10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended February 28, 2013

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

For the transition period from _______ to _______

Commission File No. 000-52892

Sara Creek Gold Corp.

(Exact name of registrant as specified in its charter)

Nevada	98-0511130
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

7582 Las Vegas Boulevard South #247 Las Vegas, Nevada	89123
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (702) 664-1246

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 past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

ý Yes           o No
 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

ý Yes                      o No (Not required)

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 o	Accelerated filer o
Non-accelerated filer o	Smaller reporting company ý

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

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date:  10,281,985 shares of common stock as of April 1, 2013

1

SARA CREEK GOLD CORP.

FOR THE FISCAL QUARTER ENDED

FEBRUARY 28, 2013

INDEX TO FORM 10-Q

PART I		Page
Item 1	Financial Statements (Unaudited)	3
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	12
Item 3	Quantitative and Qualitative Disclosures About Market Risk	14
Item 4	Controls and Procedures	15
PART II
Item 1	Legal Proceedings	15
Item 1A	Risk Factors	15
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	15
Item 3	Defaults Upon Senior Securities	15
Item 4	Mine Safety Disclosures	15
Item 5	Other Information	15
Item 6	Exhibits	16
	Signatures	17

2

PART I

Item 1        Financial Statements

SARA CREEK GOLD CORP.
(AN EXPLORATION STAGE COMPANY)
BALANCE SHEETS
	February 28, 2013			August 31, 2012
ASSETS	Unaudited
Current assets
Cash	$	21,866		$	15,942
Total current assets		21,866			15,942
Total assets	$	21,866		$	15,942
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities
Accounts payable	$	6,542		$	57,407
Note payable		13,966			13,966
Total current liabilities		20,508			71,373
Long term liabilities
Convertible note payable		59,000			-
Discount on convertible note payable		(58,193	)		-
Total long term liabilities		807			-
Total liabilities		21,315			71,373
Commitments and contingencies
Stockholders' equity (deficit)
Common stock; $0.001 par value; 750,000,000
shares authorized, 10,281,985 and 9,281,985
shares issued and outstanding, respectively		10,282			9,282
Common stock payable		-			300
Additional paid in capital		775,620			682,320
Deficit accumulated during the exploration stage		(785,351	)		(747,333	)
Total stockholders' equity (deficit)		551			(55,431	)
Total liabilities and stockholders' equity (deficit)	$	21,866		$	15,942

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

3

SARA CREEK GOLD CORP.
(AN EXPLORATION STAGE COMPANY)
STATEMENTS OF OPERATIONS
UNAUDITED
													From June 12, 2006
	For the Three Months Ended						For the Six Months Ended						(Inception) to
	February 28, 2013			February 29, 2012			February 28, 2013			February 29, 2012			February 28, 2013
Operating expenses
General and administrative	$	28,507		$	12,981		$	40,726		$	20,879		$	779,000
Total operating expenses		28,507			12,981			40,726			20,879			779,000
Loss from operations		(28,507	)		(12,981	)		(40,726	)		(20,879	)		(779,000	)
Other expense
Gain on foreign currency translation		518			-			518			-			518
Gain on settlement of debt		3,143			-			3,143			-			3,143
Interest expense		(953	)		(1,995	)		(953	)		(3,766	)		(10,012	)
Total other expense		2,708			(1,995	)		2,708			(3,766	)		(6,351	)
Loss from operations before income taxes		(25,799	)		(14,976	)		(38,018	)		(24,645	)		(785,351	)
Provision for income taxes		-			-			-			-			-
Net loss	$	(25,799	)	$	(14,976	)	$	(38,018	)	$	(24,645	)	$	(785,351	)
Net loss per common share - basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.01	)
Weighted average common shares outstanding -
basic and diluted		10,281,985			3,166,985			10,021,212			3,166,977

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

4

SARA CREEK GOLD CORP.
(AN EXPLORATION STAGE COMPANY)
STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
											Stock								Total
	Common Stock				Common Stock Payable						Subscription			Additional		Accumulated			Stockholders'
	Shares		Amount		Shares			Amount			Receivable			Paid-in Capital		Deficit			Equity (Deficit)
Balance, June 12, 2006 (Inception)		-	$	-		-		$	-		$	-		$	-	$	-		$	-
Issuance of stock at $0.001 per share		1,000,000		1,000		-			-			(10,000	)		9,000		-			-
Net loss		-		-		-			-			-			-		(1,230	)		(1,230	)
Balance, August 31, 2006		1,000,000		1,000		-			-			(10,000	)		9,000		(1,230	)		(1,230	)
Receipt of stock subscription receivable		-		-		-			-			10,000			-		-			10,000
Net loss		-		-		-			-			-			-		(5,855	)		(5,855	)
Balance, August 31, 2007		1,000,000		1,000		-			-			-			9,000		(7,085	)		2,915
Issuance of common stock in exchange
for cash at $0.10 per share		490,000		490		-			-			-			48,510		-			49,000
Net loss		-		-		-			-			-			-		(58,567	)		(58,567	)
Balance, August 31, 2008		1,490,000		1,490		-			-			-			57,510		(65,652	)		(6,652	)
Net loss		-		-		-			-			-			-		(30,806	)		(30,806	)
Balance, August 31, 2009		1,490,000		1,490		-			-			-			57,510		(96,458	)		(37,458	)
Net loss		-		-		-			-			-			-		(513,721	)		(513,721	)
Balance, August 31, 2010		1,490,000		1,490		-			-			-			57,510		(610,179	)		(551,179	)
Issuance of common stock in exchange
for debt at $0.30 per share		1,676,977		1,677		-			-			-			501,416		-			503,093
Net loss		-		-		-			-			-			-		(72,794	)		(72,794	)
Balance, August 31, 2011		3,166,977		3,167		-			-			-			558,926		(682,973	)		(120,880	)
Adjustment for rounding differences		8		-		-			-			-			-		-			-
Issuance of common stock in exchange
for debt at $0.01 per share		5,000,000		5,000		-			-			-			45,000		-			50,000
Issuance of common stock in exchange
for debt at $0.05 per share		600,000		600		-			-			-			29,400		-			30,000
Accrued interest waived by stockholders		-		-		-			-			-			9,059		-			9,059
Issuance of common stock in exchange
for services rendered at $0.05 per share		515,000		515		-			-			-			25,235		-			25,750
Issuance of common stock in exchange
for cash at $0.05 per share		-		-		300,000			300			-			14,700		-			15,000
Net loss		-		-		-			-			-			-		(64,360	)		(64,360	)
Balance, August 31, 2012		9,281,985		9,282		300,000			300			-			682,320		(747,333	)		(55,431	)
Issuance of common stock in exchange
for cash at $0.05 per share		1,000,000		1,000		(300,000	)		(300	)		-			34,300		-			35,000
Beneficial conversion feature		-		-		-			-			-			59,000		-			59,000
Net loss		-		-		-			-			-			-		(38,018	)		(38,018	)
Balance, February 28, 2013 (Unaudited)		10,281,985	$	10,282		-		$	-		$	-		$	775,620	$	(785,351	)	$	551

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

5

SARA CREEK GOLD CORP.
(AN EXPLORATION STAGE COMPANY)
STATEMENTS OF CASH FLOWS
UNAUDITED
							From June 12, 2006
	For the Six Months Ended						(Inception) to
	February 28, 2013			February 29, 2012			February 28, 2013
Cash flows from operating activities:
Net loss	$	(38,018	)	$	(24,645	)	$	(785,351	)
Adjustments to reconcile net loss to net
cash used by operating activities:
(Gain) loss on settlement of debt		(3,143	)		-			429,751
Gain on foreign currency translation		(518	)		-			(518	)
Amortization of beneficial conversion discount		807			-			807
Issuance of common stock for services		-			-			25,750
Changes in operating assets and liabilities:
Accounts payable		10,843			(1,643	)		68,250
Accrued interest		953			3,766			10,012
Net cash used by operating activities		(29,076	)		(22,522	)		(251,299	)
Cash flows from investing activities:
Notes receivable, net		-			-			(432,894	)
Net cash used by investing activities		-			-			(432,894	)
Cash flows from financing activities:
Proceeds from notes payable		-			25,000			618,414
Repayment of notes payable		-			-			(21,355	)
Issuance of common stock for cash		35,000			-			109,000
Net cash provided by financing activities		35,000			25,000			706,059
Net change in cash		5,924			2,478			21,866
Cash, beginning of period		15,942			1,458			-
Cash, end of period	$	21,866		$	3,936		$	21,866
Supplemental disclosure of cash flow information:
Interest paid	$	-		$	-		$	-
Taxes paid	$	-		$	-		$	-
Supplemental disclosure of non-cash financing activity
Stock issued in exchange for debt	$	-		$	-		$	583,093
Accrued interest waived by stockholders	$	-		$	-		$	9,059

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

6

SARA CREEK GOLD CORP.

(A EXPLORATION STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

SIX MONTHS ENDED FEBRUARY 28, 2013

UNAUDITED

1.           DESCRIPTION OF BUSINESS

Sara Creek Gold Corp. (“the Company”) was incorporated under the laws of the State of Nevada on June 12, 2006, under the name of Uventus Technologies Corp.  On September 23, 2009, the Company merged with its wholly owned subsidiary and changed its name to Sara Creek Gold Corp. to better reflect its business plan which is the acquisition, exploration, and development of gold and other mineral resource properties.

2.           SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation - The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information.

The unaudited interim financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K, which contains the audited financial statements and notes thereto, together with the Plan of Operations for the year ended August 31, 2012.

Certain information or footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted, pursuant to the rules and regulations of the Securities and Exchange Commission for interim financial reporting.  Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows.  It is management's opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation.  The interim results for the six months ended February 28, 2013 are not necessarily indicative of results for the full fiscal year.

Exploration Stage Company - The Company’s financial statements are presented as a company in the exploration stage of business.  Activities during the exploration stage primarily include obtaining debt and/or equity related financing, the acquisition of mineral rights, and the exploration and development of natural resources on potential mineral claims.  As an exploration stage enterprise, the Company discloses the deficit accumulated during the exploration stage and the cumulative statements of operations, stockholders’ deficit and cash flows from inception to the current balance sheet date.

Year-End - The Company has selected August 31 as its year end.

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 as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.  Actual results could differ from those estimates.

7

SARA CREEK GOLD CORP.

(A EXPLORATION STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

SIX MONTHS ENDED FEBRUARY 28, 2013

UNAUDITED

Cash - Cash and cash equivalents consist primarily of cash on deposit, certificates of deposit, money market accounts, and investment grade commercial paper that are readily convertible into cash and purchased with original maturities of three months or less.

The Company maintains cash balances at an institution that is insured by the Federal Deposit Insurance Corporation.  As of February 28, 2013 no amounts were in excess of the federally insured program, respectively.

Revenue Recognition - The Company currently has not generated revenues. Any future revenues earned, primarily through the sale of extracted minerals, will be recognized utilizing the following general revenue recognition criteria: 1) pervasive evidence of an arrangement exists; 2) delivery has occurred; 3) the price to the buyer is fixed or determinable; and 4) collectability is reasonably assured.

Delivery on mineral sales is determined to be complete for revenue recognition purposes when title and risk of loss has passed to the customer in accordance with stated contractual terms and there is no future obligations related to the shipment. Title generally passes as the minerals are loaded into transport carriers for delivery to the customer.

Exploration and Development Costs - In general, exploration costs are expensed as incurred. When the Company has determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs incurred to develop such property are capitalized. Costs incurred to maintain current production or to maintain assets on a standby basis are charged to operations. Costs of abandoned projects are charged to operations upon abandonment. During the periods ended February 28, 2013 and February 29, 2012 the Company recorded exploration costs of $0 and $0, respectively.

Income Taxes - Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are determined based on temporary differences between the bases of certain assets and liabilities for income tax and financial reporting purposes.  The deferred tax assets and liabilities are classified according to the financial statement classification of the assets and liabilities generating the differences.

The Company maintains a valuation allowance with respect to deferred tax assets.  The Company establishes a valuation allowance based upon the potential likelihood of realizing the deferred tax asset and taking into consideration the Company’s financial position and results of operations for the current period.  Future realization of the deferred tax benefit depends on the existence of sufficient taxable income within the carry forward period under the Federal tax laws.

8

SARA CREEK GOLD CORP.

(A EXPLORATION STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

SIX MONTHS ENDED FEBRUARY 28, 2013

UNAUDITED

Changes in circumstances, such as the Company generating taxable income, could cause a change in judgment about the realizability of the related deferred tax asset.  Any change in the valuation allowance will be included in income in the year of the change in estimate.

Financial Instruments - Financial instruments consist of cash, accounts receivable, accounts payable, notes payable and advances payable. Recorded values of cash, accounts payable and accrued liabilities approximate fair values due to the short maturities of such instruments.  Recorded values for notes payable and related liabilities approximate fair values, since their stated or imputed interest rates are commensurate with prevailing market rates for similar obligations.

Earnings (Loss) per Share - Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during each period.  Diluted earnings (loss) per share is computed by dividing net income (loss), adjusted for changes in income or loss that resulted from the assumed conversion of convertible shares, by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period.

The computation of basic and diluted loss per share for the periods presented is equivalent since the Company had continuing losses. The Company had no common stock equivalents as of February 28, 2013 and February 29, 2012, respectively.

New Accounting Pronouncements - There are no recent accounting pronouncements that are expected to have a material effect on the Company’s financial statements.

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. As of February 28, 2013, the Company had total current assets of $21,866 and a working capital in the amount of $1,358. The Company incurred a net loss of $38,018 during the six months ended February 28, 2013 and an accumulated net loss of $785,351 since inception.  The Company has not earned any revenues since inception and its cash resources are insufficient to meet its planned business objectives.

These conditions raise substantial doubt about the Company’s ability to continue as a going concern. These financial statements do not include adjustments relating to the recoverability and classification of reported asset amounts or the amount and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company’s continuation as a going concern is dependent upon its ability to obtain additional financing or sale of its common stock as may be required and ultimately to attain profitability.

9

SARA CREEK GOLD CORP.

(A EXPLORATION STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

SIX MONTHS ENDED FEBRUARY 28, 2013

UNAUDITED

Management’s plan in this regard, is to raise capital through a combination of equity and debt financing sufficient to finance the continuing operations for the next twelve months.  However, there can be no assurance that the Company will be successful in raising such financing.  As an alternative, the Company may be amenable to a sale, merger, or other acquisition in the event such transaction is deemed by management to be in the best interests of the shareholders.

4.           NOTES PAYABLE

In 2006, the Company received various advances totaling $13,966 for operating expenses. The advances do not bear interest and are payable on demand. As of February 28, 2013, the Company has not received a payment demand and the balance outstanding remains at $13,966.

On February 19, 2013, the Company issued a Convertible Note Purchase Agreement to Lindsey Capital Corp. in the amount of $59,000. Pursuant to the note agreement, Lindsey Capital Corp. purchased certain outstanding liabilities of the Company in exchange for the aforementioned note. The note is convertible into common stock at a price of $0.05 per share, accrues interest at an annual rate of 10% and matures on February 19, 2015. As a result of the benefit attributable to the conversion feature, the Company recorded a discount on the note in the amount of $59,000 which will be amortized to interest expense over the two year term of the note. As of February 28, 2013, the Company has recognized $807 in connection with the discount.

5.           STOCKHOLDERS’ EQUITY (DEFICIT)

On September 23, 2009, the Company affected a 15 for 1 forward stock split of its authorized, issued, and outstanding common stock.

On February 8, 2011, the Company affected a 30 for 1 reverse stock split of its authorized, issued, and outstanding common stock.

The accompanying financial statements have been adjusted to reflect the forward and reverse stock splits, retroactively.

Year Ended August 31, 2006

The Company issued 1,000,000 shares of its par value common stock to various directors at $0.001 per share for a subscription receivable of $10,000, which was received in 2007.

10

SARA CREEK GOLD CORP.

(A EXPLORATION STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

SIX MONTHS ENDED FEBRUARY 28, 2013

UNAUDITED

Year Ended August 31, 2008

The Company issued 490,000 shares of its par value common stock pursuant to a private placement at $0.10 per share for gross proceeds in the amount of $49,000.

Year Ended August 31, 2011

The Company issued 1,676,977 shares of its par value common stock in exchange for outstanding debt in the amount of $503,093 at $0.30 per share.

Year Ended August 31, 2012

The Company issued 5,000,000 shares of its par value common stock in exchange for outstanding debt in the amount of $50,000 at $0.01 per share.

The Company issued 600,000 shares of its par value common stock in exchange for outstanding debt in the amount of $30,000 at $0.05 per share.

Upon conversion of $80,000 in debt, the note holders elected to waive accrued interest totaling $9,059 which is presented as a contribution on the statement of stockholders’ deficit.  See also Note 5 regarding notes payable.

The Company issued 515,000 shares of its par value common stock in exchange for services rendered in the amount of $25,750 at $0.05 per share.

The Company received gross proceeds in the amount of $15,000 for 300,000 shares of its par value common stock at $0.05 per share.  As of August 31, 2012, the shares had not been issued and are recorded as common stock payable.

Six months ended February 28, 2013

The Company issued 700,000 shares of its par value common stock in exchange for cash at $0.05 per share for gross proceeds in the amount of $35,000.  In addition, the Company issued 300,000 shares which had been recorded to common stock payable as of August 31, 2012.

6.           SUBSEQUENT EVENTS

Management evaluated all activity of the Company through the issue date of the financial statements and concluded that no other subsequent events have occurred that would require recognition or disclosure in the financial statements.

F-9

11

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

The following discussion and analysis of our financial condition and plan of operations should be read in conjunction with our unaudited interim financial statements and related notes appearing elsewhere in this Quarterly Report.  Various statements have been made in this Quarterly Report on Form 10-Q that may constitute “forward-looking statements”.  Forward-looking statements may also be made in the Company’s other reports filed with or furnished to the United States Securities and Exchange Commission (the “SEC”) and in other documents.  In addition, the Company through its management may make oral forward-looking statements.

Forward-looking statements are subject to risks and uncertainties which could cause actual results to differ materially from such statements.  The words “believe,” “expect,” “anticipate,” “optimistic,” “intend,” “plan,” “aim,” “will,” “may,” “should,” “could,” “would,” “likely” and similar expressions are intended to identify forward-looking statements.  These statements are not guarantees of future performance, and therefore, you should not put undue reliance upon them.  Some of the statements that are forward-looking include: our ability to successfully implement our business plan; our estimates of revenues and of other expenses associated with our operations; our ability to identify, explore and extract mineralized material; and our ability to generate sufficient cash flows and maintain adequate sources of liquidity to finance our ongoing operations and capital expenditures.  The Company undertakes no obligation to update or revise any forward-looking statements.

History and Overview

Sara Creek Gold Corp. was incorporated under the laws of the State of Nevada on June 12, 2006, under the name of Uventus Technologies Corp.  On September 23, 2009, we merged with our wholly owned subsidiary and changed our name to Sara Creek Gold Corp. to better reflect our business plan which is the acquisition, exploration, and development of gold and other mineral resource properties.

Plan of Operations

Our overall strategy is to target the exploration and acquisition of mining concessions that allow for economically viable development and production with minimal net environmental impact.  Our exploration target is mineral bodies containing gold.

Results of Operations

The following discussion of the financial condition and results of operations should be read in conjunction with the unaudited financial statements included herewith. This discussion should not be construed to imply that the results discussed herein will necessarily continue into the future, or that any conclusion reached herein will necessarily be indicative of actual operating results in the future.

Three months ended February 28, 2013 and February 29, 2012

During the three months ended February 28, 2013 we had a net loss of $25,799 consisting of general and administrative expense of $28,507; interest expense of $953 and a gain on foreign currency and settlement of debt in the amounts of $518 and $3,143, respectively.  Similarly, during the three months ended February 29, 2012, we incurred net loss of $14,976 consisting of general and administrative expense in the amount of $12,981 and interest expense of $1,995.

Six months ended February 28, 2013 and February 29, 2012

During the six months ended February 28, 2013 we had a net loss of $38,018 consisting of general and administrative expense of $40,726; interest expense of $953 and a gain on foreign currency and settlement of debt in the amounts of $518 and $3,143, respectively.  Similarly, during the six months ended February 29, 2012, we incurred net loss of $24,645 consisting of general and administrative expense in the amounts of $20,879 and interest expense of $3,766.

For the period from June 12, 2006 (inception) to February 28, 2013

We did not earn any revenues from June 12, 2006 (inception) through February 28, 2013 but incurred a net loss in the amount of $785,351. This loss consisted of general and administrative expense in the amount of $779,000; interest expense of $10,012; a gain on foreign currency and settlement of debt in the amounts of $518 and $3,143, respectively.  General and administrative expense during this period included notes receivable of $432,894 which was written off as bad debt expense.

12

Operating Activities

During the six months ended February 28, 2013 we used cash in the amount of $29,076 for operating activities which included a net loss of $38,018 accrued interest on notes payable of $953 and an increase in accounts payable in the amount of $10,843.

During the six months ended February 29, 2012 we used cash in the amount of $22,522 for operating activities. Cash used in operating activities included a net loss of $24,645, accrued interest on notes payable of $3,766 and a decrease in accounts payable of $1,643.

During the period from June 12, 2006 (inception) to February 28, 2013, we used $251,299 of cash for operating activities.  This includes an accumulative net loss of $785,351, a net loss on settlement of debt of $429,751, accrued interest on notes payable of $10,012, amortization of beneficial conversion features related to debt discounts in the amount of $807, issuance of common stock for services of $25,750, and an increase in accounts payable of $68,250.

Investing Activities

There were no investing activities for the six months ended February 28, 2013 and February 29, 2012.  For the period from June 12, 2006 (inception) to February 28, 2013, cash used in investing activities totaled $432,894 and included cash advances to third parties in the form of notes receivable which were written off as bad debt expense during the years ended August 31, 2010 and 2011.

Financing Activities

During the six months ended February 28, 2013 and February 29, 2012, we received proceeds from notes payable in the amount of $0 and $25,000, respectively. Additionally, we received proceeds from the issuance of common stock in the amount of $35,000 and $0.

From June 12, 2006 (inception) to February 28, 2013, the Company received proceeds from notes payable in the amount of $618,414, repaid $21,355 to the note holders, and received proceeds from issuance of common stock of $109,000 for total cash provided by financing activities of $706,059.  $583,093 of the proceeds from notes payable was converted to common stock and stockholders waived $9,059 in accrued interest as of February 28, 2013.

Liquidity and Financial Condition

As of February 28, 2013 we had cash of $21,866, current liabilities of $20,508 and working capital of $1,358.  During the six months ended February 28, 2013, the Company had a loss of $38,018 and used net cash of $29,076 for operating activities.

To date, we have relied on investor capital to fund our operations having raised $109,000 from the issuance of common stock since inception and $677,414 from investors through debt, $21,355 of which was repaid and $583,093 of which was converted to common stock leaving a balance due of $72,966 as of February 28, 2013.

We are in the exploration stage of our business and have not generated any revenues from operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in the implementation of our plan of operations, and possible cost overruns due to price and cost increases.

We presently do not have any available credit, financing or other external sources of liquidity.  In order to obtain future capital, we may need to sell additional shares of common stock or borrow funds from private lenders.  We have no assurance that future financings 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.  Equity financing could result in additional dilution to existing shareholders and any downturn in the U.S. stock and debt markets is likely to make it more difficult to obtain financing through the issuance of equity or debt securities.  As a result, there can be no assurance that we will be successful in obtaining additional funding.

Even if we are able to raise the funds required, it is possible that we could incur unexpected costs and expenses, fail to collect significant amounts owed to us, or experience unexpected cash requirements that would force us to seek alternative financing.  For these reasons, our auditors stated in their report that they have substantial doubt we will be able to continue as a going concern.

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. As of February 28, 2013, we had total current assets of $21,866 and working capital in the amount of $1,358. We incurred a net loss of $38,018 during the six months ended February 28, 2013 and an accumulated net loss during the exploration stage of $785,351 since inception.  We have not earned any revenues since inception and its cash resources are insufficient to meet its planned business objectives.

13

These conditions raise substantial doubt about our ability to continue as a going concern. These financial statements do not include adjustments relating to the recoverability and classification of reported asset amounts or the amount and classification of liabilities that might be necessary should we be unable to continue as a going concern. Our continuation as a going concern is dependent upon its ability to obtain additional financing or sale of its common stock as may be required and ultimately to attain profitability.

Management’s plan in this regard, is to raise capital through a combination of equity and debt financing sufficient to finance the continuing operations for the next twelve months.  However, there can be no assurance that we will be successful in raising such financing.  As an alternative, we may be amenable to a sale, merger, or other acquisition in the event such transaction is deemed by management to be in the best interests of the shareholders.

Summary of Significant Accounting Policies

Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States (“GAAP”). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenues and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.  

Our significant accounting policies are summarized in Note 2 of our unaudited interim financial statements. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause effect on our results of operations, financial position or liquidity for the periods presented in this report.

We believe the following critical accounting policies and procedures, among others, affect our more significant judgments and estimates used in the preparation of our unaudited interim financial statements:

Exploration Stage Company

Our financial statements are presented as a company in the exploration stage of business.  Activities during the exploration stage primarily include obtaining debt and/or equity related financing, the acquisition of mineral rights, and the exploration and development of natural resources on potential mineral claims.  As an exploration stage enterprise, we disclose the deficit accumulated during the exploration stage and the cumulative statements of operations, stockholders’ deficit and cash flows from inception to the current balance sheet date.

Cash

Cash and cash equivalents consist primarily of cash on deposit, certificates of deposit, money market accounts, and investment grade commercial paper that are readily convertible into cash and purchased with original maturities of three months or less.  

New Accounting Pronouncements

There are no recent accounting pronouncements that are expected to have a material effect on the Company’s financial statements.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements, financings, or other relationships with unconsolidated entities or other persons, also known as “special purpose entities” (SPEs).

Item 3        Quantitative and Qualitative Disclosures about Market Risk

Not required for a smaller reporting company.

14

Item 4        Controls and Procedures

Disclosure Controls and Procedures

Our management has evaluated, under the supervision and with the participation of our Chief Executive and Interim Chief Financial Officer, the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report pursuant to Rule 13a-15(b) and 15d-15 (b) under the Securities Exchange Act of 1934 (the “Exchange Act”).  Based on that evaluation, our Chief Executive and Interim Chief Financial Officer has concluded that, as of the end of the period covered by this report, our disclosure controls and procedures are effective in ensuring that information required to be disclosed in our Exchange Act reports is (1) recorded, processed, summarized and reported in a timely manner, and (2) accumulated and communicated to our management, including our Chief Executive and Interim Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

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

PART II

Item 1        Legal Proceedings

On November 10, 2011, a claim in the amount of $14,452 was filed against the Company for past due legal services rendered.  The claim was dismissed on January 15, 2013.

Item 1A     Risk Factors

Not required for a smaller reporting company.

Item 2        Unregistered Sales of Equity Securities and Use of Proceeds

Three months ended February 28, 2013

On February 19, 2013, the Company issued to Lindsay Capital Corp. (“LCC”) a convertible promissory note for USD$59,000 (“Note”), in exchange for the payment and retirement of an aggregate of CAD$48,075 and USD$14,452.34 in Company debt (“Debt”). The Note is convertible into common stock of the Company at a price of $0.05 per share and accrues interest at an annual rate of 10%. LCC had purchased the Debt in private transactions from two former service providers.

The securities were issued in reliance on an exemption from registration under the Securities Act of 1933, pursuant to Regulation S promulgated thereunder.

Item 3        Defaults upon Senior Securities

None. 

Item 4        Mine Safety Disclosures

N/A.

Item 5        Other Information

None.

15

Item 6        Exhibits

Number	Exhibit
10.1	Convertible Promissory Note with Lindsay Capital Corp. dated February 19, 2013
31.1	Certification of Principal Executive and Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Principal Executive and Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*	XBRL Instance Document
101.SCH*	XBRL Taxonomy Extension Schema Document
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document

*  Pursuant to applicable securities laws and regulations, we are deemed to have complied with the reporting obligation relating to the submission of interactive data files in such exhibits and are not subject to liability under any anti-fraud provisions of the federal securities laws as long as we have made a good faith attempt to comply with the submission requirements and promptly amend the interactive data files after becoming aware that the interactive data files fail to comply with the submission requirements. Users of this data are advised that, pursuant to Rule 406T, these interactive data files are deemed not filed and otherwise are not subject to liability.

16

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.

	Sara Creek Gold Corp.
Date: April 2, 2013	/s/ Kristian Andresen
	Kristian Andresen President, Chief Executive Officer (Principal Executive Officer) and Interim Chief Financial Officer (Interim Principal Accounting and Financial Officer)

17

EX-10.1

Exhibit 10.1

CONVERTIBLE NOTE PURCHASE AGREEMENT

This Convertible Note Purchase Agreement ("Agreement") is made and entered into as of February 19, 2013 by and between Sara Creek Gold Corp., a Nevada corporation ("Company"), and Lindsay Capital Corp. ("Purchaser").

WHEREAS, the Company owed Lunny Macinnes CAD$48,075 for prior legal services rendered, and Purchaser acquired the rights to repayment of such debt from Lunny Macinnes;

WHEREAS, the Company owed W. Scott Lawler USD$14,452.34 for prior legal services rendered, and Purchaser acquired the rights to repayment of such debt from W. Scott Lawler;

WHEREAS, the Company therefore owes Purchaser an aggregate of CAD$48,075 and USD$14,452.34 (the “Debt”).

WHEREAS, the Company desires to sell to the Purchaser, and the Purchaser desires to purchase from the Company, as full payment and satisfaction of the Debt, a convertible promissory note in the principal amount of USD$59,000.00, according to the terms of the note attached hereto as Exhibit A ("Note").

NOW, THEREFORE, in consideration of the foregoing recitals and the representations, warranties, covenants and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1.     REPRESENTATIONS AND WARRANTIES OF THE PURCHASER. The Purchaser hereby represents and warrants to the Company, as of the date hereof, that:

(a)      Purchase for Own Account. The Note and any shares of common stock issued upon conversion of the Note (the “Shares”, collectively with the Note the “Securities”) will be acquired for investment for the Purchaser's own account, not as a nominee or agent, and not with a view to the public resale or distribution thereof within the meaning of the Securities Act, and the Purchaser has no present intention of selling, granting any participation in or otherwise distributing the same. The Purchaser has not been formed for the specific purpose of acquiring the Securities.

(b)     Investment Experience. The Purchaser understands that the acquisition of the Securities involves substantial risk. The Purchaser has experience as an investor in securities of companies and acknowledges that it is able to fend for itself, can bear the economic risk of its investment in the Securities and has such knowledge and experience in financial or business matters that it is capable of evaluating the merits and risks of its investment in the Securities and protecting its own interests in connection with this investment.

(c)     Accredited Investor Status. The Purchaser is not a US Person within the meaning of Regulation S promulgated under the Securities Act.

(d)     Restricted Securities. The Purchaser understands that (i) the Securities are "restricted securities" under the Securities Act, inasmuch as they are being acquired from the Company in a transaction not involving a public offering and (ii) under the Securities Act and applicable rules and regulations thereunder, the Shares may be resold without registration under the Securities Act only in certain limited circumstances. The Purchaser is familiar with Rule 144 and Regulation S under the Securities Act, as presently in effect, and understands the resale limitations imposed thereby and by the Securities Act.

(e)     Authorization.  Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute a valid and legally binding obligation of the Purchaser, enforceable in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance, and any other laws of general application affecting enforcement of creditors' rights generally, and as limited by laws relating, to the availability of a specific performance, injunctive relief, or other equitable remedies.

2.     MISCELLANEOUS.

(a)      Legends. Unless registered with the SEC, any certificates for the Shares will bear a legend in substantially the following form:

"The securities represented hereby have not been registered under the Securities Act of 1933, as amended, and may not be transferred or otherwise disposed of unless they have been registered under such Act or pursuant to an exemption from registration under such Act."

        Furthermore, the Company shall place on any certificate for the Shares any legend required by applicable state securities laws. In addition, the Purchaser agrees that the Company may place stop transfer orders with its transfer agent with respect to such certificates. The legend set forth above shall be removed by the Company from any certificate evidencing the Shares upon delivery to the Company of an opinion by counsel, reasonably satisfactory to the Company, that a registration statement under the Securities Act is at that time in effect with respect to the legended security or that such security can be freely transferred in a public sale without such a registration statement being in effect and that such transfer will not jeopardize the exemption or exemptions from registration pursuant to which the Company issued the Shares.

(b)      Governing Law. This Agreement shall be governed by and construed under the internal laws of the State of Nevada, without reference to principles of conflict of laws or choice of laws.

 (c)      Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

(d)      Amendments and Waivers. This Agreement may be amended and the observance of any term of this Agreement may be waived (either generally or in a particular instance and either retroactively or prospectively) only with the written consent of the Company and the Purchaser.

(e)      Severability. If any provision of this Agreement is held to be unenforceable under applicable law, such provision shall be excluded from this Agreement and the balance of the Agreement shall be interpreted as if such provision were so excluded and shall be enforceable in accordance with its terms.

(f)      Entire Agreement. This Agreement, together with all exhibits and schedules hereto, constitutes the entire agreement and understanding of the parties with respect to the subject matter hereof and supersedes any and all prior negotiations, correspondence, agreements, understandings, duties or obligations between the parties with respect to the subject matter hereof.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first above written.

COMPANY

Sara Creek Gold Corp.

/s/ Kristian Andresen

Kristian Andresen

President

PURCHASER

Lindsay Capital Corp.

/s/ Oliver Lindsay

Oliver Lindsay

President

EXHIBIT A

CONVERTIBLE PROMISSORY NOTE

Sara Creek Gold Corp.

Convertible Promissory Note

USD  $59,000.00

Date:  February 19, 2013

FOR VALUE RECEIVED, the undersigned, Sara Creek Gold Corp., a Nevada corporation ("Borrower"), hereby promises to pay to Lindsay Capital Corp. ("Lender"), the principal sum of Fifty-Nine Thousand US Dollars(USD$59,000.00) ("Principal Sum"), or such lesser amount as may then be outstanding, together with accrued but unpaid interest thereon, unless converted to shares of common stock according to section 1 herein (“Note”), on February 19, 2015 ("Maturity Date"). Interest on the outstanding Principal Sum shall be at a rate of 10.0% per annum ("Interest").

This Note is being issued pursuant to a certain Convertible Note Purchase Agreement entered into between the partied dated herewith.

1.  Conversion.

(a)              Investment by the Borrower. The Borrower, at any time prior to the Maturity Date, and in its sole discretion, may convert, in whole or in part, the Principal Sum and any accrued Interest on this Note into shares of common stock of the Company (“Shares”) at a price of USD$0.05 per Share.

(b)              Mechanics and Effect of Conversion. Upon conversion of this Note, the Borrower shall surrender this Note, duly endorsed, at the principal offices of the Company or any transfer agent of the Company. At its expense, the Company will, as soon as practicable thereafter, issue and deliver to such Borrower, at such principal office, a certificate or certificates for the number of Shares to which such Borrower is entitled upon such conversion. Upon conversion of this Note, the Company will be forever released from all of its obligations and liabilities under this Note with regard to that portion of the Principal Sum and accrued Interest being converted including without limitation the obligation to pay such portion of the principal amount and accrued interest.

2.  Prepayment. Prepayment of this Note may be made at any time without penalty.

3.           Transfer; Successors and Assigns. The terms and conditions of this Note shall inure to the benefit of and be, binding upon the respective successors and assigns of the parties. Notwithstanding the foregoing, the Borrower may not assign, pledge, or otherwise transfer this Note without the prior written consent of the Company. This Note may be transferred only upon surrender of the original Note for registration of transfer, duly endorsed, or accompanied by a duly executed written instrument of transfer in form satisfactory to the Company. Thereupon, a new note for the same principal amount and interest will be issued to, and registered in the name of, the transferee. Interest and principal are payable only to the registered Borrower of this Note.

4.      Payment.  Payment of the Principal Sum and Interest on the Maturity Date shall be made by bank wire transfer, in immediately available funds, to the account so specified, in lawful money of the United States of America. If the Maturity Date occurs on a date that is not a Business Day then the Principal Sum or Interest then due shall be paid on the next succeeding Business Day. "Business Day" shall mean any day other than Saturday, Sunday or any day upon which banks are authorized or required to be closed.

IN WITNESS WHEREOF, the Borrower has caused this Note to be signed on its behalf, in its corporate name, by its duly authorized officer as an instrument under seal, as of the day and year first above written.

BORROWER

Sara Creek Gold Corp.

/s/ Kristian Andresen

Kristian Andresen

President

APPENDIX 1

NOTICE OF CONVERSION OF NOTE

TO:  BORROWER

Sara Creek Gold Corp.

1.   The undersigned hereby elects to receive __________ shares of common stock of BORROWER pursuant to the terms of the attached Note.

2.   Method of Conversion (Please initial the applicable blank):

  ___    The undersigned elects to convert the attached Note with Interest by means of the conversion provision of Section 1 of the Convertible Promissory Note.

          ___    The undersigned elects to convert the attached Note without Interest by means of the conversion provision of Section 1 of the Convertible Promissory Note.

3.   Please issue a certificate or certificates representing said shares in the name of the undersigned or in such other name as is specified below:

(Name)

(Address)

4.    The undersigned represents that the aforesaid shares are being acquired for the account of the undersigned for investment and not with a view to, or for resale in connection with, the distribution thereof and that the undersigned has no present intention of distributing or reselling such Shares.

All capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the Note.

Name of Borrower

Signature of Authorized Signatory

Print Name and Title

Date

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Kristian Andresen, certify that:

1.           I have reviewed this quarterly report on Form 10-Q of Sara Creek Gold Corp.;

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 registrant as of, and for, the periods presented in this report;

4. As the registrant’s sole certifying officer, I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me 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 my 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 my 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. As the registrant’s sole certifying officer, I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’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 registrant’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 registrant’s internal control over financial reporting.

Date:  April 2, 2013	/s/ Kristian Andresen
	Kristian Andresen President, Chief Executive Officer (Principal Executive Officer) and Interim Chief Financial Officer (Interim Principal Financial Officer)

EX-32.1

Exhibit 32.1

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 of Sara Creek Gold Corp. (the “Company”) on Form 10-Q for the quarter ended February 28, 2013, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Kristian Andresen, President, Chief Executive Officer (Principal Executive Officer) and Interim Chief Financial Officer (Interim Principal Financial Officer) of the Company, 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.

Date: April 2, 2013	/s/ Kristian Andresen
	Kristian Andresen President, Chief Executive Officer (Principal Executive Officer) and Interim Chief Financial Officer (Interim Principal Financial Officer)

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Feb. 28, 2013

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation - The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information.

The unaudited interim financial statements should be read in conjunction with the Company's Annual Report on Form 10-K, which contains the audited financial statements and notes thereto, together with the Plan of Operations for the year ended August 31, 2012.

Certain information or footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted, pursuant to the rules and regulations of the Securities and Exchange Commission for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. It is management's opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation. The interim results for the six months ended February 28, 2013 are not necessarily indicative of results for the full fiscal year.

Exploration Stage Company - The Company's financial statements are presented as a company in the exploration stage of business. Activities during the exploration stage primarily include obtaining debt and/or equity related financing, the acquisition of mineral rights, and the exploration and development of natural resources on potential mineral claims. As an exploration stage enterprise, the Company discloses the deficit accumulated during the exploration stage and the cumulative statements of operations, stockholders' deficit and cash flows from inception to the current balance sheet date.

Year-End - The Company has selected August 31 as its year end.

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 as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Cash - Cash and cash equivalents consist primarily of cash on deposit, certificates of deposit, money market accounts, and investment grade commercial paper that are readily convertible into cash and purchased with original maturities of three months or less.

The Company maintains cash balances at an institution that is insured by the Federal Deposit Insurance Corporation. As of February 28, 2013 no amounts were in excess of the federally insured program, respectively.

Revenue Recognition - The Company currently has not generated revenues. Any future revenues earned, primarily through the sale of extracted minerals, will be recognized utilizing the following general revenue recognition criteria: 1) pervasive evidence of an arrangement exists; 2) delivery has occurred; 3) the price to the buyer is fixed or determinable; and 4) collectability is reasonably assured.

Delivery on mineral sales is determined to be complete for revenue recognition purposes when title and risk of loss has passed to the customer in accordance with stated contractual terms and there is no future obligations related to the shipment. Title generally passes as the minerals are loaded into transport carriers for delivery to the customer.

Exploration and Development Costs - In general, exploration costs are expensed as incurred. When the Company has determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs incurred to develop such property are capitalized. Costs incurred to maintain current production or to maintain assets on a standby basis are charged to operations. Costs of abandoned projects are charged to operations upon abandonment. During the periods ended February 28, 2013 and February 29, 2012 the Company recorded exploration costs of $0 and $0, respectively.

Income Taxes - Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are determined based on temporary differences between the bases of certain assets and liabilities for income tax and financial reporting purposes. The deferred tax assets and liabilities are classified according to the financial statement classification of the assets and liabilities generating the differences.

The Company maintains a valuation allowance with respect to deferred tax assets. The Company establishes a valuation allowance based upon the potential likelihood of realizing the deferred tax asset and taking into consideration the Company's financial position and results of operations for the current period. Future realization of the deferred tax benefit depends on the existence of sufficient taxable income within the carry forward period under the Federal tax laws.

Changes in circumstances, such as the Company generating taxable income, could cause a change in judgment about the realizability of the related deferred tax asset. Any change in the valuation allowance will be included in income in the year of the change in estimate.

Financial Instruments - Financial instruments consist of cash, accounts receivable, accounts payable, notes payable and advances payable. Recorded values of cash, accounts payable and accrued liabilities approximate fair values due to the short maturities of such instruments. Recorded values for notes payable and related liabilities approximate fair values, since their stated or imputed interest rates are commensurate with prevailing market rates for similar obligations.

Earnings (Loss) per Share - Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during each period. Diluted earnings (loss) per share is computed by dividing net income (loss), adjusted for changes in income or loss that resulted from the assumed conversion of convertible shares, by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period.

The computation of basic and diluted loss per share for the periods presented is equivalent since the Company had continuing losses. The Company had no common stock equivalents as of February 28, 2013 and February 29, 2012, respectively.

New Accounting Pronouncements - There are no recent accounting pronouncements that are expected to have a material effect on the Company's financial statements.

XML

DESCRIPTION OF BUSINESS

6 Months Ended

Feb. 28, 2013

DESCRIPTION OF BUSINESS [Abstract]

DESCRIPTION OF BUSINESS

1. DESCRIPTION OF BUSINESS

Sara Creek Gold Corp. ("the Company") was incorporated under the laws of the State of Nevada on June 12, 2006, under the name of Uventus Technologies Corp. On September 23, 2009, the Company merged with its wholly owned subsidiary and changed its name to Sara Creek Gold Corp. to better reflect its business plan which is the acquisition, exploration, and development of gold and other mineral resource properties.

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BALANCE SHEETS (USD $)	Feb. 28, 2013	Aug. 31, 2012
Current assets
Cash	$ 21,866	$ 15,942
Total current assets	21,866	15,942
Total assets	21,866	15,942
Current liabilities
Accounts payable	6,542	57,407
Note payable	13,966	13,966
Total current liabilities	20,508	71,373
Long term liabilities
Convertible note payable	59,000
Discount on convertible note payable	(58,193)
Total long term liabilities	807
Total liabilities	21,315	71,373
Commitments and contingencies
Stockholders' equity (deficit)
Common stock; $0.001 par value; 750,000,000 shares authorized, 10,281,985 and 9,281,985 shares issued and outstanding, respectively	10,282	9,282
Common stock payable		300
Additional paid in capital	775,620	682,320
Deficit accumulated during the development stage	(785,351)	(747,333)
Total stockholders' equity (deficit)	551	(55,431)
Total liabilities and stockholders' equity (deficit)	$ 21,866	$ 15,942

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STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (Parenthetical) (USD $)	3 Months Ended	6 Months Ended	12 Months Ended
	Aug. 31, 2006	Feb. 28, 2013	Aug. 31, 2012	Aug. 31, 2011	Aug. 31, 2008
STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) [Abstract]
Issuance of stock in period, per share value	$ 0.001	$ 0.05	$ 0.01	$ 0.3	$ 0.1
Additional issuance of stock in period, per share value			$ 0.05

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STATEMENTS OF CASH FLOWS (USD $)	6 Months Ended		81 Months Ended
	Feb. 28, 2013	Feb. 29, 2012	Feb. 28, 2013
Cash flows from operating activities:
Net loss	$ (38,018)	$ (24,645)	$ (785,351)
Adjustments to reconcile net loss to net cash used by operating activities:
(Gain) loss on settlement of debt	(3,143)		429,751
Gain on foreign currency translation	(518)		(518)
Amortization of beneficial conversion discount	(807)		(807)
Issuance of common stock for services			25,750
Changes in operating assets and liabilities:
Accounts payable	10,843	(1,643)	68,250
Accrued interest	953	3,766	10,012
Net cash used by operating activities	(29,076)	(22,522)	(251,299)
Cash flows from investing activities:
Notes receivable, net			(432,894)
Net cash used by investing activities			(432,894)
Cash flows from financing activities:
Proceeds from notes payable		25,000	618,414
Repayment of notes payable			(21,355)
Issuance of common stock for cash	35,000		109,000
Net cash provided by financing activities	35,000	25,000	706,059
Net change in cash	5,924	2,478	21,866
Cash, beginning of period	15,942	1,458
Cash, end of period	21,866	3,936	21,866
Supplemental disclosure of cash flow information:
Interest paid
Taxes paid
Supplemental disclosure of non-cash financing activity
Stock issued in exchange for debt			583,093
Accrued interest waived by stockholders			$ 9,059

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BALANCE SHEETS (Parenthetical) (USD $)	Feb. 28, 2013	Aug. 31, 2012
BALANCE SHEETS [Abstract]
Common stock, par value per share	$ 0.001	$ 0.001
Common stock, shares authorized	750,000,000	750,000,000
Common stock, shares issued	10,281,985	9,281,985
Common stock, shares outstanding	10,281,985	9,281,985

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NOTES PAYABLE (Details) (USD $)	6 Months Ended		81 Months Ended			1 Months Ended	6 Months Ended
	Feb. 28, 2013	Feb. 29, 2012	Feb. 28, 2013	Aug. 31, 2012	Aug. 31, 2006 Various Advances [Member]	Feb. 19, 2013 Convertible Note Purchase Agreement [Member]	Feb. 28, 2013 Convertible Note Purchase Agreement [Member]
Debt Instrument [Line Items]
Note payable	$ 13,966		$ 13,966	$ 13,966	$ 13,966	$ 59,000
Debt conversion, conversion price per share						$ 0.05
Annual interest rate						10.00%
Debt maturity date						Feb. 19, 2015
Debt discount	58,193		58,193			59,000
Amortization of beneficial conversion discount	$ 807		$ 807				$ 807

XML

Document and Entity Information	6 Months Ended
	Feb. 28, 2013	Apr. 01, 2013
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Feb. 28, 2013
Entity Registrant Name	SARA CREEK GOLD CORP.
Entity Central Index Key	0001415286
Current Fiscal Year End Date	--08-31
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		10,281,985

XML

STOCKHOLDERS' EQUITY (DEFICIT) (Details) (USD $)	0 Months Ended	1 Months Ended	3 Months Ended	6 Months Ended	12 Months Ended
	Feb. 08, 2011	Sep. 23, 2009	Aug. 31, 2006	Feb. 28, 2013	Aug. 31, 2012	Aug. 31, 2011	Aug. 31, 2008	Aug. 31, 2007
Stock split ratio	0.0333	15
Receipt of stock subscription receivable								$ 10,000
Issuance of common stock in exchange for debt					50,000	503,093
Issuance of additional common stock in exchange for debt					30,000
Aggregate issuance of common stock in exchange for debt					80,000
Accrued interest waived by stockholders					9,059
Issuance of common stock in exchange for services rendered		15			25,750
Issuance of common stock in exchange for cash				700,000	15,000		49,000
Issuance of stock in period, per share value			$ 0.001	$ 0.05	$ 0.01	$ 0.3	$ 0.1
Additional issuance of stock in period, per share value					$ 0.05
Common Stock [Member]
Issuance of stock			1,000
Issuance of stock, shares			1,000,000
Adjustment for rounding differences					8
Receipt of stock subscription receivable
Issuance of common stock in exchange for debt					5,000
Issuance of common stock in exchange for debt, shares					5,000,000
Issuance of additional common stock in exchange for debt					600	1,677
Issuance of additional common stock in exchange for debt, shares					600,000	1,676,977
Accrued interest waived by stockholders
Issuance of common stock in exchange for services rendered					515
Issuance of common stock in exchange for services rendered, shares					515,000
Issuance of common stock in exchange for cash				1,000			490
Issuance of common stock in exchange for cash, shares				1,000,000			490,000
Common Stock Payable [Member]
Issuance of stock
Adjustment for rounding differences
Receipt of stock subscription receivable
Issuance of common stock in exchange for debt
Issuance of common stock in exchange for debt, shares
Issuance of additional common stock in exchange for debt
Issuance of additional common stock in exchange for debt, shares
Accrued interest waived by stockholders
Issuance of common stock in exchange for services rendered
Issuance of common stock in exchange for cash				(300)	300
Issuance of common stock in exchange for cash, shares				(300,000)	300,000
Stock Subscription Receivable [Member]
Issuance of stock			(10,000)
Adjustment for rounding differences
Receipt of stock subscription receivable								10,000
Issuance of common stock in exchange for debt
Issuance of additional common stock in exchange for debt
Accrued interest waived by stockholders
Issuance of common stock in exchange for services rendered
Issuance of common stock in exchange for cash

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STATEMENTS OF OPERATIONS (USD $)	3 Months Ended		6 Months Ended		81 Months Ended
	Feb. 28, 2013	Feb. 29, 2012	Feb. 28, 2013	Feb. 29, 2012	Feb. 28, 2013
Operating expenses
General and administrative	$ 28,507	$ 12,981	$ 40,726	$ 20,879	$ 779,000
Total operating expenses	28,507	12,981	40,726	20,879	779,000
Loss from operations	(28,507)	(12,981)	(40,726)	(20,879)	(779,000)
Other expense
Gain on foreign currency translation	518		518		518
Gain on settlement of debt	3,143		3,143		3,143
Interest expense	(953)	(1,995)	(953)	(3,766)	(10,012)
Total other expense	2,708	(1,995)	2,708	(3,766)	(6,351)
Loss from operations before income taxes	(25,799)	(14,976)	(38,018)	(24,645)	(785,351)
Provision for income taxes
Net loss	$ (25,799)	$ (14,976)	$ (38,018)	$ (24,645)	$ (785,351)
Net loss per common share - basic and diluted	$ 0.0	$ 0.0	$ 0.0	$ (0.01)
Weighted average common shares outstanding - basic and diluted	10,281,985	3,166,985	10,021,212	3,166,977

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STOCKHOLDERS' EQUITY (DEFICIT)

6 Months Ended

Feb. 28, 2013

STOCKHOLDERS' EQUITY (DEFICIT) [Abstract]

SHAREHOLDERS' EQUITY (DEFICIT)

5. STOCKHOLDERS' EQUITY (DEFICIT)

On September 23, 2009, the Company affected a 15 for 1 forward stock split of its authorized, issued, and outstanding common stock.

On February 8, 2011, the Company affected a 30 for 1 reverse stock split of its authorized, issued, and outstanding common stock.

The accompanying financial statements have been adjusted to reflect the forward and reverse stock splits, retroactively.

Year Ended August 31, 2006

The Company issued 1,000,000 shares of its par value common stock to various directors at $0.001 per share for a subscription receivable of $10,000, which was received in 2007.

Year Ended August 31, 2008

The Company issued 490,000 shares of its par value common stock pursuant to a private placement at $0.10 per share for gross proceeds in the amount of $49,000.

Year Ended August 31, 2011

The Company issued 1,676,977 shares of its par value common stock in exchange for outstanding debt in the amount of $503,093 at $0.30 per share.

Year Ended August 31, 2012

The Company issued 5,000,000 shares of its par value common stock in exchange for outstanding debt in the amount of $50,000 at $0.01 per share.

The Company issued 600,000 shares of its par value common stock in exchange for outstanding debt in the amount of $30,000 at $0.05 per share.

Upon conversion of $80,000 in debt, the note holders elected to waive accrued interest totaling $9,059 which is presented as a contribution on the statement of stockholders' deficit. See also Note 5 regarding notes payable.

The Company issued 515,000 shares of its par value common stock in exchange for services rendered in the amount of $25,750 at $0.05 per share.

The Company received gross proceeds in the amount of $15,000 for 300,000 shares of its par value common stock at $0.05 per share. As of August 31, 2012, the shares had not been issued and are recorded as common stock payable.

Six months ended February 28, 2013

The Company issued 700,000 shares of its par value common stock in exchange for cash at $0.05 per share for gross proceeds in the amount of $35,000. In addition, the Company issued 300,000 shares which had been recorded to common stock payable as of August 31, 2012.

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NOTES PAYABLE

6 Months Ended

Feb. 28, 2013

NOTES PAYABLE [Abstract]

NOTES PAYABLE

4. NOTES PAYABLE

In 2006, the Company received various advances totaling $13,966 for operating expenses. The advances do not bear interest and are payable on demand. As of February 28, 2013, the Company has not received a payment demand and the balance outstanding remains at $13,966.

On February 19, 2013, the Company issued a Convertible Note Purchase Agreement to Lindsey Capital Corp. in the amount of $59,000. Pursuant to the note agreement, Lindsey Capital Corp. purchased certain outstanding liabilities of the Company in exchange for the aforementioned note. The note is convertible into common stock at a price of $0.05 per share, accrues interest at an annual rate of 10% and matures on February 19, 2015. As a result of the benefit attributable to the conversion feature, the Company recorded a discount on the note in the amount of $59,000 which will be amortized to interest expense over the two year term of the note. As of February 28, 2013, the Company has recognized $807 in connection with the discount.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $)	6 Months Ended
	Feb. 28, 2013	Feb. 29, 2012
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]
Exploration expenses	$ 0	$ 0

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SUBSEQUENT EVENTS

6 Months Ended

Feb. 28, 2013

SUBSEQUENT EVENTS [Abstract]

SUBSEQUENT EVENTS

6. SUBSEQUENT EVENTS

Management evaluated all activity of the Company through the issue date of the financial statements and concluded that no other subsequent events have occurred that would require recognition or disclosure in the financial statements.

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

6 Months Ended

Feb. 28, 2013

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]

Basis of Presentation

Basis of Presentation - The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information.

The unaudited interim financial statements should be read in conjunction with the Company's Annual Report on Form 10-K, which contains the audited financial statements and notes thereto, together with the Plan of Operations for the year ended August 31, 2012.

Certain information or footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted, pursuant to the rules and regulations of the Securities and Exchange Commission for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. It is management's opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation. The interim results for the six months ended February 28, 2013 are not necessarily indicative of results for the full fiscal year.

Exploration Stage Company

Exploration Stage Company - The Company's financial statements are presented as a company in the exploration stage of business. Activities during the exploration stage primarily include obtaining debt and/or equity related financing, the acquisition of mineral rights, and the exploration and development of natural resources on potential mineral claims. As an exploration stage enterprise, the Company discloses the deficit accumulated during the exploration stage and the cumulative statements of operations, stockholders' deficit and cash flows from inception to the current balance sheet date.

Year-End

Year-End - The Company has selected August 31 as its year end.

Use of Estimates

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 as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Cash

Cash - Cash and cash equivalents consist primarily of cash on deposit, certificates of deposit, money market accounts, and investment grade commercial paper that are readily convertible into cash and purchased with original maturities of three months or less.

The Company maintains cash balances at an institution that is insured by the Federal Deposit Insurance Corporation. As of February 28, 2013 no amounts were in excess of the federally insured program, respectively.

Revenue Recognition

Revenue Recognition - The Company currently has not generated revenues. Any future revenues earned, primarily through the sale of extracted minerals, will be recognized utilizing the following general revenue recognition criteria: 1) pervasive evidence of an arrangement exists; 2) delivery has occurred; 3) the price to the buyer is fixed or determinable; and 4) collectability is reasonably assured.

Delivery on mineral sales is determined to be complete for revenue recognition purposes when title and risk of loss has passed to the customer in accordance with stated contractual terms and there is no future obligations related to the shipment. Title generally passes as the minerals are loaded into transport carriers for delivery to the customer.

Exploration and Development Costs

Exploration and Development Costs - In general, exploration costs are expensed as incurred. When the Company has determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs incurred to develop such property are capitalized. Costs incurred to maintain current production or to maintain assets on a standby basis are charged to operations. Costs of abandoned projects are charged to operations upon abandonment. During the periods ended February 28, 2013 and February 29, 2012 the Company recorded exploration costs of $0 and $0, respectively.

Income Taxes

Income Taxes - Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are determined based on temporary differences between the bases of certain assets and liabilities for income tax and financial reporting purposes. The deferred tax assets and liabilities are classified according to the financial statement classification of the assets and liabilities generating the differences.

The Company maintains a valuation allowance with respect to deferred tax assets. The Company establishes a valuation allowance based upon the potential likelihood of realizing the deferred tax asset and taking into consideration the Company's financial position and results of operations for the current period. Future realization of the deferred tax benefit depends on the existence of sufficient taxable income within the carry forward period under the Federal tax laws.

Changes in circumstances, such as the Company generating taxable income, could cause a change in judgment about the realizability of the related deferred tax asset. Any change in the valuation allowance will be included in income in the year of the change in estimate.

Financial Instruments

Financial Instruments - Financial instruments consist of cash, accounts receivable, accounts payable, notes payable and advances payable. Recorded values of cash, accounts payable and accrued liabilities approximate fair values due to the short maturities of such instruments. Recorded values for notes payable and related liabilities approximate fair values, since their stated or imputed interest rates are commensurate with prevailing market rates for similar obligations.

Earnings (Loss) Per Share

Earnings (Loss) per Share - Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during each period. Diluted earnings (loss) per share is computed by dividing net income (loss), adjusted for changes in income or loss that resulted from the assumed conversion of convertible shares, by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period.

The computation of basic and diluted loss per share for the periods presented is equivalent since the Company had continuing losses. The Company had no common stock equivalents as of February 28, 2013 and February 29, 2012, respectively.

New Accounting Pronouncements

New Accounting Pronouncements - There are no recent accounting pronouncements that are expected to have a material effect on the Company's financial statements.

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GOING CONCERN (Details) (USD $)	3 Months Ended			6 Months Ended		12 Months Ended						81 Months Ended
	Feb. 28, 2013	Feb. 29, 2012	Aug. 31, 2006	Feb. 28, 2013	Feb. 29, 2012	Aug. 31, 2012	Aug. 31, 2011	Aug. 31, 2010	Aug. 31, 2009	Aug. 31, 2008	Aug. 31, 2007	Feb. 28, 2013
GOING CONCERN [Abstract]
Current assets	$ 21,866			$ 21,866		$ 15,942						$ 21,866
Working capital deficit	(1,358)			(1,358)								(1,358)
Net loss	$ 25,799	$ 14,976	$ 1,230	$ 38,018	$ 24,645	$ 64,360	$ 72,794	$ 513,721	$ 30,806	$ 58,567	$ 5,855	$ 785,351

XML

STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (USD $)	Total	Common Stock [Member]	Common Stock Payable [Member]	Stock Subscription Receivable [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]
Balance at Jun. 11, 2006
Balance, shares at Jun. 11, 2006
Issuance of stock		1,000		(10,000)	9,000
Issuance of stock, shares		1,000,000
Net loss	(1,230)					(1,230)
Balance at Aug. 31, 2006	(1,230)	1,000		(10,000)	9,000	(1,230)
Balance, shares at Aug. 31, 2006		1,000,000
Receipt of stock subscription receivable	10,000			10,000
Net loss	(5,855)					(5,855)
Balance at Aug. 31, 2007	2,915	1,000			9,000	(7,085)
Balance, shares at Aug. 31, 2007		1,000,000
Issuance of common stock in exchange for cash	49,000	490			48,510
Issuance of common stock in exchange for cash, shares		490,000
Net loss	(58,567)					(58,567)
Balance at Aug. 31, 2008	(6,652)	1,490			57,510	(65,652)
Balance, shares at Aug. 31, 2008		1,490,000
Net loss	(30,806)					(30,806)
Balance at Aug. 31, 2009	(37,458)	1,490			57,510	(96,458)
Balance, shares at Aug. 31, 2009		1,490,000
Net loss	(513,721)					(513,721)
Balance at Aug. 31, 2010	(551,179)	1,490			57,510	(610,179)
Balance, shares at Aug. 31, 2010		1,490,000
Issuance of common stock in exchange for debt	503,093
Issuance of additional common stock in exchange for debt		1,677			501,416
Issuance of additional common stock in exchange for debt, shares		1,676,977
Net loss	(72,794)					(72,794)
Balance at Aug. 31, 2011	(120,880)	3,167			558,926	(682,973)
Balance, shares at Aug. 31, 2011		3,166,977
Adjustment for rounding differences		8
Issuance of common stock in exchange for debt	50,000	5,000			45,000
Issuance of common stock in exchange for debt, shares		5,000,000
Issuance of additional common stock in exchange for debt	30,000	600			29,400
Issuance of additional common stock in exchange for debt, shares		600,000
Accrued interest waived by stockholders	9,059				9,059
Issuance of common stock in exchange for services rendered	25,750	515			25,235
Issuance of common stock in exchange for services rendered, shares		515,000
Issuance of common stock in exchange for cash	15,000		300		14,700
Issuance of common stock in exchange for cash, shares			300,000
Net loss	(64,360)					(64,360)
Balance at Aug. 31, 2012	(55,431)	9,282	300		682,320	(747,333)
Balance, shares at Aug. 31, 2012	9,281,985	9,281,985	300,000
Issuance of common stock in exchange for cash	700,000	1,000	(300)		34,300
Issuance of common stock in exchange for cash, shares		1,000,000	(300,000)
Beneficial conversion feature	59,000				59,000
Net loss	(38,018)					(38,018)
Balance at Feb. 28, 2013	$ 551	$ 10,282			$ 775,620	$ (785,351)
Balance, shares at Feb. 28, 2013	10,281,985	10,281,958

XML

GOING CONCERN

6 Months Ended

Feb. 28, 2013

GOING CONCERN [Abstract]

GOING CONCERN

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. As of February 28, 2013, the Company had total current assets of $21,866 and a working capital in the amount of $1,358. The Company incurred a net loss of $38,018 during the six months ended February 28, 2013 and an accumulated net loss of $785,351 since inception. The Company has not earned any revenues since inception and its cash resources are insufficient to meet its planned business objectives.

These conditions raise substantial doubt about the Company's ability to continue as a going concern. These financial statements do not include adjustments relating to the recoverability and classification of reported asset amounts or the amount and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company's continuation as a going concern is dependent upon its ability to obtain additional financing or sale of its common stock as may be required and ultimately to attain profitability.

Management's plan in this regard, is to raise capital through a combination of equity and debt financing sufficient to finance the continuing operations for the next twelve months. However, there can be no assurance that the Company will be successful in raising such financing. As an alternative, the Company may be amenable to a sale, merger, or other acquisition in the event such transaction is deemed by management to be in the best interests of the shareholders.