the Canadian Constitution in the province where the minerals are located. In the case of the company's property, that is the Province of British Columbia. In the nineteenth century the practice of reserving the minerals from fee simple Crown grants was established. Legislation now ensures that minerals are reserved from Crown land dispositions. The result is that the Crown is the largest mineral owner in Canada, both as the fee simple owner of Crown lands and through mineral reservations in Crown grants. Most privately held mineral titles are acquired directly from the Crown. The company's property is one such acquisition. Accordingly, fee simple title to the company's property resides with the Crown.

Underground metal mines generally involve higher grade ore bodies. Less tonnage is mined underground, and generally the higher grade ore is processed in a mill or other refining facility. This process results in the accumulation of waste by-products from the washing of the ground ore. Mills require associated tailings ponds to capture waste by-products and treat water used in the milling process.

Capital costs for mine, mill and tailings pond construction can easily run into the hundreds of millions of dollars. These costs are factored into the profitability of a mining operation. Metal mining is sensitive to both cost considerations and to the value of the metal produced. Metals prices are set on a world-wide market and are not controlled by the operators of the mine. Changes in currency values or exchange rates can also impact metals prices. Thus changes in metals prices or operating costs can have a huge impact on the economic viability of a mining operation.

Environmental protection and remediation is an increasingly important part of mineral economics. Estimated future costs of reclamation or restoration of mined land are based principally on legal and regulatory requirements. Reclamation of affected areas after mining operations may cost millions of dollars. Often governmental permitting agencies are requiring multi-million dollar bonds from mining companies prior to granting permits, to insure that reclamation takes place. All environmental mitigation tends to decrease profitability of the mining operation, but these expenses are recognized as a cost of doing business by modern mining and exploration companies.

Mining and exploration activities are subject to various laws and regulations governing the protection of the environment. These laws and regulations are continually changing and are generally becoming more restrictive. We conduct our operations so as to protect the public health and environment and our operations are presently in compliance with applicable laws and regulations in all material respects. We expect in the future to make expenditures to comply with such laws and regulations, but cannot predict the full amount of such future expenditures.

Every mining activity has an environmental impact. In order for a proposed mining project to be granted the required governmental permits, mining companies are required to present proposed plans for mitigating this impact. In the British Columbia, where our properties are located, no mine can operate without obtaining a number of permits. These permits address the social, economic, and environmental impacts of the operation and include numerous opportunities for public involvement and comment.

Table of Contents

Compliance with Government Regulation

We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to the exploration of minerals in Canada generally, and in British Columbia specifically.

We will have to sustain the cost of reclamation and environmental mediation for all exploration and development work undertaken. The amount of these costs is not known at this time as we do not know the extent of the exploration program that will be undertaken beyond completion of the currently planned work programs. Because there is presently no information on the size, tenor, or quality of any resource or reserve at this time, it is impossible to assess the impact of any capital expenditures on earnings or our competitive position in the event a potentially economic deposit is discovered.

If we enter into production, the cost of complying with permit and regulatory environment laws will be greater than in the exploration phases because the impact on the project area is greater. Permits and regulations will control all aspects of any production program if the project continues to that stage because of the potential impact on the environment.

Examples of regulatory requirements include:

1. Water discharge will have to meet water standards; 2. Dust generation will have to be minimal or otherwise re-mediated; 3. Dumping of material on the surface will have to be re-contoured and re-vegetated; 4. An assessment of all material to be left on the surface will need to be environmentally benign; 5. Ground water will have to be monitored for any potential contaminants; 6. The socio-economic impact of the project will have to be evaluated and, if deemed negative, will have to be re-mediated; and 7. There will have to be a report on the impact of the work on the local fauna and flora.

Plan of Exploration

A detailed plan of exploration for our properties can be found further in this Prospectus on page 66 under the section titled “Management’s Discussion and Analysis”.

Glossary of Certain Technical Terms

Many of the following terms and definitions have been taken from Glossary of Geology, Fourth Edition, Julia A. Jackson, editor, American Geological Institute, Alexandria, Virginia, 1997 and are used in the technical descriptions in this registration statement.

Aplite	In petrology, the name given to intrusive rock in which quartz and feldspar are the dominant minerals.
Assay	A chemical test performed on a sample of ores or minerals to determine the amount of valuable metals contained.
Basalt	Basalt is a common extrusive volcanic rock. It is usually grey to black and fine-grained due to rapid cooling.
Base metal	Any non-precious metal (e.g. copper, lead, zinc, nickel, etc.).
Batholith	A body of crystalline plutonic rock, may be homogeneous or compounded from more than one magmatic source: area in outcrop or subcrop in excess of 100 square kms.

Table of Contents

Development	Work carried out for the purpose of opening up a mineral deposit and making the actual ore extraction possible.
Devonian	The Devonian is a geologic period and system of the Paleozoic Era spanning from 416 to 359.2 million years ago.
Diamond Drill	A rotary type of rock drill that cuts a core of rock that is recovered in long cylindrical sections, two centimeters or more in diameter.
Dip	The angle at which a vein, structure or rock bed is inclined from the horizontal as measured at right angles to the strike. A vein is a mineralized zone having a more or less regular development in length, width and depth, which clearly separates it from neighboring rock. A strike is the direction or bearing from true north of a vein or rock formation measured on a horizontal surface.
Drift	A horizontal underground opening that follows along the length of a vein or rock formation as opposed to a cross-cut which crosses the rock formation.
Epithermal	Refers to the process of near surface ore deposition by fluids from an intrusive source, see also mesothermal; said of a mineral deposit formed within about 1km of the earth’s surface and in the temperature range 50-200 degrees C. occurring mainly as veins. Also said of that environment.
Exploration	Work involved in searching for ore, usually by drilling or driving a drift.

Fracture A break in the rock, the opening of which allows mineral bearing solutions to enter. A “cross-fracture” is a minor break extending at more-or-less right angles to the direction of the principal fractures. Geophysical Survey Indirect methods of investigating the subsurface geology using the applications of physics including electric, gravimetric, magnetic, electromagnetic, seismic, and radiometric principles. Grade The average assay of a ton of ore, reflecting metal content. Granite A common, coarse-grained, light-colored, hard igneous rock consisting chiefly of quartz, orthoclase or microcline, and mica. Granodiorite Granodiorite (rock), medium- to coarse-grained rock that is among the most abundant intrusive igneous rocks. Host Rock The rock surrounding an ore deposit. Intrusive Rocks A rock formation that intrudes into a host rock. A body of igneous rock is formed by the consolidation of magma intruded into other rocks, in contrast to lavas, which are extruded upon the surface. Limestone A bedded, sedimentary deposit consisting chiefly of calcium carbonate. Massive sulphide Massive sulfide ore deposits are a type of metal sulfide ore deposit, mainly Cu-Zn-Pb.

Table of Contents

Mesothermal	Refers to a mineral deposit formed at moderate depth hence at “moderate” temperature and pressures. Said of a hydrothermal mineral deposit formed at considerable depth and in the temperature range of 200-300 degrees C. Also said of that environment.
Mesozoic	The Mesozoic Era is a period from about 250 million years ago to about 67 million years ago. It is called the Age of Dinosaurs because most dinosaurs lived in this period.
Mill	A processing plant that produces a concentrate of the valuable minerals or metals contained in an ore. The concentrate must then be treated in some other type of plant, such as a smelter, to affect recovery of the pure metal, recovery being the percentage of valuable metal in the ore that recovered by metallurgical treatment.
Mine Development	The work carried out for the purpose of opening up a mineral deposit and making the actual ore extraction possible.
Mineral	A naturally occurring homogeneous substance having definite physical properties and chemical composition and, if formed under favorable conditions, a definite crystal forms.

Mineral Reserve	The economically mineable part of a measured or indicated mineral resource. Appropriate assessments, often called feasibility studies, have been carried out and include consideration of and modification by realistically assumed mining, metallurgical, economic, marketing, legal, environmental, social, and governmental factors. These assessments demonstrate, at the time of, that extraction is reasonably justified. Mineral reserves are sub-divided, in order of increasing confidence, into probable and proven categories. A probable reserve is the economically mineable part of an indicated (and in certain circumstances, measured) resource. A proven reserve is the economically mineable part of a measured resource.
Mineral Resource	A deposit or concentration of natural, solid, inorganic or fossilized organic substance in such quantity and at such grade or quality that extraction of the material at a profit is currently or potentially possible. Mineral resources are sub-divided, in order of increasing geological confidence, into inferred, indicated and measured categories. An inferred resource designation comes from limited sampling data insufficient for verification of deposit quantity and quality, but it is usually supported by limited geological, geochemical and geophysical data. An indicated resource designation comes from sampling data spaced closely enough to allow certain assumptions of deposit quantity and quality and to clearly establish its mineral content. Finally, a measured resource designation comes from sampling data spaced closely enough to allow confirmation of deposit quantity and quality and to allow a preliminary evaluation of the economic viability of the deposit.
Mineralized Material Deposit	A mineralized body, which has been delineated by appropriate drilling and/or underground sampling to support a sufficient tonnage and average grade of metal(s). Under SEC or standards, such a deposit does not qualify as a reserve until a comprehensive evaluation, based upon unit cost, grade, recoveries, and other factors, conclude economic feasibility.
Mississippian	The fifth period of the Paleozoic Era beginning about 350 million years ago and ending about 320 million years ago. The Mississippian System (referring to rocks) or Period (referring to the time during which these rocks were deposited) is employed in North America as the lower (or older) subdivision of the Carboniferous, as used in Europe and on other continents.
Pegmatites	A pegmatite is a very coarse-grained, intrusive igneous rock composed of interlocking grains usually larger than 2.5 cm in size.

Table of Contents

Porphyritic Granite	Granite rock with two grain sizes, containing large crystals (phenocrysts) of orthoclase feldspar (reddish) and smaller granite-size grains of quartz.
Proterozoic	The Proterozoic eon is an interval of geologic time of nearly 2 billion years extending from about 2500 million years ago (‘mya’) to about 542 mya.
Quartz Monzonite	Quartz monzonite (or adamellite) is an intrusive igneous rock that has an approximately equal proportion of orthoclase and plagioclase feldspars.
Tertiary Sediments	The Tertiary record of the sediments is essentially restricted to the Paleogene strata (namely, those of Paleocene–late Oligocene age).

Table of Contents

LEGAL PROCEEDINGS

There are no material, active or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceedings or pending litigation. There are no proceedings in which any of our officer and director, or any registered or beneficial shareholders are an adverse party or has a material interest adverse to us.

MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

No Public Market for Common Stock

There is presently no public market for the common stock. Dane anticipates applying for trading of the common stock on the OTCBB subsequent to the effectiveness of this Registration Statement of which this prospectus forms a part. However, Dane can provide no assurance that its shares will be traded on the OTCBB or, if traded, that a public market will materialize.

Holders of the Common Stock

As of the date of this Registration Statement, Dane had one (1) registered shareholder. David Christie, sole officer and director currently owns 50,000,000 common shares, which represent 100% of the issued and outstanding common stock and during a previous public offering of our common stock, which concluded on March 18, 2012, we also have received 12 share subscriptions from non-related parties for a total of 1,825,000 common shares at a price of $0.02 per share, for total consideration of $36,500. Shares in respect of these subscriptions have not yet been issued as of the date of this Registration Statement.

Dividend Policy

We anticipate that we will retain any earnings to support operations and to finance the growth and development of our business. Therefore, we do not expect to pay cash dividends in the foreseeable future. Any further determination to pay cash dividends will be at the discretion of our board of directors and will be dependent on the financial condition, operating results, capital requirements and other factors that our board deems relevant. We have never declared a dividend.

Equity Compensation Plan

To date, Dane has no equity compensation plan, has not granted any stock options and has not granted registration rights to any person(s).

Table of Contents

FINANCIAL STATEMENTS

Our financial statements, together with the report of auditor, are as follows:

INDEX TO

FINANCIAL STATEMENTS

	Page
Unaudited interim financial statements for the three and six month periods ending March 31, 2012 and March 31, 2011; and the Exploration Stage period of March 3, 2010 to March 31, 2012:
Balance Sheets	49
Statements of Operations	50
Statements of Cash Flows	51
Notes to Financial Statements	52
Audited financial statements for the fiscal years ended September 30, 2011 and September 30, 2010; and the Exploration Stage period of March 3, 2010 to September 30, 2011:
Report of Independent Registered Public Accounting Firm	58
Balance Sheets	59
Statements of Operations	60
Statement of Stockholders’ Equity	61
Statements of Cash Flows	62
Notes to Financial Statements	63

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Balance Sheets

	March 31, 2012 (unaudited)			September 30, 2011 (See Note 1)
ASSETS
CURRENT ASSETS
Cash	$	11,709		$	197
Prepaid expenses		582			350
Total current assets		12,291			547
Total assets	$	12,291		$	547
LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY
CURRENT LIABILITIES
Accounts payable	$	2,000		$	10,315
Shareholder advances (Note 5)		7,705			5,725
Total current liabilities		9,705			16,040
Total liabilities		9,705			16,040
COMMITMENTS AND CONTINGENCIES
(Note 6)		—			—
STOCKHOLDERS’ EQUITY (DEFICIT)
Stockholders’ Equity (Deficit) (Note 7):
Common shares, 250,000,000 shares with par value $0.001 authorized; 50,000,000 shares issued and outstanding at March 31, 2012 and September 30, 2011 (Note 7)	$	50,000		$	50,000
Paid-in Capital		(25,000	)		(25,000	)
Shares subscribed but unissued (Note 8)		36,500			—
Accumulated deficit in the exploration stage		(58,914	)		(40,493	)
Total stockholders’ equity (deficit)		2,586			(15,493	)
Total liabilities and stockholders’ equity (deficit)	$	12,291		$	547

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

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Statements of Operations

(Unaudited)

	Three months ended March 31, 2012			Three months ended March 31, 2011			Six months ended March 31, 2012			Six months ended March 31, 2011			March 3, 2010 (inception) through March 31, 2012
EXPENSES:
Exploration expenses	$	1,577		$	—		$	2,280		$	572		$	3,591
Professional and consultant fees		12,233			4,000			12,233			9,000			38,071
Administrative expenses		3,480			1,684			3,908			3,059			9,752
Mineral properties impairment		—			—			—			—			7,500
Total expenses		17,290			5,684			18,421			12,631			58,914
Net (Loss)	$	(17,290	)	$	(5,684	)	$	(18,421	)	$	(12,631	)	$	(58,914	)
Loss per common share, basic and diluted	$	Nil		$	Nil		$	Nil		$	Nil
Weighted average shares outstanding, basic and diluted		50,000,000			50,000,000			50,000,000			50,000,000

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

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Statements of Cash Flows

(Unaudited)

	Six months ended March 31, 2012			Six months ended March 31, 2011			March 3, 2010 (inception) through March 31, 2012
Cash flows from operating activities:
Net loss for the period	$	(18,421	)	$	(12,631	)	$	(58,914	)
Reconciling adjustments:
Adjustments to reconcile net loss to net cash used in operating activities:
Mineral property impairments		—			—			7,500
Net change in operating assets and liabilities
Prepaid expenses		(232	)		(350	)		(582	)
Accounts payable		(8,315	)		84			2,000
Net cash (used) by operating activities		(26,968	)		(12,897	)		(49,996	)
Cash flows from investing activities:
Purchase of mineral properties		—			—			(7,500	)
Net cash (used) by investing activities		—			—			(7,500	)
Cash flows from financing activities:
Common stock issued for cash		—			—			25,000
Cash proceeds from shares subscribed but unissued		36,500			—			36,500
Cash proceeds from shareholder advances		1,980			725			7,705
Net cash provided by financing activities		38,480			725			69,205
Net increase (decrease) in cash		11,512			(12,172	)		11,709
Cash, beginning of period		197			12,367			—
Cash, end of period	$	11,709		$	195		$	11,709

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

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Notes to Financial Statements

(Unaudited)

Note 1 – Basis of Presentation

The unaudited financial statements included herein have been prepared by Dane Exploration Inc. (the “Company”) in accordance with accounting principles generally accepted in the United States for interim financial information. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted as allowed by such rules and regulations, and the Company believes that the disclosures are adequate to make the information presented not misleading. These unaudited financial statements of the Company as of March 31, 2012 have been prepared without audit pursuant to the rules and regulations of the Securities Exchange Commission.

It is suggested that these financial statements be read in conjunction with the September 30, 2011 audited financial statements and the accompanying notes included in the Company’s Form 10-K filed with the Securities and Exchange Commission. The results of operations for the interim periods are not necessarily indicative of the results for the full year. In management’s opinion all adjustments necessary for a fair presentation of the Company’s financial statements are of a normal recurring nature and are reflected in the interim periods included.

Amounts shown for September 30, 2011 are based upon the audited financial statements of that date.

Note 2 – Summary of Significant Accounting Policies

This summary of significant accounting policies is presented to assist in understanding Dane Resources Inc.’s financial statements. The financial statements and notes are representations of the Company’s management, who are responsible for their integrity and objectivity. These accounting policies conform to generally accepted accounting principles in the United States of America and have been consistently applied in the preparation of the financial statements, which are stated in U.S. Dollars.

The financial statements reflect the following significant accounting policies:

Exploration Stage Company

The Company is an exploration stage company. The Company is devoting substantially all of its present efforts to establish a new business and none of its planned principal operations have commenced. As an exploration stage enterprise, the Company discloses the deficit accumulated during the exploration stage and the cumulative statements of operations and cash flows from inception to the current balance sheet date.

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Notes to Financial Statements

(Unaudited)

Exploration Costs and Mineral Property Right Acquisitions

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles 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 period. Actual results could differ from those estimates.

Earnings or (Loss) per Share

Basic loss per share is calculated by dividing the net loss available to common stockholders by the weighted average number of common shares outstanding for the period. The denominator in this calculation is adjusted to reflect any stock splits or stock dividends.

Diluted loss per share is calculated using the treasury method which requires the calculation of diluted loss per share by assuming that any outstanding stock options with an average market price that exceeds the average exercise prices of the options for the year, are exercised and the assumed proceeds are used to repurchase shares of the Company at the average market price of the common shares for the year. An incremental per share effect is then calculated for each option. The denominator of the diluted loss per share formula is the number common shares outstanding at balance sheet date plus the incremental shares assumed to be issued from treasury for option exercises, less the number of shares assumed to be repurchased, weighted by the period they are assumed to be outstanding. This dilution calculation did not affect current fiscal year results because the Company does not have an Option Plan and has not issued any stock options; nor equity security equivalents such as warrants.

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Notes to Financial Statements

(Unaudited)

Stock-based Compensation

The Company follows ASC 718-10, Stock Compensation, which addresses the accounting for transactions in which an entity exchanges its equity instruments for goods or services, with a primary focus on transactions in which an entity obtains employee services in share-based payment transactions. ASC 718-10 requires measurement of the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). Incremental compensation costs arising from subsequent modifications of awards after the grant date must be recognized. The Company has not adopted a stock option plan and has not granted any stock options; nor has it made any awards of stock, or stock equivalents.

Estimated Fair Value of Financial Instruments

ASC 820, "Fair Value Measurements", requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. It establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument's categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. It prioritizes the inputs into three levels that may be used to measure fair value:

Level 1:

Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

Level 2:

Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

Level 3:

Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

The Company's financial instruments consist principally of cash, accounts payable, and shareholder advances. Pursuant to ASC 820, the fair value of our cash is determined based on "Level 1" inputs, which consist of quoted prices in active markets for identical assets. We believe that the recorded values of all of our other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.

It is management’s opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Notes to Financial Statements

(Unaudited)

Income Taxes

The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been recognized in the Company’s financial statements or tax returns using the liability method. Under this method, deferred tax liabilities and assets are determined based on the temporary differences between the financial statement carrying amounts and tax bases of assets and liabilities using enacted rates in effect in the years during which the differences are expected to reverse and upon the possible realization of net operating loss carry-forwards. Additionally, the Company has not recognized any amount for a tax position taken or expected to be taken on its tax return, or for any interest or penalties.

Valuation of Long-Lived Assets

The Company will periodically analyze its long-lived assets for potential impairment, assessing the appropriateness of lives and recoverability of unamortized balances through measurement of undiscounted operation cash flows on a basis consistent with accounting principles generally accepted in the United States of America.

Start-up Costs

The Company expenses the cost of start-up activities, including organizational costs, as those costs are incurred.

Foreign Currency

The books of the Company are maintained in United States dollars and this is the Company’s functional and reporting currency. Transactions denominated in other than the United States dollar are translated as follows with the related transaction gains and losses being recorded in the Statements of Operations:

(i) Monetary items are recorded at the rate of exchange prevailing as at the balance sheet date;

(ii) Non-Monetary items including equity are recorded at the historical rate of exchange; and

(iii) Revenues and expenses are recorded at the period average in which the transaction occurred.

Cash and Cash Equivalents

The Company considers cash and cash equivalents to consist of cash on hand and demand deposits in banks with an initial maturity of 90 days or less.

Risks and Uncertainties

The Company is subject to substantial business risks and uncertainties inherent in starting a new business. There is no assurance that the Company will be able to generate sufficient revenues or obtain sufficient funds necessary for launching a new business venture.

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Notes to Financial Statements

(Unaudited)

Recent Accounting Pronouncements

Various accounting pronouncements have been issued during 2012 and 2011, none of which are expected to have a material effect on the financial statements of the Company.

Note 3 – Going Concern

Generally accepted accounting principles in the United States of America contemplate the continuation of the Company as a going concern. However, the Company had a net loss for the six month period ended March 31, 2012 of $(18,421); has accumulated losses of $(58,914) since inception on March 3, 2010; and has limited business operations, which raises substantial doubt about the Company’s ability to continue as a going concern. The continuation of the Company is dependent upon the success of its continued offering of shares to the public and the continuing financial support of stockholders of the Company. As of March 31, 2012, we projected the Company would need additional cash resources to operate during the upcoming 12 months and the Company intends to attempt to acquire additional operating capital through its public offering of shares. However, there is no assurance that any equity or debt offerings will successfully raise sufficient funds to assure the eventual profitability of the Company. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

NOTE 4 – Acquisition of Mineral Properties and Impairments on Mineral Properties

On July 22, 2010, the Company purchased the Judy Mineral Claims located in Northwest British Columbia, Canada from an independent prospector, for cash of $7,500. As of September 30, 2010, the Company had indicators that the cost of this investment may not be recoverable. Accordingly, it conducted a cash flows analysis and based on that analysis determined the investment was impaired..Accordingly, the Company recorded an impairment loss of $7,500

NOTE 5 – Related Party Transactions & Shareholder Advances

During the three month period ended March 31, 2012, our president advanced the Company $1,980 ($7,705 has been advanced since inception). The shareholder advances are non-interest bearing and payable on demand.

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Notes to Financial Statements

(Unaudited)

NOTE 6 – Commitments and Contingencies

In order to maintain its mineral claim tenure titles in good standing it is necessary for the Company or its agent to perform and record physical or other acceptable work with a value of $3.94 per hectare during fiscal years 2012 to 2014 and $7.89 per hectare in subsequent years or pay the equivalent sum as cash in lieu of work. Failure to do work or pay the cash in lieu will result in forfeiture of title. These costs translate to $278 for the balance of fiscal year 2012; $2,474 per year for fiscal years 2013 to 2014; and $4,955 subsequently.

The Judy 1 claim Tenure 735182 and the McDame Mountain claim Tenure 821402 each now have an expiry date of August 19, 2012. During the period ended March 31, 2012, these new claim tenure dates were established through the payment of $2,280 to the Government of British Columbia for fees in lieu of exploration work performed. These payments were made by the Company's agent and reimbursed to him by the Company.

NOTE 7 – Common Stock

On July 16, 2010 the Company issued 50,000,000 shares of its common stock to its President for cash. This transaction was valued at a board approved value of $0.0005 per share for total proceeds of $25,000. Because the transaction price of the founder’s shares was below par value of $0.001, a discount to Paid in Capital of $(25,000) has been recorded.

NOTE 8 – Shares Subscribed but Unissued

During the three month period ended March 31, 2012, the Company received 12 share subscriptions from non-related parties for a total of 1,825,000 common shares at a price of $0.02 per share, for total consideration of $36,500.

Table of Contents

Report of Independent Registered Public Accounting Firm

To Board of Directors and

Stockholders of Dane Exploration Inc.

(an Exploration Stage Company)

We have audited the accompanying balance sheets of Dane Exploration Inc. (an Exploration Stage Company) (the Company) as of September 30, 2011 and 2010, and the related statements of operations, stockholders’ (deficit) equity, and cash flows for the year ended September 30, 2011, the period March 3, 2010 (date of inception) to September 30, 2010, and the period March 3, 2010 (date of inception) to September 30, 2011. The Company’s management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our 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, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Dane Exploration Inc. (an Exploration Stage Company) as of September 30, 2011 and 2010, and the results of its operations and its cash flows for the year ended September 30, 2011, the period March 3, 2010 (date of inception) to September 30, 2010, and the period March 3, 2010 (date of inception) to September 30, 2011, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company will need additional working capital to service its debt and for its planned activity, which raises substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are described in the notes to the financial statements. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Madsen & Associates CPA’s, Inc.

Murray, Utah

January 10, 2012

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Balance Sheets

	September 30, 2011			September 30, 2010
ASSETS
CURRENT ASSETS
Cash	$	197		$	12,367
Prepaid expenses		350
Total current assets		547			12,367
Total assets	$	547		$	12,367
LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY
CURRENT LIABILITIES
Accounts payable	$	10,315		$	—
Shareholder advances (Note 5)		5,725			—
Total current liabilities		16,040			—
Total liabilities	$	16,040		$	—
COMMITMENTS AND CONTINGENCIES
(Note 6)		—			—
STOCKHOLDERS’ (DEFICIT) EQUITY
Common shares, 250,000,000 shares with par value $0.001 authorized; 50,000,000 shares issued and outstanding at September 30, 2011 and September 30, 2010 (Note 7)		50,000			50,000
Paid-in Capital (Note 7)		(25,000	)		(25,000	)
Accumulated deficit in the exploration stage		(40,493	)		(12,633	)
Total stockholders’ (deficit) equity		(15,493	)		12,367
Total liabilities and stockholders’ (deficit) equity	$	547		$	12,367

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

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Statements of Operations

	Year ended September 30, 2011			March 3, 2010 (inception) to September 30, 2010			March 3, 2010 (inception) to September 30, 2011
EXPENSES:
Exploration costs	$	1,311		$	—		$	1,311
Professional & consultant fees		20,838			5,000			25,838
Administrative expenses		5,711			133			5,844
Impairment of mineral properties		—			7,500			7,500
Total expenses	$	27,860		$	12,633		$	40,493
Net (loss) from Operations		(27,860	)		(12,633	)		(40,493	)
Net (loss)	$	(27,860	)	$	(12,633	)	$	(40,493	)
Loss per common share	$	Nil		$	Nil
Weighted average shares Outstanding		50,000,000			18,160,377

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

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Statement of Stockholders’ (Deficit) Equity

From March 3, 2010 (Inception) to September 30, 2011

	Common Shares		Common Stock		Paid-in Capital			Deficit Accumulated During Exploration Stage			Total Stockholders’ (Deficit) Equity
Balance at March 3, 2010 (inception)		—		—		—			—			—
Common shares issued for cash at $0.0005 July 16, 2010		50,000,000	$	50,000	$	(25,000	)	$	—		$	25,000
Net loss for year ended September 30, 2010		—	$	—	$	—		$	(12,633	)	$	(12,633	)
Balance, September 30, 2010		50,000,000	$	50,000	$	(25,000	)	$	(12,633	)	$	12,367
Net loss for year ended September 30, 2011		—	$	—	$	—		$	(27,860	)	$	(27,860	)
Balance, September 30, 2011		50,000,000	$	50,000	$	(25,000	)	$	(40,493	)	$	(15,493	)

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

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Statements of Cash Flows

	Year ended September 30, 2011			March 3, 2010 (inception) to September 30, 2010			March 3, 2010 (inception) to September 30, 2011
Cash flows from operating activities:
Net loss for the period	$	(27,860	)	$	(12,633	)	$	(40,493	)
Adjustments to reconcile net loss to net cash used in operating activities:
Mineral property impairments		—			7,500			7,500
Net change in operating assets and liabilities:
Prepaid expenses		(350	)		—			(350	)
Accounts payable		10,315			—			10,315
Net cash (used) by operating activities		(17,895	)		(5,133	)		(23,028	)
Cash flows from investing activities:
Purchase of Mineral Property Claim		—			(7,500	)		(7,500	)
Net cash (used) by investing activities		—			(7,500	)		(7,500	)
Cash flows from financing activities:
Common stock issued for cash		—			25,000			25,000
Shareholder advances		5,725			—			5,725
Net cash provided by financing activities		5,725			25,000			30,725
Net increase (decrease) in cash		(12,170	)		12,367			12,367
Cash, beginning of period		12,367			—			—
Cash, end of period		197		$	12,367		$	197

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

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Notes to Financial Statements

NOTE 1 – Operations

Organization and Description of Business

Dane Exploration, Inc. (“Dane”, “We”, the “Registrant”, or the “Company”) was incorporated in the State of Nevada on March 3, 2010. Since inception the Company has not been involved in any bankruptcy, receivership or similar proceedings, nor has it been involved in any reclassification, consolidation, or merger arrangements. The financial statements included herein have been prepared by Dane Exploration, Inc. (the “Company”) in accordance with accounting principles generally accepted in the United States and our fiscal year end is September 30th.

Exploration Stage Activities

The Company has been in the exploration stage since its formation and has not yet realized any revenues from its planned operations. The Company was formed for the purposes of acquiring exploration and development stage mineral properties. The Company has begun implementation of its strategic plans and has purchased mineral exploration claims in Northwest British Columbia, Canada.

NOTE 2 – Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation

This summary of significant accounting policies is presented to assist in understanding Dane’s financial statements. The financial statements and notes are representations of the Company’s management, who is responsible for their integrity and objectivity. These accounting policies conform to generally accepted accounting principles in the United States of America and have been consistently applied in the preparation of the financial statements, which are stated in U.S. Dollars.

The financial statements reflect the following significant accounting policies:

Exploration Stage Company

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Notes to Financial Statements

Exploration Costs and Mineral Property Right Acquisitions

The Company is primarily engaged in the acquisition and exploration of mining properties. Mineral property exploration costs are expensed as incurred. Mineral property acquisition costs are initially capitalized when incurred. The Company assesses the carrying costs for impairment under Accounting Standards 930 Extractive Activities – Mining (AS 930). An impairment is recognized when the sum of the expected undiscounted future cash flows is less than the carrying amount of the mineral property. Impairment losses, if any, are measured as the excess of the carrying amount of the mineral property over its estimated fair value. When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs then incurred to develop such property, are capitalized. Such costs will be amortized using the units-of-production method over the estimated life of the proven and probable reserves. If mineral properties are subsequently abandoned or impaired, any capitalized costs will be charged to operations.

Use of Estimates

Earnings or (Loss) per Share

Stock-based Compensation

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Notes to Financial Statements

Estimated Fair Value of Financial Instruments

Level 1:

Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

Level 2:

Level 3:

Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

It is management’s opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.

Income Taxes

Valuation of Long-Lived Assets

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Notes to Financial Statements

Start-up Costs

The Company expenses the cost of start-up activities, including organizational costs, as those costs are incurred.

Foreign Currency

(i) Monetary items are recorded at the rate of exchange prevailing as at the balance sheet date;

(ii) Non-Monetary items including equity are recorded at the historical rate of exchange; and

(iii) Revenues and expenses are recorded at the period average in which the transaction occurred.

Cash and Cash Equivalents

The Company considers cash and cash equivalents to consist of cash on hand and demand deposits in banks with an initial maturity of 90 days or less.

Risks and Uncertainties

Recent Accounting Pronouncements

Various accounting pronouncements have been issued during 2011 and 2010, none of which are expected to have a material effect on the financial statements of the Company.

Other

The Company paid no dividends during the periods presented.

The Company consists of one reportable business segment. The Company has no revenue to report from any customers.

As at year end September 30, 2011 the Company's assets with carrying value are located in the United States.

Advertising is expensed as it is incurred.

We did not have any off-balance sheet arrangements as at September 30, 2011, or September 30, 2010.

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Notes to Financial Statements

NOTE 3 – Going Concern

Generally accepted accounting principles in the United States of America contemplate the continuation of the Company as a going concern. However, the Company had a net loss for the period from March 3, 2010 (inception) to September 30, 2011 of $(40,493) and has limited business operations, which raises substantial doubt about the Company’s ability to continue as a going concern. During the year ended September 30, 2011, we addressed this going concern issue by raising cash of $5,725 through non-interest bearing advances from our president and through the successful filing of a Form S-1, which will allow the Company to offer shares to the public. The continuation of the Company is dependent upon the success of its offering of shares to the public and continuing financial support of stockholders of the Company. As of September 30, 2011, we projected the Company would need additional cash resources to operate during the upcoming 12 months and the Company intends to attempt to acquire additional operating capital through its public offering of shares. However, there is no assurance that any equity or debt offerings will successfully raise sufficient funds to assure the eventual profitability of the Company. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

NOTE 4 – Acquisition of Mineral Properties and Impairments on Mineral Properties

On July 22, 2010, the Company purchased the Judy Mineral Claims located in Northwest British Columbia, Canada from an independent prospector, for cash of $7,500. As of September 30, 2010, the Company did not have sufficient geological evidence to establish a reserves estimate. Accordingly, the Company has recorded an impairment loss of $7,500 against the mineral property asset.

NOTE 5 – Related Party Transactions & Shareholder Advances

During the year ending September 30, 2011, related party transactions included an advance from our president of $5,725 to the Company. This advance is non-interest bearing and payable on demand.

NOTE 6 – Commitments and Contingencies

Both the Judy 1 claim Tenure 735182 and the McDame Mountain claim Tenure 821402 have expiry dates of July 19, 2012, in order to maintain titles in good standing it is necessary for the Company or its agent to perform and record physical or other acceptable work with a value of $3.90 per hectare during fiscal years 2012 to 2014 and $7.80 per hectare in subsequent years or pay the equivalent sum as cash in lieu of work. Failure to do work or pay the cash in lieu will result in forfeiture of title. These costs translate to $1,943 for fiscal year 2012; $2,449 per year for fiscal years 2013 to 2014; and $4,898 subsequently.

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Notes to Financial Statements

NOTE 7 – Common Stock

NOTE 8 – Income Taxes

The Company is subject to federal income taxes in the United States. The Company has had no net income and therefore has not paid nor has any income taxes owing.

Deferred income taxes arise from temporary timing differences in the recognition of income and expenses for financial reporting and tax purposes. The Company's deferred tax assets consist entirely of the benefit from net operating loss carry-forwards. The Company's deferred tax assets are offset by a valuation allowance due to the uncertainty of the realization of the net operating loss carry-forwards. Net operating loss carry-forwards may be further limited by a change in company ownership and other provisions of the tax laws.

Income taxes at the statutory rate are reconciled to the Company’s actual income taxes as follows:

Income tax benefit at statutory rate resulting from net operating Loss carryforward	(35	%)
Deferred income tax valuation allowance	35	%
Actual tax rate	0	%

The Company's deferred tax assets, valuation allowance, and change in valuation allowance are as follows (“NOL” denotes Net Operating Loss):

Year Ending	Estimated NOL Carry-forward			NOL Expires		Estimated Tax Benefit from NOL		Valuation Allowance			Net Tax Benefit
2010	$	(12,633	)		2030	$	4,422	$	(4,422	)	$	—
2011	$	(27,860	)		2031	$	9,751	$	(9,751	)	$	—
	$	(40,493	)			$	14,173	$	(14,173	)	$	—

The total valuation allowance for the year ended September 30, 2011 is $(14,173) which increased by $(9,751) for the year ended September 30, 2011.

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Notes to Financial Statements

NOTE 9 – Subsequent Event

Subsequent to the year ended September 30, 2011, on January 4, 2012 a share subscription agreement and accompanying payment were received by the Company for an investor purchase of 625,000 common shares at a price of $0.02 per share for total consideration of $12,500. The shares to be issued in relation to this subscription have been registered with the Securities and Exchange Commission ('SEC') through the Company's filing of a Form S-1, which was deemed effective by the SEC on September 20, 2011.

Table of Contents

MANAGEMENT’S DISCUSSION AND ANALYSIS

Forward Looking Statements

Certain information contained in this Management Discussion and Analysis, including any information as to our strategy, plans or future financial or operating performance and other statements that express management's expectations or estimates of future performance, constitute "forward-looking statements.” Forward-looking statements are by their nature subject to risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. Should one or more of these risks or uncertainties materialize or should the underlying assumptions prove incorrect, actual outcomes and results could differ materially from those indicated in the forward-looking statements. You should read the following discussion and analysis of our financial condition and results of operations together with our financial statements and related notes appearing elsewhere in this prospectus. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including, but not limited to, those set forth under “Risk Factors" and elsewhere in this prospectus.

Overview

We ~~are~~plan ato ~~start-up,~~develop ~~exploration~~and ~~stage~~launch ~~company~~our ~~with~~food aservice ~~limited~~cloud ~~operating~~platform ~~history.~~over Wethe ~~intend~~next totwelve ~~pursue~~months. In ~~exploration~~order ~~opportunities~~to ~~regarding~~launch ~~mineral~~our ~~exploration~~cloud ~~projects~~based asplatform, ~~opportunities~~we ~~arise.~~anticipate ~~Our~~that ~~financial~~we ~~statements~~will ~~are~~need ~~prepared~~to incomplete ~~accordance~~a ~~with~~product ~~U.S.~~development ~~generally~~phase, ~~accepted~~a ~~accounting~~testing ~~principles~~phase and wea ~~have~~marketing ~~expensed~~phase ~~all~~as ~~development~~set ~~expenses~~forth ~~related to the establishment of the company~~below.

WeProduct ~~were~~Development ~~recently~~Phase. During ~~incorporated~~the onproduct ~~March~~development 3phase, ~~2010 in~~ the ~~State~~food ofservice ~~Nevada~~cloud ~~and~~platform’s ~~have~~functionality nowill ~~subsidiaries. We~~be ~~have~~developed ~~acquired~~by ~~mineral~~contract ~~exploration~~software ~~claims~~designers ~~but~~guided ~~have~~by ~~not~~our ~~yet~~development ~~begun~~manager. The ~~operations~~desired ~~and~~functionality ~~have~~for ~~not~~commercial ~~generated~~kitchens ~~any~~will ~~revenue. We~~be ~~intend~~designed toand ~~commence~~combined ~~operations~~with asapplicable anfood ~~exploration~~data ~~stage~~bases ~~company~~to ~~and~~create ~~will~~the befood ~~engaged~~management inplatform ~~the~~offered ~~exploration~~by ofour ~~mineral~~cloud ~~properties~~based ~~with~~technology. The aproduct ~~view~~development tophase ~~exploiting~~will ~~any~~include ~~mineral~~supply ~~deposits~~chain wemanagement, ~~discover. We~~multilingual ~~own~~application ~~two~~and ~~mineral~~commercial ~~claim~~kitchen ~~tenures~~functionality. Once ~~comprising~~the andesired ~~area~~functionality ofhas ~~627.96 hectares~~been ~~(1551.68~~developed, ~~acres) which~~the ~~are~~project ~~located~~manager ~~east~~will ofcoordinate the ~~village~~development of ~~Cassiar,~~each ~~British~~new ~~Columbia,~~language ~~Canada.~~to Wecreate dothe ~~not~~multilingual ~~have~~feature. We ~~any~~expect ~~current~~the ~~plans~~development phase to ~~acquire~~take ~~interests~~approximately in6 ~~additional~~months ~~mineral~~and ~~properties,~~launching ~~though~~of wethe ~~may~~product ~~consider~~will ~~such~~take ~~acquisitions~~place inafter ~~the future~~testing.

~~Our~~Testing ~~auditors have issued a going concern opinion~~Phase. Once ~~This~~product ~~means~~development ~~that our auditors believe there~~ is ~~substantial~~near ~~doubt~~completion, ~~that~~the weproduct ~~can~~will ~~continue~~be astested anat ~~on-going~~selected ~~business.~~customer ~~Our~~sites ~~auditors’ opinion is based on the uncertainty of our ability~~ to ~~establish~~assure ~~profitable operations. The opinion results from the fact that we have not generated any revenues. Accordingly~~accuracy, weproper ~~must raise cash from sources other than operations. If we are successful in only selling 10% of the common shares included in this offering to raise gross proceeds of $50~~functionality,~~000,~~ weease ~~expect to be able to fund Phases One and Two~~ of ~~our~~use ~~exploration plans~~ and ~~will~~speed ~~be able to cover administrative expenses for a period~~ of ~~twelve~~information ~~to eighteen months. If we are not successful in selling any of the common shares included in this offering, we will not have sufficient financial resources to fund our exploration program~~ and ~~will have only limited funds to cover our administrative expenses~~retrieval. The Intests ~~this event, we~~ will ~~need~~be torepeated ~~find other sources of capital~~ and ~~may~~product ~~become~~refined ~~insolvent~~until ~~and~~the ~~fail~~desired ifresults we are ~~unsuccessful in these efforts and any investment made into our company will be lost in its entirety~~achieved.

WeMarketing ~~have~~Phase. The ~~only~~marketing ~~one~~phase ~~Officer~~will ~~and~~begin ~~one~~immediately ~~Director~~upon ~~who~~commencement isof ~~one and~~ the ~~same~~development ~~person~~phase. The Hemarketing isefforts ~~responsible~~will ~~for~~be ~~our~~aimed ~~managerial~~at ~~and~~providing ~~organizational~~customer ~~structure~~awareness ~~which~~of ~~will~~the ~~include~~food ~~preparation~~service ofcloud ~~disclosure~~platform and ~~accounting~~its ~~controls~~capabilities, ~~under~~applications ~~the~~and ~~Sarbanes Oxley Act of 2002~~solutions. The ~~When~~initial ~~these~~marketing ~~controls~~phase ~~are implemented, he~~ will beinclude ~~responsible~~calling ~~for~~on ~~the~~potential ~~administration~~large users of the ~~controls.~~food ~~Should~~service hecloud ~~not~~platform ~~have~~including ~~sufficient~~commercial ~~experience~~kitchens, hedistributors, ~~may~~manufacturers ~~be incapable of creating~~ and ~~implementing~~producers. The ~~the~~marketing ~~controls~~phase ~~which~~will ~~may~~also ~~cause~~include usdisplays toat benumerous ~~subject~~trade toshows ~~sanctions~~ and ~~fines~~conventions byof the ~~Securities~~food ~~and~~industry ~~Exchange~~to ~~Commission~~develop ~~which~~product ~~ultimately~~and ~~could~~brand ~~cause you to lose your investment~~awareness.

70We expect the product development stage, testing phase and marketing phases to cost $1,150,000.

~~Table~~Cash ofRequirements ~~Contents~~Over Next Twelve Months

~~The~~We ~~Company’s~~anticipate ~~ability~~that ~~to commence operations is entirely dependent upon the proceeds to be raised in this offering. If~~ we ~~cannot raise at least 10% of the funds from this offering, we~~ will beincur ~~unable~~over ~~to establish a base of operations, without which it will be unable to begin to generate any revenues in~~ the ~~future.~~next Iftwelve wemonths ~~do not produce sufficient cash flow to support its operations,~~ the ~~Company~~following will need to raise additional capital by issuing capital stock in exchange for cash in order to continue as a going concern. There are no formal or informal agreements to attain such financing. We cannot assure any investor that, if needed, sufficient financing can be obtained or, if obtained, that it will be on reasonable terms. Without realization of additional capital, it would be unlikely for operations to continue and any investment made by an investor would be lost in its entirety.expenses:

We do not expect to incur research and development costs within the next twelve (12) months. We currently do not own any significant plant or equipment that it would seek to sell in the near future. Management does not anticipate the need to hire employees over the next twelve (12) months. Currently, the Company believes the services provided by its officer and director appears sufficient at this time and, rather than hiring employees, will rely on hiring consultants and contracted workers to fulfill its business plans. Other than expected reimbursement to our President and CEO of incorporation fees and Edgar filing fees, which are have been recorded as due to him in the form of shareholder advances which are recorded as a short term account payable, the Company has not incurred or paid for any expenses on behalf of any director.


Category	Planned Expenditures Over the Next Twelve Months
Product Development	$ 400,000
Research and Development	$ 150,000
Multilingual Translator	$ 600,000
General and Administrative	$ 650,000
TOTAL	$ 1,800,000

~~PLAN~~As OFof ~~OPERATIONS~~September 30, 2014, we had insufficient cash to meet the anticipated costs of completing plan of operation or meeting our financial obligations over the next twelve months. Therefore, we will require additional financing. There is no assurance that we will be able to acquire such additional financing on terms that are acceptable to us, or at all.

~~The~~RESULTS ~~success~~OF of our business plan is dependent upon raising a minimum of 10% of the proceeds from this offering. If we are successful in the raise we plan to implement the following initial exploration program consisting of three phases.OPERATION

~~Phase~~The ~~One~~acquisition of the Portus Assets has been treated as a “reverse merger” for accounting purposes. As a result, the Portus Assets has been treated as the acquiring entity for accounting and financial reporting purposes. As such, the following discussion of our results of operation reflects the operations of Portus Assets since February 11, 2014.

It appears the Judy Claims, are underlain by both Sylvester and McDame Group rocks in proximity to a granitic pluton (Cassiar intrusive) and a major fault zone, the area has attractive mineral potential which we plan to investigate by reference to various data sources and by field work. Review of the regional geochemical data is expected to help focus exploration initiatives and will be followed up by ground-based prospecting efforts. Initially, we plan to deploy a suitably equipped experienced prospecting team to spend approximately one week performing a reconnaissance survey of the entire Judy Claims. This team will record the various rock types, structures and any mineral zones and submit appropriate rock, soil and stream sediment samples for analysis. When completed, the results of Phase One work will be analyzed with reference to the regional database to determine if further work is justified.31

~~Phase~~Period ~~Two~~Ended September 30, 2014

A second program of work will be undertaken if sufficient encouragement is obtained from the Phase One prospecting and reconnaissance survey work. We expect Phase Two will include further rock and soil geochemistry sampling, a limited amount of trenching using hand tools and dynamite, additional geochemical sampling, and simple geophysical survey methods. If several target areas are investigated we may also engage the services of a backhoe or similar machine to assist in the trenching work. We expect to deploy a four person crew for approximately two weeks of field work and expect this will produce a minimum of 150 rock samples.

Completion of Phase Two will be followed again by a thorough review of data obtained, with a goal of identifying one or more areas of mineral potential on which we will focus further exploration.

Table of Contents

Phase Three

A Phase Three program is speculative at this time and would be undertaken depending upon the location and configuration of potential mineral zones identified in Phase Two. If undertaken, we project that further geophysical surveys with different techniques or more densely spaced observations will be used at this time to assist in designing a program of diamond drill holes to test the deeper potential of the “best” parts of the area. In order to identify Phase Three drill sites, we will select target areas based on a more carefully detailed analysis of the areas identified in Phase Two. Geophysical surveys, either of a different method or on a more dense grid, should clarify the type of structure to be investigated and will ensure that diamond drill holes are placed in the most prospective areas. Speculatively, an initial drill program of 1500 to 2000 meters is projected.

Sampling Protocols

Sampling will consist of two quite different methods. One during the prospecting stage of exploration and a second, more formal procedure, during the drilling stage of exploration.

The first stage will include collecting grab samples of outcropping quartz veins or other types of mineralized rock. These will be recorded as to: location; type of material; and other geological factors and they will be bagged and numbered in the field and then kept in secure storage under a chain of custody until they are shipped by commercial carrier to a accredited laboratory for analysis. Soil samples collected during this stage of exploration will also be treated with the same secure storage and chain of custody.

In the second stage, diamond drill core will be sampled and shipped with a more formal set of rules governing Quality Assurance/Quality Control. The core will be logged, tagged, photographed, split and sampled by a geologist and a geological technician working under the geologists direction and 5% of the samples sent to the laboratory will be either blind duplicates or blanks (a commercial chicken grit) and/or standards (these standard samples are purchased from a separate lab that specializes in preparing standard samples). This process of adding 5% of non-site samples will be used because it provides a mechanism to check the assay laboratory's work. Under this method, the assay laboratory that does the analysis is not aware of which samples are genuine core samples and which samples are being used as a measurement of the labs analysis accuracy.

Table of Contents

Budget Projections

The following table below sets forth exploration budgets based on the sale of 10%, 25%, 50%, 75% and 100% of the securities offered for sale in this offering:

Offering Results		10%		25%		50%		75%		100%
Number of Shares Sold:		2,500,000		6,250,000		12,500,000		18,750,000		25,000,000
PHASE ONE
- Due Diligence
- Preliminary Geological due diligence Including: purchase of maps, air photographs and publications, and review of files at British Columbia Geological Survey Branches	$	500	$	500	$	500	$	500	$	500
- Travel expenses		500		500		500		500		500
- Geologist fees		600		600		600		600		600
- Initial Field Work
- Mobilization to Cassiar district, including travel expenses(1)	$	1,500	$	1,500	$	1,500	$	1,500	$	1,500
- Equipment & provisions		700		700		700		700		700
- Assays, including freight costs		1,600		1,600		1,600		1,600		1,600
- Wages(2)		4,000		4,000		4,000		4,000		4,000
- Reports based on data collected will be assembled including generating a map with the location and sample values from the claim area. A second map will show the detailed geology that was observed while mapping claim area		600		600		600		600		600
- Allowance for additional expenses		1,500		1,500		1,500		1,500		1,500
Sub-Total Phase One	$	11,500	$	11,500	$	11,500	$	11,500	$	11,500
PHASE TWO
- Initial Drilling & Trenching
- Mobilization to Cassiar district, including travel	$	1,500	$	2,500	$	2,500	$	2,500	$	2,500
- Equipment & provisions(3)		700		4,900		4,900		4,900		4,900
- Drill and backhoe rentals, based on a small Kabota type tracked backhoe and uses of ATV’s to access target zones		7,600		7,600		10,100		10,100		10,100
- Assays, including freight costs		1,000		1,000		1,500		2,000		2,000
- Wages(4)		4,800		11,500		14,000		14,000		14,000
- Reports to analyze results of chip samples produced from trenching		500		500		500		500		500
- Allowance for additional expenses		1,000		2,000		2,000		2,000		2,000
Sub-Total	$	17,100	$	30,000	$	35,500	$	36,000	$	36,000

Table of Contents

Offering Results		10%		25%		50%		75%		100%
Number of Shares Sold:		2,500,000		6,250,000		12,500,000		18,750,000		25,000,000
PHASE THREE
- Extensive Drilling & Trenching This phase will be undertaken only if Phase One and Phase Two provide positive indications that further work is warranted
- Additional trenching work based on indications from Phase Two results - Modest diamond drilling program of approximately 1,500 to 2,500 feet based on geophysical surveys (magnetic or induced potential) which would be used to target direction and depth of proposed target zones(5)	$	Nil	$	50,000	$	140,000	$	225,000	$	325,000
Sub-Total	$	Nil	$	50,000	$	140,000	$	225,000	$	325,000
Total Exploration Expenses	$	28,600	$	91,500	$	187,000	$	272,500	$	372,500

The above figures represent only estimated costs and potential investors must be aware that there is no

guarantee or assurance that the Company will be successful in raising any of the estimated proceeds

NOTES:

(2) Initial field work wages: We project our geochemical survey team will consist of two men and cost $800 /day. A sampler will collect soil samples use a GPS instrument to mark sample locations on the part of the claims that are covered with overburden and a prospector /geologist will map and survey where rock outcrops collecting samples for analysis recording faults contacts and structural features (folding, strike and dip), also using a Global Positioning instrument.

(3) Equipment & provisions: At the higher tiers of available funds, a man portable rock drill would be used to make blast holes.

(4) Initial drilling and trenching wages: An exploration team consisting of three men will return to the anomalous areas generated from the Phase One program and do follow up work on identified targets. Best target (highest values in gold, silver, copper, or other minerals) will be worked first and the party will continue to examine all targets generated depending on available budget. This work would entail hand trenching with pick and shovel in areas that were soil sample targets and using a scaling bar, pick and dynamite for areas of rock outcropping. Chip samples across mineralized zones would be collected. The wages for this phase would be in the $1100/day range and local labor would be recruited.

Table of Contents

(5) Extensive drilling and trenching:

(a) the sale of 25% of the shares in this offering, which would provide a net Phase Three exploration budget of approximately $50,000, will be sufficient to conduct further geophysics surveys and a limited drilling program based on use of a man portable drill;

(b) the sale of 50% of the shares in this offering, which would provide a net Phase Three exploration budget of approximately $140,000, will be sufficient to conduct further geophysics surveys and a moderate diamond drilling program. All-in costs, based on using a light weight helicopter portable drill rig, are estimated in the range of $60,000 to $70,000 per 1,000 feet of drilling;

(c) the sale of 75% of the shares in this offering, which would provide a net Phase Three exploration budget of approximately $225,000, would provide for a full diamond drilling program. All-in costs, based on using a light weight helicopter portable drill rig, are estimated in the range of $60,000 to $70,000 per 1,000 feet of drilling;

(d) the sale of 100% of the shares in this offering, which would provide a net Phase Three exploration budget of approximately $325,000, would provide for an extended diamond drilling program. Under this scenario, an extensive program would be conducted based on estimated diamond drilling costs in the Cassiar area, which are $60 to $70 per foot of drilling. All-in costs, based on using a light weight helicopter portable drill rig, are estimated in the range of $60,000 to $70,000 per 1,000 feet of drilling.

The Company has estimated the allocation of the anticipated proceeds for Phase One, Phase Two and Phase Three described above from this offering based upon the Company successfully selling 10%, 25%, 50%, 75% and 100% of the shares in this offering.

If the Company is unsuccessful in raising the full $500,000 from the offering we would be required to limit exploration by reducing the number of samples we take and/or any drilling initiatives. Potential investors must be aware that any decrease in sampling and/or prospecting will reduce the potential for success in discovering metals on the property and consequently increase the likelihood of our business to fail. If we are unsuccessful with Phase One and/or Phase Two or our exploration program, any investment made into the Company would be lost in its entirety.

Potential investors must be aware that there is no guarantee or assurance that the Company will be successful in raising any of the estimated proceeds.

Please note that the above are estimates and the costs may be significantly different that the above figures. Moreover the above estimates do not include further expenses associated with this offering which are estimated to be $1,858.

Apart from Mr. S.G. Diakow, we currently do not have any verbal or written agreement regarding the retention of any qualified engineers or geologists for our exploration program and do not plan on obtaining any such retention until the proceeds from this offering are raised.

We will require additional funding in order to proceed with the exploration on the Judy Claims. Our success is contingent upon raising additional funding from equity financing of our common stock through this offering. Other than described herein we do not have any arrangements in place for any future equity financing or loans.

Table of Contents

Operational Developments to Current Date

● On March 3, 2010, David Christie founded Dane Explorations Inc. and assumed the positions of President, CEO, CFO, PAO, Secretary and Treasurer, Director and Board Chair. David Christie was born in British Columbia, Canada where he currently resides. In 1978 he earned a Bachelor of Commerce degree from the University of British Columbia and after graduation started and successfully ran, an international close-out merchandise import and wholesale business until 1994. During this period and to current date, he has also been an active investor in the stock market and follows market events closely. In 1994, Mr. Christie entered mortgage brokering field by joining Reliable Mortgage Corporation where he qualified to be licensed as a mortgage broker and worked there until 1998. In 1998, he moved to mortgage broker Rala Investments Inc, and has been registered with that firm as a mortgage broker through to the present date. From May 1995 to present date, Mr. Christie has also held the position of Manager at KYC Management Inc, a financial consulting firm. Mr. Christie expects to be able to spend up to 10 hours per week on the development of Dane Exploration Inc. at no cost to the Company. Between 1972 to 1974, Mr. Christie held a Free Miners License issued by the British Columbia and Yukon Chamber of Mines which provided him the right to prospect in all unclaimed areas throughout British Columbia and the Yukon Territory. His exploration and mining experience includes owning claims and directly working as an on-site prospector on a small gold and silver exploration project. This project was located in and around the Dominion-Sulphur Placer Area, Yukon, Canada and specifically focused on Dominion Creek, Gold Run Creek and Sulphur Creek. The project ran from 1972 to 1974 and the staff complement included Mr. Christie and a business partner. The partners shared responsibility for all duties including: claim staking; filing and acquisition of claims; developing an exploration plan; purchasing supplies and logistics for movement of supplies to work sites; performing exploration work; cooking and camp management; health and safety; preparation of samples for assay; assay administration; and remediation of the work-sites. We believe the combination of his entrepreneurial, operational and financial skills will be of value to our company as we implement our plans for mineral exploration and development.

● On July 16, 2010, David Christie invested $25,000 in Dane for working capital purposes through the purchase of 50,000,000 restricted common shares at a $0.0005 per share.

● Following several months’ research for attractive investment opportunities, on July 22, 2010 we purchased the Judy Mineral Claims located in Northwest British Columbia, Canada from an independent prospector. These claims comprise the Judy 1 claim Tenure 735182 and the McDame Mountain claim Tenure 821402 comprising an area of 627.96 hectares (1551.68 acres) located east of the village of Cassiar, B.C.

● From July 22, 2010 to current date, we have: made expenditures to maintain our claims; performed research regarding the Judy Claims area; and have invested in development of this registration statement so as to raise financing for development of the properties.

Table of Contents

Results of Operations for the Year Ended September 30, 2011;

and

Results of Operations for the Six Months Ended March 31, 2012 and The Exploration Stage Period from March 3, 2010 (inception) Through March 31, 2012:

Our operating results for the six month period ended March 31, 2012; the year ended September 30, 2011; and the Exploration Stage Period of March 3, 2010 to March 31, 2012 (the ‘Exploration Stage’) are summarized as follows:

	Six months ended March 31, 2012			Fiscal year ended September 30, 2011			Exploration Stage
Revenue	$	-		$	-		$	-
Expenses	$	17,290		$	27,860		$	58,914
Net Loss	$	(17,290	)	$	(27,860	)	$	(58,914	)

Revenues

WeSince inception, we have not ~~earned~~generated ~~any~~ revenues ~~since our inception~~ and we do not anticipate ~~earning~~generating revenues unless we are successful in ~~the~~securing ~~near~~additional ~~future~~funding to launch our food service cloud based platform.

Operating Expenses and Net Loss for the Period for the three months ended September 30th, 2014

~~Exploration~~Since ~~Expenses:~~our acquisition of the Portus Assets, our focus has been identifying potential financing activities and expanding the presence of our business. In connection with this we incurred no operating expenses

●Our ~~Exploration~~Net ~~expenses~~Loss ~~were $1,577 and $2,280 respectively~~ for ~~the~~this ~~three~~period ~~and~~was ~~six month periods ended March 31, 2012 versus~~ $~~nil and $572 for the comparative periods ended March 31, 2011~~0.

●Operating ~~Exploration~~Expenses ~~expenses~~and ~~were~~Net ~~$1,311~~Loss ~~for~~since ~~the year ended September 30, 2011 compared with $nil for the year ended September 30, 2010~~Inception.

●Since ~~Exploration~~our ~~expenses~~acquisition ~~for~~of the ~~Exploration~~Portus ~~Stage~~Assets, ~~from~~we ~~March~~have incurred operating expenses of $3,124. Our ~~2010~~operating toexpenses ~~March~~consisted 31of bank charges of $93, ~~2012~~general ~~totaled~~and administrative of $3876,~~591~~ professional fees of $1,000 and licenses of $1,155.

~~Exploration~~We ~~expenses~~anticipate tothat ~~date~~our ~~have~~net ~~related~~loss towill ~~fees~~increase ~~paid~~significantly toas ~~extend~~we develop our ~~claim~~food ~~tenures.~~service Wecloud ~~expect~~platform ~~exploration~~over ~~expenses to increase substantially during~~ the next twelve months ~~as we continue with our exploration strategic plan~~.

~~Professional~~LIQUIDITY ~~and~~AND ~~Consultant~~CAPITAL ~~Fees:~~RESOURCES

●At ~~Professional~~September ~~and consultant fees were $12~~30,~~233~~ ~~and $12~~2014,~~233~~ ~~respectively~~we ~~for~~had ~~the~~no ~~three~~cash and ~~six~~no ~~month~~liabilities ~~periods~~resulting ~~ended~~in ~~March~~a ~~31,~~working ~~2012~~capital ~~versus~~deficit ~~$4,000~~of ~~and~~ $~~9,000 for the comparative periods ended March 31, 2011~~nil.

●We ~~Professional~~anticipate that we will require additional financing in order to implement our plan of operation and ~~consultant~~meeting ~~fees~~our ~~were~~ongoing ~~$20,838~~expenditures. If ~~for~~we ~~the~~sell ~~year~~additional ~~ended~~shares ~~September~~of 30our common stock, ~~2011~~existing ~~compared~~stockholders ~~with~~will ~~$5,000~~experience ~~for~~a ~~the~~dilution ~~year~~of ~~ended~~their ~~September~~proportionate ~~30,~~interests ~~2010~~in our Company.

●OFF-BALANCE ~~Professional~~SHEET ~~and~~ARRANGEMENTS ~~consultant fees for the Exploration Stage from March 3, 2010 to March 31, 2012 totaled $38,071.~~

~~Professional~~We ~~and~~have ~~consultant~~no ~~fees~~significant tooff-balance ~~date~~sheet arrangements that have ~~included~~or ~~fees~~are ~~paid~~reasonably ~~for~~likely ~~legal~~to have a current or future effect on our financial condition, ~~audit~~changes ~~and~~in ~~accounting~~financial ~~services.~~condition, Inrevenue ~~the~~or ~~next~~expenses, ~~twelve~~results ~~months~~of operations, weliquidity, ~~project~~capital ~~professional~~expenditures ~~fees~~or capital resources that is material to ~~increase~~our ~~moderately~~stockholders.

77CRITICAL ACCOUNTING POLICIES

~~Table~~The preparation of ~~Contents~~financial statements in conformity with generally accepted accounting principles (”GAAP”) in the United States has required our management to make assumptions, estimates and judgments that affect the amounts reported in the financial statements, including the notes thereto, and related disclosures of commitments and contingencies, if any. Our significant accounting policies are disclosed in the notes to the interim financial statements for the period ended September 30, 2014.

Administrative Expenses:

● Administrative expenses were $3,480 and $3,908 respectively for the three and six month periods ended March 31, 2012 versus $1,684 and $3,059 for the comparative periods ended March 31, 2011.

● Administrative expenses were $5,711 for the year ended September 30, 2011 compared with $133 for the year ended September 30, 2010.

● Administrative expenses for the Exploration Stage from March 3, 2010 to March 31, 2012 totaled $9,752.

Administrative expenses to date have been primarily composed of Edgar agent fees, incorporation expenses, transfer agent fees, office supplies and bank charges. We expect administrative fees to increase substantially during the coming year as we continue implementation of our strategic plans.

Impairment Losses on Mineral Properties

During the year ended September 30, 2010, we invested $7,500 to purchase two mineral claim tenures and these were recorded in our books as mineral property assets. At year end September 30, 2010, to conform with generally accepted accounting principles pertaining to the classification of the mineral properties as assets, an impairment charge of $7,500 was entered against these assets based on the Company’s impairment analysis as of September 30, 2010.

Net Loss

We incurred net losses of $(17,290) and $(18,421) respectively for the three and six month periods ended March 31, 2012 compared with net losses of $(5,684) and $(12,631) for the comparative periods ended March 31, 2011.For the year ended September 30, 2011 we incurred a net loss of $(27,860) compared with a net loss of $(12,633) for the year ended September 30, 2010. For the Exploration Stage from March 3, 2010 to March 31, 2012 our net losses totaled $(58,914). We anticipate our net losses will increase during the coming twelve months as we implement our strategic exploration initiatives.

Liquidity and Capital Resources

Our financial position as at March 31, 2012 and September 30, 2011 were as follows:

Net Working Capital

	Six months ended March 31, 2012		Year ended September 30, 2011
Current Assets	$	12,291	$	547
Current Liabilities		9,705		16,040
Net Working Capital (Deficit)	$	2,586	$	(15,493	)

Our net working capital increased by $18,079 from a deficit of $(15,493) at September 30, 2011 to a positive balance of $2,586 at March 31, 2012 as a result of the incoming funds from share subscriptions.

Table of Contents

Cash Flows

	Six months ended March 31, 2012			Year ended September 30, 2011			Exploration Stage
Net cash provided (used) by Operating Activities	$	(26,968	)		(17,895	)	$	(49,996	)
Net cash provided (used) by Investing Activities		-			-			(7,500	)
Net cash provided (used) in Financing Activities		38,480			5,725			69,205
Increase (Decrease) in Cash during the Period		11,512			(12,170	)		11,709
Cash, Beginning of Period		197			12,367			-
Cash, End of Period	$	11,709			197		$	11,709

Since the date of our incorporation on March 3, 2010 to March 31, 2012, we have raised $36,500 through our public offering of our common shares; $25,000 though our President's purchase of common shares at inception; and $7,705 from shareholder advances from our President. As of March 31, 2012 we had cash on hand of $11,709 and a prepaid expense balance of $582.

We have not attained profitable operations and are dependent upon obtaining financing to pursue exploration activities. For these reasons our auditors believe that there is substantial doubt that we will be able to continue as a going concern.

Limited Operating History; Need for Additional Capital

There is no historical financial information about us upon which to base an evaluation of our performance. Dane was incorporated in the State of Nevada on March 3, 2010. We are an exploration stage company and have not generated any revenues from operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, and implementation of our business strategies. (Please see "Risk Factors").

We are seeking equity financing though this offering to provide for the capital required to source our initial exploration programs. Equity financing could result in additional dilution to existing shareholders. There is no assurance we will receive the required financing to complete our exploration programs.

Even if we are successful in raising proceeds from this offering we have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations.

At the present time, Dane has sufficient funds to address the administrative costs of this offering. This is based on the fact that, as of March 31, 2012, we had cash on hand of $11,709 and a prepaid expense balance of $582 with $9,705 of accounts payable liabilities (which included advances of $7,705 from our President). We estimate further expenses of $1,858 in regards to this offering.

We have no plans to undertake product research and development during the term covered by this registration. There are also no plans or expectations to purchase or sell any plant and or significant equipment in the first year of operations. Management also has no intention of hiring employees over the next twelve months.

Table of Contents

Off-Balance Sheet Arrangements

We do not have any off balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition, revenues, results of operations, liquidity or capital expenditures.

Critical Accounting Policies and Estimates

Please see Note 2 to the financial statements contained elsewhere in this registration statement for a complete summary of the significant accounting policies used in the presentation of our financial statements. The summary is presented to assist the reader in understanding the financial statements. The accounting policies used conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements.

Our critical accounting policies are as follows:

Exploration Stage Company

Table of Contents

Exploration Costs and Mineral Property Right Acquisitions

The Company purpose is primarily the acquisition and exploration of mining properties. Mineral property exploration costs are expensed as incurred. Mineral property acquisition costs are initially capitalized when incurred. The Company assesses the carrying costs for impairment under ASC 360-10-35. An impairment is recognized when the sum of the expected undiscounted future cash flows is less than the carrying amount of the mineral property. Impairment losses, if any, are measured as the excess of the carrying amount of the mineral property over its estimated fair value. When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs then incurred to develop such property, are capitalized. Such costs will be amortized using the units-of-production method over the estimated life of the proven and probable reserves. If mineral properties are subsequently abandoned or impaired, any capitalized costs will be charged to operations.

Basic and Diluted Net Loss per Share

Basic loss per share is calculated by dividing the net loss available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net loss per share is computed by dividing the net loss available to common stockholders by common stock equivalents.

Additionally, the following information may prove useful to the reader of this registration statement:

Derivative Financial Instruments

The Company does not presently use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. Derivative financial instruments are initially measured at their fair value. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value, with changes in the fair value reported as charges or credits to income. For option-based derivative financial instruments, we plan to use the Black-Scholes option pricing model to value any derivative instruments.

Capital Leases and Contractual Obligations

The Company does not presently have any capital leases.

At present, the Company does not have any contractual obligations.

The Company does not have any capital lease obligations and its only long-term commitments or contingencies are are in regard to the required exploration expenditures which must be made to maintain title to its mineral claims. These prorated amounts of these for the next five fiscal years are summarized as follows:

	FY2012 (remainder)		FY2013		FY2014		FY2015		FY2016
Required Exploration Expenditures	$	Nil	$	2,299	$	3,014	$	5,024	$	5,024
Total	$	Nil	$	2,299	$	3,014	$	5,024	$	5,024

Table of Contents

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS

~~Directors~~The ~~and~~following ~~Executive~~tables ~~Officers~~set forth information regarding our sole executive officer and director:

The following table sets forth certain information regarding the executive officer and director of Dane Exploration Inc. as of September 30, 2011 (and current date).


Name	Age	Positions
G. Dale Murray, II	35	Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and Director

~~All~~Set ~~directors~~forth ofbelow ~~our~~is ~~company~~a ~~hold~~brief ~~office~~description ~~until the next annual meeting~~ of the ~~security~~background ~~holders or until their successors have been elected~~ and ~~qualified.~~business ~~The~~experience ~~officers~~ of our ~~company~~sole ~~are~~executive ~~appointed~~officer ~~by our board of directors~~ and ~~hold~~director ~~office~~for ~~until~~at ~~their~~least ~~death,~~the ~~resignation~~past orfive ~~removal from office~~years. ~~Our directors and executive officers, their ages, positions held, and duration as such, are as follows:~~

Name	Positions Held with the Company	Age	Date First Elected or Appointed
David Christie	Director, Chair, President and Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, and Secretary and Treasurer	65	March 3, 2010

~~Business~~Mr. ~~Experience~~Murray, 35, has over ten years business experience owning, operating and consulting for companies in the technology, energy and manufacturing fields.

~~The~~Mr. ~~following~~Murray ishas aserved ~~brief~~as ~~account~~our ofChief ~~the~~Executive ~~education~~Officer and ~~business~~President ~~experience~~since ~~during~~February at2014. Mr. ~~least~~Murrary ~~the~~has ~~past~~also ~~five~~served ~~years~~as president of ~~each~~Portus ofInc., ~~our~~the ~~sole~~majority ~~director~~stockholder ~~and~~in ~~executive~~Portus ~~officer~~Holdings Inc., ~~indicating~~since ~~his~~its ~~principal~~inception ~~occupation~~in ~~during~~August ~~that~~2011. ~~period~~From 2009 through 2011 Mr. Murray served as the Chief Operating Officer of Simplified Nutrition Online, ~~and~~a cloud-based technology company specializing in dietary management software. His experience at this position has given Mr. Murray a unique insight into the ~~name~~food and ~~principal~~beverage ~~business~~industry ofand how to provide the ~~organization~~necessary intools ~~which~~to ~~such~~that ~~occupation~~industry. From 2006 through 2008 Mr. Murray served as president of Lightsource Mining Company and ~~employment~~as managing member of Burnmore Coal Group, LLC. Both of these companies were ~~carried~~engaged ~~out~~in mining activities in Eastern Kentucky. Also during this period, Mr. Murray served as an independent consultant for several public and private companies.

~~David~~During ~~Christie~~his -business ~~President~~career &Mr. ~~CEO,~~Murray ~~CFO,~~has ~~PAO,~~cultivated ~~Secretary~~relationships in both the public and ~~Treasurer~~private sectors. Mr. Murray is a high-energy, ~~Board~~fiscally ~~Chair~~conscious and ~~Director~~goal driven executive.

~~David~~Term ~~Christie founded Dane Explorations Inc. on March 3, 2010 and holds the positions~~ of ~~President and CEO, CFO, PAO, Secretary and Treasurer, and Director and Board Chair.~~Office

~~David~~Members ~~Christie was born in British Columbia, Canada where he currently resides. In 1978 he earned a Bachelor~~ of ~~Commerce~~our ~~degree~~board ~~from the University~~ of ~~British~~directors ~~Columbia~~are ~~and~~appointed ~~after~~to ~~graduation~~hold ~~started~~office ~~and~~until ~~successfully~~the ~~ran~~next anannual ~~international~~meeting ~~close-out~~of ~~merchandise~~our ~~import~~stockholders ~~and~~or ~~wholesale business~~ until ~~1994.~~his ~~During~~or ~~this~~her ~~period~~successor ~~and~~is toelected ~~current date, he has also been an active investor in the stock market~~ and ~~follows market events closely. In 1994~~qualified, ~~Mr.~~or ~~Christie entered mortgage brokering field by joining Reliable Mortgage Corporation where he qualified to be licensed as a mortgage broker and worked there~~ until ~~1998. In 1998,~~ he ~~moved~~or toshe ~~mortgage~~resigns ~~broker~~or ~~Rala~~is ~~Investments~~removed ~~Inc,~~in ~~and~~accordance ~~has been registered~~ with ~~that~~the ~~firm~~provisions asof ~~a mortgage broker through to~~ the ~~present~~Nevada ~~date.~~Revised ~~From~~Statutes ~~May 1995 to present date, Mr. Christie has also held~~ (the ~~position of Manager at KYC Management Inc, a financial consulting firm~~“NRS”). Our ~~Mr.~~officers ~~Christie~~are ~~expects~~appointed toby beour ~~able~~board ~~to spend up to 10 hours per week on the development~~ of ~~Dane~~directors ~~Exploration~~and ~~Inc.~~hold atoffice nountil ~~cost~~removed toby the ~~Company~~board.

Between 1972 to 1974, Mr. Christie held a Free Miners License issued by the British Columbia and Yukon Chamber of Mines which provided him the right to prospect in all unclaimed areas throughout British Columbia and the Yukon Territory. His exploration and mining experience includes owning claims and directly working as an on-site prospector on a small gold and silver exploration project. This project was located in and around the Dominion-Sulphur Placer Area, Yukon, Canada and

Table of Contents

specifically focused on Dominion Creek, Gold Run Creek and Sulphur Creek. The project ran from 1972 to 1974 and the staff complement included Mr. Christie and a business partner. The partners shared responsibility for all duties including: claim staking; filing and acquisition of claims; developing an exploration plan; purchasing supplies and logistics for movement of supplies to work sites; performing exploration work; cooking and camp management; health and safety; preparation of samples for assay; assay administration; and remediation of the work-sites.

Mr. Christie believes the combination of his entrepreneurial, operational and financial skills will be of value to Dane Exploration as the Company implements its plans for mineral exploration and development.

Family Relationships

Because we have only a sole officer and director, there are no family relationships between any director or executive officer.

Significant Employees

~~David~~We ~~Christie~~have isno ~~the~~significant ~~sole~~employees ~~employee~~other ofthan ~~the~~our ~~Company~~sole atexecutive ~~present~~officer ~~date.~~and ~~Other duties required by the Company are fulfilled by contracted service providers~~director.

~~Involvement~~Family ~~in Certain Legal Proceedings~~Relationships

~~Mr.~~There ~~Christie~~are ~~has~~no ~~not,~~family ~~during~~relationships ~~the~~between ~~past~~our ~~ten~~executive ~~years:~~officers and directors.

● been convicted in a criminal proceeding or been subject to a pending criminal proceeding (excluding traffic violations and other minor offences);

● had any bankruptcy petition filed by or against the business or property of the person, or of any partnership, corporation or business association of which he was a general partner or executive officer, either at the time of the bankruptcy filing or within two years prior to that time;

● been subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction or federal or state authority, permanently or temporarily enjoining, barring, suspending or otherwise limiting, his involvement in any type of business, securities, futures, commodities, investment, banking, savings and loan, or insurance activities, or to be associated with persons engaged in any such activity;

● been found by a court of competent jurisdiction in a civil action or by the SEC 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;

Table of Contents

● been the subject of, or a party to, any federal or state judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated (not including any settlement of a civil proceeding among private litigants), relating to an alleged violation of any federal or state securities or commodities law or regulation, any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order, or any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or

● been the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

Audit Committee Financial Expert

The duties of an audit committee were assigned to the full board via a resolution executed March 4, 2010. Due to limited resources and the fact that the Company is in its exploration stage, it has not yet been able to recruit and compensate an expert for the Audit Committee.

Compliance With Section 16(a) of the Securities Exchange Act of 1934

Section 16(a) of the Securities and Exchange Act of 1934 requires our executive officers, directors and persons who own more than 10% of our equity securities registered pursuant to Section 12 of the Exchange Act of 1934 (the “Act”) to file with the SEC initial statements of beneficial ownership on Form 3, reports of changes in ownership on Form 4 and annual reports concerning their ownership on Form 5. Executive officers, directors and greater than 10% stockholders are required by SEC regulations to furnish us with copies of all Section 16(a) reports they file. Once this registration statement is effective, Mr. Christie will file a Form 3 and a Schedule 13D to report his holdings in the Company.

Code of Ethics

We have adopted a Code of Ethics that applies to, and which has been signed by, our President and Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, Secretary and Treasurer and director; and which will apply to, and be signed by, all persons holding similar positions in the future. This code is incorporated by reference herein as Exhibit 14.1. Upon request, the Company will furnish a copy of this Code of Ethics by mail to any person without charge. Such requests should be made in writing and mailed to: Dane Exploration Inc., 3577 - 349 West Georgia Street, Vancouver, British Columbia, Canada V6B 3Y4 attn: Code of Ethics Request.

Table of Contents

EXECUTIVE COMPENSATION

~~The~~Summary ~~following~~Compensation table sets forth the salaries and director fees we have paid to our current executive officer(s) in our most recent fiscal year ended September 30, 2010 and since inception. The particulars of this table cover compensation paid by our company to the following persons:Table

~~(a)~~The ~~our~~following ~~principal~~table ~~executive~~sets ~~officer;~~forth ~~(b)~~total ~~each~~compensation ofpaid ~~our~~to ~~two~~or ~~most~~earned ~~highly~~by ~~compensated~~our ~~executive~~named ~~officers who were serving as~~ executive officers ~~at the end of the years ended September 30~~, ~~2011~~as ~~and~~that ~~September~~term ~~30,~~is ~~2010;~~defined ~~and~~in Item 402(cm) ~~up to two additional individuals for whom disclosure would have been provided under~~ (b2) ~~but~~of ~~for~~Regulation ~~the~~S-K ~~fact~~during ~~that~~ the ~~individual~~fiscal ~~was~~years ~~not serving as an executive officer at the end of the year~~ ended ~~September~~December 3031, ~~2011,~~2013 ~~who~~and ~~we will collectively refer to as our named executive officer(s) are set out in the following summary compensation table~~2012:

Name and Principal Positions	Fiscal Year	Salary ($)	Bonus ($)	Other Annual Compensation ($)	Restricted Stock Awards/SARs ($) (1)	Securities Underlying Options/SARs (#)	LTIP Payouts ($) (2)	All Other Compensation ($)(3)
SUMMARY COMPENSATION TABLE
David Christie President and CEO, CFO, PAO, Secretary and Treasurer, and Director	2011	$Nil	$Nil	$Nil	$Nil	$Nil	$Nil	$Nil
Name & Principal Position	Year End December 31,	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compen-sation ($)	Nonqualified Deferred Compen-sation Earnings ($)	All Other Compen-sation ($)	Total ($)
David Christie President and CEO, CFO, PAO, Secretary and Treasurer, and Director	2010	$Nil	$Nil	$Nil	$Nil	$Nil	$Nil	$Nil
G. Dale Murray, II(1) CEO, CFO, President, Secretary, Treasurer and Director	2013 2012	$0 $0	$0 $0	$0 $0	$0 $0	$0 $0	$0 $0	$0 $0	$0 $0
David Christie(2) Former CEO & Former CFO Former President, Former Secretary, Former Treasurer and Former Director	2013 2012	$0 $0	$0 $0	$0 $0	$0 $0	$0 $0	$0 $0	$0 $0	$0 $0

	Notes:
	(1)	SAR’s are “Stock Appreciation Rights”. We have to date not issued any SARs.
	(2)	LTIP’s are “Long-Term Incentive Plans”. We have to date not created any LTIPs.
	(3)	There are no compensatory plans or arrangements with respect to our executive officer(s) resulting from his resignation, retirement or other termination of employment or from a change of control.

Notes:

~~No compensation is anticipated to be paid within the next twelve months to any officer or director of the Company.~~(1)

~~Stock~~Mr. ~~Option~~Murray ~~Grants~~was appointed as our CEO, CFO, President, Secretary, Treasurer and a Director on February 11, 2014.

Dane does not currently have an option plan in place and has not granted any stock options to the executive officer since inception of the Company on March 3, 2010 to the date of this registration statement.(2)

~~Employment~~Mr. ~~Agreements~~Christie resigned as our CEO, CFO, President, Secretary, Treasurer and a Director on February 11, 2014.

~~There are currently no employment agreements and none are anticipated to be entered into within the next twelve months.~~33

~~Significant~~Outstanding ~~Employees~~Equity Awards At Fiscal Year End

~~Dane~~As ~~has~~at noDecember ~~significant~~31, ~~employees other than the officer and director described above~~2013, ~~whose~~we ~~time~~had ~~and~~no ~~efforts~~outstanding ~~are~~equity ~~being provided to Dane without compensation~~awards.

Table of Contents

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table ~~provides~~sets forth certain information concerning the ~~names~~number ~~and~~of ~~addresses~~shares of our common stock owned beneficially as of November 13, 2014 by: (i) each person (including any group) known to ~~Dane~~us to own more than five percent (5%) of ~~the~~any ~~outstanding~~class ~~common~~of ~~stock~~our asvoting securities, (ii) each of ~~May~~ ~~31,~~our ~~2012~~ directors and byeach ~~the~~of our named executive officers, and ~~directors,~~(iii) ~~individually~~officers and directors as a group. ~~All~~Unless ~~shares~~otherwise ~~are~~indicated, ~~owned~~the ~~directly~~stockholders bylisted ~~Mr.~~possess ~~Christie~~sole voting and investment power with respect to the shares shown.

Name and Address of Beneficial Owner	Amount and Nature of Beneficial Shares Owned(1)(3)	Percent of Outstanding Ownership(2)
Title of Class	Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership	Percentage of Common Stock
David Christie Director, Chair, President & CEO, CFO, PAO, and Secretary and Treasurer 3577 - 349 West Georgia Street Vancouver, British Columbia, Canada V6B 3Y4	50,000,000 restricted common shares	100.0%
DIRECTORS AND OFFICERS
All Officers, Directors and Control Persons as a Group	50,000,000 restricted common shares	100.0%
Common Stock	G. Dale Murray, II Director, Chief Executive Officer, Chief Financial Officer, President, Secretary & Treasurer	50,000,000(2) (indirect)	88.8%
Common Stock	All Officers and Directors as a Group (1 person)	50,000,000(2) (indirect)	88.8%
5% STOCKHOLDERS
Common Stock	G. Dale Murray, II Director, Chief Executive Officer, Chief Financial Officer, President, Secretary & Treasurer	50,000,000(2) (indirect)	88.8%

	Notes:
	(1)	Based on 50,000,000 shares of common stock issued and outstanding as of May 31, 2012. Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities. The beneficial owner of the common stock listed above, based on information furnished by him, has sole investment and voting power with respect to such shares, subject to community property laws where applicable. David Christie, the sole officer and director of Dane was issued 50,000,000 common shares on July 16, 2010 for consideration of $25,000, which represents 100% of the current outstanding stock.
	(2)	Mr. Christie does not have the right to acquire within sixty days through options, warrants, rights, conversion, privilege or similar obligations any security of the Company.
	(3)	During a previous public offering of our common stock, which concluded on March 18, 2012, we have received 12 share subscriptions from non-related parties for a total of 1,825,000 common shares at a price of $0.02 per share, for total consideration of $36,500. Shares in respect of these subscriptions have not yet been issued.

Notes:

~~Change in Control~~(1)

WeUnder ~~are~~Rule ~~not~~13d-3, ~~aware~~a beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, ~~that~~understanding, ~~might~~relationship, ~~result~~or inotherwise 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 ~~change~~person inif ~~control~~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 ~~future~~person’s actual ownership or voting power with respect to the number of shares of Common Stock actually outstanding on the date of this prospectus. As at November 13, 2014, we have 56,335,000 shares of Common Stock issued and outstanding.

~~CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS~~(2)

~~There~~Those ~~are~~shares nodenoted ~~promoters~~as being ~~used~~beneficially inowned ~~relation~~by ~~with~~Mr. ~~this~~Murray ~~offering,~~consist ~~except that under the definition~~ of ~~promoter in Rule 405 of Regulation C of the Securities Act of 1933~~50,000,000 ~~David~~shares ~~Christie~~held asdirectly ~~founder~~by ofPortus ~~Dane~~Holdings ~~Exploration~~ Inc. ~~is considered a promoter with respect to this offering. No persons who may~~, inwhich ~~the~~is ~~future, be considered~~ a ~~promoter~~company ~~will~~controlled ~~receive~~by ~~or expect to receive assets, services or other consideration from us~~Mr. ~~No assets will be or are expected to be acquired from any promoter on behalf of Dane~~Murray. ~~We have not entered into any agreements that require disclosure to our shareholders.~~

~~Other~~Changes than the subscription of shares by our CEO and his provision of advances to the Company, none of the following parties has, since the date of incorporation, had any material interest, direct or indirect, in ~~any transaction with us or in any presently proposed transaction that has or will materially affect us:~~Control

~~(i)~~We ~~The~~are ~~sole~~not ~~officer~~aware ~~and~~of ~~director;~~any ~~(ii)~~arrangement, ~~Any~~which ~~person~~may ~~proposed~~result asin a ~~nominee~~change ~~for~~in ~~election~~control asin ~~a director; (iii) Any person who beneficially owns, directly or indirectly, shares carrying more than 5% of~~ the ~~voting rights attached to the outstanding shares of common stock; (iv) Any relative or spouse of any of the foregoing persons who have the same house as such person~~future.

8634

~~Table~~RELATED ~~of Contents~~TRANSACTIONS

~~DISCLOSURE~~Except OFas ~~SECURITIES~~disclosed ~~AND~~below, ~~EXCHANGE~~none ~~COMMISSION~~of ~~POSITION~~the ONfollowing ~~INDEMNIFICATION~~parties ~~FOR~~has, ~~SECURITIES~~during ~~ACT~~our ~~LIABILITIES~~last two fiscal years, had any material interest, direct or indirect, in any transaction with us or in any presently proposed transaction that has or will materially affect us, in which the Company is a participant and the amount involved exceeds the lesser of $120,000 or 1% of the average of the Company’s total assets for the last two completed fiscal years:

Our By-laws provide for the elimination of the personal liability of our officers, directors, corporate employees and agents to the fullest extent permitted by the provisions of Nevada General Corporation Law. Under such provisions, the director, officer, corporate employee or agent who in his capacity as such is made or threatened to be made, party to any suit or proceeding, shall be indemnified if it is determined that such director or officer acted in good faith and in a manner she reasonably believed to be in or not opposed to the best interests of our company. Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers, and persons controlling our company pursuant to the foregoing provision, or otherwise, we have been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act of 1933 and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities is asserted by one of our directors, officers, or controlling persons in connection with the securities being registered, we will, unless in the opinion of our legal counsel the matter has been settled by controlling precedent, submit the question of whether such indemnification is against public policy to a court of appropriate jurisdiction. We will then be governed by the court's decision. (i)

~~CORPORATE~~Any ~~GOVERNANCE~~of our directors or officers;

~~Board of Directors Structure~~(ii)

~~The~~Any ~~number~~person ofproposed ~~directors~~as ~~constituting~~a ~~the~~nominee ~~entire~~for ~~Board~~election ofas ~~Directors shall be the number, not less than one nor more than ten, fixed from time to time by~~ a majority of the total number of directors which the Corporation would have, prior to any increase or decrease, if there were no vacancies, provided, however, that no decrease shall shorten the term of an incumbent director.;

~~TRANSFER AGENT AND REGISTRAR~~(iii)

~~Dane~~Any ~~has~~person ~~engaged~~who ~~the~~beneficially ~~services of Empire Stock Transfer Inc.~~owns, ~~1859~~directly ~~Whitney~~or ~~Mesa Dr.~~indirectly, ~~Henderson,~~shares ~~NV,~~carrying ~~USA~~more ~~89014,~~than ~~Tel:~~10% ~~702.818.5898,~~of ~~Fax:~~the ~~702.974.1444,~~voting ~~email:~~rights ~~www.empirestock.com,~~attached to ~~act as the registrar and transfer agent for~~ our ~~common~~outstanding shares ~~and~~of ascommon ~~our registered agent in Nevada.~~stock;

~~LEGAL MATTERS~~(iv)

~~The~~Any ~~validity~~ of ~~the~~our ~~securities~~promoters; ~~offered hereby will be passed upon for Dane by Michael J. Morrison, Attorney at Law, 1495 Ridgeview Drive, Suite 220, Reno, NV, 89518, Tel. (775) 827-6300, Fax (775) 827-6311.~~and

87(v)

~~Table~~Any relative or spouse of ~~Contents~~any of the foregoing persons who has the same house as such person.

~~WHERE~~Asset ~~YOU~~Purchase ~~CAN~~Agreement ~~FIND~~with ~~MORE INFORMATION~~PHI

WeUnder ~~have~~the ~~also~~terms ~~filed~~of ~~a registration statement on Form S-1 under~~ the ~~Securities~~Asset ~~Act,~~Purchase ~~as amended~~Agreement, inwe ~~connection~~issued ~~with this offering. This prospectus~~50, ~~which is part of the registration statement~~000,000 ~~includes all of the information contained in the registration statement. For further information with respect to us and the~~ shares of our common stock ~~offered~~to ~~hereby~~PHI, ~~reference~~a isbeneficial ~~made~~holder toof ~~such~~more ~~registration~~than ~~statement,~~five ~~including~~percent ~~the~~of ~~exhibits~~our ~~thereto,~~outstanding ~~which may be read~~shares, ~~without~~for ~~charge, and copied at~~ the ~~public~~Portus ~~reference facilities maintained by the SEC at 100 F Street, N~~Assets.~~E.,~~ PHI ~~Washington,~~is ~~D.C.~~controlled ~~20549. The public may obtain information on the operation of the public reference room~~ by ~~calling the SEC at 1-800-SEC-0330~~Mr. ~~The SEC maintains an Internet site at http://www.sec.gov that contains current and periodic reports~~Murray, ~~proxy~~our ~~statements~~sole ~~and~~executive ~~other~~officer information regarding registrants that filed electronically with the SEC. Statements contained in this prospectus as to the intent of any contract or other document referred to are not necessarily complete, and in each instance reference is made to the copy of such contract or other document filed as an exhibit to this registration statement, each such statement being qualified in all respects by such referencedirector.

88DIRECTOR INDEPENDENCE

~~Table~~Our common stock is quoted on the OTC Bulletin Board inter-dealer quotation system, which does not have director independence requirements. Under NASDAQ Rule 5605(a)(2), a director is not considered to be independent if he or she is also an executive officer or employee of ~~Contents~~the corporation. As a result, Mr. Murray, our sole executive officer, does not qualify as an independent member of our Board of Directors.

~~OUTSIDE~~DISCLOSURE ~~BACK~~OF ~~COVER:~~COMMISSION POSITION ON INDEMNIFICATION FOR SECURITIES ACT LIABILITIES

Our Articles of Incorporation and Bylaws provide that we will indemnify an officer, director, or former officer or director, to the full extent permitted by law. Insofar as indemnification for liabilities arising under the Securities Act may be permitted to our directors, officers and controlling persons pursuant to the foregoing provisions, or otherwise, we have been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act, and is, therefore, unenforceable.

In the event that a claim for indemnification against such liabilities, other than the payment by us of expenses incurred or paid by one of our directors, officers, or controlling persons in the successful defense of any action, suit or proceeding, is asserted by one of our directors, officers, or controlling persons in connection with the securities being registered, we will, unless in the opinion of our counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification is against public policy as expressed in the Securities Act, and we will be governed by the final adjudication of such issue.

SUBJECT TO COMPLETION, DATED ____________, 2014

PROSPECTUS

~~Subject~~PORTUS ~~To Completion: Dated ______, 2012~~CORPORATION

~~DANE~~♦ ~~EXPLORATION~~SHARES ~~INC.~~OF COMMON STOCK

~~A maximum of 25,000,000 common shares offered at $0.02 per share~~36

~~Until~~INFORMATION ~~_______________,~~NOT ~~all~~REQUIRED ~~dealers~~IN that effect transactions in these securities, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to the dealer obligation to deliver a prospectus when acting as underwriters and with respect to their unsold allotments or subscriptions.PROSPECTUS

Table of Contents

PART II - INFORMATION NOT REQUIRED IN THE PROSPECTUS

OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION

The estimated ~~further~~ costs of this ~~offering~~Offering are as follows:

SEC filing expenses		$	58
Expenses(1)	US($)
Transfer Agent fees			1,150
SEC Registration Fee	$ 697.20
Printing			500
Transfer Agent Fees	$ 1,000
Courier and postage			150
Accounting Fees and Expenses	$ 15,000
TOTAL		$	1,858
Legal Fees and Expenses	$ 15,000
Miscellaneous	$ 5,000
Total	$ 36,697.20

~~Dane is paying all expenses of the offering listed above.~~Note:

(1)All amounts are estimates, other than the SEC's registration fee.

We are paying all expenses of the Offering listed above. No portion of these expenses will be paid by the selling security holder. The selling security holder, however, will pay any other expenses incurred in selling their shares, including any brokerage commissions or costs of sale.

INDEMNIFICATION OF DIRECTORS AND OFFICERS

Our officers and directors are indemnified as provided by the ~~Nevada Revised Statutes (the “~~NRS”) and our bylaws.

Under the NRS, director immunity from liability to a company or its ~~shareholders~~stockholders for monetary liabilities applies automatically unless it is specifically limited by a company's articles of incorporation. Our ~~that~~Articles isof Incorporation do not limit the ~~case~~immunity ~~with~~afforded to our ~~articles~~directors ofby ~~incorporation~~the NRS. Excepted from that immunity are:

~~1. a willful failure to deal fairly with the company or its shareholders in connection with a matter in which the director has a material conflict of interest; 2. a violation of criminal law~~ (~~unless the director had reasonable cause to believe that his or her conduct was lawful or no reasonable cause to believe that his or her conduct was unlawful~~1)~~; 3. a transaction from which the director derived an improper personal profit; and 4. willful misconduct.~~

~~Our~~a bylaws provide that we will indemnify our directors and officers to the fullest extent not prohibited by Nevada law; provided, however, that we may modify the extent of such indemnification by individual contracts with our directors and officers; and, provided, further, that we shall not be required to indemnify any director or officer’s inbreach ~~connection~~of ~~with~~his ~~any proceeding (~~or ~~part~~her ~~thereof)~~fiduciary ~~initiated~~duties; ~~by such person unless:~~and

~~1. such indemnification is expressly required to be made by law;~~ (2. the proceeding was authorized by our Board of Directors; 3. such indemnification is provided by us, in our sole discretion, pursuant to the powers vested us under Nevada law; or 4. such indemnification is required to be made pursuant to the bylaws.)

~~Our~~such ~~bylaws~~breach provide that we will advance all expenses incurred to any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, by reason of ~~the~~fiduciary ~~fact~~duties ~~that~~involved ~~she~~intentional ~~is or was our director or officer~~misconduct, orknowing isviolation ~~or was serving at our request as a director or executive officer~~ of ~~another company, partnership, joint venture, trust or other enterprise, prior to~~ the ~~final~~law ~~disposition of the proceeding, promptly following request. This advancement of expenses is to be made upon receipt of an undertaking by~~ or ~~on behalf of such person to repay said amounts should it be ultimately determined that the person was not entitled to be indemnified under our bylaws or otherwise~~fraud.

90Our bylaws provide that we will indemnify our directors and officers to the fullest extent not prohibited by NRS; provided, however, that we may modify the extent of such indemnification by individual contracts with our directors and officers; and, provided, further, that we shall not be required to indemnify any director or officer in connection with any proceeding (or part thereof) initiated by such person unless:

~~Table of Contents~~(1)

Our bylaws also provide that no advance shall be made by us to any officer in any action, suit or proceeding, whether civil, criminal, administrative or investigative, if a determination is reasonably and promptly made: (a) by the board of directors by a majority vote of a quorum consisting of directors who were not parties to the proceeding; or (b) if such ~~quorum~~indemnification is ~~not~~expressly ~~obtainable,~~required ~~or, even if obtainable, a quorum of disinterested directors so directs, by independent legal counsel in a written opinion, that the facts known~~ to ~~the~~be ~~decision-making party at the time such determination is~~ made ~~demonstrate~~by ~~clearly and convincingly that such person acted in bad faith or in a manner that such person did not believe to be in or not opposed to our best interests.~~law;

(2)

the proceeding was authorized by our Board of Directors;

(3)

such indemnification is provided by us, in our sole discretion, pursuant to the powers vested us under Nevada law; or

(4)

such indemnification is required to be made pursuant to the bylaws.

Our bylaws provide that we will advance to any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, by reason of the fact that he is or was a director or officer, of the company, or is or was serving at the request of the company as a director or executive officer of another company, partnership, joint venture, trust or other enterprise, prior to the final disposition of the proceeding, promptly following request therefore, all expenses incurred by any director or officer in connection with such proceeding upon receipt of an undertaking by or on behalf of such person to repay said amounts if it should be determined ultimately that such person is not entitled to be indemnified under our bylaws or otherwise.

Our bylaws provide that no advance shall be made by us to an officer of the company, except by reason of the fact that such officer is or was a director of the company in which event this paragraph shall not apply, in any action, suit or proceeding, whether civil, criminal, administrative or investigative, if a determination is reasonably and promptly made: (a) by the board of directors by a majority vote of a quorum consisting of directors who were not parties to the proceeding, or (b) if such quorum is not obtainable, or, even if obtainable, a quorum of disinterested directors so directs, by independent legal counsel in a written opinion, that the facts known to the decision-making party at the time such determination is made demonstrate clearly and convincingly that such person acted in bad faith or in a manner that such person did not believe to be in or not opposed to the best interests of the company.

RECENT SALES OF UNREGISTERED SECURITIES

WeDuring ~~have sold securities within~~ the past three years, ~~without~~we ~~registering~~completed the ~~securities~~following ~~under~~sales ~~the Securities Act~~ of ~~1933~~unregistered ~~on one occasion.~~securities:

~~On July 16, 2010, we issued 50,000,000 shares of common stock to David Christie, our sole officer and director, for total consideration of $25,000, or $0~~1.0005 per share. The offer and sale was made pursuant to the exemption from registration afforded by Rule 903(b)(3) of the Regulation S, promulgated under the Securities Act of 1933, as amended (the “Securities Act”), on the basis that the securities were sold outside of US, to a non-US person, with no directed selling efforts in the US, and where offering restrictions were implemented.

WeOn ~~have~~February ~~spent~~11, a2014, ~~portion~~in oforder to complete the ~~above~~acquisition ~~proceeds~~of Portus Assets, we issued to ~~pay~~Portus ~~for~~Holdings ~~purchase~~Inc. (“PHI”) 50,000,000 shares of ~~mineral~~our ~~claims~~common stock. These shares were issued in reliance on Rule 506 of Regulation D promulgated under the United States Securities Act of 1933 (the “Securities Act”). In accordance with Rule 506 of Regulation D, ~~legal~~PHI, ~~accounting~~which ~~and~~does ~~auditor~~not ~~fees~~qualify as an accredited investor, ~~general~~represented ~~administrative~~to ~~costs~~us that it has such knowledge and ~~costs~~experience ~~associated~~in ~~with~~financial ~~this~~business ~~prospectus,~~matters ~~and~~to ~~expect~~evaluate the ~~balance~~merits ofand the ~~proceeds~~risks toof bethe ~~mainly~~investment. In ~~applied~~addition, we furnished to ~~further~~PHI ~~costs~~the ofinformation ~~this~~required ~~prospectus~~under ~~and~~Rule ~~administrative~~502 ~~costs~~of Regulation D.

We shall report the use of proceeds on our first periodic report filed pursuant to sections 13(a) and 15(d) of the Exchange Act after the effective date of this Registration Statement and thereafter on each of our subsequent periodic reports through the later of disclosure of the application of all the offering proceeds, or disclosure of the termination of this offering2..

~~EXHIBITS~~On February 20, 2014, we issued 10,000 units at a price of $0.30 per unit for gross proceeds of $3,000. Each unit consists of one share of common stock and one-half of one share purchase warrant, with each unit entitling the holder to acquire one additional share at a price of $0.30 per share for a period of one year from the date of issuance. The issuance was completed pursuant to the provisions of Rule 506 of Regulation D on the basis that the subscriber represented to us that it is an accredited investor as defined in Rule 501 of Regulation D.

	Number	Description
	3.1	Articles of Incorporation
	3.2	By-Laws
	5.1	Legal Opinion with Consent
	10.1	Subscription Agreement
	10.2	Claims Purchase Agreement dated July 22, 2010
	10.3	Site Service Agreement dated July 8, 2011
	14.1	Code of Ethics
	23.1	Consent of Independent Accountants, Madsen & Associates CPAs, Inc.
	23.2(1)	Consent of Counsel, Michael J. Morrison

On February 21, 2014, we issued 275,000 shares of common stock to Haytarr LLC (1“Haytarr”) ~~Counsel’s~~ ~~consent~~pursuant isto ~~located~~the interms of a consulting agreement with Haytarr. The issuance was completed pursuant to the ~~legal~~provisions ~~opinion~~of ~~filed~~Rule as506 ~~Exhibit~~of ~~5.1~~Regulation D on the basis that Haytarr represented to ~~this~~us ~~registration~~that ~~statement~~it ~~and~~is ~~incorporated~~an ~~herein~~accredited byinvestor ~~this~~as ~~reference~~defined in Rule 501 of Regulation D.

On May 20, 2014, we issued 2,000,000 shares of our common stock to Burkman and Associates (“Burkman”) pursuant to the terms of a consulting agreement with Burkman. The issuance was completed pursuant to the provisions of Rule 506 of Regulation D on the basis that Burkman represented to us that it is an accredited investor as defined in Rule 501 of Regulation D.

On November 13, 2014, we issued 250,000 shares of our common stock to Monarch Bay Securities LLC (“Monarch”) pursuant to the terms of a consulting agreement with Monarch. The issuance was completed pursuant to the provisions of Rule 506 of Regulation D on the basis that Monarch represented to us that it is an accredited investor as defined in Rule 501 of Regulation D.

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES


Exhibit Number	Description of Exhibit
3.1	Articles of Incorporation.⁽¹⁾
3.2	Certificate of Merger.⁽³⁾
3.3	Articles of Merger between Dane Exploration Inc. (as surviving entity) and Dane Acquisition Corp. (as merging entity), with surviving entity changing its name to "Portus Corporation".⁽³⁾
3.4	By-Laws.⁽¹⁾
5.1	Opinion of Northwest Law Group with consent to use.*
10.1	Asset Purchase Agreement dated January 29, 2014 between Dane Exploration Inc., Portus Holdings Inc., Dane Acquisition Corp and David Christie.⁽²⁾

Notes:

To be filed by amendment.

(1)

Filed with the SEC as an exhibit to our Registration Statement on Form S-1 filed on May 31, 2012.

(2)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed on January 30, 2014.

(3)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed on March 25, 2014.

UNDERTAKINGS

The undersigned Registrant hereby undertakes:

1. ~~To file, during any period in which it offers or sells securities, a post-effective amendment to this Registration Statement to:~~

~~(a)~~To ~~include~~file, during any ~~Prospectus~~period ~~required~~in bywhich ~~Section~~offers ~~10(~~or sales are being made, a~~)(3)~~ ofpost-effective ~~the~~amendment ~~Securities~~to ~~Act~~this ofregistration ~~1933;~~statement:

91(a)

~~Table~~To include any prospectus required by Section 10(a)(3) of ~~Contents~~the Securities Act of 1933;

	(b)	reflect in the Prospectus any facts or events which, individually or together, represent a fundamental change in the information set forth in this Registration Statement; and notwithstanding the forgoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of Prospectus filed with the commission pursuant to Rule 424(b) if, in the aggregate, the changes in the volume and price represent no more than a 20% change in the maximum aggregate offering price set forth in the "Calculation of Registration Fee" table in the effective Registration Statement; and
	(c)	include any additional or changed material information on the plan of distribution.

(b)

~~2. That,~~To ~~for~~reflect in the ~~purpose~~prospectus any facts or events arising after the effective date of ~~determining any~~the ~~liability under~~registration statement (or the ~~Securities~~ ~~Act, each such~~ most recent post-effective amendment ~~shall~~ ~~be deemed~~thereof) towhich, beindividually or in the aggregate, represent a ~~new~~ fundamental change in the information set forth in the registration statement. Notwithstanding ~~relating~~the toforegoing, ~~the~~any increase or decrease in volume of securities offered ~~herein,~~(if ~~and~~ the ~~offering~~ total dollar value of ~~such~~ securities at offered would not exceed that ~~time shall~~ which was registered) and any deviation from the low or high end of the estimated maximum offering range may be ~~deemed~~ reflected in the form of prospectus filed with the SEC pursuant to be Rule 424(b) if, in the ~~initial~~aggregate, ~~bona~~the ~~fide~~changes in the volume and price represent no more than a 20% change in the maximum aggregate offering ~~thereof.~~price set forth in the “Calculation of Registration Fee” table in the effective registration statement; and

~~3. To remove from registration by means of a post-effective amendment any of the securities being registered hereby which remain unsold at the termination of the offering.~~(c)

~~4. That,~~To ~~for~~include ~~determining our liability under the Securities Act to~~ any ~~purchaser~~ inmaterial ~~the~~information ~~initial~~with ~~distribution~~respect ofto the ~~securities,~~plan ~~we undertake that in a primary offering~~ of ~~our~~ ~~securities~~distribution ~~pursuant~~not topreviously ~~this~~disclosed ~~Registration Statement, regardless of the underwriting method used to sell the securities~~in to the ~~purchaser,~~registration ifstatement ~~the securities are offered~~ or ~~sold to such purchaser by means of~~ any ofmaterial ~~the~~change ~~following communications, we will be a seller~~ to ~~the purchaser and will be~~ ~~considered to offer or sell~~ such ~~securities~~information toin ~~such~~the ~~purchaser:~~registration statement.

~~(i) any preliminary Prospectus or Prospectus that we file relating to the offering required to be filed pursuant to Rule 424 (Section 230~~2.424 of this chapter); (ii) any free writing Prospectus relating to the offering prepared by or on our behalf or used or referred to by us; (iii) the portion of any other free writing Prospectus relating to the offering containing material information about us or our securities provided by or on behalf of us; and (iv) any other communication that is an offer in the offering made by us to the purchaser.

~~Each Prospectus filed pursuant to Rule~~That, ~~424(b)~~for ~~as part of a registration~~the ~~statement~~purpose ~~relating~~of todetermining anany ~~offering,~~liability ~~other~~under ~~than~~the ~~registration~~Securities ~~statements~~Act ~~relying~~of on1933, ~~Rule~~each ~~430B~~such orpost-effective ~~other~~amendment ~~than Prospectuses filed in reliance on Rule 430A,~~ shall be deemed to be ~~part of and included in the registration statement as of the date it is first used after effectiveness. Provided, however, that no statement made in~~ a ~~registration statement or Prospectus that~~ isnew ~~part of the~~ registration statement orrelating ~~made~~to ~~in a document incorporated or deemed incorporated by reference into~~ the ~~registration~~securities ~~statement~~offered orherein, ~~Prospectus~~and ~~that is part of~~ the ~~registration~~offering ~~statement will, as to a purchaser with a time~~ of ~~contract of sale prior to~~ such ~~first~~securities ~~use,~~at ~~supersede or modify any statement~~ that ~~was~~time ~~made~~to ~~in the registration~~be ~~statement or Prospectus that was part of~~ the ~~registration~~initial ~~statement~~bona ~~or made in~~fide ~~any~~offering ~~such document immediately prior to such date of first use~~thereof.

Insofar as indemnification for liabilities arising under the Securities Act may be permitted to our directors, officers and controlling persons pursuant to the provisions above, or otherwise, we have been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act, and is, therefore, unenforceable3.

InTo ~~the~~remove ~~event~~from ~~that~~registration ~~a claim for indemnification against such liabilities, other than the payment~~ by usmeans of ~~expenses incurred or~~a ~~paid~~post-effective byamendment ~~one of our Directors, officers, or controlling persons in the successful defense of~~ any ~~action, suit or proceeding, is asserted by one~~ of ~~our Directors, officers, or controlling persons in connection with~~ the securities being registered~~, we~~ ~~will,~~which ~~unless~~remain inunsold ~~the~~at ~~opinion of its counsel~~ the ~~matter~~termination ~~has been settled by controlling precedent, submit to a court~~ of ~~appropriate jurisdiction the question whether such~~ ~~indemnification is against public policy as expressed in~~ the ~~Securities Act, and we will be governed by the final adjudication of such issue~~offering.

92Insofar as indemnification for liabilities arising under the Securities Act may be permitted to our directors, officers and controlling persons pursuant to the provisions above, or otherwise, we have been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act, and is, therefore, unenforceable.

~~Table~~In the event that a claim for indemnification against such liabilities, other than the payment by us of ~~Contents~~expenses incurred or paid by one of our directors, officers, or controlling persons in the successful defense of any action, suit or proceeding, is asserted by one of our directors, officers, or controlling persons in connection with the securities being registered, we will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification is against public policy as expressed in the Securities Act, and we will be governed by the final adjudication of such issue.

For the purposes of determining liability under the Securities Act for any purchaser, each prospectus filed pursuant to Rule 424(b) as part of a registration statement relating to an offering, other than registration statements relying on Rule 430B or other than prospectuses filed in reliance on Rule 430A, shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such date of first use.

SIGNATURES

InPursuant ~~accordance~~to ~~with~~ the requirements of the Securities Act of 1933, ~~as amended,~~ the ~~registrant~~Registrant ~~certifies that it~~ has ~~reasonable grounds to believe that it meets all the requirements for filing on Form S-1 and has~~ duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the ~~city~~City of ~~Vancouver~~Ft. Lauderdale, ~~British~~State ~~Columbia~~of Florida, ~~Canada~~United States, on November 13, 2014.

DANE EXPLORATION INC.
By:	/s/ David Christie	May 31, 2012
	David Christie	Date
	President and CEO, Director
In accordance with the requirements of the Securities Act of 1933, this registration statement has been signed by the following person in the capacities and on the dates stated.
By:	/s/ David Christie	May 31, 2012
	David Christie	Date
	President and CEO, Director
	Chief Financial Officer
	Principal Accounting Officer
	Secretary and Treasurer


			PORTUS CORPORATION



		By:	/s/ G Dale Murray, II
			G. DALE MURRAY, II
			Chief Executive Officer, Chief Financial Officer, President, Secretary and Treasurer
			(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.


Signature	Title	Date

/s/ G Dale Murray, II	Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and Director	November 13, 2014
G. DALE MURRAY, II	(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

Filing Compare · PORTUS Corp