SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D

(Amendment No. 3) 

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO

§240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d -2(a)

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Creative Learning Corporation

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

22529R106

(CUSIP Number)

Blake Furlow

2110 N Westgate

Boise, ID 83704

Attn: Blake Furlow

Tel, No.: (208) 724-7443

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

May 10, 2017

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

This statement on Schedule 13D ("Schedule 13D") filed by Blake Furlow and Anik Furlow (collectively, the "Reporting Persons") relates to the shares of common stock, par value $0.0001 ("Common Stock") of Creative Learning Corporation (the "Issuer"). The principal executive offices of the Issuer are located at 701 Market Street, Suite 113, St. Augustine, FL 32095.

(a) This statement on Schedule 13D is being filed with respect to the shares of the Issuer's Common Stock held by Blake Furlow and Anik Furlow, who are related by marriage as husband and wife, have voting and investment power over the securities held.

(b) The address of the Reporting Persons is 2110 N Westgate Dr. Boise, ID.

(c) Blake Furlow and Anik Furlow are the owners of commercial properties and Boise Escape LLC.

(d) During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e) The Reporting Persons have not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction where, as a result of such proceeding, it was or he became subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Blake Furlow and Anik Furlow acquired 530,129 shares of Common Stock through open market transactions beginning in March of 2015 and entered into a purchase agreement for 500,000 shares of Common Stock through one private party transaction on April 17, 2017.

On July 6, 2017, The reporting persons delivered written consents from 9 shareholders representing 6,207,509 Shares, representing 51.7% of the issued and outstanding shares as of the record date,  consenting to each of the proposals in the original written consent submitted by the reporting persons to the Issuer. At the same time the reporting person's delivered a letter stating their position that the written consents were valid and that the action set forth in the written consents was effective, as of July 6, 2017.  As a result of the foregoing, the reporting persons believe that the board of directors of the Issuer now consists of Blake Furlow, Gary Herman, Bart Mitchell, Joseph Marucci and JoyAnn Kenny-Charlton.  The reporting persons intend to deliver prompt notice to other shareholders as required by Delaware corporate law.

(a)      The Reporting Persons may be deemed to beneficially own an aggregate of 1,030,129 shares of Common -Stock representing approximately 8.6% of the issued shares of Common Stock of the Issuer based on 11,936,309 shares of Common Stock outstanding as disclosed in the Issuer’s most recent Form 10-K filed September 9, 2016. The Reporting Persons have sole voting power of 1,030,129 shares of Common Stock. The Reporting Persons may be deemed to beneficially own 1,030,129 shares representing approximately 8.6% of Common Stock of the Issuer.

(b)      The Reporting Persons have the sole power to vote and the sole power to dispose of each of 1,030,129 shares of Common Stock which they may be deemed to beneficially own.

(c)       The Reporting Persons have purchased shares of Common Stock in the open market since the last 13D filed on 4/27 on the following dates, amounts and prices: on 4/28/17, 7,000 shares of Common Stock for $0.244 per share, 14,500 shares of Common Stock for $0.25 per share and 20,000 shares of Common Stock for $0.24 per share and on 5/2/17, 20,000 shares of Common Stock for $0.27 per share.

(d)       Not applicable.

(e)       Not applicable.

Blake Furlow has a right of first refusal to purchase all shares beneficially owned by Brian Pappas and FranVentures at which time Seller decides to sell. Brian Pappas and FranVentures are believed to beneficially own 1,213,249 based on information contained in Form 4 filed by Brian Pappas on 4/5/17.

See Exhibit 1.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Appendix A

The name and present principal occupation or employment and material occupations, positions, offices or employment for the past five years of Blake Furlow and Anik Montpetit are set forth below.

EXHIBIT 1

STOCK PURCHASE AGREEMENT

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of April __, 2017, by and among FranVentures, LLC, a Florida limited liability company, (“Seller”), Brian Pappas (“Pappas”), and Blake Furlow (“Purchaser”).

The parties agree as follows:

1.       Seller hereby agrees to sell and to deliver to Purchaser and Purchaser hereby agrees to purchase from Seller 500,000 shares of the common stock of Creative Learning Corporation (“CLCN”) (the “Shares”). Purchaser shall pay a purchase price of $80,000 for the Shares. Payment of the Purchase Price shall be made via wire to the escrow account of Seller’s counsel, William T. Hart, Esquire, Hart & Hart, LLC, 1624 Washington Street, Denver, CO 80203, initiated within five business days of the date upon which this Agreement is fully executed. Hart & Hart shall release the funds representing the Purchase Price to Seller only upon Purchaser’s confirmation to Hart & Hart that he has received all of the Shares.

2.       Seller represents that the Shares are lawfully owned by Seller and are free of all liens and encumbrances; Seller is an entity duly organized, validly existing and in good standing under the laws of the State of Florida; Seller has all requisite legal power to enter into this Agreement; and all action on the part of the Seller necessary for the sale of the Shares and the performance of Seller’s obligations under this Agreement has been taken. Seller acknowledges that this Agreement constitutes the valid and legally binding obligation of Seller, enforceable in accordance with its terms.

3.        Seller is not, and for the ninety (90) days immediately preceding the date of this Agreement has not been, an “affiliate” of Creative Learning Corporation, as such term is defined by the Securities Exchange Commission.

4. Seller and Pappas each hereby grants to Purchaser the right of first refusal (‘ROFR”) to purchase additional Shares from Seller and/or Pappas. If either Seller or Pappas intends to sell any CLCN common stock, Seller and/or Pappas (as the case may be) must provide Purchaser written notice (which may include email notification, provided however, that such notice shall not be effective until Purchaser expressly acknowledges receipt via reply email), which notice shall include the number of shares Seller and/or Pappas intends to sell. Purchaser shall have seven business days from the date of his receipt of notice to exercise the ROFR by providing written notification (including email notification) to Seller and/or Pappas. Purchaser’s failure to exercise the ROFR within said seven business days shall be deemed a waiver of his rights with respect to those shares covered by the notice and with respect to those shares only. If Purchaser exercises this ROFR, the purchase price per share shall be the closing price for CLCN as of the close of business on the business day immediately preceding the date of Seller’s and/or Pappas’ notice. Purchaser may exercise his ROFR with regard to all or any portion of the CLCN shares which Seller and/or Pappas intends to sell and if Purchaser so exercises his ROFR, payment of the purchase price shall be made within three business days of Purchaser’s notice of exercise to Seller and/or Pappas in substantially the same manner as set forth in Paragraph 2 above.

5. This Agreement is the entire agreement of the parties, superseding all prior written or oral agreements of the parties concerning the same subject matter, and superseding all prior written or oral representations. This Agreement may not be amended or modified except by written agreement executed by the parties affected by the amendment or modification.

6. This Agreement may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one instrument.

Creative Stock Purchase Agree. Furlow 4-12-17