10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

Amendment No. 1

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

For the fiscal year ended August 31, 2014

 .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 333-150061

FALCON CREST ENERGY INC.

(Exact name of registrant as specified in its charter)

Nevada	98-0585268
(State of incorporation)	(I.R.S. Employer ID No.)

100 King Street West, Suite 5600, Toronto ON, M5X 1C9

(Address of principal executive officers, including Zip Code)

(888) 570-3698

(Issuer's Telephone Number)

Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001 par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes . No  X .. .

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

Indicate by checkmark whether the issuer (1) 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. Yes  X . No .

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

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

Large accelerated filer	.	Accelerated filer	.
Non-accelerated filer	. (Do not check if a smaller reporting company)	Smaller reporting company	X .

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

1

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter:

Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date:

As of August 31, 2014, there were 63,100,000 shares of common stock issued, par value $0.001, outstanding.

The aggregate market value of the voting and non-voting equity held by non-affiliates is 7,000,000 shares at .01 a share as of August 31, 2013 for a total market value of $700,000, and a total of 20,000,000 issued and outstanding  .

DOCUMENTS INCORPORATED BY REFERENCE:

None.

Transitional Small Business Disclosure Format: Yes . No  X .

2

EXPLANATORY NOTE

The purpose of this Amendment No. 1 to the Annual Report of Innocent, Inc. (the “Company”) on Form 10-K for the period ended August 31, 2014, filed with the Securities and Exchange Commission on December 19, 2014 (the “Form 10-K”), is to furnish Exhibit 101 to the Form 10-K in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this report provides the consolidated financial statements and related notes from the Form 10-K formatted in XBRL (eXtensible Business Reporting Language).

Other than the aforementioned, no other changes have been to the Form 10-K. This Amendment No. 1 to the Form 10-K speaks as of the original filing date of the Form 10-K, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-K.

Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and amended, and otherwise are not subject to liability under those sections.

3

PART IV

ITEM 15. EXHIBITS

(a)

The following exhibits are included as part of this report:

Exhibit Number	Title of Document
31.1	Sec.302 Certification of CEO/CFO *
32.1	Sec.906 Certification of CEO/CFO *
101	XBRL (eXtensible Business Reporting Languare)**

* Incorporated by reference to the Company’s Form 10-K filed with the SEC on December 19, 2014

** Filed herewith.

4

SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) of the Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Falcon Crest Energy Inc.

/s/ Patrick Johnson

Patrick Johnson

CEO/CFO, and Director

Dated: December 30, 2014

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

Falcon Crest Energy Inc.

/s/ Patrick Johnson

Patrick Johnson

CEO/CFO, and Director

Dated: December 30, 2014

5

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A reconciliation of income taxes computed at statutory rate to the income tax (Details) (USD $)	Aug. 31, 2014	Aug. 31, 2013
A reconciliation of income taxes computed at statutory rate to the income tax:
Net operating loss carry forward	$ 1,138,505	$ 530,017
Valuation allowance	(1,138,505)	(530,017)
Net deferred tax asset	$ 0	$ 0

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GOING CONCERN

12 Months Ended

Aug. 31, 2014

GOING CONCERN

GOING CONCERN

NOTE 3 – GOING CONCERN

The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. The Company has accumulated deficit since inception of $2,345,215.We have negative working capital of $2,370,215 as of August 31, 2014. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company has minimal cash and no material assets, nor does it have operations or a source of revenue sufficient to cover its operation costs and allow it to continue as a going concern. The Company will be dependent upon the raising of additional capital through placement of our common stock in order to implement its business plan. There can be no assurance that the Company will be successful in either situation in order to continue as a going concern. The officers and directors have committed to advancing certain operating costs of the Company.

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SUBSEQUENT EVENTS (Details) (USD $)	Oct. 29, 2014	Oct. 21, 2014	Sep. 08, 2014
SUBSEQUENT EVENTS DETAILS:
Issued a convertible promissory note in the amount			$ 32,500
Interest on note in percent	0.00%	0.00%	8.00%
Shares issued for services	3,000,000	1,000,000	0

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OIL AND NATURAL GAS PROPERTY (Details) (USD $)	Aug. 31, 2014
OIL AND NATURAL GAS PROPERTY DETAILS:
Working interest in currently non-operating oil well	$ 150,000
Improvements to oil well	60,000
Investments in oil & gas properties	210,000
Oil and Natural Gas Property, Unproved	$ 210,000

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SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Aug. 31, 2014

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The financial statements present the balance sheet, statements of operations, stockholders' equity and cash flows of the Company. These financial statements are presented in United States dollars and have been prepared in accordance with accounting principles generally accepted in the United States.

Estimates

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

Cash

Cash and cash equivalents include short-term, highly liquid investments with maturities of less than three months when acquired.

Oil and Gas Property

The Company applies the successful efforts method of accounting for oil and gas properties. When incurred, exploration costs such as exploratory geological and geophysical costs, delay rentals, and exploration overhead will be charged against earnings as incurred. If an exploratory well provides evidence to justify potential completion as a producing well, drilling costs associated with the well will be initially capitalized, or suspended, pending a determination as to whether a commercially sufficient quantity of proved reserves can be attributed to the area as a result of drilling. Acquisition costs of unproved properties are periodically assessed for impairment and will be transferred to proved oil and gas properties to the extent the costs are ultimately associated with successful exploration activities. Any significant undeveloped leases will be assessed individually for impairment, based on the Company’s current exploration plans, and a valuation allowance is provided if impairment is indicated.

Income taxes

The Company accounts for income taxes under ASC 740 "Income Taxes" which codified SFAS 109, "Accounting for Income Taxes" and FIN 48 “Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. 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. Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.

Fair Value of Financial Instruments

The Company's financial instruments as defined by FASB ASC 825-10-50 include cash, trade accounts receivable, accounts payable, notes payable and accrued expenses. All instruments are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at August 31, 2013.

FASB ASC 820 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows:

Level 1. Observable inputs such as quoted prices in active markets;

Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

Level 3. Unobservable inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions.

The Company does not have any assets or liabilities measured at fair value on a recurring basis at August 31, 2014. The Company did not have any fair value adjustments for assets and liabilities measured at fair value on a nonrecurring basis during the years ended August 31, 2014 or 2013.

Depreciation, Depletion, and Amortization

Upon beginning exploratory activities, costs of drilling and equipping successful wells, costs to construct or acquire facilities, associated asset retirement costs, and capital lease assets used in oil and gas activities will be depreciated using the unit-of-production (UOP) method based on total estimated proved developed oil and gas reserves. Costs of acquiring proved properties, including leasehold acquisition costs transferred from unproved properties and associated asset retirement costs, will be depleted using the UOP method based on total estimated proved developed and undeveloped reserves. Mineral properties will also deplete using the UOP method. All other properties are stated at historical acquisition cost, net of impairments, and are depreciated using the straight-line method over the useful lives of the assets, which range from 3 to 15 years for furniture and equipment, up to 40 years for buildings, and up to 47 years for gathering facilities.

Earnings Per Share Information

FASB ASC 260, “Earnings Per Share” provides for calculation of "basic" and "diluted" earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income (loss) available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity similar to fully diluted earnings per share. Basic and diluted loss per share were the same, at the reporting dates, as there were no common stock equivalents outstanding.

Share Based Expenses

ASC 718 "Compensation - Stock Compensation" codified SFAS No. 123, which prescribes accounting and reporting standards for all stock-based payments award to employees, including employee stock options, restricted stock, employee stock purchase plans and stock appreciation rights. , may be classified as either equity or liabilities.

The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions ofASC 505-50 "Equity - Based Payments to Non-Employees" which codified SFAS 123 and the Emerging Issues Task Force consensus in Issue No. 96-18 ("EITF 96-18"), "Accounting for Equity Instruments that are Issued to Other Than Employees for Acquiring or inConjunction with Selling, Goods or Services". Measurement of share-based payment transactions with non-employees shall be based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction should be determined at the earlier of performance commitment date or performance completion date.

Revenue recognition

The Company recognizes revenue when services are rendered on the accrual basis of accounting in accordance with generally accepted accounting principles in ASC 605. The Company does not recognize revenue until all four of the following criteria are met: (1) Persuasive evidence of an arrangement exists, (2) Services have been rendered, (3) The seller’s price to the buyer is fixed and (4) Collectability is reasonably assured. We have not yet recognized revenue since inception on September 27, 2006.

Recent Accounting Pronouncements

On June 10, 2014, the Financial Accounting Standards Board ("FASB") issued update ASU 2014-10, Development Stage Entities (Topic 915). Amongst other things, the amendments in this update removed the definition of development stage entity from Topic 915, thereby removing the distinction between development stage entities and other reporting entities from US GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information on the statements of income, cash flows and shareholders’ equity, (2) label the financial statements as those of a development stage entity; (3) disclose a description of the development stage activities in which the entity is engaged and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments are effective for annual reporting periods beginning after December 31, 2014 and interim reporting periods beginning after December 15, 2015, however entities are permitted to early adopt for any annual or interim reporting period for which the financial statements have yet to be issued. The Company has elected to early adopt these amendments and accordingly have not labeled the financial statements as those of a development stage entity and have not presented inception-to-date information on the respective financial statements

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Balance Sheets (USD $)	Aug. 31, 2014	Aug. 31, 2013
Current assets
Cash	$ 11,489	$ 11,667
Notes receivable, net of allowance $878,354	0	0
Total current assets	11,489	11,667
Oil and Natural Gas Property, Unproved (successful efforts method)	25,000	210,000
Total assets	36,489	221,667
Current liabilities
Accounts payable	123,770	0
Notes payable	353,586	768,466
Related party payables	1,324,848	591,950
Accrued interest	383,450	261,537
Derivative liability	106,785	0
Accrued expenses and other liabilities	196,051	114,050
Total current liabilities	2,488,490	1,736,003
Notes payable (non-current portion)	0	0
Total liabilities	2,488,490	1,736,003
Stockholders' Deficit
Common stock, $0.001 par value; 75,000,000 shares authorized;63,100,000 issued and outstanding at August 31, 2014 and August 31, 2013	63,100	20,000
Shares Held in Escrow	(10,000)	0
Additional paid in capital	794,770	27,000
Deficit accumulated during the development stage	(3,299,871)	(1,561,336)
Total stockholders' deficit	(2,452,001)	(1,514,336)
Total liabilities and stockholders' deficit	$ 36,489	$ 221,667

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Statements of Cash Flows (USD $)	12 Months Ended
	Aug. 31, 2014	Aug. 31, 2013
Cash flows from operating activities
Net loss	$ (1,738,535)	$ (445,742)
Adjustments to reconcile net loss to net cash used in operating activities
Change in derivative	58,335	0
Debt discount	48,450	0
Common stock issued for services	605,070	0
Impairment loss	210,000	0
Stock issued to convert debt	114,000	0
Extinguishment of debt	81,800	0
Bad debt expense	0	250,000
Changes in operating assets and liabilities:
Accounts payable	123,770	(200)
Interest payable	121,912	97,375
Accrued expenses and other liabilities	82,000	64,650
Cash provided by (used in) operating activities	(293,198)	(33,917)
Cash flows from investing activities
Investment in oil and natural gas property	(25,000)	0
Note receivable	0	(250,000)
Cash flows used in investing activities	(25,000)	(250,000)
Cash flows from financing activities
Proceeds from related party loan	224,678	250,500
Repayments of related party loan	0	0
Proceeds from notes payable	93,341	35,190
Proceeds from sale of stock	0	0
Cash provided by financing activities	318,019	285,690
Net change in cash	(179)	1,773
Cash at beginning of period	11,667	9,894
Cash at end of period	11,488	11,667
Supplemental disclosure of non-cash investing activities
Common shares issued for conversion of debt	114,000	0
Supplemental cash flow Information:
Cash paid for interest	0	0
Cash paid for income taxes	$ 0	$ 0

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CONVERTIBLE NOTES PAYABLE (Details) (USD $)	Aug. 12, 2014	Aug. 05, 2014
CONVERTIBLE NOTES PAYABLE DETAILS
Issued a convertible promissory note		$ 32,500
Issued a convertible promissory note in the amount	$ 25,000	$ 36,750
Note bears interest	8.00%	8.00%

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Provision for federal income tax (Details) (USD $)	12 Months Ended
	Aug. 31, 2014	Aug. 31, 2013
Provision for federal income tax consists of the following
Current operations	$ 608,487	$ 156,010
Valuation allowance	(608,487)	(156,010)
Net deferred tax asset	$ 0	$ 0

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NATURE OF BUSINESS

12 Months Ended

Aug. 31, 2014

NATURE OF BUSINESS

NATURE OF BUSINESS

NOTE 1 – NATURE OF BUSINESS

The Company was incorporated in the State of Nevada, United States of America on September 27, 2006 and its fiscal year end is August 31. The Company was engaged in sales of new food products produced or developed by North American companies to foreign markets and discontinued that business in August 2009. The Company currently operates in the oil and gas industry, focused on the exploration for and development of oil and gas properties.

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Balance Sheets Parentheticals (USD $)	Aug. 31, 2014	Aug. 31, 2013
Parentheticals
Notes receivable, net of allowance	$ 878,354	$ 878,354
Common Stock, par value	$ 0.001	$ 0.001
Common Stock, shares authorized	75,000,000	75,000,000
Common Stock, shares issued	63,100,000	20,000,000
Common Stock, shares outstanding	63,100,000	20,000,000

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SUBSEQUENT EVENTS

12 Months Ended

Aug. 31, 2014

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

NOTE 11 – SUBSEQUENT EVENTS

On September 8th, 2014, the Company issued a convertible promissory note in the amount of $32,500. The note is due on June 10th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 42% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date.

On October 20, 2014 The company, through its agents Pacer Energy Acquisitions LLC and Pahasapa Petroleum LLC received assignment of a 75% Working Interest Position in approximately 585 Acres in Crook County, Wyoming from the United States Bureau of Land Management (BLM).

On October 21, 2014 1,000,000 Shares were issued to Cloud Solutions LLC for services

On October 29, 2014 3,000,000 Shares were issued to Corporate Ads LLC for services

On October 19, 2014 James Kerr resigned as the Company’s Chief Financial Officer.

The Company has evaluated subsequent events from the balance sheet date through the date of this filing, and determined there are no additional events to disclose.

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Document and Entity Information (USD $)	12 Months Ended
	Aug. 31, 2014	Feb. 28, 2014
Document and Entity Information:
Entity Registrant Name	Falcon Crest Energy Inc.
Entity Trading Symbol	FALC
Document Type	10-K
Document Period End Date	Aug. 31, 2014
Amendment Flag	false
Entity Central Index Key	0001421865
Current Fiscal Year End Date	--08-31
Entity Common Stock, Shares Outstanding	63,100,000
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	FY
Entity Public Float		$ 700,000

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Accounting Policies (Policies)

12 Months Ended

Aug. 31, 2014

Accounting Policies:

Basis of Presentation

Basis of Presentation

The financial statements present the balance sheet, statements of operations, stockholders' equity and cash flows of the Company. These financial statements are presented in United States dollars and have been prepared in accordance with accounting principles generally accepted in the United States.

Estimates

Estimates

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

Cash

Cash

Cash and cash equivalents include short-term, highly liquid investments with maturities of less than three months when acquired.

Oil and Gas Property

Oil and Gas Property

The Company applies the successful efforts method of accounting for oil and gas properties. When incurred, exploration costs such as exploratory geological and geophysical costs, delay rentals, and exploration overhead will be charged against earnings as incurred. If an exploratory well provides evidence to justify potential completion as a producing well, drilling costs associated with the well will be initially capitalized, or suspended, pending a determination as to whether a commercially sufficient quantity of proved reserves can be attributed to the area as a result of drilling. Acquisition costs of unproved properties are periodically assessed for impairment and will be transferred to proved oil and gas properties to the extent the costs are ultimately associated with successful exploration activities. Any significant undeveloped leases will be assessed individually for impairment, based on the Company’s current exploration plans, and a valuation allowance is provided if impairment is indicated.

Income taxes

Income taxes

The Company accounts for income taxes under ASC 740 "Income Taxes" which codified SFAS 109, "Accounting for Income Taxes" and FIN 48 “Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. 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. Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

The Company's financial instruments as defined by FASB ASC 825-10-50 include cash, trade accounts receivable, accounts payable, notes payable and accrued expenses. All instruments are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at August 31, 2013.

FASB ASC 820 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows:

Level 1. Observable inputs such as quoted prices in active markets;

Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

Level 3. Unobservable inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions.

The Company does not have any assets or liabilities measured at fair value on a recurring basis at August 31, 2014. The Company did not have any fair value adjustments for assets and liabilities measured at fair value on a nonrecurring basis during the years ended August 31, 2014 or 2013.

Depreciation, Depletion, and Amortization

Depreciation, Depletion, and Amortization

Upon beginning exploratory activities, costs of drilling and equipping successful wells, costs to construct or acquire facilities, associated asset retirement costs, and capital lease assets used in oil and gas activities will be depreciated using the unit-of-production (UOP) method based on total estimated proved developed oil and gas reserves. Costs of acquiring proved properties, including leasehold acquisition costs transferred from unproved properties and associated asset retirement costs, will be depleted using the UOP method based on total estimated proved developed and undeveloped reserves. Mineral properties will also deplete using the UOP method. All other properties are stated at historical acquisition cost, net of impairments, and are depreciated using the straight-line method over the useful lives of the assets, which range from 3 to 15 years for furniture and equipment, up to 40 years for buildings, and up to 47 years for gathering facilities.

Earnings Per Share Information

Earnings Per Share Information

FASB ASC 260, “Earnings Per Share” provides for calculation of "basic" and "diluted" earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income (loss) available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity similar to fully diluted earnings per share. Basic and diluted loss per share were the same, at the reporting dates, as there were no common stock equivalents outstanding.

Share Based Expenses

Share Based Expenses

ASC 718 "Compensation - Stock Compensation" codified SFAS No. 123, which prescribes accounting and reporting standards for all stock-based payments award to employees, including employee stock options, restricted stock, employee stock purchase plans and stock appreciation rights. , may be classified as either equity or liabilities.

The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions ofASC 505-50 "Equity - Based Payments to Non-Employees" which codified SFAS 123 and the Emerging Issues Task Force consensus in Issue No. 96-18 ("EITF 96-18"), "Accounting for Equity Instruments that are Issued to Other Than Employees for Acquiring or inConjunction with Selling, Goods or Services". Measurement of share-based payment transactions with non-employees shall be based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction should be determined at the earlier of performance commitment date or performance completion date.

Revenue recognition

Revenue recognition

The Company recognizes revenue when services are rendered on the accrual basis of accounting in accordance with generally accepted accounting principles in ASC 605. The Company does not recognize revenue until all four of the following criteria are met: (1) Persuasive evidence of an arrangement exists, (2) Services have been rendered, (3) The seller’s price to the buyer is fixed and (4) Collectability is reasonably assured. We have not yet recognized revenue since inception on September 27, 2006.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

On June 10, 2014, the Financial Accounting Standards Board ("FASB") issued update ASU 2014-10, Development Stage Entities (Topic 915). Amongst other things, the amendments in this update removed the definition of development stage entity from Topic 915, thereby removing the distinction between development stage entities and other reporting entities from US GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information on the statements of income, cash flows and shareholders’ equity, (2) label the financial statements as those of a development stage entity; (3) disclose a description of the development stage activities in which the entity is engaged and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments are effective for annual reporting periods beginning after December 31, 2014 and interim reporting periods beginning after December 15, 2015, however entities are permitted to early adopt for any annual or interim reporting period for which the financial statements have yet to be issued. The Company has elected to early adopt these amendments and accordingly have not labeled the financial statements as those of a development stage entity and have not presented inception-to-date information on the respective financial statements

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Statements of Operations (USD $)	12 Months Ended
	Aug. 31, 2014	Aug. 31, 2013
Revenues:
Revenues	$ 0	$ 0
Operating expenses
Professional fees	362,957	70,252
Travel and promotion	52,817	15,522
Bad debt	0	250,000
Exploration Costs	278,500	0
Other general & administrative	523,763	12,592
Total operating expenses	1,218,037	348,366
Loss from operations	(1,218,037)	(348,366)
Other income (expense)
Interest expense	0	(97,376)
Debt discount	0	0
Derivative expense	0	0
Impairment of assets	0	0
Loss on extinguishment of debt	0	0
Total other income (expense)	0	(97,376)
Net loss	$ (1,738,535)	$ (445,742)
Basic and diluted loss per common share	$ (0.05)	$ (0.02)
Weighted average shares outstanding, basic and diluted	35,358,630	20,000,000

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DERIVATIVE LIABILITIES

12 Months Ended

Aug. 31, 2014

DERIVATIVE LIABILITIES

DERIVATIVE LIABILITIES

NOTE 6 – DERIVATIVE LIABILITIES

In accordance with AC 815, the Company has bifurcated the conversion feature of their convertible notes and recorded a derivative liability on the date each note became convertible. The derivative liability was then revalued on each reporting date. The Company uses the Black-Scholes option pricing model to value the derivative liability. Included in the model to value the derivative liabilities of the above loans are the following assumptions: stock price at valuation date of $0.037 - $0.041, exercise price of $0.015 - $0.015, dividend yield of zero, years to maturity of 0.504 – .474, a risk free rate of 0.06% - .05%, and annualized volatility of 263% - 272%. The above loans were all discounted in full based on the valuations and the Company recognized an additional derivative expense of $94,376 upon recording of the derivative liabilities. Once the loans are fully converted, the remaining derivative liability is reclassified to equity as additional paid-in capital. As of August 31, 2014, unamortized debt discount totaling $94,250 remained.

ASC 815 requires Company management to assess the fair market value of certain derivatives at each reporting period and recognize any change in the fair market value as another income or expense item. The Company’s only asset or liability measured at fair value on a recurring basis is its derivative liability associated with the above convertible debt. During the period ended August 31, 2014, the Company recorded a total change in the value of the derivative liabilities of $12,418.

From inception to August 31, 2013 the Company has not granted any stock options.

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CONVERTIBLE NOTES PAYABLE

12 Months Ended

Aug. 31, 2014

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE

NOTE 5 – CONVERTIBLE NOTES PAYABLE

On August 5th, 2014, the Company issued a convertible promissory note in the amount of $32,500. The note is due on May 7th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 58%multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date.

On August 5th, 2014, the Company issued a convertible promissory note in the amount of $36,750. The note is due on August 5th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 55% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date.

On August 12th, 2014, the Company issued a convertible promissory note in the amount of $25,000. The note is due on August 12th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 50% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the fifteen (14) trading day period ending on the latest complete trading day prior to the conversion date.

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DERIVATIVE LIABILITIES (Details) (USD $)	12 Months Ended
	Aug. 31, 2014
Pricing model with the assumptions Details
Stock price at valuation minimum	$ 0.037
Stock price at valuation maximum	$ 0.041
Exercise price	$ 0.015
Expected dividend yield	0.00%
Risk-free interest rate	0.06%
Expected volatility minimum	263.00%
Expected volatility maximum	272.00%
Expected term years	Years to maturity of 0.504 – .474
Recognized an additional derivative expense	$ 94,376
Unamortized debt discount	$ 94,250

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INCOME TAXES (Tables)

12 Months Ended

Aug. 31, 2014

Schedule of Income Taxes

Schedule of provision for federal income tax

The provision for federal income tax consists of the following:

Federal income tax benefit attributable		2014		2013
Current operations	$	608,487	$	156,010
Valuation allowance		(608,487)		(156,010)
Net deferred tax asset	$	-	$	-

Schedule of reconciliation of income taxes computed

A reconciliation of income taxes computed at the 35% statutory rate to the income tax recorded is as follows:

		2014		2013
Net operating loss carry forward	$	1,138,505	$	530,017
Valuation allowance		(1,138,505)		(530,017)
Net deferred tax asset	$	-	$	-

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NOTE RECEIVABLE

12 Months Ended

Aug. 31, 2014

NOTE RECEIVABLE

NOTE RECEIVABLE

NOTE 9 – NOTE RECEIVABLE

The Company has advanced funds totaling $540,010 to Steele Resources with the intention of establishing a joint venture. The venture did not materialize and Steele Resources has agreed to return the funds to the Company. We have not received repayment as of August 31, 2014 and have established a full reserve against the balance as a result.

The Company has advanced funds totaling $338,344 to Global Finishing with the intention of establishing a joint venture. The venture did not materialize. We have not received repayment as of August 31, 2014 and have established a full reserve against the balance as a result.

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INCOME TAXES

12 Months Ended

Aug. 31, 2014

INCOME TAXES

INCOME TAXES

NOTE 7 – INCOME TAXES

We did not provide any current or deferred U.S. federal income tax provision or benefit for any of the periods presented because we have experienced operating losses since inception. Under ACS 740 “Income Taxes,” when it is more likely than not that a tax asset cannot be realized through future income the Company must allow for this future tax benefit. We provided a full valuation allowance on the net deferred tax asset, consisting of net operating loss carryforwards, because management has determined that it is more likely than not that we will not earn income sufficient to realize the deferred tax assets during the carryforward period.

The Company has not taken a tax position that, if challenged, would have a material effect on the financial statements for the period ended August 31, 2013, applicable under ACS 740. As a result of the adoption of ACS 740, we did not recognize any adjustment to the liability for uncertain tax position and therefore did not record any adjustment to the beginning balance of accumulated deficit on the balance sheet.

The provision for federal income tax consists of the following:

Federal income tax benefit attributable		2014		2013
Current operations	$	608,487	$	156,010
Valuation allowance		(608,487)		(156,010)
Net deferred tax asset	$	-	$	-

A reconciliation of income taxes computed at the 35% statutory rate to the income tax recorded is as follows:

		2014		2013
Net operating loss carry forward	$	1,138,505	$	530,017
Valuation allowance		(1,138,505)		(530,017)
Net deferred tax asset	$	-	$	-

The Company did not pay any income taxes during the years ended August 31, 2014 or 2013.

The net federal operating loss carry forward will expire in 2032. This carry forward may be limited upon the consummation of a business combination under IRC Section 381.

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RELATED PARTY TRANSACTIONS

12 Months Ended

Aug. 31, 2014

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS

NOTE 8 – RELATED PARTY TRANSACTIONS

The Company has current loans totaling $1,324,848 to fund operations which carry varying interest rates. As of August 31, 2014 and 2013, the Company owed $1,324,848 and $591,950 of principal plus accrued interest of $383,450 and $261,537. The loans are unsecured and due on demand and as such are included in current liabilities. A portion of the related party transactions were reclassified in 2014 to properly reflect the relationship with the company.

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OIL AND NATURAL GAS PROPERTY

12 Months Ended

Aug. 31, 2014

OIL AND NATURAL GAS PROPERTY

OIL AND NATURAL GAS PROPERTY

NOTE 10 – OIL AND NATURAL GAS PROPERTY

In December 2010, the Company entered into an agreement granting it the working interest in a currently non-operating oil well in exchange for $150,000 and $60,000 in improvements to the well for a total investment of $210,000. The reserves related to this property are unproved; as such the entire $210,000 is not subject to depreciation. This asset was fully impaired in 2014.

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EQUITY (Details) (USD $)	Nov. 26, 2014	Aug. 31, 2014	Aug. 20, 2014	Jul. 11, 2014	Jul. 01, 2014	Jun. 20, 2014	Nov. 05, 2013
Capital stock transactions:
Authorized the issuance of shares		200,000,000
Authorized the issuance of shares, Par value		$ 0.0001
Shares issued to a consultant for services							5,000,000
Conversion of debt	$ 33,000			$ 81,000
Conversion of debt at a conversion rate per share	$ 0.07			$ 0.044
Shares issued to advisory board			1,500,000			500,000
Shares issued to vendor for services						100,000
Shares issued to executives of the company for services				2,000,000	6,150,000	14,000,000

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RELATED PARTY TRANSACTIONS (Details) (USD $)	Aug. 31, 2014	Aug. 31, 2013
RELATED PARTY TRANSACTIONS DETAILS:
Current loans	$ 1,324,848	$ 0
Related party payables	1,324,848	591,950
Accrued interest	$ 383,450	$ 261,537

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Statement of Changes in Stockholders' Equity (USD $)	Common Stock Shares	Common Stock Amount	Additional Paid-In Capital	Shares Held in Escrow	Subscription Receivable	Accumulated Deficit	Total
Balance at Aug. 31, 2012	20,000,000	20,000	27,000	0	0	(1,115,594)	(1,068,594)
Net loss, year ended August 31, 2013	$ 0	$ 0	$ 0	$ 0	$ 0	$ (445,742)	$ (445,742)
Balance at Aug. 31, 2013	20,000,000	20,000	27,000	0	0	(1,561,336)	(1,514,336)
Common Stock Issued to Directors & Advisors	2,000,000	2,000	0	0	0	0	2,000
Common Stock Issued for Executives	27,200,000	27,200	575,050	0	0	0	602,250
Common Stock Issued for Services	100,000	100	720	0	0	0	820
Common Stock Issued for Conversion of debt	3,800,000	3,800	192,000	0	0	0	195,800
Non-trading Shares set aside for cancellation(Aug 2011)	10,000,000	10,000	0	(10,000)	0	0	0
Net Loss, year ended August 31 2014	$ 0	$ 0	$ 0	$ 0	$ 0	$ (1,738,535)	$ (1,738,535)
Balance at Aug. 31, 2014	63,100,000	63,100	794,770	(10,000)	0	(3,299,871)	(2,452,001)

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STOCKHOLDERS' EQUITY

12 Months Ended

Aug. 31, 2014

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY

NOTE 4 – STOCKHOLDERS' EQUITY

The total number of common shares authorized that may be issued by the Company is 200,000,000 shares with a par value of $.0001per share and no other class of shares is authorized.

On November 5, 2013 5,000,000 shares issued to a consultant for services performed.

On November 26, 2014 1,100,000 shares were issued related to a debt conversion of $33,000 of principle the market price per share was $0.07

On June 20, 2014 500,000 Shares were issued to advisory board member

On June 20, 2014 100,000 Shares were issued to vendor for services performed

On June 20, 2014 14,000,000 shares were issued to executives of the company for services performed.

On July 1, 2014 6,150,000 shares were issued to executives of the company for services performed.

On July 11, 2014 2,000,000 shares were issued to executives of the company for services performed.

On July 11, 2014 2,700,000 shares were issued related to a debt conversion of $81,000 of principle the market price per share was $0.044

On August 20, 2014 1,500,000 Shares were issued to advisory board members for services performed.

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NOTE RECEIVABLE (Details) (USD $)	Aug. 31, 2014
NOTE RECEIVABLE DETAILS:
Advanced funds to Steele Resources	$ 540,010
Advanced funds to Global Finishing	$ 338,344

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GOING CONCERN (Details) (USD $)	Aug. 31, 2014
GOING CONCERN DETAILS
Accumulated deficit	$ 2,345,215
Negative working capital	$ 2,370,215