10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10–Q/A

(Amendment No. 1)

(Mark One)

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

For the quarterly period ended April 30, 2014

or

[   ] 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: 333-184026

3D Pioneer Systems, Inc.
(Exact name of registrant as specified in its charter)
Nevada	27-1679428
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
22, Hanover Square, West Central, London, United Kingdom, W1S 1JP
(Address of principal executive offices)
0044-203-700-8925
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes [X]  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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes [X] No [  ]

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

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

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

As of June 20, 2014, there were 77,536,256 shares of the issuer's common stock, par value $0.01, outstanding.

Explanatory Note

The purpose of this Amendment No. 1 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended April 30, 2014, filed with the Securities and Exchange Commission on June 23, 2014 (the "Form 10-Q"), is to restate Item 5 (other events) and to furnish Exhibit 101 to the Form 10-Q. Exhibit 101 provides the financial statements and related notes from the Form 10-Q formatted in XBRL (Extensible Business Reporting Language).

No other changes other than the aforementioned have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q continues to speak as of the original filing date of the Form 10-Q, 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-Q.

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 Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Act of 1934, as amended, and otherwise are not subject to liability under those sections.

Item 5.  Other Information.

Termination of Consulting Agreement with Mark Flores Martin

On February 22, 2014, the Company entered into a consulting agreement with Mark Flores Martin ("Flores") in which Flores was to provide certain advisory services to the Company (the "Consulting Agreement").  Pursuant to the Consulting Agreement, the Company has given Flores a 30-day notice of termination of the Consulting Agreement, effective June 16, 2014, which shall make the Consulting Agreement null and void and of no further effect, except to those provisions, which are explicitly stated to survive therein.

Appointment of Chief Operating Officer

On June 20, 2014, the board of directors of the Corporation appointed Mr. Brendon Grunewald as the Chief Operating Officer of the Company ("COO") until his successor is elected and qualified or until an earlier resignation or removal from office.

Also on June 20, 2014, the board of directors received and reviewed, and retroactively resolved for the Company to enter into, an executed Consulting Agreement dated May 1, 2014 ("COO Agreement"), in which IceVista Bvba ("IceVista") shall provide certain advisory services to the Corporation through Mr. Grunwald in his appointment as COO.  Mr. Grunwald, through IceVista, shall be a) paid a consulting fee of €5,000 per month, which shall be increased to €10,000 per month upon the closing of the next or secondary financing of the Company; b) shall be entitled to expense reimbursement for necessary expenses incurred in connection with the performance of the COO Agreement; and c) if approved by the non-interested members of the board of directors, the board of directors may also grant additional incentive compensation to IceVista for the services of Mr. Grunwald as COO.  In the event that the COO is terminated  by an action of the board of directors, Mr. Grunwald's resignation, or by any other lawful method of removal, then the COO Agreement shall terminate, and the Company shall pay IceVista the equivalent of the then COO Fee over a period of one year from the date of termination.

Appointment of Chief Strategic Officer

On June 20, 2014, the board of directors of the Corporation appointed Mr. Ivan Gill as the Chief Strategic Officer of the Company ("CSO") until his successor is elected and qualified or until an earlier resignation or removal from office.

Also on June 20, 2014, the board of directors received and reviewed, and retroactively resolved for the Company to enter into, an executed Consulting Agreement dated May 27, 2014, in which AutoSystem, Limited ("AutoSystem") Mr. Gill, through AutoSystem, shall be a) paid a consulting fee of €2,500 per month (the "CSO Fee"); b) shall be entitled to expense reimbursement for necessary expenses incurred in connection with the performance of the CSO Agreement,; and c) in the event that Mr. Gill will need to reside outside of the United Kingdom, the Corporation shall reimburse Mr. Gill up to €500 as approved by management of the Corporation.  Pursuant to the CSO Agreement, the CSO Agreement will a) automatically terminate November 5, 2015; b) terminate upon entry by Mr. Gill and the Corporation into an employment relationship and agreement; or c) the Corporation or AutoSystem may terminate the CSO Agreement upon 30-days written notice.

Item 6.  Exhibits

Exhibit Number	Description
31.1	Rule 13(a)-14(a)/15(d)-14(a) Certification of Principal Executive and Financial Officer
32.1	Rule 1350 Certification of Principal Executive and Financial Officer
101	Interactive Data Files of Financial Statements and Notes contained in this Quarterly Report on Form 10-Q

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.

	3D PIONEER SYSTEMS, INC.
	(Registrant)
Dated: June 24, 2014	/s/ Alexandros Tsingos
	Alexanddros Tsingos
	President, Chief Executive Officer, Chief Financial Officer, Treasurer and Director
	(Principal Executive, Financial, and Accounting Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE

AND FINANCIAL OFFICER

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 3D Pioneer Systems, Inc. (the "Company") on Form 10-Q/A for the period ended April 30, 2014, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Alexandros Tsingos, Chief Executive and Financial Officer of the Company, certify, pursuant to 18 U.S.C. Sect. 1350, as adopted pursuant to Sect. 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.

IN WITNESS WHEREOF, the undersigned has executed this certification as of the 24^th day of June, 2014.

/s/ Alexandros Tsingos                                                     

Alexandros Tsingos

Chief Executive Officer and Chief Financial Officer

A signed original of this written statement required by Section 906 has been provided to 3D Pioneer Systems, Inc. and will be retained by 3D Pioneer Systems, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

EX-31.1

EXHIBIT 31.1

CERTIFICATIONS OF CHIEF EXECUTIVE AND FINANCIAL OFFICER

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Alexandros Tsingos, certify that:

1. I have reviewed this amendment to the Quarterly Report on Form 10Q for 3D Pioneer Systems Inc.;

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.I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under 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 period covered by this quarterly report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.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 the registrant's board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weakness 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:   June 24, 2014

/s/ Alexandros Tsingos

Alexandros Tsingos

Chief Executive Officer and Chief Financial and Officer

XML

EQUIPMENT (Detail Textuals) (USD $)	9 Months Ended		72 Months Ended
	Apr. 30, 2014	Apr. 30, 2013	Apr. 30, 2014
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 1,044		$ 1,044

XML

PREPAID EXPENSES

9 Months Ended

Apr. 30, 2014

Prepaid Expense, Current [Abstract]

PREPAID EXPENSES

NOTE 4 – PREPAID EXPENSES

Prepaid expenses consisted of:

	April 30, 2014		July 31, 2013
Lease security deposit and prepaid rent (note 9)	$	21,880	$	-
Other prepaid expenses		4,000		-
Total prepaid expenses	$	25,880	$	-

XML

RELATED PARTY TRANSACTIONS (Detail Textuals) (USD $)			9 Months Ended
	Apr. 30, 2014	Jul. 31, 2013	Apr. 30, 2014 Director and officer
Related Party Transaction [Line Items]
Due to related party	$ 7,295	$ 3,235
Accrued management fees paid			45,000
Outstanding accrued liability			14,600
Advance to director for travelling purposes			$ 4,000

XML

CONVERTIBLE NOTE PAYABLE (Detail Textuals) (Convertible note payable, USD $)	1 Months Ended
	Sep. 26, 2013
Convertible note payable
Debt Instrument [Line Items]
Amount of note payable to an unrelated party	$ 50,000
Interest rate of note payable to an unrelated party	12.00%
Maturity date of note payable to an unrelated party	Sep. 26, 2016
Percentage of average closing price	65.00%
Number of trading days	5 days

XML

COMMITMENTS AND CONTINGENCIES (Detail Textuals)	1 Months Ended
	Mar. 30, 2014 USD ($)	Mar. 30, 2014 EUR (€)
Commitments and Contingencies Disclosure [Abstract]
Number of years office rented	2 years	2 years
Security deposit	$ 13,760	€ 10,000
Rend paid in advance	$ 30,690	€ 22,300
Advance rent payment term	3 months	3 months

XML

GOING CONCERN AND LIQUIDITY CONSIDERATIONS

9 Months Ended

Apr. 30, 2014

Going Concern and Liquidity Considerations [Abstract]

GOING CONCERN AND LIQUIDITY CONSIDERATIONS

NOTE 3 -GOING CONCERN AND LIQUIDITY CONSIDERATIONS

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business.  As of April 30, 2014, the Company has a loss from operations of $344,667, an accumulated deficit of $425,948, and it has earned no revenues since inception.  The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ending July 31, 2014.

The ability of the Company to emerge from the development stage is dependent upon, among other things, obtaining additional financing to continue operations, and development of its business plan.  In response to these problems, management intends to raise additional funds through public or private placement offerings.

These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern.  The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

XML

Condensed Consolidated Balance Sheet (USD $)	Apr. 30, 2014	Jul. 31, 2013
Current Assets
Cash and cash equivalents	$ 257,491	$ 2,231
Prepaid expenses	25,880
Total Current Assets	283,371	2,231
Equipment, net of accumulated depreciation of $1,044 and $nil, respectively	50,676
TOTAL ASSETS	334,047	2,231
Current Liabilities
Accounts payable and accrued liabilities	124,706	100
Accrued interest	3,551
Due to related party	7,295	3,235
Total Current Liabilities	135,552	3,335
Convertible notes payable	76,923
TOTAL LIABILITIES	212,475	3,335
STOCKHOLDERS' EQUITY (DEFICIT)
Common Stock, par value $0.01, 200,000,000 shares authorized, 77,536,256 and 76,032,000 shares issued and outstanding, respectively	775,363	760,320
Additional paid-in capital	(227,843)	(712,800)
Deficit accumulated during the development stage	(425,948)	(48,624)
Total Stockholders' Equity (Deficit)	121,572	(1,104)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$ 334,047	$ 2,231

XML

ORGANIZATION AND DESCRIPTION OF BUSINESS

9 Months Ended

Apr. 30, 2014

Organization, Consolidation and Presentation of Financial Statements [Abstract]

ORGANIZATION AND DESCRIPTION OF BUSINESS

NOTE 1 -  ORGANIZATION AND DESCRIPTION OF BUSINESS

3D Pioneer Systems, Inc. (formerly Mobile Gaming International Corp.) (the "Company") was incorporated on April 22, 2008 in the State of Nevada, U.S.A. The Company's fiscal year end is July 31.

Effective October 14, 2013, the Company changed its name to "3D Pioneer System, Inc." by way of a vote of the majority of the stock holders. On March 21, 2014, the Company incorporated its wholly-owned subsidiaries, 3D Pioneer Systems Malta (Holding) Ltd. and 3D Pioneer Systems Malta I Ltd. in Malta.

The Company is a developmental stage company and plans to operate as a diversified technology company focused on delivering true plug and play 3d printers and printer applications that are designed to simplify the creative process and be accessible to a broad audience of consumers around the world. The Company is also intent on being a marketer and developer of cutting edge mobile games developed on 2.5D and 3D application environments, as well software applications that consumers can download and use on a variety of operating systems as iOS, android, windows, and other platforms, generating a creativity bridge for the mobile phone user between the mobile gaming world with the 3D printing world.

XML

GOING CONCERN AND LIQUIDITY CONSIDERATIONS (Detail Textuals) (USD $)	3 Months Ended		9 Months Ended		72 Months Ended
	Apr. 30, 2014	Apr. 30, 2013	Apr. 30, 2014	Apr. 30, 2013	Apr. 30, 2014	Jul. 31, 2013
Going Concern and Liquidity Considerations [Abstract]
Loss from operations	$ (267,465)	$ (18,674)	$ (344,667)	$ (41,798)	$ (393,291)
Accumulated deficit	$ 425,948		$ 425,948		$ 425,948	$ 48,624

XML

EQUIPMENT (Details) (USD $)	Apr. 30, 2014	Jul. 31, 2013
Property, Plant and Equipment [Line Items]
Gross equipment at cost	$ 51,720
Accumulated depreciation and amortization	(1,044)
Net equipment	50,676
Office equipment
Property, Plant and Equipment [Line Items]
Gross equipment at cost	49,035
Office furniture
Property, Plant and Equipment [Line Items]
Gross equipment at cost	$ 2,685

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Apr. 30, 2014

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Development Stage Company

The Company is considered to be in the development stage as defined in Accounting Standards Codification (ASC) 915 "Development Stage Entities." The Company is devoting substantially all of its efforts to development of business plans.

Basis of Presentation

The Company prepares its financial statements in accordance with accounting principles generally accepted in the United States of America.  The accompanying interim unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the Company's opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine-month period ended April 30, 2014 are not necessarily indicative of the results for the full years. While management of the Company believes that the disclosures presented herein are adequate and not misleading, these interim financial statements should be read in conjunction with the audited combined financial statements and the footnotes thereto for the year ended July 31, 2013 filed on Form 10-K on October 29, 2013.

Basis of Consolidation

These financial statements include the accounts of the Company and its wholly-owned subsidiaries, 3D Pioneer Systems Malta (Holding) Ltd. and 3D Pioneer Systems Malta I Ltd. All material intercompany balances and transactions have been eliminated.

Foreign Currency Translation and Re-measurement

The Company's subsidiaries that use the U.S. dollars as their functional currency re-measure monetary assets and liabilities at exchange rates in effect at the end of each period, and nonmonetary assets and liabilities at historical rates. Gains and losses from these re-measurements were not significant and have been included in the Company's results of operations.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period.  Actual results could differ from those estimates. The Company's periodic filings with the Securities and Exchange Commission include, where applicable, disclosures of estimates, assumptions, uncertainties and markets that could affect the financial statements and future operations of the Company.

Cash and Cash Equivalents

Cash and cash equivalents include cash in banks, money market funds, and certificates of term deposits with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value. The Company had $257,491 and $2,231 in cash and cash equivalents at April 30, 2014 and July 31, 2013, respectively.

Equipment

Property and equipment is stated at cost.  Depreciation is computed by the straight-line method over estimated useful lives (office equipment – 4 years, office furniture – 10 years).  Historical costs are reviewed and evaluated for their net realizable value of the assets.  The carrying amount of all long-lived assets is evaluated periodically to determine if adjustment to the depreciation period or the unamortized balance is warranted. Based upon its most recent analysis, the Company believes that no impairment of property and equipment existed at April 30, 2014 and July 31, 2013.

Long-lived assets such as property, equipment and identifiable intangibles are reviewed for impairment whenever facts and circumstances indicate that the carrying value may not be recoverable.  When required impairment losses on assets to be held and used are recognized based on the fair value of the asset.  The fair value is determined based on estimates of future cash flows, market value of similar assets, if available, or independent appraisals, if required.  If the carrying amount of the long-lived asset is not recoverable from its undiscounted cash flows, an impairment loss is recognized for the difference between the carrying amount and fair value of the asset.  When fair values are not available, the Company estimates fair value using the expected future cash flows discounted at a rate commensurate with the risk associated with the recovery of the assets.  We did not recognize any impairment losses for any periods presented.

Software Development Costs

Research and development costs are expensed as incurred. Development costs of computer software to be sold, leased, or otherwise marketed are subject to capitalization beginning when a product's technological feasibility has been established and ending when a product is available for general release to customers.

Start-Up Costs

In accordance with ASC 720, "Start-up Activities", the Company expenses all costs incurred in connection with the start-up and organization of the Company.

Financial Instruments

The Company's balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization.

ASC 820, "Fair Value Measurements and Disclosures," defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

· Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

· Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

· Level 3 - Inputs that are both significant to the fair value measurement and unobservable.

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of April 30, 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments.

Level 1

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

Level 2

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

Level 3

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

The Company's financial instruments consist principally of cash and cash equivalents, accounts payable and accrued liabilities, due to related party and convertible notes payable.

Concentrations of Credit Risk

The Company's financial instruments that are exposed to concentrations of credit risk primarily consist of its cash and cash equivalents and related party payables it will likely incur in the near future.  The Company places its cash and cash equivalents with financial institutions of high credit worthiness. At times, its cash and cash equivalents with a particular financial institution may exceed any applicable government insurance limits. The Company's management plans to assess the financial strength and credit worthiness of any parties to which it extends funds, and as such, it believes that any associated credit risk exposures are limited.

Revenue Recognition

The Company recognizes revenue from the sale of services in accordance with ASC 605, "Revenue Recognition."  Revenue will consist of smart phone application monthly subscription fees and advertising and will be recognized only when all of the following criteria have been met:

i) Persuasive evidence for an agreement exists;

ii) Service has been provided;

iii) The fee is fixed or determinable; and

iv) Revenue is reasonably assured.

Net Loss Per Share of Common Stock

The Company has adopted ASC 260, "Earnings per Share," ("EPS") which requires presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. In the accompanying financial statements, basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period.

For the period ended April 30, 2014, 161,541 shares of potentially dilutive common stock, from a convertible note payable, were excluded from the EPS computation because their effect would be anit-dilutive.

Recent Accounting Pronouncements

Except for rules and interpretive releases of the SEC under authority of federal securities laws and a limited number of grandfathered standards, the FASB Accounting Standards Codification™ ("ASC") is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company.  Management has reviewed the aforementioned rules and releases and believes any effect will not have a material impact on the Company's present or future consolidated financial statements.

XML

Condensed Consolidated Balance Sheet (Parentheticals) (USD $)	Apr. 30, 2014	Jul. 31, 2013
Statement Of Financial Position [Abstract]
Accumulated depreciation of equipment (in dollars)	$ 1,044
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	77,536,256	76,032,000
Common stock, shares outstanding	77,536,256	76,032,000

XML

PREPAID EXPENSES (Tables)

9 Months Ended

Apr. 30, 2014

Prepaid Expense, Current [Abstract]

Schedule of prepaid expenses

	April 30, 2014		July 31, 2013
Lease security deposit and prepaid rent (note 9)	$	21,880	$	-
Other prepaid expenses		4,000		-
Total prepaid expenses	$	25,880	$	-

XML

Document and Entity Information	9 Months Ended
	Apr. 30, 2014	Jun. 20, 2014
Document and Entity Information [Abstract]
Entity Registrant Name	3D PIONEER SYSTEMS, INC.
Entity Central Index Key	0001556753
Trading Symbol	dpsm
Current Fiscal Year End Date	--07-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		77,536,256
Document Type	10-Q
Document Period End Date	Apr. 30, 2014
Amendment Flag	false
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q3

XML

EQUIPMENT (Tables)

9 Months Ended

Apr. 30, 2014

Property, Plant and Equipment [Abstract]

Schedule of equipment

	2014			2013
Office equipment	$	49,035		$	-
Office furniture		2,685			-
Gross equipment at cost		51,720			-
Accumulated depreciation and amortization		(1,044	)		-
Net equipment	$	50,676		$	-

XML

Condensed Consolidated Statements of Operations (Unaudited) (USD $)	3 Months Ended		9 Months Ended		72 Months Ended
	Apr. 30, 2014	Apr. 30, 2013	Apr. 30, 2014	Apr. 30, 2013	Apr. 30, 2014
Income Statement [Abstract]
REVENUES
OPERATING EXPENSES
General and administrative	142,030	223	188,783	1,285	190,349
Professional fees	83,034	18,451	113,483	40,513	160,541
Software development expenses	42,401		42,401		42,401
Total Operating Expenses	267,465	18,674	344,667	41,798	393,291
OPERATING LOSS	(267,465)	(18,674)	(344,667)	(41,798)	(393,291)
OTHER EXPENSE
Interest expense	(1,463)		(30,474)		(30,474)
Foreign exchange loss	(2,183)		(2,183)		(2,183)
NET LOSS	$ (271,111)	$ (18,674)	$ (377,324)	$ (41,798)	$ (425,948)
Basic and Diluted Loss per Common Share (in dollars per share)	$ 0.00	$ 0.00	$ 0.00	$ (0.01)
Basic and Diluted Weighted Average Common Shares Outstanding (in shares)	76,887,763	4,652,000	76,306,033	2,976,176

XML

CONVERTIBLE NOTE PAYABLE

9 Months Ended

Apr. 30, 2014

Debt Disclosure [Abstract]

CONVERTIBLE NOTE PAYABLE

NOTE 7 – CONVERTIBLE NOTE PAYABLE

On September 26, 2013, the Company issued a note payable ("the note") to an unrelated party for $50,000. The note bears interest at 12%, is unsecured, and matures on September 26, 2016. The note holder has the right to immediately convert the note at any time and from time-to-time, in whole or in part, before the maturity date.  The note is convertible into shares of the Company's common stock at 65% of the average closing prices for the previous five trading days prior to the conversion.

Since the note is convertible into a variable number of shares based on a fixed monetary value, the Company followed guidance in ASC 480-10-25-14.  This guidance requires the note and accrued interest to be classified as a liability and reported at its full fair value, which is the fixed monetary value of shares into which the note and accrued interest is convertible.  The excess of the amount recognized as a liability for the convertible debt over the proceeds received upon issuance was recognized as interest expense on the dates of issuance.

Convertible note payable at April 30, 2014 and July 31, 2013 is summarized as follows:

	April 30, 2014		July 31, 2013
$50,000 convertible note payable; unsecured; bearing interest at 12% per annum; due September 26, 2016	$	76,923	$	-
Less: Current Portion		-		-
Long-Term Convertible Note Payable	$	76,923	$	-

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CAPITAL STOCK

9 Months Ended

Apr. 30, 2014

Stockholders' Equity Note [Abstract]

CAPITAL STOCK

NOTE 6 -   CAPITAL STOCK

Authorized Stock

At inception, the Company authorized 75,000,000 common shares with a par value of $0.001 per share. Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the Company is sought.

Effective October 14, 2013, the Company increased the number of authorized common shares to 200,000,000 shares, with par value $0.01 per share.

Share Issuance

Effective October 14, 2013, the Company affected a 16 for 1 forward split of its common stock, under which each shareholder of record received sixteen (16) new shares of the Company's common stock for every one (1) old share outstanding.

Since inception (April 22, 2008) to April 30, 2014, and retroactively adjusted to give effect to the 16 for 1 forward split, the Company has issued the following amount of shares:

· During the period ended July 31, 2008, the Company issued 32,000 common shares to an officer and director at $0.000625 per share for $20.

· During the year ended July 31, 2012, the Company issued 32,000,000 common shares to officers and a director at $0.000625 per share for $20,000. 

· During the year ended July 31, 2013, the Company issued 44,000,000 common shares to unaffiliated investors at $0.000625 per share for $27,500.

· During the period ended April 30, 2014, the Company issued 1,504,256 common shares to unaffiliated investors for $500,000.

On February 22, 2014, the Company entered into a transfer and assignment of intellectual property agreement with Mark Flores Martin and Pencil Pig Ltd., a company wholly owned by Flores.  In connection with the transaction, the Corporation's CEO has agreed to cancel 7,000,000 shares of the Corporation's common stock owned directly by him.  The effect of this cancellation will be that no net shares are issued as a result of the transaction. 

There were 77,536,256 and 76,032,000 common shares issued and outstanding at April 30, 2014 and July 31, 2013 respectively.  Of these shares, 32,032,000 were issued to officers and a director of the Company.

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PREPAID EXPENSES (Details) (USD $)	Apr. 30, 2014	Jul. 31, 2013
Prepaid Expense, Current [Abstract]
Lease security deposit and prepaid rent (note 9)	$ 21,880
Other prepaid expenses	4,000
Total prepaid expenses	$ 25,880

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CONVERTIBLE NOTE PAYABLE (Tables)

9 Months Ended

Apr. 30, 2014

Debt Disclosure [Abstract]

Schedule of convertible note payable

	April 30, 2014		July 31, 2013
$50,000 convertible note payable; unsecured; bearing interest at 12% per annum; due September 26, 2016	$	76,923	$	-
Less: Current Portion		-		-
Long-Term Convertible Note Payable	$	76,923	$	-

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SUBSEQUENT EVENTS

9 Months Ended

Apr. 30, 2014

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 10 -SUBSEQUENT EVENTS

In accordance with ASC 855-10, Company management reviewed all material events through the date of this report and determined that there are the following material subsequent events to report:

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RELATED PARTY TRANSACTIONS

9 Months Ended

Apr. 30, 2014

Related Party Transactions [Abstract]

RELATED PARTY TRANSACTIONS

NOTE 8 – RELATED PARTY TRANSACTIONS

As at April 30, 2014 and July 31, 2013, the Company was obligated to a former officer for expenses paid for on behalf of and amounts advanced to the Company in exchange for a non-interest bearing demand loan with a balance of $7,295 and $3,235 respectively. 

During the nine months ended April 30, 2014, the Company paid and accrued management fees of $45,000 to its new sole director and officer, of which amount $14,600 was outstanding as an accrued liability at April 30, 2014. During the nine months ended April 30, 2014, the Company advanced $4,000 to this director for travelling purposes.

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COMMITMENTS AND CONTINGENCIES

9 Months Ended

Apr. 30, 2014

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE 9 – COMMITMENTS AND CONTINGENCIES

On March 30, 2014, the Company, through its wholly-owned subsidiary, signed a two (2) year lease commencing April 1, 2014, to rent office space in Malta.  The Company is required to pay a security deposit of €10,000 ($13,760) and a lease of €22,300 ($30,690) per annum, payable every three (3) months in advance. As of April 30, 2014 the Company has paid the required security deposit and the first three months of rent.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

9 Months Ended

Apr. 30, 2014

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The Company prepares its financial statements in accordance with accounting principles generally accepted in the United States of America.  The accompanying interim unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the Company's opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine-month period ended April 30, 2014 are not necessarily indicative of the results for the full years. While management of the Company believes that the disclosures presented herein are adequate and not misleading, these interim financial statements should be read in conjunction with the audited combined financial statements and the footnotes thereto for the year ended July 31, 2013 filed on Form 10-K on October 29, 2013.

Basis of Consolidation

Basis of Consolidation

These financial statements include the accounts of the Company and its wholly-owned subsidiaries, 3D Pioneer Systems Malta (Holding) Ltd. and 3D Pioneer Systems Malta I Ltd. All material intercompany balances and transactions have been eliminated.

Foreign Currency Translation and Re-measurement

Foreign Currency Translation and Re-measurement

The Company's subsidiaries that use the U.S. dollars as their functional currency re-measure monetary assets and liabilities at exchange rates in effect at the end of each period, and nonmonetary assets and liabilities at historical rates. Gains and losses from these re-measurements were not significant and have been included in the Company's results of operations.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period.  Actual results could differ from those estimates. The Company's periodic filings with the Securities and Exchange Commission include, where applicable, disclosures of estimates, assumptions, uncertainties and markets that could affect the financial statements and future operations of the Company.

Cash and Cash Equivalents

Cash and Cash Equivalents

Cash and cash equivalents include cash in banks, money market funds, and certificates of term deposits with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value. The Company had $257,491 and $2,231 in cash and cash equivalents at April 30, 2014 and July 31, 2013, respectively.

Equipment

Equipment

Property and equipment is stated at cost.  Depreciation is computed by the straight-line method over estimated useful lives (office equipment – 4 years, office furniture – 10 years).  Historical costs are reviewed and evaluated for their net realizable value of the assets.  The carrying amount of all long-lived assets is evaluated periodically to determine if adjustment to the depreciation period or the unamortized balance is warranted. Based upon its most recent analysis, the Company believes that no impairment of property and equipment existed at April 30, 2014 and July 31, 2013.

Long-lived assets such as property, equipment and identifiable intangibles are reviewed for impairment whenever facts and circumstances indicate that the carrying value may not be recoverable.  When required impairment losses on assets to be held and used are recognized based on the fair value of the asset.  The fair value is determined based on estimates of future cash flows, market value of similar assets, if available, or independent appraisals, if required.  If the carrying amount of the long-lived asset is not recoverable from its undiscounted cash flows, an impairment loss is recognized for the difference between the carrying amount and fair value of the asset.  When fair values are not available, the Company estimates fair value using the expected future cash flows discounted at a rate commensurate with the risk associated with the recovery of the assets.  We did not recognize any impairment losses for any periods presented.

Software Development Costs

Software Development Costs

Research and development costs are expensed as incurred. Development costs of computer software to be sold, leased, or otherwise marketed are subject to capitalization beginning when a product's technological feasibility has been established and ending when a product is available for general release to customers.

Start-Up Costs

Start-Up Costs

In accordance with ASC 720, "Start-up Activities", the Company expenses all costs incurred in connection with the start-up and organization of the Company.

Financial Instruments

Financial Instruments

The Company's balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization.

ASC 820, "Fair Value Measurements and Disclosures," defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

· Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

· Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

· Level 3 - Inputs that are both significant to the fair value measurement and unobservable.

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of April 30, 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments.

Level 1

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

Level 2

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

Level 3

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

The Company's financial instruments consist principally of cash and cash equivalents, accounts payable and accrued liabilities, due to related party and convertible notes payable.

Concentrations of Credit Risk

Concentrations of Credit Risk

The Company's financial instruments that are exposed to concentrations of credit risk primarily consist of its cash and cash equivalents and related party payables it will likely incur in the near future.  The Company places its cash and cash equivalents with financial institutions of high credit worthiness. At times, its cash and cash equivalents with a particular financial institution may exceed any applicable government insurance limits. The Company's management plans to assess the financial strength and credit worthiness of any parties to which it extends funds, and as such, it believes that any associated credit risk exposures are limited.

Revenue Recognition

Revenue Recognition

The Company recognizes revenue from the sale of services in accordance with ASC 605, "Revenue Recognition."  Revenue will consist of smart phone application monthly subscription fees and advertising and will be recognized only when all of the following criteria have been met:

i) Persuasive evidence for an agreement exists;

ii) Service has been provided;

iii) The fee is fixed or determinable; and

iv) Revenue is reasonably assured.

Net Loss Per Share of Common Stock

Net Loss Per Share of Common Stock

The Company has adopted ASC 260, "Earnings per Share," ("EPS") which requires presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. In the accompanying financial statements, basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period.

For the period ended April 30, 2014, 161,541 shares of potentially dilutive common stock, from a convertible note payable, were excluded from the EPS computation because their effect would be anit-dilutive.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

Except for rules and interpretive releases of the SEC under authority of federal securities laws and a limited number of grandfathered standards, the FASB Accounting Standards Codification™ ("ASC") is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company.  Management has reviewed the aforementioned rules and releases and believes any effect will not have a material impact on the Company's present or future consolidated financial statements.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Detail Textuals 1) (Convertible note payable)	9 Months Ended
	Apr. 30, 2014
Convertible note payable
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Number of potentially dilutive common stock from convertible note payable excluded from EPS computation	161,541

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CAPITAL STOCK (Detail Textuals) (USD $)			1 Months Ended		0 Months Ended	1 Months Ended	3 Months Ended	12 Months Ended	9 Months Ended	12 Months Ended
	Apr. 30, 2014	Jul. 31, 2013	Feb. 22, 2014 Transfer and assignment of intellectual property Mark Flores Martin And Pencil Pig Ltd	Apr. 30, 2014 Officer and Director	Oct. 14, 2013 Common Share	Apr. 22, 2008 Common Share	Jul. 31, 2008 Common Share Officer and Director	Jul. 31, 2012 Common Share Officer and Director	Apr. 30, 2014 Common Share Unaffiliated Investors	Jul. 31, 2013 Common Share Unaffiliated Investors
Schedule Of Capital Stock [Line Items]
Common stock, shares authorized	200,000,000	200,000,000			200,000,000	75,000,000
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01			$ 0.01	$ 0.001
Number of votes each common shareholders entitled to provide						One vote
Forward stock split conversion					16 for 1
Number of common shares issued							32,000	32,000,000	1,504,256	44,000,000
Issuance price of common shares							$ 0.000625	$ 0.000625		$ 0.000625
Common shares issued for cash							$ 20	$ 20,000	$ 500,000	$ 27,500
Number of common share to cancel with intellectual property agreement			7,000,000
Common stock, shares issued	77,536,256	76,032,000		32,032,000
Common stock, shares outstanding	77,536,256	76,032,000

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Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $)	9 Months Ended		72 Months Ended
	Apr. 30, 2014	Apr. 30, 2013	Apr. 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (377,324)	$ (41,798)	$ (425,948)
Adjustments to non-cash items:
Depreciation	1,044		1,044
Interest expense on conversion feature	26,923		26,923
Changes in operating assets and liabilities:
Prepaid expenses	(25,880)	537	(25,880)
Accounts payable and accrued liabilities	124,606	100	124,706
Accrued interest	3,551		3,551
Net cash used in operating activities	(247,080)	(41,161)	(295,604)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of equipment	(51,720)		(51,720)
Net cash used in investing activities	(51,720)		(51,720)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from related party	4,060		7,295
Issuance of common stock for cash	500,000	27,500	547,520
Proceeds from convertible note payable	50,000		50,000
Net cash provided by financing activities	554,060	27,500	604,815
Net increase (decrease) in cash and cash equivalents	255,260	(13,661)	257,491
Cash and cash equivalents - beginning of period	2,231	19,307
Cash and cash equivalents - end of period	$ 257,491	$ 5,646	$ 257,491

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EQUIPMENT

9 Months Ended

Apr. 30, 2014

Property, Plant and Equipment [Abstract]

EQUIPMENT

NOTE 5 -  EQUIPMENT

The following table shows the Company's equipment detail as of April 30, 2014 and July 31, 2013:

	2014			2013
Office equipment	$	49,035		$	-
Office furniture		2,685			-
Gross equipment at cost		51,720			-
Accumulated depreciation and amortization		(1,044	)		-
Net equipment	$	50,676		$	-

Depreciation expense totaled $1,044 and $nil for the periods ended April 30, 2014 and 2013, respectively.

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CONVERTIBLE NOTE PAYABLE - Summary of convertible note payable (Details) (USD $)	Apr. 30, 2014	Jul. 31, 2013
Debt Instrument [Line Items]
Long-Term Convertible Note Payable	$ 76,923
Convertible note payable
Debt Instrument [Line Items]
$50,000 convertible note payable; unsecured; bearing interest at 12% per annum; due September 26, 2016	76,923
Less: Current Portion
Long-Term Convertible Note Payable	$ 76,923

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Detail Textuals) (USD $)	9 Months Ended
	Apr. 30, 2014	Jul. 31, 2013	Apr. 30, 2013	Jul. 31, 2012	Apr. 22, 2008
Accounting Policies [Abstract]
Cash and cash equivalents	$ 257,491	$ 2,231	$ 5,646	$ 19,307
Depreciation method	straight-line method
Office equipment
Property, Plant and Equipment [Line Items]
Estimated useful lives	4 years
Office furniture
Property, Plant and Equipment [Line Items]
Estimated useful lives	10 years