10-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

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FORM 10-Q

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(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For The Quarterly Period Ended June 30, 2015

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For The Transition Period from______________________________________ to

Commission file number: 000-29381

ACOLOGY, INC.

(Exact name of registrant as specified in its charter)

Florida	65-0207200
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)
1620 Commerce Street, Corona, CA	92880
(Address of principal executive offices)	(zip code)

(844) 226-5649

(Registrant’s telephone number, including area code)

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

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

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

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

Large accelerated filer	[ ]	Accelerated filed	[ ]
Non-accelerated filer (Do not check if a smaller reporting company)	[ ]	Small reporting company	[X]

Indicate by check mark whether the issuer is a shell company (as defined in rule 12b-2 of the Exchange Act) Yes [ ] No [ X ]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required by Section 12, 13, or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court Yes [ ] No [ ]

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of July 31, 2015, there were 4,546,014,334 shares of the Registrant's Common Stock outstanding.

ACOLOGY, INC.

For The Quarterly Period Ended June 30, 2015

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements	1
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	9
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	14
Item 4.	Controls and Procedures	14
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	14
Item 1A.	Risk Factors	15
Item 2.	Unregistered Sales Of Equity Securities And Use Of Proceeds.	15
Item 4.	(Removed and Reserved).	15
Item 5.	Other Information	15
Item 6.	Exhibits	15
SIGNATURES		16

THIS REPORT CONTAINS FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS AND UNCERTAINTIES. SUCH STATEMENTS ARE BASED ON CURRENT EXPECTATIONS, ASSUMPTIONS, ESTIMATES AND PROJECTIONS ABOUT THE COMPANY AND ITS INDUSTRY. FORWARD-LOOKING STATEMENTS ARE SUBJECT TO KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS THAT MAY CAUSE ACTUAL RESULTS, LEVELS OF ACTIVITY, PERFORMANCE, ACHIEVEMENTS AND PROSPECTS TO BE MATERIALLY DIFFERENT FROM THOSE EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. THE COMPANY UNDERTAKES NO OBLIGATION TO UPDATE PUBLICLY ANY FORWARD-LOOKING STATEMENTS FOR ANY REASON EVEN IF NEW INFORMATION BECOMES AVAILABLE OR OTHER EVENTS OCCUR IN THE FUTURE.

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

ACOLOGY, INC.
CONSOLIDATED BALANCE SHEETS
(Unaudited)
	June 30, 2015			December 31, 2014
ASSETS
CURRENT ASSETS:
Cash	$	58,384		$	261,233
Accounts Receivable		42,581			22,011
Inventories		131,487			51,487
Advance to supplier		37,707			66,128
TOTAL CURRENT ASSETS		270,159			400,859
Property and equipment,  net of accumulated depreciation of $15,182 and $6,576		27,109			32,380
Security deposits		7,489			7,489
TOTAL ASSETS	$	304,757		$	440,728
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
CURRENT LIABILITIES:
Accounts payable	$	3,827		$	18,543
Convertible notes payable		234,500			234,500
Notes payable		457,000			457,000
Note payable - related party		360,000			360,000
Loan payable - stockholder		68,347			68,347
Accrued expenses		58,044			32,123
TOTAL CURRENT LIABILITIES		1,181,718			1,170,513
STOCKHOLDERS' DEFICIENCY
Common Stock, $00001 par value, 6,000,000,000 shares authorized 4,546,014,334 and 3,846,000,000  shares issued and outstanding June 30, 2015 and December 31, 2014, respectively		45,460			45,460
Additional Paid in Capital		—			—
Accumulated Deficit		(922,421	)		(775,245	)
TOTAL STOCKHOLDERS' DEFICIENCY		(876,961	)		(729,785	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY	$	304,757		$	440,728

The accompanying notes are an integral part of these financial statements       

Table of Contents  1

ACOLOGY, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
	Six months ended June 30,						Three months ended June 30,
	2015			2014			2015			2014
Sales	$	712,672		$	168,547		$	412,997		$	94,628
Cost of Sales		232,614			56,459		$	135,256			36,115
Gross Profit		480,058			112,088			277,741			58,513
Operating expenses:
General and administrative		551,231			157,900			320,224			114,330
Advertising and marketing		47,975			26,097			27,556			16,899
Total operating expenses		599,206			183,997			347,780			131,229
Income (Loss) from operations		(119,148	)		(71,909	)		(70,039	)		(72,716	)
Other expenses:
Interest expense		28,028			—			14,014			—
Income (Loss) before income taxes		(147,176	)		(71,909	)		(84,053	)		(72,716	)
Income tax provision		—			—			—			—
Net Income (Loss)	$	(147,176	)	$	(71,909	)	$	(84,053	)	$	(72,716	)
Income (Loss) per common share	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted average common shares outstanding		4,546,014,334			4,304,898,286			4,546,014,334			4,058,363,899

The accompanying notes are an integral part of these financial statements        

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ACOLOGY, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
	Six months ended June 30,
	2015			2014
OPERATING ACTIVITIES:
Net loss	$	(147,176	)	$	(71,909	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense		8,606			376
Changes in operating assets and liabilities
Accounts receivable		(20,570	)
Inventories		(80,000	)		(3,099	)
Accounts payable		(14,716	)
Advance to supplier		28,421			(47,848	)
Accrued expenses		25,921			2,500
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES		(199,514	)		(119,980	)
INVESTING ACTIVITIES:
Acquisition of property and equipment		(3,335	)		(1,910	)
NET CASH USED IN INVESTING ACTIVITIES		(3,335	)		(1,910	)
FINANCING ACTIVITIES:
Proceeds from issuance of private placement		—			40,000
Repayment of related party loan		—			(40,000	)
Proceeds from related party loan		—			232,000
NET CASH PROVIDED BY FINANCING ACTIVITIES		—			232,000
INCREASE (DECREASE) IN CASH		(202,849	)		110,110
CASH - BEGINNING OF PERIOD		261,233			1,759
CASH - END OF PERIOD	$	58,384		$	111,869
Supplemental disclosures of cash flow information:
Non-cash financing activities
Note issued to prior shareholder in connection with reverse merger	$	—		$	400,000

The accompanying notes are an integral part of these financial statements

Table of Contents  3

Acology, Inc.

Notes to Financial Statements

June 30, 2015

(Unaudited)

NOTE 1 – Basis of Presentation and Business

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of the Company’s management, the accompanying unaudited financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of December 31, 2014 and the results of operations and cash flows for the periods presented. The results of operations for the three months ended March 31, 2015 are not necessarily indicative of the operating results for the full fiscal year or any future period. These unaudited financial statements should be read in conjunction with the financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 filed with the SEC on April 15, 2015.

Acology, Inc. (“the Company”) through its wholly owned subsidiary D&C Distributors, LLC (“D&C”) is a wholesaler of proprietary polypropylene containers used for controlled dispensing and storage of pharmaceuticals and medicine. The Company also sells its product through internet sites to end users.

D&C was formed under the laws of the State of California on January 29, 2013.

On March 4, 2014 the Company completed an agreement and plan of merger with D&C. In connection with the merger the stockholders of the D&C received 3,846,000,000 shares of the Company in exchange for their shares of D&C. The merger was accounted for as a reverse merger, whereby D&C is the accounting acquirer and surviving reporting company.

NOTE 2 - Summary of Significant Accounting Policies

Principals of Consolidation

The Consolidated financial statements represent the historical financial statement of D&C, which was considered the accounting acquirer in the reverse merger with Acology.

Acology is an inactive company and there have been no intercompany transactions or balances in any of the periods presented.

Use of Estimates

The preparation of the financial statements in conformity with Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. Certain of the Company’s estimates could be affected by external conditions, including those unique to its industry, and general economic conditions. It is possible that these external factors could have an effect on the Company’s estimates that could cause actual results to differ from its estimates. The Company re-evaluates all of its accounting estimates at least quarterly based on these conditions and record adjustments when necessary.

Cash

The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents.

Table of Contents  4

Revenue Recognition

The Company follows the guidance of the Accounting Standards Codification (“ASC”) Topic 605, “Revenue Recognition”. We record revenue when persuasive evidence of an arrangement exists, product delivery has occurred, the selling price to the customer is fixed or determinable and collectability of the revenue is reasonably assured. The Company has not experienced any significant returns from customers and accordingly, in management’s opinion, no reserve for returns has been provided.

Inventories

Inventories, which consist of the Company’s product held for resale, are stated at the lower of cost, determined using the first-in, first-out, and net realizable value. Net realizable value is the estimated selling price, in the ordinary course of business, less estimated costs to complete and dispose of the product.

If the Company identifies excess, obsolete or unsalable items, its inventories are written down to their realizable value in the period in which the impairment is first identified.  Shipping and handling costs incurred for inventory purchases and product shipments are recorded in cost of sales in the Company's statements of operations.

Fair Value Measurements

The Company adopted the provisions of ASC Topic 820, “Fair Value Measurements and Disclosures”, which defines fair value as used in numerous accounting pronouncements, establishes a framework for measuring fair value and expands disclosure of fair value measurements.

The estimated fair value of certain financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments. The carrying amounts of our short and long term credit obligations approximate fair value because the effective yields on these obligations, which include contractual interest rates taken together with other features such as concurrent issuances of warrants and/or embedded conversion options, are comparable to rates of returns for instruments of similar credit risk.

ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value:

Level 1 — quoted prices in active markets for identical assets or liabilities

Level 2 — quoted prices for similar assets and liabilities in active markets or inputs that are observable

Level 3 — inputs that are unobservable (for example cash flow modeling inputs based on assumptions)

The Company does not have any assets or liabilities measured at fair value on a recurring basis.

Property and Equipment

Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided for on a straight-line basis over the useful lives of the assets. For furniture and fixtures the useful life is five years, Leasehold Improvements are depreciated over the two year lease term. Expenditures for additions and improvements are capitalized; repairs and maintenance are expensed as incurred.

Table of Contents  5

Convertible Instruments

 We evaluate and account for conversion options embedded in convertible instruments in accordance with ASC 815 “Derivatives and Hedging Activities”. Applicable GAAP requires companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments according to certain criteria. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under other GAAP with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument.

Advertising

Advertising and marketing expenses are charged to operations as incurred.

Income Taxes

The Company use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.

ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. The Company has no material uncertain tax positions.

NOTE 3 – Going Concern

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.  The Company has a stockholders’ deficit of $876,961, a working capital deficit of $911,559 at June 30, 2015, and has generated operating losses since inception. These factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern.  The Company’s continuation as a going concern is dependent upon its ability to generate revenues and its ability to continue raising capital from third parties.

NOTE 4 –Convertible Notes payable

At June 30, 2015, convertible notes payable consisted of:

During 2014 the Company entered into a series of promissory note conversion agreements with ten unaffiliated individuals in the aggregate amount of $224,500. These notes are convertible into shares of the Company’s common stock at a conversion price of $.05 per share. The loans are non-interest bearing and have no stated maturity date.

During October, 2014 the Company entered into an additional promissory note conversion agreement with an unaffiliated individual in the amount of $10,000. This note is convertible into shares of the Company’s common stock at a conversion price of $.05 per share. The note bears interest at 15% per annum and matured April 3, 2015, the Company is currently negotiating an extension of the maturity date.

Table of Contents  6

On February 15, 2015, the Company and the noteholders referred to above entered into agreements to change the conversion price of the notes to shares of the company convertible at the current market price at the conversion date plus a twenty percent increase in the number of shares.

NOTE 5 – Notes payable

During 2014 the Company entered into a series of promissory notes with four unaffiliated individuals in the aggregate amount of $457,000. These notes bear interest at rates ranging from 10% to 15% (with a weighted-average rate of 11.7%) and mature as follows:

April 10, 2015	$300,000
May 19, 2015	150,000
September 30, 2015	7,000

The Company is currently negotiating an extension of the maturity date for the loans that are past due.

NOTE 6 – Note payable – Related Party

In connection with the merger referred to in Note 1, the Company issued a promissory note in the amount of $400,000 to Acology’s former president and sole director. The note bears interest at 0.28% per annum and is due March 4, 2015. The note is subject to acceleration in the event of certain events of default, contains certain restrictive covenants, and is secured by a pledge of all the share of common stock of D&C. If an event of default occurs, the unpaid principal amount and interest accrued thereon will be convertible into shares of the Company’s common stock at a conversion price per share equal to 50% of the average daily closing price for three consecutive trading days ending on the trading day immediately prior to the conversion date.

NOTE 7 – Loan payable - stockholder

Since its inception, the Company received advances from one of its stockholders to help finance its operations. The loan is non-interest bearing and has no set maturity date. The Company expects to repay the loan when cash flows become available.

NOTE 8 – Stockholders’ Deficiency

On January 9, 2014, Acology amended its Certificate of Incorporation to raise its authorized common stock to 6 billion shares with a par value of $.00001 per share.

In connection with the merger referred to in Note 1, the shareholders of the D&C received 3,846,000,000 shares of Acology in exchange for their shares of D&C.

In connection with the merger, the former president and sole director of the Acology exchanged 35,000,000 shares of common stock of Acology owned by him and indebtedness owed to him for a convertible promissory note in the amount of $400,000 and the proceeds from the private placement referred to below.

In connection with the Merger, the Company completed a private placement. 700,000,000 shares of common stock were issued for proceeds of $40,000.

NOTE 9 – Concentrations

For the six months ended June 30, 2014, the Company’s largest customer accounted for approximately 70% of sales. No single customer accounted for greater than 10% of sales for the six months ended June 30, 2015.

For the six months ended June 30, 2015 and 2014, the Company purchased approximately 99% and 100% of its products from one distributor.

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NOTE 10 – Commitments

The Company is committed under an operating lease for its premises. The lease calls for monthly payments of $6,300 plus 55% of the operating expenses, as defined in the lease. The lease expires August 31, 2016.

NOTE 11 – Subsequent events

Management has evaluated subsequent events through the date which the financial statements were available to be issued. Based on the evaluation no material events have occurred that require recognition in or disclosure to the financial statements.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

THE FOLLOWING DISCUSSION SHOULD BE READ IN CONJUNCTION WITH THE COMPANY'S FINANCIAL STATEMENTS AND THE NOTES TO THOSE STATEMENTS AND OTHER FINANCIAL INFORMATION APPEARING ELSEWHERE IN THIS REPORT.

Introduction

Acology is the parent of D&C Distributors LLC (“D&C”). Acology has no material assets other than all of the outstanding membership units in D&C and has no plans to conduct any business activities other than obtaining or guaranteeing financing for the business conducted by D&C or assisting D&C in obtaining such financing.

As a result of the merger described below, we are in the business of designing, manufacturing, branding and selling proprietary plastic medical grade containers that can store, and grind and shred, pharmaceuticals, herbs, teas and other solids or liquids. Our sole product is the “TSOS Container.”

We currently offer 99% of our products on our retail website, www.themedtainer.com as well as offer to wholesale and retail companies for resale.

Our products can store and grind many substances. We have manufactured our products using medical-grade resin because we intended to market them for use in grinding pills for administration to children and other persons who have difficulty swallowing and to pets. We were unable to market for these purposes because we did not have child safety certification and because of limitations in manpower. We recently received such certification and can devote more time to marketing. Accordingly, we intend to focus on marketing our products for the foregoing purposes.

In light of the facts that the possession and use of marijuana have been legalized, subject to varying restrictions, in at least 23 states and that several other states are considering such legalization, we believe that our products may be of interest to a large number of users of marijuana in and we advertise our products on our website and elsewhere as suitable for that purpose. However, since we do not seek information from our customers who are end users as to how they intend to utilize our products and have no similar knowledge respecting end users of products sold through our distributor, we are unable to determine the extent of its use in connection with the storage and grinding of marijuana or any other purpose. We believe that marketing our products to users of marijuana subject us to the risk of prosecution under federal law if law enforcement authorities were to determine that our products are “drug paraphernalia and by state or local authorities because our websites are visible in jurisdictions where medicinal and/or recreational use of marijuana is not permitted and as a result we may be found to be violating the laws of those jurisdictions.

Our History

Prior to the Merger

Acology was incorporated on September 9, 1997, in the State of Florida under the name of Synthetic Flowers of America, Inc. (“Synthetic Flowers”) for the purpose of producing and selling silk flowers.

On February 15, 1999, Acology amended its articles of incorporation to (i) change its corporate name to Pinecrest Investment Group, Inc., (ii) to increase the aggregate number of shares of common stock that it was authorized to issue be increased to 100,000,000 shares, $.001 par value per share, and (iii) to authorize 25,000,000 shares of preferred stock, $.001 par value per share.

On January 10, 2000, Acology’s Board of Directors approved a 5-for-4 forward stock split for shareholders of record on December 31, 1999, with any fractional shares being rounded up to the next whole share.

Table of Contents  9

On January 26, 2000, Acology amended its Articles of Incorporation (i) to reduce the number of the authorized shares of common stock to 50,000,000, (ii) reduce the number of authorized shares of preferred stock to 10,000,000 shares, (iii) provide that shares of preferred stock would have no par value and (iv) provide that the preferred stock would be issuable in series.

Acology ceased doing business in 2002.

On or about October 23, 2008, Acology, was placed in receivership by order of the Circuit Court of the 13th Judicial Circuit in and for Hillsborough County, Florida. As a result, (i) Brian K. Goldenberg was appointed receiver of Acology and (ii) pursuant to his powers as receiver, he appointed Mark Rentschler as its president and sole director, replacing its existing president and directors, who had abandoned their duties as such for several years. The receivership was closed on February 10, 2009. Mr. Rentschler received 35,000,000 shares of Acology’s common stock for his services in these capacities.

On October 27, 2009, Mr. Rentschler resigned as President and sole director of the Acology and appointed Mark Astrom, the son of Richard S. Astrom, as its president and sole director.

On or about February 17, 2009, Green Fusion Corp., a corporation all of whose shares are owned by Richard S. Astrom, who served as president and sole director of the Acology from January 1, 2012, until March 4, 2014, acquired the above mentioned 35,000,000 shares of common stock from Mr. Rentschler, which gave Mr. Astrom control of Acology.

On January 1, 2012, Mark Astrom resigned as President and sole director of Acology and appointed Richard S. Astrom as its President and sole director.

On July 5, 2012, Acology amended its Articles of Incorporation to increase the number of the authorized shares of its common stock to 3,000,000,000.

Immediately prior to the merger described below, Acology was a nonreporting shell company.

The Merger

December 24, 2013, Acology, PNCR, Acquisition, LLC, a California limited liability company and the wholly-owned subsidiary of Acology (“Merger Sub”), and D&C entered into an Agreement and Plan of Merger under which, among other things, Merger Sub would be merged with and into D&C, with the result that D&C would be the surviving entity and become the wholly owned subsidiary of Acology.

On March 4, 2014, the closing under the Merger Agreement took place and on March 28, 2014, D&C and Merger Sub filed the merger certificate with the Secretary of State of the State of California. As a result of the Merger, Acology is no longer a shell company. In connection with the Merger, Acology issued 3,846,000,000 shares of Common Stock to Curtis Fairbrother and Douglas Heldoorn, the holders of all of the membership units in D&C, who thereby became Acology’s controlling shareholders. Upon the closing of the Merger, Richard Astrom resigned as Acology’s sole director and president and Messrs. Fairbrother and Heldoorn became its officers and directors.

Also in connection with the Merger:

• On March 4, 2014, Acology completed a private placement with 3 investors (the “Private Placement”) of 700,000,000 shares of Common Stock for proceeds of $40,000 in cash. The price paid by each investor was $0.000571429 per share. Acology also entered into Registration Rights Agreements with these investors, under which Acology was obligated to file, and did file, a registration statement under the Securities Act of 1933 (the “Securities Act”) relating to the shares issued in the Private Placement (the “Registration Statement”) and to use its best efforts to cause the Registration Statement to be declared effective under the Securities Act as promptly as possible. The Registration Statement was made effective on August 6, 2014.

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• Prior to the Merger, Richard S. Astrom, Acology’s president and sole director, entered into an Exchange Agreement with Acology, under which 35,000,000 shares of the Common Stock owned by Green Fusion Corp. and $151,269 of Acology’s indebtedness to him were exchanged for the proceeds of the Private Placement and a secured convertible promissory note of Acology payable to him in the principal amount of $400,000 and bearing interest at the rate of 0.28% per annum. The convertible promissory note is due March 4, 2015, is subject to acceleration in the event of certain events of default, contains certain restrictive covenants and is secured by a pledge of all of the shares of common stock of D&C. If an event of default, including failure to pay the convertible promissory note when due, occurs, the unpaid principal amount of the convertible promissory note and the interest accrued thereon will be convertible as a whole or in part from time to time into an indeterminate number of shares of Common Stock at a conversion price per share equal to 50% of the average of the daily closing prices for a share of Common Stock for the three (3) consecutive trading days ending on the trading day immediately prior to the day on which the convertible promissory note is delivered for conversion.

• On January 9, 2014, Acology amended its Articles of Incorporation (i) to change its corporate name to Acology, Inc., (ii) to increase the number of the authorized shares of common stock to 6,000,000,000 and (iii) to reverse split its common stock on the basis of 1 new share for 1,000 existing shares. The reverse stock split was applicable to shares held by shareholders of record on February 14, 2014, and was implemented on that date.

RESULTS OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 2015

COMPARED TO THREE MONTHS ENDED JUNE 30, 2014

Revenues

Revenues for the three months ended June 30, 2015, were $412,997 compared to $94,628 for the three months ended June 30, 2014, and our gross profit for those periods were respectively $277,741 and $58,513. The increase in revenues and gross profits for the later period was due to increased sales.

Operating Expenses

Operating expenses for the three months ended June 30, 2015, were $347,780 compared to $131,229 for the three months ended June 30, 2014. Operating expenses increased in the later period because general and administrative expenses increased substantially and because we incurred higher advertising costs.

Net Loss

We had a net loss of $84,053 for the three-month period ended June 30, 2015, as compared to a net loss of $72,716 for the three-month period ended June 30, 2014.

Interest Expense

Interest for the three months ended June 30, 2015, was $14,014, as compared to $0 for the three months ended June 30, 2014.

SIX MONTHS ENDED JUNE 30, 2015

COMPARED TO SIX MONTHS ENDED JUNE 30, 2014

Revenues

Revenues for the six months ended June 30, 2015, were $712,762 compared to $168,547 for the six months ended June 30, 2014, and our gross profit for those periods were respectively $480,058 and $112,088. The increase in revenues and gross profit for the later period was due to increased sales.

Table of Contents  11

Operating Expenses

Operating expenses for the six months ended June 30, 2015, were $599,206, compared to $183,997 for the six months ended June 30, 2014. Operating expenses increased in the later period because general and administrative expenses increased substantially and because we incurred higher advertising costs.

Net Loss

We had a net loss of $119,148 for the six-month period ended June 30, 2015, as compared to a net loss f of $71,109 for the six-month period ended June 30, 2014.

Interest Expense

Interest for the six months ended June 30, 2015, was $28,028, as compared to $0 for the six months ended June 30, 2014.

LIQUIDITY AND CAPITAL RESOURCES

Liquidity and Capital Resources

As of December 31, 2014, and June 30, 2015, we had respectively $261,233 and $58,384 in cash. We financed our operations from the inception of our business on January 19, 2013, through June 30, 2015, through capital contributions of $141,986 made by our officers and loans of $691,500. During the six-month period ended June 30, 2015, we financed our operating activities from cash generated from our operations.

We commenced business in January 2013. Our sales grew over the course of 2013, averaging 11,500 units per month for 2013 and ranging from 8,000 units to 30,000 units for a total of 125,000 units. During the year ended December 31, 2014, we sold an average of 15,000 units per month, ranging from approximately 4,000 to 20,000 units per month, totaling approximately 180,000 units; we sold approximately 44,000 units in the last quarter of 2014. During the first two quarters of 2015, we sold 151,900 units. Gross sales for 2014 were $460,756 and for the six months ended June 30, 2015, were $712,762. We have a current inventory of 100,250 containers, which we believe will be sold over our website and to our distributors for approximately $550,372.

The Company believes that it will require approximately $1,200,000 in additional funding for its operations for the next 12 months. The Company plans to fund its activities during the balance of 2015 and beyond through loans from banks and other financial

institutions and the sale of debt or equity securities to private investors. The Company can give no assurance that it will be successful in so doing or that such funding, if available, can be obtained on acceptable terms.

On March 4, 2014, the Company issued a convertible promissory note payable to Richard S. Astrom in the principal amount of $400,000, which was reduced to $360,000 by virtue of a prepayment of $40,000 on that date. This convertible promissory note was due on March 4, 2015. It bore interest at the rate of 0.28% per annum until its due date and now bears interest at a floating rate of interest which is ten (10) percentage points over the rate of interest announced from time to time by Citibank, N.A. as the rate of interest that it charges to its most creditworthy commercial customers. It is secured by a Pledge Agreement, dated as of March 4, 2014, between the Company and Mr. Astrom, under which the Company pledged all of its membership interests in D&C to Mr. Astrom. We are in default under the convertible promissory note and we do not presently have funds available to pay it. Accordingly, Mr. Astrom may foreclose under the pledge agreement. We are seeking an extension of the due date and for a waiver of our default, but Mr. Astrom has not granted and is not obligated to grant any extension or waiver. Further, we have no information as to whether or on what terms any such extension or waiver would be granted.

During 2014, the Company entered into a series of promissory note conversion agreements with ten unaffiliated persons in the aggregate amount of $224,500. These notes are convertible into shares of the Company’s common stock at a conversion price of $.05 per share. The loans are non-interest bearing and have no stated maturity date.

Table of Contents  12

In October 2014, the Company entered into a promissory note conversion agreement with an unaffiliated individual in the amount of $10,000. This note is convertible into shares of the Company’s common stock at a conversion price of $.05 per share. The loan bears interest at 15% per annum and matured on April 3, 2015. During 2014 the Company entered into a series of promissory notes with four unaffiliated persons in the aggregate principal amount of $457,000. These notes bear interest at rates ranging from 10% to 15% (with a weighted-average rate of 11.7%) and have matured as follows:

April 10, 2015	$300,000
May 19, 2015	150,000

The remaining $7,000 principal amount of these notes will mature on September 30, 2015.

We do not presently have funds available to pay the above mentioned notes, the principal amount of which totals $1,051,500. The amount of the funds required to pay them is included in the $1,200,000 that we will require to fund our operations for the next 12 months. We plan to obtain such funds through the sale of debt or equity securities.

We can give no assurance that any of the funding described above will be available on acceptable terms, or available at all. If we are unable to raise funds in sufficient amount, when required or on acceptable terms, we may have to significantly reduce, or discontinue, our operations. To the extent that we raise additional funds by issuing equity securities or securities that are convertible into Acology’s equity securities, its shareholders may experience significant dilution.

Plan of Operations

Our significant objectives for the next 12 months are as follows:

• Secure funding of $1,200,000 to support our operations over the next 12 months. This activity has commenced through personal contacts by our officers and will ongoing. As yet, we have not been successful in obtaining any funding. We can give no assurance that funding in this or any lesser amount will be available on acceptable terms, or available at all. The costs associated with this activity, which would arise principally from travel and legal expenses, are estimated to be $15,000. We cannot predict when we will obtain funding in whole or in part, but as indicated below, we cannot begin to attain several of our other objectives until we reach the levels of funding set forth below.

• We now have 15 employees, including our officers. We plan to continue to hire sales, administrative personnel and technical personnel as necessary in accordance with our ability to pay salaries and benefits. The compensation and other costs associated with these personnel are estimated to be $70,000 per month.

• Increasing sales volume to 50,000 containers per month (600,000 units per year). Our ability to reach this goal, as indicated above, is limited by the manufacturing capacity of our sole supplier, which is only 30,000 units per month

• Continue to attend trade shows, expos and conferences with a view to increasing sales.

• Continue our marketing and advertising campaign, which includes maintaining and periodically updating our websites, brochures and other advertising materials and attending industry events.

• Pay the overdue convertible promissory note in the principal amount of $360,000 to Richard S. Astrom (see above).

• Continue paying officers’ salaries of $10,000 per month to each of Messrs. Fairbrother and Heldoorn on a regular basis after the other goals are completed.

We cannot give firm dates for the attainment of any goal that depends on financing or a firm date for the receipt of revenues from orders because these dates depend on our obtaining financing and we cannot predict when, if or in what amount we will obtain it. We cannot fully implement our plan of operations until we raise $1,200,000.

Off-Balance Sheet Arrangements.

We currently do not have any off-balance sheet arrangements.

Table of Contents  13

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide information under this item.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Internal Controls

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f). Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the criteria in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission as of the end of the period covered by this report. Based on that evaluation, our Principal Executive Officer and Principal Financial Officer concluded that there was a material weakness in our disclosure controls and procedures as of the end of the period covered by this report because the information required to be disclosed by us in reports filed under the Exchange Act was not being (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our Principal Executive Officer and Principal Financial Officer, as appropriate to allow timely decisions regarding disclosure. We are a growing company and we currently lack documented procedures included documentation related to testing of processes, data validation procedures from the systems into the general ledger, testing of systems, validation of results, disclosure review, and other analytics. Furthermore, we lacked sufficient personnel to properly segregate duties. A controls system cannot provide absolute assurance, however, that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

Remediation Plan

Management has been actively engaged in developing a remediation plan to address the above mentioned material weakness. Implementation of the remediation plan is in process and consists of establishing a formal review process As of June 30, 2015, management has not yet completed these remediation efforts. Management believes the foregoing efforts will effectively remediate the material weakness. As we continue to evaluate and work to improve our internal control over financial reporting, management may execute additional measures to address potential control deficiencies or modify the remediation plan described above. Management will continue to review and make necessary changes to the overall design of our internal control.

Changes in Internal Control over Financial Reporting

There was no change in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934, as amended) during our last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We received a threat of litigation by Nam Tran dba Life of Leisure LLC (“Tran”) against Acology, D&C and Curtis Fairbrother for an unspecified amount for damages, fraud and other related claims under a Brand Activation Agreement, dated September 1, 2013, between Tran and “Medtainer.” We believe that the claims are without merit, that if any were found meritorious, we have meritorious defenses against them and that if Tran were to prevail on any claim, the damages would not be material. The claim has not been pursued since received.

We are not a party to nor do we expect the institution of any other litigation by or against us.

Table of Contents  14

ITEM 1A. RISK FACTORS

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide information under this item.

 ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. (REMOVED AND RESERVED).

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

EXHIBIT NUMBER	DESCRIPTION
31.1	Certification of Principal Executive Officer pursuant to Sarbanes-Oxley Section 302
32.1	Certification of Chief Executive Officer pursuant to Sarbanes-Oxley Section 906

Table of Contents  15

SIGNATURES

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

	By:	/s/ Curtis Fairbrother
Date: August 19, 2015	Name:	Curtis Fairbrother
	Title:	Chief Executive Officer, Principal Account Officer, Director

Table of Contents  16

EX-31.1

Exhibit 31.1

Certification of the Chief Executive Officer of Acology, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Curtis Fairbrother, certify that:

1. I have reviewed this Form 10-Q of Acology, Inc. for the quarter ended June 30, 2015;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;

4. The Registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report
our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting; and

5. The small business issuer's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer's internal control over financial reporting.

Date: August 19, 2015

/s/ Curtis Fairbrother

Curtis Fairbrother

Chief Executive Officer, Principal Accounting Officer

EX-32.1

Exhibit 32.1

Certification of the Chief Executive Officer of Acology, Inc. pursuant to Section 906 of the Sarbanes Oxley Act of 2002

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Acology, Inc. (the "Company") for the fiscal quarter ended June 30, 2015, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), the undersigned Curtis Fairbrother, Chief Executive Officer of Acology, Inc., certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 19, 2015

/s/ Curtis Fairbrother

Curtis Fairbrother

Chief Executive Officer, Principal Accounting Officer

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8. Stockholders' Deficiency (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2015	Dec. 31, 2014
Equity [Abstract]
Common Stock Par Value	$ 0.00001	$ 0.00001
Common Stock Shares Authorized	6,000,000,000	6,000,000,000
Common Stock Shares Issued	4,546,014,334	3,846,000,000
Common Stock Shares Outstanding	4,546,014,334	3,846,000,000
Shares issued	3,846,000,000
Convertible Promissory Note	$ 400,000
Stock issued for cash	700,000,000
Proceeds from sale of stock	$ 40,000

XML

4. Convertible Notes payable

6 Months Ended

Jun. 30, 2015

Debt Disclosure [Abstract]

4. Convertible Notes payable

NOTE 4 –Convertible Notes payable

At June 30, 2015, convertible notes payable consisted of:

During 2014 the Company entered into a series of promissory note conversion agreements with ten unaffiliated individuals in the aggregate amount of $224,500. These notes are convertible into shares of the Company’s common stock at a conversion price of $.05 per share. The loans are non-interest bearing and have no stated maturity date.

During October, 2014 the Company entered into an additional promissory note conversion agreement with an unaffiliated individual in the amount of $10,000. This note is convertible into shares of the Company’s common stock at a conversion price of $.05 per share. The note bears interest at 15% per annum and matured April 3, 2015, the Company is currently negotiating an extension of the maturity date.

On February 15, 2015, the Company and the noteholders referred to above entered into agreements to change the conversion price of the notes to shares of the company convertible at the current market price at the conversion date plus a twenty percent increase in the number of shares.

XML

3. Going Concern

6 Months Ended

Jun. 30, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

3. Going Concern

NOTE 3 – Going Concern

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.  The Company has a stockholders’ deficit of $876,961, a working capital deficit of $911,559 at June 30, 2015, and has generated operating losses since inception. These factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern.  The Company’s continuation as a going concern is dependent upon its ability to generate revenues and its ability to continue raising capital from third parties.

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Balance Sheets (Unaudited) - USD ($)	Jun. 30, 2015	Dec. 31, 2014
CURRENT ASSETS:
Cash	$ 58,384	$ 261,233
Accounts Receivable	42,581	22,011
Inventories	131,487	51,487
Advance to supplier	37,707	66,128
TOTAL CURRENT ASSETS	270,159	400,859
Property and equipment, net of accumulated depreciation of $15,182 and $6,576	27,109	32,380
Security deposits	7,489	7,489
TOTAL ASSETS	304,757	440,728
CURRENT LIABILITIES:
Accounts payable	3,827	18,543
Convertible notes payable	234,500	234,500
Notes payable	457,000	457,000
Note payable - related party	360,000	360,000
Loan payable - stockholder	68,347	68,347
Accrued expenses	58,044	32,123
TOTAL CURRENT LIABILITIES	1,181,718	1,170,513
STOCKHOLDERS' DEFICIENCY
Common Stock, $00001 par value, 6,000,000,000 shares authorized 4,546,014,334 and 3,846,000,000 shares issued and outstanding June 30, 2015 and December 31, 2014, respectively	$ 45,460	$ 45,460
Additional Paid in Capital
Accumulated Deficit	$ (922,421)	$ (775,245)
TOTAL STOCKHOLDERS' DEFICIENCY	(876,961)	(729,785)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY	$ 304,757	$ 440,728

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1. Basis of Presentation and Business

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

1. Basis of Presentation and Business

NOTE 1 – Basis of Presentation and Business

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of the Company’s management, the accompanying unaudited financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of December 31, 2014 and the results of operations and cash flows for the periods presented. The results of operations for the three months ended March 31, 2015 are not necessarily indicative of the operating results for the full fiscal year or any future period. These unaudited financial statements should be read in conjunction with the financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 filed with the SEC on April 15, 2015.

Acology, Inc. (“the Company”) through its wholly owned subsidiary D&C Distributors, LLC (“D&C”) is a wholesaler of proprietary polypropylene containers used for controlled dispensing and storage of pharmaceuticals and medicine. The Company also sells its product through internet sites to end users.

D&C was formed under the laws of the State of California on January 29, 2013.

On March 4, 2014 the Company completed an agreement and plan of merger with D&C. In connection with the merger the stockholders of the D&C received 3,846,000,000 shares of the Company in exchange for their shares of D&C. The merger was accounted for as a reverse merger, whereby D&C is the accounting acquirer and surviving reporting company.

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5. Notes payable - Notes Payable (Details)	Jun. 30, 2015 USD ($)
Payables and Accruals [Abstract]
April 10, 2015	$ 300,000
May 19, 2015	150,000
September 30, 2015	$ 7,000

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6. Note payable - Related Party (Details Narrative) - Jun. 30, 2015 - USD ($)	Total
Related Party Transactions [Abstract]
Note Payable - Related Party	$ 400,000
Interest Rate	0.28%

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2. Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

2. Summary of Significant Accounting Policies

NOTE 2 - Summary of Significant Accounting Policies

Principals of Consolidation

The Consolidated financial statements represent the historical financial statement of D&C, which was considered the accounting acquirer in the reverse merger with Acology.

Acology is an inactive company and there have been no intercompany transactions or balances in any of the periods presented.

Use of Estimates

The preparation of the financial statements in conformity with Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. Certain of the Company’s estimates could be affected by external conditions, including those unique to its industry, and general economic conditions. It is possible that these external factors could have an effect on the Company’s estimates that could cause actual results to differ from its estimates. The Company re-evaluates all of its accounting estimates at least quarterly based on these conditions and record adjustments when necessary.

Cash

The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents.

Revenue Recognition

The Company follows the guidance of the Accounting Standards Codification (“ASC”) Topic 605, “Revenue Recognition”. We record revenue when persuasive evidence of an arrangement exists, product delivery has occurred, the selling price to the customer is fixed or determinable and collectability of the revenue is reasonably assured. The Company has not experienced any significant returns from customers and accordingly, in management’s opinion, no reserve for returns has been provided.

Inventories

Inventories, which consist of the Company’s product held for resale, are stated at the lower of cost, determined using the first-in, first-out, and net realizable value. Net realizable value is the estimated selling price, in the ordinary course of business, less estimated costs to complete and dispose of the product.

If the Company identifies excess, obsolete or unsalable items, its inventories are written down to their realizable value in the period in which the impairment is first identified.  Shipping and handling costs incurred for inventory purchases and product shipments are recorded in cost of sales in the Company's statements of operations.

Fair Value Measurements

The Company adopted the provisions of ASC Topic 820, “Fair Value Measurements and Disclosures”, which defines fair value as used in numerous accounting pronouncements, establishes a framework for measuring fair value and expands disclosure of fair value measurements.

The estimated fair value of certain financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments. The carrying amounts of our short and long term credit obligations approximate fair value because the effective yields on these obligations, which include contractual interest rates taken together with other features such as concurrent issuances of warrants and/or embedded conversion options, are comparable to rates of returns for instruments of similar credit risk.

ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value:

Level 1 — quoted prices in active markets for identical assets or liabilities

Level 2 — quoted prices for similar assets and liabilities in active markets or inputs that are observable

Level 3 — inputs that are unobservable (for example cash flow modeling inputs based on assumptions)

The Company does not have any assets or liabilities measured at fair value on a recurring basis.

Property and Equipment

Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided for on a straight-line basis over the useful lives of the assets. For furniture and fixtures the useful life is five years, Leasehold Improvements are depreciated over the two year lease term. Expenditures for additions and improvements are capitalized; repairs and maintenance are expensed as incurred.

Convertible Instruments

 We evaluate and account for conversion options embedded in convertible instruments in accordance with ASC 815 “Derivatives and Hedging Activities”. Applicable GAAP requires companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments according to certain criteria. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under other GAAP with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument.

Advertising

Advertising and marketing expenses are charged to operations as incurred.

Income Taxes

The Company use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.

ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. The Company has no material uncertain tax positions.

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Balance Sheets (Parenthetical) - USD ($)	Jun. 30, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Property and Equipment Depreciation	$ 15,182	$ 6,576
Common Stock Par Value	$ 0.00001	$ 0.00001
Common Stock Shares Authorized	6,000,000,000	6,000,000,000
Common Stock Shares Issued	4,546,014,334	3,846,000,000
Common Stock Shares Outstanding	4,546,014,334	3,846,000,000

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2. Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

Principals of Consolidation

Principals of Consolidation

The Consolidated financial statements represent the historical financial statement of D&C, which was considered the accounting acquirer in the reverse merger with Acology.

Acology is an inactive company and there have been no intercompany transactions or balances in any of the periods presented.

Use of Estimates

Use of Estimates

The preparation of the financial statements in conformity with Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. Certain of the Company’s estimates could be affected by external conditions, including those unique to its industry, and general economic conditions. It is possible that these external factors could have an effect on the Company’s estimates that could cause actual results to differ from its estimates. The Company re-evaluates all of its accounting estimates at least quarterly based on these conditions and record adjustments when necessary.

Cash

Cash

The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents.

Revenue Recognition

Revenue Recognition

The Company follows the guidance of the Accounting Standards Codification (“ASC”) Topic 605, “Revenue Recognition”. We record revenue when persuasive evidence of an arrangement exists, product delivery has occurred, the selling price to the customer is fixed or determinable and collectability of the revenue is reasonably assured. The Company has not experienced any significant returns from customers and accordingly, in management’s opinion, no reserve for returns has been provided.

Inventories

Inventories

Inventories, which consist of the Company’s product held for resale, are stated at the lower of cost, determined using the first-in, first-out, and net realizable value. Net realizable value is the estimated selling price, in the ordinary course of business, less estimated costs to complete and dispose of the product.

If the Company identifies excess, obsolete or unsalable items, its inventories are written down to their realizable value in the period in which the impairment is first identified.  Shipping and handling costs incurred for inventory purchases and product shipments are recorded in cost of sales in the Company's statements of operations.

Fair Value Measurements

Fair Value Measurements

The Company adopted the provisions of ASC Topic 820, “Fair Value Measurements and Disclosures”, which defines fair value as used in numerous accounting pronouncements, establishes a framework for measuring fair value and expands disclosure of fair value measurements.

The estimated fair value of certain financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments. The carrying amounts of our short and long term credit obligations approximate fair value because the effective yields on these obligations, which include contractual interest rates taken together with other features such as concurrent issuances of warrants and/or embedded conversion options, are comparable to rates of returns for instruments of similar credit risk.

ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value:

Level 1 — quoted prices in active markets for identical assets or liabilities

Level 2 — quoted prices for similar assets and liabilities in active markets or inputs that are observable

Level 3 — inputs that are unobservable (for example cash flow modeling inputs based on assumptions)

The Company does not have any assets or liabilities measured at fair value on a recurring basis.

Property and Equipment

Property and Equipment

Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided for on a straight-line basis over the useful lives of the assets. For furniture and fixtures the useful life is five years, Leasehold Improvements are depreciated over the two year lease term. Expenditures for additions and improvements are capitalized; repairs and maintenance are expensed as incurred.

Convertible Instruments

Convertible Instruments

 We evaluate and account for conversion options embedded in convertible instruments in accordance with ASC 815 “Derivatives and Hedging Activities”. Applicable GAAP requires companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments according to certain criteria. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under other GAAP with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument.

Advertising

Advertising

Advertising and marketing expenses are charged to operations as incurred.

Income Taxes

Income Taxes

The Company use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.

ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. The Company has no material uncertain tax positions.

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Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2015	Jul. 31, 2015
Document And Entity Information
Entity Registrant Name	Acology Inc.
Entity Central Index Key	0001096950
Document Type	10-Q
Document Period End Date	Jun. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		4,546,014,334
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2015

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5. Notes payable (Tables)

6 Months Ended

Jun. 30, 2015

Payables and Accruals [Abstract]

Notes Payable

April 10, 2015	$300,000
May 19, 2015	150,000
September 30, 2015	7,000

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Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Income Statement [Abstract]
Sales	$ 412,997	$ 94,628	$ 712,672	$ 168,547
Cost of Sales	135,256	36,115	232,614	56,459
Gross Profit	277,741	58,513	480,058	112,088
Operating expenses:
General and administrative	320,224	114,330	551,231	157,900
Advertising and marketing	27,556	16,899	47,975	26,097
Total operating expenses	347,780	131,229	599,206	183,997
Income (Loss) from operations	(70,039)	$ (72,716)	(119,148)	$ (71,909)
Other expenses:
Interest expense	14,014		28,028
Income (Loss) before income taxes	$ (84,053)	$ (72,716)	$ (147,176)	$ (71,909)
Income tax provision
Net Income (Loss)	$ (84,053)	$ (72,716)	$ (147,176)	$ (71,909)
Income (Loss) per common share	$ (0.00)	$ (0.00)	$ (0.00)	$ (0.00)
Weighted average common shares outstanding	4,546,014,334	4,058,363,899	4,546,014,334	4,304,898,286

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7. Loan payable - stockholder

6 Months Ended

Jun. 30, 2015

Notes to Financial Statements

7. Loan payable - stockholder

NOTE 7 – Loan payable - stockholder

Since its inception, the Company received advances from one of its stockholders to help finance its operations. The loan is non-interest bearing and has no set maturity date. The Company expects to repay the loan when cash flows become available.

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6. Note payable - Related Party

6 Months Ended

Jun. 30, 2015

Related Party Transactions [Abstract]

6. Note payable - Related Party

NOTE 6 – Note payable – Related Party

In connection with the merger referred to in Note 1, the Company issued a promissory note in the amount of $400,000 to Acology’s former president and sole director. The note bears interest at 0.28% per annum and is due March 4, 2015. The note is subject to acceleration in the event of certain events of default, contains certain restrictive covenants, and is secured by a pledge of all the share of common stock of D&C. If an event of default occurs, the unpaid principal amount and interest accrued thereon will be convertible into shares of the Company’s common stock at a conversion price per share equal to 50% of the average daily closing price for three consecutive trading days ending on the trading day immediately prior to the conversion date.

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5. Notes payable (Details Narrative) - Jun. 30, 2015 - USD ($)	Total
Payables and Accruals [Abstract]
Promissory Notes	$ 457,000
Weighted Average Interest Rate	11.70%

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1. Basis of Presentation and Business (Details Narrative)	6 Months Ended
	Jun. 30, 2015 shares
Accounting Policies [Abstract]
Shares Issued in Merger	3,846,000,000

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10. Commitments

6 Months Ended

Jun. 30, 2015

Commitments and Contingencies Disclosure [Abstract]

10. Commitments

NOTE 10 – Commitments

The Company is committed under an operating lease for its premises. The lease calls for monthly payments of $6,300 plus 55% of the operating expenses, as defined in the lease. The lease expires August 31, 2016.

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8. Stockholders' Deficiency

6 Months Ended

Jun. 30, 2015

Equity [Abstract]

8. Stockholders' Deficiency

NOTE 8 – Stockholders’ Deficiency

On January 9, 2014, Acology amended its Certificate of Incorporation to raise its authorized common stock to 6 billion shares with a par value of $.00001 per share.

In connection with the merger referred to in Note 1, the shareholders of the D&C received 3,846,000,000 shares of Acology in exchange for their shares of D&C.

In connection with the merger, the former president and sole director of the Acology exchanged 35,000,000 shares of common stock of Acology owned by him and indebtedness owed to him for a convertible promissory note in the amount of $400,000 and the proceeds from the private placement referred to below.

In connection with the Merger, the Company completed a private placement. 700,000,000 shares of common stock were issued for proceeds of $40,000.

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9. Concentrations

6 Months Ended

Jun. 30, 2015

Risks and Uncertainties [Abstract]

9. Concentrations

NOTE 9 – Concentrations

For the six months ended June 30, 2014, the Company’s largest customer accounted for approximately 70% of sales. No single customer accounted for greater than 10% of sales for the six months ended June 30, 2015.

For the six months ended June 30, 2015 and 2014, the Company purchased approximately 99% and 100% of its products from one distributor.

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11. Subsequent events

6 Months Ended

Jun. 30, 2015

Subsequent Events [Abstract]

11. Subsequent events

NOTE 11 – Subsequent events

Management has evaluated subsequent events through the date which the financial statements were available to be issued. Based on the evaluation no material events have occurred that require recognition in or disclosure to the financial statements.

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4. Convertible Notes payable (Details Narrative) - USD ($)	2 Months Ended	6 Months Ended		10 Months Ended
	Dec. 31, 2014	Jun. 30, 2015	Jun. 30, 2014	Oct. 31, 2014
Debt Disclosure [Abstract]
Promissory Notes	$ 224,500		$ 400,000	$ 10,000
Conversion Price	$ 0.05			$ 0.05

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9. Concentrations (Details Narrative)	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Sales [Member]
Concentration risk percentage		70.00%
Purchase Commitment [Member]
Concentration risk percentage	99.00%
Other Sales [Member]
Concentration risk percentage		100.00%

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Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
OPERATING ACTIVITIES:
Net loss	$ (147,176)	$ (71,909)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense	8,606	376
Changes in operating assets and liabilities
Accounts receivable	(20,570)
Inventories	(80,000)	(3,099)
Accounts payable	(14,716)
Advance to supplier	28,421	(47,848)
Accrued expenses	25,921	2,500
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES	(199,514)	(119,980)
INVESTING ACTIVITIES:
Acquisition of property and equipment	(3,335)	(1,910)
NET CASH USED IN INVESTING ACTIVITIES	$ (3,335)	(1,910)
FINANCING ACTIVITIES:
Proceeds from issuance of private placement		40,000
Repayment of related party loan		(40,000)
Proceeds from related party loan		232,000
NET CASH PROVIDED BY FINANCING ACTIVITIES		232,000
INCREASE (DECREASE) IN CASH	$ (202,849)	110,110
CASH - BEGINNING OF PERIOD	261,233	1,759
CASH - END OF PERIOD	$ 58,384	111,869
Non-cash financing activities
Note issued to prior shareholder in connection with reverse merger		$ 400,000

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5. Notes payable

6 Months Ended

Jun. 30, 2015

Payables and Accruals [Abstract]

5. Notes payable

NOTE 5 – Notes payable

During 2014 the Company entered into a series of promissory notes with four unaffiliated individuals in the aggregate amount of $457,000. These notes bear interest at rates ranging from 10% to 15% (with a weighted-average rate of 11.7%) and mature as follows:

April 10, 2015	$300,000
May 19, 2015	150,000
September 30, 2015	7,000

The Company is currently negotiating an extension of the maturity date for the loans that are past due.

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10. Commitments (Details Narrative)	6 Months Ended
	Jun. 30, 2015 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Monthly Lease Payments	$ 6,300

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3. Going Concern (Details Narrative)	Jun. 30, 2015 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Shareholders Deficit	$ (876,961)
Working Capital Deficit	$ (911,599)