UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended ~~September~~March 2728, ~~2014~~2015

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

For the transition period from to

Commission file number 000-05388

DEER VALLEY CORPORATION

(Exact name of Registrant as specified in its charter)

Florida		20-5256635
(State or other jurisdiction of incorporation or organization)		(I.R.S. employer identification no.)
3030 N Rocky Point Drive W, Suite 150, Tampa, FL		33607
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number, including area code: (813) 418-5250


205 Carriage Street, Guin, AL		35570
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number, including area code: (205) 468-8400

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, 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~~filer ¨ Non-accelerated filer ¨ 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

The Registrant had 15,514,344 shares of Common Stock, par value $0.001 per share, outstanding as of ~~November~~May 31, ~~2014~~2015.

TABLE OF CONTENTS

		PAGE
PART I	FINANCIAL INFORMATION
Item 1	Financial Statements
	Condensed Consolidated Balance Sheets
	Condensed Consolidated Balance SheetsAs of March 28, 2015 (unaudited)As of December 27, 2014		F-2
	As of September 27, 2014 (unaudited)
	Condensed Consolidated Statements of OperationsThree Months ended March 28, 2015 (unaudited)Three Months ended March 29, 2014 (unaudited)		F-3
	As of December 28, 2013		F-2
	Condensed Consolidated Statements of Cash FlowsThree Months ended March 28, 2015 (unaudited)Three Months ended March 29, 2014 (unaudited)		F-4
	Condensed Consolidated Statements of Operations
	Three and Nine Months ended September 27, 2014 (unaudited)
	Three and Nine Months ended September 28, 2013 (unaudited)		F-3
	Condensed Consolidated Statements of Cash Flows
	Nine Months ended September 27, 2014 (unaudited)
	Nine Months ended September 28, 2013 (unaudited)		F-4
	Notes to Condensed Consolidated Financial Statements (unaudited)		F-5– F-10
Item 2	Management’s Discussion and Analysis		1
Item 4T	Controls and Procedures		7
PART II	OTHER INFORMATION
Item 1	Legal Proceedings		8
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds		8
Item 3	Defaults Upon Senior Securities		98
Item 4	Mine Safety Disclosures		98
Item 5	Exhibits		109

Unless otherwise indicated or the context otherwise requires, all references in this filing to “we,” “us,” the “Company,” and “Deer Valley” are to Deer Valley Corporation, a Florida corporation, together with its wholly-owned subsidiaries, Deer Valley Homebuilders, Inc., an Alabama corporation, Deer Valley Finance Corp., a Florida corporation, and Deer Valley Home Repair Services, Inc., a Florida corporation.

~~Item~~PART 1.I ~~Financial~~FINANCIAL ~~Statements~~INFORMATION

~~Deer~~Item ~~Valley~~1. ~~Corporation &~~Financial ~~Subsidiaries~~ Statements

~~Condensed~~Deer ~~Consolidated~~Valley ~~Financial~~Corporation & ~~Statements~~Subsidiaries

Contents:
Condensed Consolidated Balance Sheets as of September 27, 2014 (unaudited) and December 28, 2013			F-2
Condensed Consolidated Statements of Operations for the Three and Nine Month Periods Ended September 27, 2014 and September 28, 2013 (unaudited)			F-3
Condensed Consolidated Statements of Cash Flows for the Nine Month Period Ended September 27, 2014 and September 28, 2013 (unaudited)			F-4
Notes to Condensed Consolidated Financial Statements (unaudited)			F-5 - F-10

Condensed Consolidated Financial Statements

F-1


Contents:

Condensed Consolidated Balance Sheets as of March 28, 2015 (unaudited) and December 27, 2014			F-2

Condensed Consolidated Statements of Operations for the Three Month Period Ended March 28, 2015 (unaudited) and March 29, 2014 (unaudited)			F-3

Condensed Consolidated Statements of Cash Flows for the Three Month Period Ended March 28, 2015 (unaudited) and March 29, 2014 (unaudited)			F-4

Notes to Condensed Consolidated Financial Statements (unaudited)			F-5 - F-10

~~Table~~F-1 ~~of Contents~~

DeerTable Valleyof Corporation & Subsidiaries Contents

~~Condensed~~Deer ~~Consolidated~~Valley ~~Balance~~Corporation & Subsidiaries ~~Sheets~~

	September 27,			December 28,
	2014			2013
	(unaudited)
ASSETS
Current Assets:
Cash	$	3,975,814		$	3,107,213
Accounts receivable, net		1,770,016			1,537,027
Inventory		1,781,619			1,310,618
Deferred tax asset		551,316			567,693
Inventory finance notes receivable		2,146,630			2,607,456
Construction loan notes receivable		—			693,257
Prepaid expenses and other current assets		202,694			120,069
Total Current Assets		10,428,089			9,943,333
Fixed Assets:
Property, plant and equipment, net		2,130,584			2,143,707
Other Assets:
Inventory finance notes receivable, net		1,671,760			3,287,772
Deferred tax asset		1,409,725			1,621,179
Other assets		15,160			17,482
Total Other Assets:		3,096,645			4,926,433
Total Assets	$	15,655,318		$	17,013,473
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Current maturities on long term debt	$	125,600		$	125,600
Revolving credit loans		700,000			3,056,799
Accounts payable		600,886			364,887
Accrued expenses		2,266,024			1,514,010
Accrued warranties		1,205,000			1,185,000
Income tax payable		—			140,162
Total Current Liabilities		4,897,510			6,386,458
Long Term Liabilities:
Long-term debt, net of current maturities		722,200			816,400
Total Long Term Liabilities		722,200			816,400
Total Liabilities		5,619,710			7,202,858
Commitments and Contingencies (Note 10)
Stockholders’ Equity:
Common stock, $0.001 par value, 100,000,000 shares authorized, 17,786,184 and 17,786,184 shares issued and 15,396,387 and 15,434,447 outstanding, respectively.		17,788			17,788
Additional paid-in capital		33,254,293			33,254,293
Treasury Stock, at cost; 2,389,797 and 2,351,737 shares, respectively		(1,300,150	)		(1,275,616	)
Accumulated deficit		(21,936,323	)		(22,185,850	)
Total Stockholders’ Equity		10,035,608			9,810,615
Total Liabilities and Stockholders’ Equity	$	15,655,318		$	17,013,473

Consolidated Balance Sheets

See notes to condensed consolidated financial statements


	March 28, 2015			December 27, 2014
	(unaudited)
ASSETS
Current Assets:
Cash	$	2,850,338		$	4,116,101
Accounts receivable, net		1,576,516			1,577,111
Inventory		2,078,982			1,233,480
Deferred tax asset		533,253			578,928
Inventory finance notes receivable		2,003,951			2,081,511
Prepaid expenses and other current assets		323,183			67,532

Total Current Assets		9,366,223			9,654,663

Fixed Assets:
Property, plant and equipment, net		2,264,664			2,307,495

Other Assets:
Inventory finance notes receivable, net		1,590,718			1,443,294
Deferred tax asset		1,425,139			1,439,538
Other assets		13,612			14,386

Total Other Assets		3,029,469			2,897,218

Total Assets	$	14,660,356		$	14,859,376


LIABILITIES AND STOCKHOLDERS’ EQUITY

Current Liabilities:
Current maturities on long term debt	$	125,600		$	125,600
Accounts payable		570,569			327,775
Accrued expenses		1,570,856			1,790,432
Accrued warranties		1,245,000			1,245,000
Income tax payable		—			165,877

Total Current Liabilities		3,512,025			3,654,684

Long Term Liabilities:
Long-term debt, net of current maturities		659,400			690,800

Total Long Term Liabilities		659,400			690,800

Total Liabilities		4,171,425			4,345,484


Stockholders’ Equity:

Common stock, $0.001 par value, 100,000,000 shares authorized, 17,912,184 and 17,912,184 shares issued and 15,514,344 and 15,514,344 outstanding, respectively		17,914			17,914

Additional paid-in capital		33,336,067			33,336,067

Treasury Stock, at cost; 2,397,840 and 2,397,840 shares, respectively		(1,305,378	)		(1,305,378	)

Accumulated deficit		(21,559,672	)		(21,534,711	)

Total Stockholders’ Equity		10,488,931			10,513,892

Total Liabilities and Stockholders’ Equity	$	14,660,356		$	14,859,376

~~F-2~~See notes to consolidated financial statements

~~Table~~F-2 ~~of Contents~~

DeerTable Valleyof Corporation & Subsidiaries Contents

~~Condensed~~Deer ~~Consolidated~~Valley ~~Statements~~Corporation & Subsidiaries ~~of Operations~~

	For The Three Month Period Ended						For The Nine Month Period Ended
	September 27,			September 28,			September 27,			September 28,
	2014			2013			2014			2013
	(unaudited)			(unaudited)			(unaudited)			(unaudited)
REVENUE	$	8,473,549		$	7,285,472		$	21,589,852		$	19,963,500
COST OF REVENUE		6,738,180			5,886,887			17,665,416			16,295,573
GROSS PROFIT		1,735,369			1,398,585			3,924,436			3,667,927
OPERATING EXPENSES:
Depreciation		3,658			2,247			5,785			7,986
Selling, general and administrative		1,221,528			1,013,018			3,445,486			3,037,249
TOTAL OPERATING EXPENSES		1,225,186			1,015,265			3,451,271			3,045,235
OPERATING INCOME		510,183			383,320			473,165			622,692
OTHER INCOME (EXPENSES)
Interest income		121			122			361			414
Other income (expense)		—			2,000			2,200			2,000
Interest expense		(9,319	)		(10,685	)		(28,657	)		(32,710	)
TOTAL OTHER INCOME/(EXPENSES)		(9,198	)		(8,563	)		(26,096	)		(30,296	)
INCOME BEFORE INCOME TAXES		500,985			374,757			447,069			592,396
INCOME TAX (EXPENSE)		(205,973	)		(110,834	)		(197,541	)		(200,784	)
NET INCOME	$	295,012		$	263,923		$	249,528		$	391,612
Net Income Per Share (Basic)	$	0.02		$	0.02		$	0.02		$	0.03
Net Income Per Share (Fully Diluted)	$	0.02		$	0.02		$	0.02		$	0.03
Weighted Average Common Shares Outstanding		15,398,831			15,459,922			15,414,322			15,512,813
Weighted Average Common and Common Equivalent Shares Outstanding		15,398,831			15,459,922			15,414,322			15,512,813

Consolidated Statements of Operations

See notes to condensed consolidated financial statements


	For The Three Month Period Ended
	March 28, 2015			March 29, 2014
	(unaudited)			(unaudited)

REVENUE	$	6,313,379		$	5,197,071

COST OF REVENUE		5,192,990			4,526,815


GROSS PROFIT		1,120,389			670,256

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES:		1,139,400			1,201,626


OPERATING (LOSS)		(19,011	)		(531,370	)

OTHER INCOME (EXPENSES)
Other income		1,004			2,319
Interest expense		(8,446	)		(9,783	)


TOTAL OTHER INCOME/(EXPENSES)		(7,442	)		(7,464	)


(LOSS) BEFORE INCOME TAXES		(26,453	)		(538,834	)

INCOME TAX BENEFIT		1,492			197,090


NET (LOSS)	$	(24,961	)	$	(341,744	)


Net (Loss) Per Share (Basic)	$	(0.00	)	$	(0.02	)
Net (Loss) Per Share (Fully Diluted)	$	(0.00	)	$	(0.02	)

Weighted Average Common Shares Outstanding		15,514,344			15,432,891
Weighted Average Common and Common Equivalent Shares Outstanding		15,514,344			15,432,891

~~F-3~~See notes to consolidated financial statements

~~Table~~F-3 ~~of Contents~~

DeerTable Valleyof Corporation & Subsidiaries Contents

~~Condensed~~Deer ~~Consolidated~~Valley ~~Statements~~Corporation & Subsidiaries ~~of Cash Flows~~

	For The Nine Month Period Ended
	September 27,			September 28,
	2014			2013
	(unaudited)			(unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income	$	249,528		$	391,612
Adjustments to reconcile net income to net cash used in/provided by operating activities:
Depreciation		129,303			157,209
Gain on sale of equipment		(2,200	)		(2,000	)
Provision for credit losses		(70,980	)		(117,660	)
Changes in assets and liabilities:
(Increase)/decrease in receivables		(232,989	)		(982,658	)
(Increase)/decrease in inventories		(471,001	)		(245,991	)
(Increase)/decrease in deferred tax asset		227,829			210,269
(Increase)/decrease in inventory finance receivable		2,147,818			2,600,589
(Increase)/decrease in construction loan receivable		693,257			(1,069,007	)
(Increase)/decrease in prepayments and other		(12,017	)		(45,783	)
Increase/(decrease) in accounts payable		235,999			237,702
Increase/(decrease) in income tax payable		(208,447	)		(63,596	)
Increase/(decrease) in estimated services and warranties		20,000			(60,000	)
Increase/(decrease) in accrued expenses		752,014			137,916
CASH FLOW PROVIDED BY OPERATING ACTIVITIES		3,458,114			1,148,602
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of equipment		(116,180	)		(130,693	)
Proceeds from sale of property, plant and equipment		2,200			2,000
CASH FLOW (USED) IN INVESTING ACTIVITIES		(113,980	)		(128,693	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of long-term debt		(94,200	)		(94,200	)
Proceeds from revolving credit loans		4,600,000			11,396,287
Repayments of revolving credit loans		(6,956,799	)		(12,924,487	)
Purchases of treasury stock		(24,534	)		(140,574	)
CASH FLOW (USED) IN FINANCING ACTIVITIES		(2,475,533	)		(1,762,974	)
NET INCREASE/(DECREASE) IN CASH		868,601			(743,065	)
CASH, Beginning		3,107,213			2,434,227
CASH, Ending	$	3,975,814		$	1,691,162
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest	$	73,361		$	155,255
Taxes	$	178,158		$	106,008

Consolidated Statements of Cash Flows

See notes to condensed consolidated financial statements


	For The Three Month Period Ended
	March 28, 2015			March 29, 2014
	(unaudited)			(unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss)	$	(24,961	)	$	(341,744	)
Adjustments to reconcile net (loss) to net cash used in/provided by operating activities:
Depreciation		48,058			43,734
Gain on sale of equipment		(1,000	)		(2,200	)
Provision for credit losses		6,710			32,970
Changes in assets and liabilities:
(Increase)/decrease in receivables		595			354,543
(Increase)/decrease in inventories		(845,502	)		(626,046	)
(Increase)/decrease in deferred tax asset		60,074			93,752
(Increase)/decrease in inventory finance receivable		(76,574	)		622,081
(Increase)/decrease in construction loan receivable		—			497,335
(Increase)/decrease in prepayments and other		(157,301	)		(10,052	)
Increase/(decrease) in accounts payable		242,794			(105,498	)
Increase/(decrease) in income tax payable		(263,453	)		(467,412	)
Increase/(decrease) in estimated services and warranties		—			(80,000	)
Increase/(decrease) in accrued expenses		(219,576	)		(151,039	)

CASH FLOW (USED) IN OPERATING ACTIVITIES	$	(1,230,136	)	$	(139,576	)


CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment		(5,227	)		(48,533	)
Proceeds from sale of property, plant and equipment		1,000			2,200

CASH FLOW (USED) IN INVESTING ACTIVITIES	$	(4,227	)	$	(46,333	)


CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of long-term debt		(31,400	)		(31,400	)
Proceeds from revolving credit loans		—			2,280,000
Repayments of revolving credit loans		—			(3,336,799	)
Purchases of treasury stock		—			(4,913	)

CASH FLOW (USED) IN FINANCING ACTIVITIES	$	(31,400	)	$	(1,093,112	)


NET (DECREASE) IN CASH	$	(1,265,763	)	$	(1,279,021	)
CASH, Beginning	$	4,116,101		$	3,107,213

CASH, Ending	$	2,850,338		$	1,828,192


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest	$	10,944		$	32,020

Taxes	$	203,490		$	176,570

~~F-4~~See notes to consolidated financial statements

~~Table~~F-4 ~~of Contents~~

DeerTable Valleyof Corporation & Subsidiaries Contents

~~Notes~~Deer toValley ~~Condensed~~Corporation & Subsidiaries ~~Consolidated Financial Statements~~

~~September 27,~~Notes ~~2014~~to Condensed Consolidated Financial Statements

~~(unaudited)~~March 28, 2015

~~NOTE~~(unaudited) ~~1 - BASIS OF PRESENTATION~~

~~The~~NOTE ~~accompanying~~1 unaudited condensed consolidated financial statements for the three and nine month periods ended September 27, 2014 and September 28, 2013 have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission for Form 10-Q. ~~Accordingly,~~BASIS ~~they~~OF doPRESENTATION ~~not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements.~~

The accompanying unaudited condensed consolidated financial ~~information~~statements ~~included~~for inthe ~~this~~three ~~report~~month ~~includes~~periods ~~all~~ended ~~adjustments~~March 28, ~~which~~2015 ~~are~~and March 29, 2014 have been prepared in accordance with accounting principles generally accepted in the ~~opinion~~United States of ~~management,~~America ~~necessary~~for interim financial information and pursuant to ~~reflect~~the arules ~~fair statement~~and regulations of the ~~results~~Securities ~~for~~and ~~the~~Exchange ~~interim~~Commission for ~~period~~Form 10-Q. ~~The~~Accordingly, ~~operations~~they ~~for~~do ~~the~~not ~~three~~include ~~and~~all ~~nine~~the ~~month~~information ~~periods~~and ~~ended~~footnotes ~~September 27,~~required ~~2014~~by ~~are~~accounting ~~not~~principles ~~necessarily~~generally ~~indicative~~accepted ofin the ~~results~~United States of ~~the~~America ~~full~~for ~~fiscal~~complete ~~year~~financial statements.

The ~~condensed~~unaudited ~~consolidated~~ financial ~~statements~~information included in this report ~~should~~includes beall ~~read~~adjustments inwhich ~~conjunction~~are, ~~with~~in the ~~consolidated~~opinion ~~financial~~of ~~statements~~management, ~~and~~necessary ~~notes~~to reflect a fair ~~thereto~~statement ~~included~~of inthe results for the ~~Registrant’s~~interim ~~December~~period. The operations for the three month period ended March 28, ~~2013~~2015 ~~Annual~~are ~~Report~~not onnecessarily ~~Form~~indicative ~~10-K~~of ~~and~~the ~~subsequent~~results ~~filings~~of onthe ~~Form~~full ~~10-Q~~fiscal ~~and Form 8-K~~year.

~~NOTE~~The 2condensed consolidated financial statements included in this report should be read in conjunction with the consolidated financial statements and notes thereto included in the Registrant’s December 27, 2014 Annual Report on Form 10-K ~~SUMMARY~~and OFsubsequent ~~SIGNIFICANT~~filings ~~ACCOUNTING~~on ~~POLICIES~~Form 8-K.

~~Principles~~NOTE of2 ~~Consolidation~~ - ~~The~~SUMMARY ~~condensed~~OF ~~consolidated~~SIGNIFICANT ~~financial~~ACCOUNTING ~~statements~~POLICIES ~~include the accounts of the Company and its wholly owned subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation.~~

~~Accounting~~Principles ~~Estimates~~of Consolidation - The ~~Company’s~~condensed consolidated financial statements ~~are~~include ~~prepared in conformity with accounting principles generally accepted in~~ the ~~United~~accounts ~~States~~ of ~~America which require management to make estimates and assumptions that affect~~ the ~~reported~~Company ~~amounts of assets~~ and its ~~liabilities~~wholly ~~and~~owned ~~disclosure~~subsidiaries. ofIntercompany ~~contingent~~accounts ~~assets~~ and ~~liabilities~~transactions athave ~~the~~been ~~date~~eliminated ofin ~~the financial statements and the reported amounts of revenues and expenses during the reporting period~~consolidation. ~~Actual results could differ from those estimates.~~

~~Fiscal~~Accounting ~~Year~~ Estimates - The Company’s ~~operates~~financial onstatements aare ~~52-53~~prepared ~~week~~in ~~fiscal~~conformity ~~year~~with ~~end.~~accounting ~~Each~~principles ~~fiscal~~generally ~~quarter~~accepted ~~consists~~in the United States of 13America ~~weeks,~~which ~~with~~require anmanagement ~~occasional~~to ~~fourth~~make ~~quarter~~estimates and assumptions that affect the reported ~~extending~~amounts toof 14assets ~~weeks,~~and ifliabilities ~~necessary~~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~~Fiscal ~~Equivalents~~Year - The Company ~~considers~~operates ~~all~~on ~~highly~~a ~~liquid~~52-53 ~~investments~~week ~~with~~fiscal ~~original~~year ~~maturities~~ end. Each fiscal quarter consists of ~~three~~13 ~~months~~weeks, orwith ~~less~~an occasional fourth quarter extending to be14 ~~cash~~weeks, ~~equivalents~~if necessary.

~~The~~Cash ~~Company~~Equivalents ~~maintains~~- ~~its~~The ~~cash~~Company ~~balances~~considers inall ~~two~~highly ~~different~~liquid ~~financial institutions. The balances are insured~~investments bywith ~~the~~original ~~Federal~~maturities ~~Deposit~~of ~~Insurance~~three ~~Corporation~~months upor less to ~~$250,000.~~be ~~Bank~~cash ~~deposit accounts at times, may exceed federally insured limits~~equivalents. ~~The Company has not experienced any losses in such accounts.~~

~~Inventory Finance Notes Receivable –~~ The Company ~~offers~~maintains ~~inventory-secured financing for~~ its ~~products~~cash tobalances ~~qualified~~in ~~retail~~two ~~dealers~~different ~~and developers~~financial institutions. The ~~Finance~~balances ~~contracts~~are ~~require~~insured ~~periodic~~by ~~installments~~the ofFederal ~~principal~~Deposit ~~and~~Insurance ~~interest~~Corporation ~~over periods of~~ up to ~~24 months~~$250,000. ~~The~~Bank ~~Company~~deposit ~~periodically~~accounts ~~evaluates~~at ~~the~~times, ~~collectibility~~may ofexceed ~~our~~federally ~~notes~~insured ~~receivable~~limits. ~~and~~The ~~considers~~Company ~~the~~has ~~need~~not toexperienced ~~establish~~any anlosses ~~allowance~~in ~~for doubtful~~such accounts ~~based upon our historical collection experience~~. ~~We have established an allowance for doubtful accounts of $130,980 as of September 27, 2014 and $211,840 at September 28, 2013.~~

~~Impairment~~Inventory ofFinance ~~Long-Lived~~Notes ~~Assets~~Receivable - Property and intangible assets are material to our consolidated financial statements. Further, these assets are subject to the potential negative effects arising from factors beyond the Company’s control including changing economic conditions. The Company ~~evaluates~~offers ~~its tangible and definite~~inventory-~~lived~~secured ~~intangible~~financing ~~assets~~ for ~~impairment~~its ~~annually~~products ~~during~~to ~~our fourth~~qualified ~~quarter~~retail ordealers and ~~more~~developers. ~~frequently~~Finance incontracts ~~the~~require ~~presence~~periodic ofinstallments ~~circumstances or trends that may be indicators~~ of ~~impairment.~~principal ~~The~~and ~~evaluation~~interest ~~is a two step process. The first step is to compare our undiscounted cash flows, as projected~~ over ~~the~~periods ~~remaining useful lives~~ of ~~the~~up ~~assets,~~ to ~~their~~24 ~~respective carrying values~~months. In ~~the~~The ~~event that the carrying values are not recovered by future undiscounted cash flows, as a second step, the~~ Company ~~compares~~periodically ~~the~~evaluates ~~carrying values to~~ the ~~related~~collectibility ~~fair values and, if the fair value is lower, record an impairment adjustment. For purposes~~ of ~~fair~~our ~~value,~~notes ~~the~~receivable ~~Company generally uses replacement costs for tangible fixed assets~~ and ~~discounted~~considers ~~cash~~the ~~flows,~~need ~~using~~to ~~risk-adjusted~~establish ~~discount~~an ~~rates,~~ allowance for ~~intangible~~doubtful ~~assets. These~~accounts ~~estimates~~based ~~are~~upon ~~made~~our byhistorical ~~competent~~collection ~~employees, using the best available information, under the direct supervision of our management~~experience. ~~For~~We ~~tangible property, plant and equipment, there~~ have ~~been~~established noan ~~changes~~allowance infor ~~assumptions~~doubtful oraccounts ~~methodologies~~of ~~in the three month period ended September 27~~$98,350 ~~2014~~ as ~~compared~~of ~~to September~~March 28, ~~2013.~~2015 ~~The~~and ~~Company~~$234,930 ~~did not have intangible assets~~ at ~~September~~March 2729, 2014 ~~and September 28, 2013~~.

FImpairment of Long-5Lived Assets - Property and intangible assets are material to our consolidated financial statements. Further, these assets are subject to the potential negative effects arising from factors beyond the Company’s control including changing economic conditions. The Company evaluates its tangible and definite-lived intangible assets for impairment annually during our fourth quarter or more frequently in the presence of circumstances or trends that may be indicators of impairment. The evaluation is a two step process. The first step is to compare our undiscounted cash flows, as projected over the remaining useful lives of the assets, to their respective carrying values. In the event that the carrying values are not recovered by future undiscounted cash flows, as a second step, the Company compares the carrying values to the related fair values and, if the fair value is lower, record an impairment adjustment. For purposes of fair value, the Company generally uses replacement costs for tangible fixed assets and discounted cash flows, using risk-adjusted discount rates, for intangible assets. These estimates are made by competent employees, using the best available information, under the direct supervision of our management. For tangible property, plant and equipment, there have been no changes in assumptions or methodologies in the three month period ended March 28, 2015 as compared to March 29, 2014. The Company did not have definite-lived intangible assets at March 28, 2015 and March 29, 2014.

~~Table~~F-5 ~~of Contents~~

InTable accordance with FASB Topic ASC 420 “Exit on Disposal Cost Obligations”, the Company evaluates the carrying value of long-lived assets to be held and used when events and circumstances warrant such a review. The carrying value of long-lived assets is considered impaired when the anticipated undiscounted cash flow from such assets is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived assets. Fair market value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that the fair market values are primarily based on independent appraisals and preliminary or definitive contractual arrangements less costs to dispose. Contents

~~Revenue~~In ~~Recognition~~accordance -with ~~Revenue~~FASB ~~for~~Topic ~~manufactured~~ASC ~~homes~~420 ~~sold~~“Exit toon ~~independent~~Disposal ~~dealers~~Cost ~~generally~~Obligations”, ~~is recorded~~the ~~when~~Company ~~all~~evaluates the carrying value of ~~the~~long-lived ~~following~~assets ~~conditions~~to ~~have~~be ~~been~~held ~~met;~~and (used when events and circumstances warrant such a~~) an~~ ~~order~~review. ~~for~~The carrying value of long-lived assets is considered impaired when the ~~home~~anticipated ~~has~~undiscounted ~~been~~cash ~~received~~flow from ~~the~~such ~~dealer~~assets is less than its carrying value. In that event, ~~(b) an~~a ~~agreement~~loss ~~with~~is ~~respect~~recognized tobased ~~payment~~on ~~terms~~the ~~(usually~~amount inby which the ~~form~~carrying value exceeds the fair market value of athe ~~written~~long-lived orassets. ~~verbal~~Fair ~~approval~~market ~~for~~value ~~payment~~is ~~has been~~determined ~~received~~primarily ~~from~~using the ~~dealer’s~~anticipated ~~flooring~~cash ~~institution),~~flows ~~and~~discounted ~~(c)~~ at a rate commensurate with the ~~home~~risk ~~has~~involved. ~~been~~Losses ~~shipped~~on ~~and~~long-lived ~~risk~~assets to be disposed of ~~loss~~are ~~has~~determined ~~passed~~in toa similar manner, except that the ~~dealer~~fair market values are primarily based on independent appraisals and ~~collectability~~preliminary isor ~~reasonably~~definitive ~~assured~~contractual arrangements less costs to dispose.

~~Cost~~Revenue ofRecognition ~~Sales~~ - ~~The~~Revenue ~~Company’s~~for ~~factory-built~~manufactured ~~housing~~homes ~~segment~~sold ~~includes~~to independent dealers generally is recorded when all of the following ~~types~~conditions ofhave ~~expenses~~been inmet; ~~cost~~(a) an oforder ~~sales:~~for ~~purchase~~the ~~and receiving~~home ~~costs,~~has ~~freight~~been ~~in,~~received ~~direct~~from ~~labor~~the dealer, ~~supply~~(b) an ~~costs,~~agreement ~~warehousing,~~with ~~direct~~respect ~~and~~to ~~indirect~~payment ~~overhead~~terms ~~costs,~~(usually ~~inspection,~~in ~~transfer,~~the ~~actual~~form ~~and~~of ~~accrued~~a ~~warranty,~~written ~~depreciation,~~or ~~and~~verbal approval ~~amortization~~for ~~costs.~~payment ~~The~~has ~~Company~~been received from the dealer’s ~~financial~~flooring ~~services~~institution), ~~segment~~and ~~includes~~ (c) the ~~following~~home ~~types~~has ofbeen ~~expenses~~shipped inand ~~cost~~risk of ~~sales:~~loss ~~interest~~has ~~expense~~passed to the dealer and collectability is reasonably assured.

~~Selling,~~Cost ~~General~~of ~~and~~Sales ~~Administrative~~ - The Company’s factory-built housing segment includes the following types of expenses in ~~selling,~~cost ~~general~~of ~~and administrative expense~~sales: ~~sales~~purchase ~~salaries~~and receiving costs, ~~sales~~freight ~~commissions~~in, ~~bad~~direct ~~debt~~labor, ~~expense~~supply costs, ~~advertising~~warehousing, ~~administrative~~direct and indirect overhead costs, ~~administrative~~inspection, ~~salaries~~transfer, actual and ~~bonuses~~accrued ~~and~~warranty, ~~legal~~depreciation, and ~~professional~~amortization ~~fees~~costs. The Company’s financial services segment includes the following types of expenses in cost of sales: interest expense

~~Earnings~~Selling, ~~(Loss)~~General ~~Per~~and ~~Share~~Administrative - The Company ~~uses~~includes the ~~guidance~~following types ~~set~~of ~~forth~~expenses ~~under~~in ~~FASB topic ASC 260~~selling, ~~“Earnings~~general ~~Per Share” for calculating the basic~~ and ~~diluted~~administrative ~~loss~~expense: ~~per~~sales ~~share.~~salaries, ~~Basic~~sales ~~(loss)~~commissions, ~~per~~bad ~~share~~debt isexpense, ~~computed~~advertising, byadministrative ~~dividing~~overhead, ~~net~~administrative ~~(loss)~~salaries byand ~~the~~bonuses ~~weighted~~and ~~average~~legal ~~number~~and ofprofessional ~~common shares outstanding~~fees. Diluted (loss) per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential shares had been issued, if the additional shares were dilutive.

~~Income~~Earnings ~~Taxes~~(Loss) -Per ~~Income~~Share ~~taxes~~- ~~are~~The ~~accounted~~Company ~~for~~uses ~~using~~ the ~~liability~~guidance ~~method~~set offorth ~~accounting.~~under ~~Under~~FASB ~~this~~topic ~~method~~ASC 260, ~~deferred~~“Earnings ~~tax~~Per ~~assets~~Share” ~~and~~for ~~liabilities~~calculating ~~are~~the ~~recognized~~basic ~~for~~and ~~the~~diluted ~~expected~~loss ~~future~~per ~~tax~~share. ~~consequences~~Basic ofincome/(loss) ~~differences~~per ~~between~~share ~~the~~is ~~carrying~~computed ~~amounts~~by ofdividing ~~assets~~net ~~and~~income/(loss) ~~liabilities~~ and ~~their~~net ~~respective~~income/(loss) ~~tax~~attributable ~~basis,~~to ~~using~~common ~~currently~~shareholders ~~enacted~~by ~~tax~~the ~~rates.~~weighted ~~The~~average ~~effect~~number onof ~~deferred~~common ~~assets~~shares ~~and~~outstanding. Diluted ~~liabilities~~income/(loss) ofper ashare ~~change~~is incomputed ~~tax~~similar ~~rates~~to isbasic ~~recognized~~loss inper ~~income~~share inexcept ~~the~~that ~~period when~~ the ~~change~~denominator is ~~enacted.~~increased ~~Deferred~~to ~~tax~~include ~~assets~~the ~~are~~number ~~reduced~~of byadditional acommon ~~valuation~~shares ~~allowance~~that ~~when~~would ithave isbeen ~~more~~outstanding ~~likely~~if ~~than~~the ~~not~~potential ~~that~~shares ~~some~~had ~~portion~~been orissued ~~all~~and ofif the ~~deferred tax assets will~~ ~~not~~additional beshares ~~realized~~were dilutive.

~~NOTE~~Income 3Taxes - ~~INVENTORY~~Income taxes are accounted for using the liability method of accounting. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of differences between the carrying amounts of assets and liabilities and their respective tax basis, using currently enacted tax rates. The effect on deferred assets and liabilities of a change in tax rates is recognized in income in the period when the change is enacted. Deferred tax assets are reduced by a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets will not be realized.

~~Inventory~~NOTE ~~consisted~~3 of- ~~the~~INVENTORY ~~following components:~~

	September 27,		December 28,
	2014		2013
	(unaudited)
Raw Materials	$	1,103,366	$	891,039
Work-in-Process		276,663		223,755
Finished Goods		401,590		195,824
Total Inventory	$	1,781,619	$	1,310,618

Inventory consisted of the following components:

NOTE 4 - INVENTORY FINANCE NOTES RECEIVABLE AND ALLOWANCE FOR LOAN LOSS


	March 28, 2015		December 27, 2014

Raw Materials	$	1,169,859	$	883,363
Work-in-Process		249,119		305,689
Finished Goods		660,004		44,428

Total Inventory	$	2,078,982	$	1,233,480

~~The~~NOTE ~~Company~~4 ~~offers inventory~~-~~secured~~ ~~financing~~INVENTORY ~~for~~FINANCE ~~its~~NOTES ~~products~~RECEIVABLE toAND aALLOWANCE ~~limited~~FOR ~~number~~LOAN ofLOSS qualified retail dealers and developers. Administrative services for inventory-secured financing are provided by Triad Financial Services, Inc. of Jacksonville, Florida. Finance contracts require periodic installments of principal and interest over periods of up to 24 months. These notes are secured by the inventory collateral and other security depending on borrower circumstances.

FThe Company offers inventory-6secured financing for its products to a limited number of qualified retail dealers and developers. Administrative services for inventory-secured financing are provided by Triad Financial Services, Inc. of Jacksonville, Florida. Finance contracts require periodic installments of principal and interest over periods of up to 24 months. These notes are secured by the inventory collateral and other security depending on borrower circumstances.

~~Table~~F-6 ~~of Contents~~

InventoryTable finance notes receivable, net, consisted of the following: Contents

	September 27,			December 28,
	2014			2013
	(unaudited)
Inventory finance notes receivable	$	3,949,370		$	6,097,188
Allowance for loan loss		(130,980	)		(201,960	)
		3,818,390			5,895,228
Current portion of inventory finance notes receivable		(2,146,630	)		(2,607,456	)
Total inventory finance notes receivable, net	$	1,671,760		$	3,287,772

Inventory finance notes receivable, net, consisted of the following:

With respect to our inventory finance notes receivable, approximately 80% of the risk of loss is spread over five borrowers. In addition to historical experience, borrower inventory levels and activity are monitored in conjunction with a third-party provider to estimate the potential for loss. The Company anticipates it will be able to resell any repossessed homes, thereby mitigating loss experience. If a default occurs and collateral is lost, the Company is exposed to loss of the full value of the note receivable. The Company recorded a provision/(benefit) for credit losses of $(70,980) and $(117,660) for the nine month period ending September 27, 2014 and September 28, 2013, respectively. The following table represents changes in the estimated allowance for loan losses:


	March 28, 2015			December 27, 2014

Inventory finance notes receivable	$	3,693,019		$	3,616,445
Allowance for loan loss		(98,350	)		(91,640	)

		3,594,669			3,524,805
Current portion of inventory finance notes receivable		(2,003,951	)		(2,081,511	)

Total Inventory finance notes receivable, net	$	1,590,718		$	1,443,294

	September 27,			September 28,
	2014			2013
	(unaudited)			(unaudited)
Balance at beginning of period	$	201,960		$	329,500
Provision/(Benefit) for credit losses		(70,980	)		(117,660	)
Balance at end of period	$	130,980		$	211,840

With respect to our inventory finance notes receivable, 80% of the risk of loss is spread over five borrowers as of March 28, 2015 and December 27, 2014. In addition to historical experience, borrower inventory levels and activity are monitored in conjunction with a third-party provider to estimate the potential for loss. We have not experienced any losses to date. The Company anticipates it will be able to resell any repossessed homes, thereby mitigating loss experience. If a default occurs and collateral is lost, the Company is exposed to loss of the full value of the note receivable. The Company recorded a provision for credit losses of $6,710 and $32,970 for three month period ending March 28, 2015 and March 29, 2014, respectively. The following table represents changes in the estimated allowance for loan losses:

NOTE 5 - ACCRUED EXPENSES


	March 28, 2015		March 29, 2014

Balance at beginning of period	$	91,640	$	201,960
Provision for credit losses		6,710		32,970

Balance at end of period	$	98,350	$	234,930

~~Accrued~~NOTE ~~expenses~~5 ~~consisted~~- ofACCRUED ~~the~~EXPENSES ~~following:~~

	September 27,		December 28,
	2014		2013
Category	(unaudited)
Accrued dealer incentive program	$	307,893	$	230,429
Accrued third party billings		607,115		542,079
Accrued compensation		526,355		339,743
Accrued insurance		59,220		65,197
Accrued interest		4,822		11,985
Accrued repurchase commitment (Note 10)		203,945		152,510
Customer Deposits		430,027		—
Other		126,647		172,067
Total Accrued Expenses	$	2,266,024	$	1,514,010

Accrued expenses consisted of the following:

NOTE 6 - PRODUCT WARRANTIES


Category	March 28, 2015		December 27, 2014

Accrued dealer incentive program	$	187,587	$	347,421
Accrued third party billings		567,217		572,844
Accrued compensation		327,957		410,143
Accrued insurance		52,024		86,644
Accrued repurchase commitment		209,695		179,065
Other		226,376		194,315

Total Accrued Expenses	$	1,570,856	$	1,790,432

~~The~~NOTE ~~Company~~6 ~~provides the retail home buyer a one~~-~~year~~ ~~limited~~PRODUCT ~~warranty~~WARRANTIES covering defects in material or workmanship in home structure, plumbing and electrical systems. The Company’s estimated warranty costs are accrued at the time of the sale to the dealer following industry standards and historical warranty cost incurred. Periodic adjustments to the estimated warranty accrual are made as events occur which indicate changes are necessary. As of September 27, 2014, the Company has recorded an accrued liability of $1,205,000 for estimated warranty costs relating to homes sold, based upon management’s assessment of historical experience factors and current industry trends. Management reviews its warranty requirements at the close of each reporting period and adjusts the reserves accordingly.

FThe Company provides the retail home buyer a one-7year limited warranty covering defects in material or workmanship in home structure, plumbing and electrical systems. The Company estimated warranty costs are accrued at the time of the sale to the dealer following industry standards and historical warranty cost incurred. Periodic adjustments to the estimated warranty accrual are made as events occur which indicate changes are necessary. As of March 28, 2015, the Company has recorded an accrued liability of $1,245,000 for estimated warranty costs relating to homes sold, based upon management’s assessment of historical experience factors and current industry trends. Management reviews its warranty requirements at the close of each reporting period and adjusts the reserves accordingly.

~~Table~~F-7 ~~of Contents~~

TheTable followingof tabular presentation reflects activity in warranty reserves during the periods presented: Contents

	For The ThreeMonth PeriodEnded			For The NineMonth PeriodEnded
	September 27,			September 27,
	2014			2014
	(unaudited)			(unaudited)
Balance at beginning of period	$	1,145,000		$	1,185,000
Warranty charges		440,648			1,218,432
Warranty payments		(380,648	)		(1,198,432	)
Balance at end of period	$	1,205,000		$	1,205,000

The following tabular presentation reflects activity in warranty reserves during the periods presented:

NOTE 7 - REVOLVING CREDIT LOANS


	For The Three Month Period Ended March 28, 2015
Balance at beginning of period	$	1,245,000
Warranty charges		371,088
Warranty payments		(371,088	)

Balance at end of period	$	1,245,000

~~Effective~~NOTE ~~September 10,~~7 ~~2013,~~- ~~Deer~~REVOLVING ~~Valley~~CREDIT ~~renewed~~LOANS its $5,000,000 Revolving Credit Loan and Security Agreement with its primary bank, used for display model financing for dealers of the products produced by DVH (the “Display Model LOC”). The Display Model LOC has a two year term and has a variable interest rate at 4.00% above LIBOR or 4.15580% at September 27, 2014. As of September 27, 2014, the Company had no outstanding balance under the revolving credit loan.

Effective September 10, 2013, Deer Valley renewed its $35,000,000 Revolving Credit Loan and Security Agreement with ~~its~~Fifth ~~primary~~Third ~~bank~~Bank, used for ~~short~~display ~~term~~model ~~working capital~~ financing, ~~letters~~for dealers of ~~credit and as a bridge loan on financing~~ the ~~sale~~products ofproduced ~~retail units~~ by DVH (the “~~Working~~Display ~~Capital~~ Model LOC”). The ~~Working~~Display ~~Capital~~Model LOC has a two year term and has a variable interest rate at 24.5000% above LIBOR or 24.~~6570~~179% and 4.154% at ~~September~~March 28, 2015 and December 27, 2014, respectively. As of ~~September~~March 28, 2015 and December 27, 2014, the Company had anno outstanding balance ~~of $700,000~~ under the revolving credit loan.

OnEffective ~~April~~September 1210, 2013, Deer Valley ~~entered~~renewed ~~into~~its ~~a $2,500,000~~ Revolving Credit Loan and Security Agreement with ~~its~~Fifth ~~primary~~Third ~~bank~~Bank, used for ~~funding~~short ~~“construction-to-permanent~~term ~~loans”~~working capital ~~prior~~financing, toletters of credit and as a bridge loan on financing the ~~issue~~sale of retail units by DVH (the “Working Capital LOC”). The Working Capital LOC has a ~~certificate~~two ofyear ~~occupancy~~term and ~~ultimate~~has ~~resale~~a ofvariable ~~the~~interest ~~loan~~rate toat ~~either~~2.50% ~~private~~above LIBOR or ~~government~~2.679% and ~~controlled~~2.654% ~~long~~at ~~term~~March 28, ~~financing~~2015 ~~entities~~and December 27, 2014, respectively. OnAs ~~August~~of March 1928, 2015 and December 27, 2014, the Company ~~closed~~had ~~the~~no ~~Loan~~outstanding ~~Facility~~balance ~~used~~under ~~for~~the ~~funding~~revolving ~~“construction-to-permanent~~credit ~~loans”~~loan.

~~The~~Effective ~~amount~~April 12, ~~available~~2013 ~~under~~Deer ~~the~~Valley ~~revolving~~entered ~~credit~~into ~~loans~~a isRevolving Credit Loan and Security Agreement with its primary bank, used for funding ~~equal~~“construction-to-permanent loans” prior to the ~~lesser~~issue of ~~$8,000,000~~a orcertificate anof ~~amount~~occupancy ~~based~~and onultimate ~~defined~~resale ~~percentages~~ of ~~accounts~~the ~~receivable~~loan ~~and~~to ~~inventories~~either ~~reduced~~a byprivate ~~any~~or ~~outstanding~~government ~~letters~~controlled oflong ~~credit~~term financing entities. AtOn ~~September~~August 2729, 2014, ~~$3,479,453 was available under~~ the ~~revolving~~Company ~~credit~~closed ~~loans~~the ~~after~~Loan ~~deducting~~Facility ~~letters~~used offor ~~credit~~funding of“construction-to-permanent ~~$65,000~~loans”.

InThe ~~addition~~amount toavailable under the revolving ~~line~~credit ofloans ~~credit~~is ~~described~~equal into the ~~preceding paragraph, DVH, during its normal~~lesser ~~course~~ of ~~business~~$8,000,000 isor ~~required~~an toamount ~~issue~~based ~~irrevocable~~on ~~standby~~defined ~~letters~~percentages of ~~credit~~accounts inreceivable ~~the~~and ~~favor~~inventories ofreduced ~~independent~~by ~~third~~any ~~party~~outstanding ~~beneficiaries~~letters toof ~~cover obligations under insurance policies~~credit. AsAt ~~of September~~March 2728, ~~2014~~2015, no$3,605,535 ~~amounts~~was ~~had~~available ~~been~~under ~~drawn~~the onrevolving ~~the~~credit ~~above irrevocable~~loans after deducting letters of credit byof ~~the beneficiaries~~$65,000.

~~NOTE~~In 8addition -to ~~LONG_TERM~~the ~~DEBT~~revolving line of credit described in the preceding paragraph, DVH, during its normal course of business, is required to issue irrevocable standby letters of credit in the favor of independent third party beneficiaries to cover obligations under insurance policies. As of March 28, 2015, no amounts had been drawn on the above irrevocable letters of credit by the beneficiaries.

OnNOTE ~~May 26,~~8 ~~2006,~~- ~~DVH~~LONG-TERM ~~entered~~DEBT into a Loan Agreement with Fifth Third Bank (the “Lender”) providing for a loan of Two Million Dollars ($2,000,000) (the “Loan”) evidenced by a promissory note and secured by a first mortgage on DVH’s properties in Guin, Alabama and Sulligent, Alabama, including the structures and fixtures located thereon, as well as DVH’s interest in any lease thereof. The Loan had a term from May 26, 2006 through June 1, 2011 and has a variable interest rate at 2.25% above LIBOR. There is no prepayment penalty. Future advances are available under the Loan Agreement, subject to approval by the Lender. Also on May 26, 2006, the Company and DVH guaranteed the Loan. Should Deer Valley default, thereby triggering acceleration of the Loan, the Company would become liable for payment of the Loan. On June 1, 2011 Fifth Third Bank agreed to extend the maturity date on the loan until an amendment to the loan agreement could be finalized.

On ~~July~~May 826, ~~2011~~2006, DVH ~~and the Lender~~ entered into ~~that~~a ~~certain Amendment to~~ Loan Agreement ~~effective~~with ~~June 1,~~Fifth ~~2011,~~Third ~~pursuant~~Bank to(the ~~which,~~“Lender”) ~~among~~providing ~~matters,~~for (a~~) DVH~~ ~~made~~loan aof ~~cash~~Two ~~payment~~Million Dollars to($2,000,000) ~~reduce~~ (the ~~outstanding~~“Loan”) ~~principal~~evidenced ~~balance~~by ofa ~~the~~promissory ~~Real~~note ~~Estate~~and ~~Loan~~secured ~~to $1,256,000,~~by ~~(b) the~~a ~~term~~first ofmortgage ~~the~~on ~~Real~~DVH’s ~~Estate~~properties ~~Loan~~in ~~was~~Guin, ~~extended~~Alabama toand ~~June 1~~Sulligent, ~~2016~~Alabama, ~~and~~including ~~(c)~~ the ~~variable~~structures ~~interest~~and ~~rate~~fixtures ~~was~~located ~~set~~thereon, atas ~~400~~well ~~basis~~as ~~points~~DVH’s interest ~~(4.00%) above~~in ~~the~~any ~~One-Month~~lease ~~LIBOR-Index Rate~~thereof. The ~~Real~~Loan ~~Estate~~had ~~Loan~~a isterm ~~guaranteed~~from byMay 26, ~~DVC and~~2006 ~~DVFC~~through June 1, 2011.

FEffective June 1, 2011, DVH and the Lender entered an amendment that extended the term of the Real Estate Loan to June 1, 2016. The Loan has a variable interest rate at 4.00% above the One-8Month LIBOR-Index Rate. The Company, DVH and DVFC are guarantors on the Loan.

~~Table~~F-8 ~~of Contents~~

NOTETable 9of – INCOME TAXES Contents

~~Income~~NOTE ~~Taxes:~~9 - INCOME TAXES

~~The~~Income ~~components of the provision for income taxes are as follows~~Taxes:

	Nine months ended
	September 27, 2014
	(unaudited)
Current income tax (benefit)	$	(30,288	)
Deferred income tax expense		227,829
Total income tax expense	$	197,541

The components of the provision for income taxes are as follows:

The items accounting for the difference between income taxes computed at the federal statutory rate and the provision for income taxes are as follows:


	Three months ended March 28, 2015

Current income tax (benefit)	$	(61,565	)
Deferred income tax expense		60,073

Total income tax benefit	$	(1,492	)

	Nine months ended
	September 27, 2014
	(unaudited)
	Amount			Impact onRate
Income tax expense at federal rate	$	152,003			34.00	%
State tax expense, net of Federal effect		18,893			4.23	%
Permanent Differences:
Meals and entertainment		17,168			3.84	%
Officer’s life insurance		1,003			0.22	%
Total permanent differences		18,171			4.06	%
Prior period over/under accrual		8,475			1.90	%
Rounding		(1	)		0.00	%
Total income tax (benefit)	$	197,541			44.19	%

The items accounting for the difference between income taxes computed at the federal statutory rate and the provision for income taxes are as follows:

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s net deferred income taxes are as follows:


	Three months ended March 28, 2015
	Amount			Impact on Rate
Income tax (benefit) at federal rate	$	(8,994	)		34.00	%

State tax benefit, net of Federal effect		(1,118	)		4.23	%

Permanent Differences:
Meals and entertainment		8,287			-31.32	%
Officer’s life insurance		334			-1.26	%

Total permanent differences		8,621			-32.58	%


Rounding		(1	)		0.00	%

Total income tax (benefit)	$	(1,492	)		5.65	%

	September 27, 2014
	(unaudited)
Current Deferred Tax Assets:
Warranty reserve	$	460,623
Repurchase reserve		77,960
Loan loss reserve		50,068
Allowance for doubtful accounts		7,072
Inventory reserve		4,137
Total Current Deferred Tax Asset		599,860
Non-Current Deferred Tax Assets:
Goodwill impairment		1,523,636
Total Non-Current Deferred Tax Assets		1,523,636
Current Deferred Tax Liability:
Prepaid insurance		(48,544	)
Total Current Deferred Tax Liability		(48,544	)
Non-Current Deferred Tax Liability:
Accelerated depreciation		(122,379	)
Sale of assets		8,468
Total Non-Current Deferred Tax Liability		(113,911	)
Total Deferred Tax Assets (Liabilities) - Net	$	1,961,041

NOTE 10 - COMMITMENTS AND CONTINGENCIES


	March 28, 2015

Current deferred tax assets:
Warranty reserve	$	475,914
Repurchase reserve		80,158
Loan loss reserve		37,595
Allowance for doubtful accounts		7,072
Inventory reserve		9,318

Total current deferred tax asset		610,057


Non-current deferred tax assets:
Goodwill impairment		1,494,838

Total non-current deferred tax assets		1,494,838


Current deferred tax liabilities:
Prepaid insurance		(76,803	)

Total current deferred tax liabilities		(76,803	)


Non-current deferred tax liability:
Accelerated depreciation		(78,168	)
Sale of assets		8,468

Total non-current deferred tax liability		(69,700	)



Total deferred tax assets (liabilities) - net	$	1,958,392

~~Litigation~~NOTE 10 - ~~The~~COMMITMENTS ~~Company~~AND inCONTINGENCIES the normal course of business is subject to claims and litigation. Management of the Company is of the opinion that, based on information available, such legal matters will not ultimately have a material adverse effect on the financial position or results of operation of the Company.

~~Reserve~~Litigation ~~for~~- ~~Repurchase~~The ~~Commitments~~Company – DVH is contingently liable under the terms of repurchase agreements with financial institutions providing inventory financing for retailers of DVH’s products. These arrangements, which are customary in the ~~industry,~~normal ~~provide~~course ~~for the repurchase~~ of ~~products~~business ~~sold to retailers in the event of default by the retailer. The risk of loss under these agreements~~ is ~~spread~~subject ~~over numerous retailers. The price DVH is obligated~~ to ~~pay~~claims ~~generally declines over the period of the agreement (typically 18 to 24 months)~~ and ~~the~~litigation. ~~risk~~Management of ~~loss is further reduced by~~ the ~~sale value of repurchased homes. The maximum amount for which the~~ Company is ~~contingently liable under repurchase agreements is approximately $6,800,000 at September 27, 2014. As~~ of ~~September 27, 2014~~ the ~~Company~~opinion ~~reserved $203~~that,~~945~~ ~~for future repurchase losses,~~ based on ~~prior~~ ~~experience~~information ~~and~~available, ansuch ~~evaluation~~legal ofmatters ~~dealers’~~will ~~financial conditions. DVH to date has~~ not ~~experienced~~ultimately ~~significant~~have ~~losses~~a ~~under~~material ~~these~~adverse ~~agreements,~~effect ~~and~~on ~~management~~the ~~does~~financial ~~not~~position ~~expect~~or ~~any~~results ~~future~~of ~~losses~~operation toof ~~have a material effect on~~ the ~~accompanying financial statements~~Company.

FReserve for Repurchase Commitments -9 DVH is contingently liable under the terms of repurchase agreements with financial institutions providing inventory financing for retailers of DVH’s products. These arrangements, which are customary in the industry, provide for the repurchase of products sold to retailers in the event of default by the retailer. The risk of loss under these agreements is spread over numerous retailers. The price DVH is obligated to pay generally declines over the period of the agreement (typically 18 to 24 months) and the risk of loss is further reduced by the sale value of repurchased homes. The maximum amount for which the Company is contingently liable under repurchase agreements is approximately $6,990,000 at March 28, 2015. As of March 28, 2015 the Company reserved $209,695 for future repurchase losses, based on prior experience and an evaluation of dealers’ financial conditions. DVH to date has not experienced significant losses under these agreements, and management does not expect any future losses to have a material effect on the accompanying financial statements.

~~Table~~F-9 ~~of Contents~~

NOTETable 11of - EQUITY TRANSACTIONS Contents

~~Common~~NOTE ~~Stock~~11 ~~Dividends~~- –EQUITY ~~There~~TRANSACTIONS ~~were no dividends paid during the nine month period ended September 27, 2014.~~

~~Treasury~~Common Stock –Dividends ~~Pursuant~~- toThere awere ~~common~~no ~~stock~~dividends ~~repurchase~~paid ~~program approved by our Board of Directors, a total of 38,060 shares were purchased~~ during the ~~nine~~three month period ended ~~September~~March 2728, ~~2014 at a cost of $24,534 and recorded as treasury stock~~2015.

~~NOTE~~Treasury 12Stock –- ~~SEGMENT~~There ~~INFORMATION~~were no treasury stock purchases during the three month period ended March 28, 2015.

~~Our~~NOTE ~~business~~12 ~~segments consist of factory~~-~~built~~ ~~housing~~SEGMENT ~~and~~INFORMATION financial services. Our chief decision making officer considers income from operations as the basis to measure segment profitability. The following table summarizes net sales, income from operations, and identifiable assets by segment for the three and nine month periods ended September 27, 2014 and September 28, 2013.

	For The Three Months Ended						For The Nine Months Ended
	September 27,			September 28,			September 27,			September 28,
	2014			2013			2014			2013
	(unaudited)			(unaudited)			(unaudited)			(unaudited)
Revenues from external customers
Factory-built housing	$	8,387,621		$	7,114,025		$	21,278,948		$	19,422,391
Financial services		85,928			171,447			310,904			541,109
Total revenues	$	8,473,549		$	7,285,472		$	21,589,852		$	19,963,500
Income (loss) from operations
Factory-built housing	$	585,394		$	362,244		$	678,464		$	709,588
Financial services		60,398			130,231			209,196			358,900
General corporate expenses		(135,609	)		(109,155	)		(414,495	)		(445,796	)
Total income (loss) from operations	$	510,183		$	383,320		$	473,165		$	622,692
Identifiable assets by segment
Factory-built housing	$	11,277,122		$	9,904,826
Financial Services		4,219,383			6,675,761
Other		158,813			83,490
	$	15,655,318		$	16,664,077

Our business segments consist of factory-built housing and financial services. Our chief decision making officer considers income (loss) from operations as the basis to measure segment profitability. The following table summarizes net sales, income (loss) from operations, and identifiable assets by segment for the three month period ended March 28, 2015 and March 29, 2014.

NOTE 13 – SUBSEQUENT EVENTS


	March 28, 2015			March 29, 2014

Revenues from external customers
Factory-built housing	$	6,232,907		$	5,071,726
Financial Services		80,472			125,345

Total Revenues	$	6,313,379		$	5,197,071


Income from operations
Factory-built housing	$	(7,661	)	$	(331,375	)
Financial services		52,315			(18,246	)
General corporate expenses		(63,665	)		(181,749	)

Total Income from operations	$	(19,011	)	$	(531,370	)


Identifiable assets by segment
Factory-built housing	$	10,672,803		$	9,522,508
Financial Services		3,905,172			5,494,265
Other		82,381			85,146

	$	14,660,356		$	15,101,919

OnNOTE ~~September 3,~~13 ~~2014,~~- ~~Peerless~~SUBSEQUENT ~~Systems~~EVENTS Corporation, a Delaware corporation (“Peerless”), Vicis Capital Master Fund, a Cayman Island unit trust managed by Vicis Capital, LLC (“Vicis”), and the Company entered into a Stock Purchase Agreement (the “SPA”). The transaction described in the SPA closed, and the consummation of the transaction described in the SPA occurred, effective as of October 6, 2014.

~~Pursuant~~Effective toas ~~the~~of ~~terms~~April 15, ~~and~~2015, ~~conditions~~each of ~~the~~Timothy ~~SPA~~E. Brog, ~~(a) Vicis~~Kevin ~~sold to~~A. ~~Peerless~~Cavanaugh, and ~~Peerless~~Julius ~~purchased~~Bloomston ~~from~~resigned ~~Vicis,~~as ~~12,310,458~~a ~~shares~~director of the Company’s. ~~common~~The ~~stock~~resignations ~~for~~of aMessrs. ~~purchase~~Brog, ~~price of $3~~Cavanaugh,~~600,000,~~ and ~~(b) the~~Bloomston ~~Company~~are ~~sold~~not tothe ~~Peerless,~~result ~~and~~of ~~Peerless~~any ~~purchased~~disagreement ~~from~~with the Company, ~~126,000~~on ~~shares~~any ofmatter relating to the Company’s ~~common~~operations, ~~stock~~policies ~~for~~or apractices. ~~purchase~~Messrs. ~~price~~Brog ofand ~~$81,900.~~Bloomston ~~The~~were ~~purchased~~members ~~shares~~of the ~~represent~~Audit ~~approximately~~Committee ~~eighty~~of ~~percent~~the ~~(80%)~~ board of directors of the Company’s ~~issued~~at ~~and~~the ~~outstanding~~time ~~shares~~ of ~~common~~their ~~stock~~resignation.

~~F-10~~By resolution of the Board of Directors at a meeting on April 21, 2015, the remaining directors appointed and elected Tony Bonidy, Lodovico de Visconti, and Ron Frank to fill the vacancies created by the resignations of Messrs. Brog, Cavanaugh, and Bloomston. Mr. Bonidy was appointed to the Company’s Compensation Committee and Nominating Committee. Mr. de Visconti was appointed to the Company’s Audit Committee. Mr. Frank was appointed to the Company’s Audit Committee and Compensation Committee. Each of Messrs. Bonidy’s and de Visconti’s acceptance of the appointments is effective as of April 21, 2015. Mr. Frank’s acceptance of the appointment is subject to review by his law firm.

~~Table~~There are no arrangements, understandings or any material plans, contracts or arrangements regarding Messrs. Bonidy, de Visconti, and Frank that require disclosure. There are no transactions, during the last two (2) fiscal years, and there are no proposed transactions to which the Company or its subsidiaries was or is to become a party, and the amount involved exceeds $120,000.00, in which Messrs. Bonidy, de Visconti, and Frank, the new directors, or members of ~~Contents~~their immediate families had, or is to have, a direct or indirect material interest.

~~Item~~F-10 ~~2. Management’s Discussion and Analysis~~

CautionaryTable Noticeof Regarding Forward Looking Statements Contents

WeItem ~~desire to take advantage of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995~~2. ~~This filing contains a number of forward-looking statements which reflect management~~Management’s ~~current~~Discussion ~~views~~ and expectations with respect to our business, strategies, products, future results and events, and financial performance. All statements made in this filing other than statements of historical fact, including statements addressing operating performance, events, or developments which management expects or anticipates will or may occur in the future, including statements related to distributor channels, volume growth, revenues, profitability, new products, adequacy of funds from operations, statements expressing general optimism about future operating results, and non-historical information, are forward looking statements. In particular, the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “may,” variations of such words, and similar expressions identify forward-looking statements, but are not the exclusive means of identifying such statements, and their absence does not mean that the statement is not forward-looking. These forward-looking statements are subject to certain risks and uncertainties, including those discussed below. Our actual results, performance or achievements could differ materially from historical results as well as those expressed in, anticipated, or implied by these forward-looking statements. We do not undertake any obligation to revise these forward-looking statements to reflect any future events or circumstances. Analysis

~~Readers~~Cautionary ~~should~~Notice ~~not~~Regarding ~~place~~Forward ~~undue~~Looking ~~reliance on these forward-looking statements, which are based~~Statements on management’s current expectations and projections about future events, are not guarantees of future performance, are subject to risks, uncertainties and assumptions (including those described below), and apply only as of the date of this filing. Our actual results, performance or achievements could differ materially from the results expressed in, or implied by, these forward-looking statements. Factors which could cause or contribute to such differences include, but are not limited to, risks discussed in our Annual Report on Form 10-K. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

~~Overview~~We desire to take advantage of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. This filing contains a number of forward-looking statements which reflect management’s current views and expectations with respect to our business, strategies, products, future results and events, and financial performance. All statements made in this filing other than statements of historical fact, including statements addressing operating performance, events, or developments which management expects or anticipates will or may occur in the future, including statements related to distributor channels, volume growth, revenues, profitability, new products, adequacy of funds from operations, statements expressing general optimism about future operating results, and non-historical information, are forward looking statements. In particular, the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “may,” variations of such words, and similar expressions identify forward-looking statements, but are not the exclusive means of identifying such statements, and their absence does not mean that the statement is not forward-looking. These forward-looking statements are subject to certain risks and uncertainties, including those discussed below. Our actual results, performance or achievements could differ materially from historical results as well as those expressed in, anticipated, or implied by these forward-looking statements. We do not undertake any obligation to revise these forward-looking statements to reflect any future events or circumstances.

~~The~~Readers ~~Company,~~should ~~through~~not ~~its~~place ~~wholly owned~~undue ~~subsidiaries~~reliance ~~Deer~~on ~~Valley~~these ~~Homebuilders,~~forward-looking ~~Inc. (“DVH”)~~statements, ~~Deer~~which ~~Valley~~are ~~Financial~~based on ~~Corp~~management’s ~~(“DVFC”)~~current expectations and ~~Deer~~projections ~~Valley~~about ~~Home~~future ~~Repair~~events, ~~Services~~are not guarantees of future performance, ~~Inc.~~are ~~(DVHRS)~~subject to risks, ~~designs~~uncertainties and ~~manufactures~~assumptions ~~factory~~(including ~~built~~those ~~homes~~described below), ~~provides~~and ~~dealer~~apply ~~inventory-secured financing~~only ~~for~~as ~~our~~of ~~factory~~the ~~built~~date ~~homes~~of ~~and~~this filing. ~~provides~~Our ~~warranty~~actual ~~and~~results, ~~repair~~performance ~~services~~or ~~for~~achievements ~~our~~could ~~factory~~differ ~~built~~materially ~~homes.~~from ~~The~~the ~~Company’s~~results ~~manufacturing~~expressed ~~plant~~in, ~~located~~or inimplied ~~Guin~~by, ~~Alabama,~~these ~~produces~~forward-looking ~~homes~~statements. Factors which ~~are~~could ~~marketed~~cause inor 14contribute ~~states~~to ~~through~~such adifferences ~~network~~include, ~~of independent~~but ~~dealers,~~are ~~builders~~not limited to, ~~developers~~risks ~~and~~discussed ~~government~~in ~~agencies~~our ~~located~~Annual ~~primarily~~Report inon ~~the~~Form ~~southeastern~~10-K. ~~and~~We ~~south~~undertake ~~central~~no ~~regions~~obligation ofto ~~the~~publicly ~~United~~update ~~States.~~or ~~Inventory~~revise any forward-~~secured~~looking ~~loan~~statements, ~~financing~~whether isas ~~offered~~a toresult ~~qualified~~of ~~retail~~new ~~dealers~~information, ~~and~~future ~~developers~~events, ~~through DVFC~~or otherwise.

~~Our~~Overview business segments consist of factory-built housing and financial services. Our financial services provide qualified independent retail dealers and developers with inventory-secured financing for homes the Company produces. The Company does not maintain separate operating segments for regions and does not separately report financial information by geographic sales area because they are similar products using similar production techniques and sold to the same class of customer. See Note 12 - Segment Information of the Notes to Condensed Consolidated Financial Statements for information on our net sales, income (loss) from operations, and identifiable assets by segment for the three and nine month periods ended September 27, 2014 and September 28, 2013.

~~Industry~~The Company, through its wholly owned subsidiaries Deer Valley Homebuilders, Inc. (“DVH”), Deer Valley Financial Corp (“DVFC”) and Deer Valley Home Repair Services, Inc. (DVHRS), designs and manufactures factory built homes and provides dealer inventory-secured financing for our factory built homes. The Company’s ~~Outlook~~manufacturing plant located in Guin, Alabama, produces homes which are marketed in 14 states through a network of independent dealers, builders, developers and government agencies located primarily in the southeastern and south central regions of the United States. Inventory-secured loan financing is offered to qualified retail dealers and developers, through DVFC.

AsOur abusiness ~~result of~~segments ~~the~~consist ~~“great~~of ~~recession”, the~~ factory-built housing ~~industry~~and financial services. Our financial services provide qualified independent retail dealers and developers with inventory-secured financing for homes the Company ~~continue~~produces. toThe ~~operate~~Company atdoes ~~historically~~not ~~low~~maintain ~~production~~separate operating segments for regions and ~~shipment~~does ~~levels.~~not ~~According~~separately toreport ~~data~~financial ~~provided~~information by ~~the~~geographic ~~Manufactured~~sales ~~Housing~~area ~~Institute~~because ~~(“MHI”), our~~they ~~industry~~are ~~shipped~~similar ~~approximately~~products ~~60,000~~using ~~HUD~~similar ~~code~~production ~~homes~~techniques ~~during~~and ~~the~~sold ~~calendar~~to ~~year~~the ~~2013,~~same ~~compared~~class toof ~~approximately~~customer. ~~55,000~~See ~~homes~~Note ~~shipped~~12 in- ~~2012~~Segment ~~and~~Information ~~52,000~~of ~~homes~~the ~~shipped~~Notes into ~~2011.~~Condensed ~~From~~Consolidated ~~January~~Financial toStatements ~~August~~for ~~2014,~~information ~~industry~~on ~~HUD~~our ~~code~~net ~~shipments~~sales, ~~were~~income ~~approximately~~(loss) from 42operations,~~000~~ ~~units;~~and anidentifiable ~~approximately~~assets 6by ~~percent~~segment ~~increase~~for ~~from~~ the ~~same~~three ~~period~~month aperiods ~~year~~ended ~~ago~~March 28, 2015 and March 29, 2014.

-Industry 1and -Company Outlook

~~Table~~Although, the factory-built housing industry continues to operate at historically low production and shipment levels, 2014 represented the fourth consecutive year of ~~Contents~~growth for industry shipments of HUD code homes. According to data provided by the Manufactured Housing Institute (“MHI”), our industry shipped approximately 64,000 HUD code homes during the calendar year 2014, compared to approximately 60,000 HUD code manufactured homes for the calendar year 2013.

While we are encouraged by the ~~modest~~positive ~~improvement~~trends in shipments of HUD code homes, ~~during~~much ~~the~~of ~~most recent three years,~~ the ~~manufactured~~increase ~~housing~~in industry ~~and~~shipments ~~the~~has ~~Company~~been ~~continue~~outside ~~to struggle to sell homes due to ongoing economic challenges. Low consumer confidence levels and high unemployment and underemployment rates are two~~ of the ~~most significant~~Company’s ~~challenges~~core ~~affecting~~market ~~buyers~~ of ~~factory-built~~six ~~homes.~~states ~~Low~~located ~~consumer~~in ~~confidence regarding~~ the ~~outlook~~south ~~for~~central ~~jobs~~region ~~is not conducive for potential customers to commit to a home purchase. Historically, lower-income households are among the largest segments~~ of ~~new factory-built home purchasers. Lower-income households are particularly affected by high unemployment and underemployment rates.~~

~~Sales activity for the Company and our industry appear to be showing signs of improvement; however, a revival faces multiple obstacles, including competition from distressed sales of site~~-~~built~~ ~~homes,~~1 ~~historically low interest rates resulting in record affordability of site~~-~~built~~ homes, restrictive underwriting guidelines, inconsistent appraisal processes and an undeveloped secondary market for manufactured home loans. We believe the key to full recovery in our industry depends on improved consumer confidence levels and an increased availability of consumer financing for the retail purchase of manufactured homes.

TheTable Company’s executives continue to focus on challenges faced by our industry and the general economy. As part of the Company’s strategic plan, management seeks to identify niche market opportunities where our custom building capabilities provide us with a competitive advantage. The Company continues to focus on the production of custom built, energy efficient, “heavy built homes” and has intensified efforts in innovative exterior elevations to meet the needs of homeowners and dealers. The Company continues to focus on operating activities to improve manufacturing efficiencies and maintaining a conservative cost structure. The Company continuously looks for new market opportunities and ways to expand our product offering by developing innovative product designs and production methods. Contents

On the ~~September 3,~~country. ~~2014,~~Approximately ~~Peerless~~82% ~~Systems~~of ~~Corporation,~~the aCompany’s ~~Delaware~~shipments ~~corporation~~were ~~(“Peerless”),~~to ~~Vicis~~these ~~Capital~~six ~~Master~~core ~~Fund,~~market astates. ~~Cayman Island~~While ~~unit~~overall ~~trust~~industry ~~managed~~shipments byfor ~~Vicis~~the ~~Capital,~~calendar ~~LLC~~year ~~(“Vicis”)~~2014 increased approximately 6.8%, shipments ~~and~~in ~~the~~these six states increased approximately 1.4%. The manufactured housing industry and Company ~~entered~~home ~~into~~sales acontinue ~~Stock~~to ~~Purchase~~struggle ~~Agreement~~due ~~(the~~to ~~“SPA”)~~ongoing economic challenges. ~~The~~Low ~~transaction~~consumer ~~described~~confidence inlevels ~~the~~and ~~SPA~~high ~~closed,~~unemployment and ~~the~~underemployment rates ~~consummation~~are two of the ~~transaction~~most ~~described~~significant inchallenges affecting buyers of factory-built homes. Low consumer confidence regarding the ~~SPA~~ ~~occurred~~outlook for jobs is not conducive for potential customers to commit to a home purchase. Historically, ~~effective~~lower-income households asare among the largest segments of ~~October 6,~~new ~~2014~~factory-built home purchasers. Lower-income households are particularly affected by high unemployment and underemployment rates.

~~Pursuant~~We tobelieve ~~the~~our ~~terms~~market and ~~conditions~~housing ofin ~~the~~general ~~SPA,~~have ~~(a) Vicis~~reached ~~sold~~bottom and continue to ~~Peerless,~~show ~~and Peerless~~signs ~~purchased~~of ~~from~~improvement; ~~Vicis~~however, ~~12,310,458~~we ~~shares~~expect ofthat ~~the~~there ~~Company’s~~may be ~~common~~periods ~~stock~~of ~~for~~volatility ain ~~purchase~~the ~~price~~future. ofWe $3believe that,~~600,000,~~ ~~and~~as ~~(b) the~~employment ~~Company~~and ~~sold~~consumer toconfidence ~~Peerless~~levels improve, ~~and~~pent-up ~~Peerless~~demand ~~purchased~~will ~~from~~be ~~the~~released, ~~Company~~and, ~~126~~gradually,~~000~~ ~~shares~~more ofbuyers will enter the ~~Company’s~~market. ~~common stock~~We ~~for~~believe athe ~~purchase~~key ~~price~~to offull ~~$81,900.~~recovery ~~The~~in ~~purchased~~our ~~shares~~business depends ~~represent~~on ~~approximately~~these ~~eighty~~factors ~~percent~~as ~~(80%)~~ well as an increased availability of ~~the~~consumer ~~Company’s~~financing ~~issued~~for ~~and~~the ~~outstanding~~retail ~~shares~~purchase of ~~common~~manufactured ~~stock~~homes.

~~Manufacturing~~The Company’s ~~Operations~~executives continue to focus on challenges faced by our industry and the general economy. (i) As part of the Company’s strategic plan, management seeks to identify niche market opportunities where our custom building capabilities provide us with a competitive advantage. The Company continues to focus on the production of custom built, energy efficient, “heavy built homes” and has intensified efforts in innovative exterior elevations to meet the needs of homeowners and dealers. (ii) The Company continues to focus on operating activities to improve manufacturing efficiencies and maintaining a conservative cost structure. (iii) The Company continually looks for new market opportunities and expanding our product offering by developing innovative product designs and production methods.

WeEffective ~~produce~~as ~~all~~ of ~~our~~April 15, ~~factory-built~~2015, each ~~homes~~of atTimothy ~~our~~E. ~~plant in Guin~~Brog, ~~Alabama~~Kevin A. ~~During~~Cavanaugh, ~~the~~and ~~quarter~~Julius ~~ended~~Bloomston ~~September 27,~~resigned ~~2014,~~as ~~our~~a ~~plant~~director ~~was~~of ~~staffed~~the ~~for~~Company. aThe ~~single~~resignations ~~shift;~~of 40Messrs. ~~hour~~Brog, ~~work~~Cavanaugh, ~~week~~ and ~~producing~~Bloomston anare ~~average~~not 19the ~~“floors”~~result ~~per~~of ~~week~~any ordisagreement ~~53%~~with ofthe ~~our~~Company ~~maximum capacity~~on ofany amatter ~~single~~relating ~~shift~~to the Company’s operations, 40policies ~~hour~~or ~~work~~practices. ~~week~~Messrs. AsBrog ofand ~~September 27,~~Bloomston ~~2014,~~were ~~our~~members ~~backlog~~ of ~~orders~~the ~~stood~~Audit atCommittee ~~approximately~~of ~~$2,625,000.~~the Weboard ~~have~~of ~~one~~directors ~~idle~~of ~~plant~~the ~~located~~Company inat ~~Sulligent,~~the ~~Alabama~~time of their resignation.

~~When~~By ~~evaluating~~resolution of the ~~Company’s~~Board ~~operating~~of ~~performance~~Directors at a meeting on April 21, 2015, the ~~key~~remaining ~~performance~~directors ~~indicators~~appointed ~~management~~and ~~examines~~elected ~~are~~Tony ~~(1) the Company’s~~Bonidy, ~~production~~Lodovico ~~rate~~de Visconti, inand ~~“floors”~~Ron ~~produced~~Frank ~~per~~to ~~day,~~fill ~~(2)~~ the ~~cost~~vacancies created by the resignations of ~~sales~~Messrs. Brog, ~~(3)~~Cavanaugh, and Bloomston. Mr. ~~the~~Bonidy ~~size~~was ofappointed to the Company’s ~~sales~~Compensation ~~backlog,~~Committee and ~~(4) market~~Nominating ~~penetration~~Committee. ofMr. de Visconti ~~underserved~~was ~~markets.~~appointed ~~For~~to ~~more~~the ~~information~~Company’s onAudit ~~these~~Committee. ~~performance~~Mr. Frank ~~indicators, please~~was ~~see~~appointed to the ~~attached~~Company’s ~~financial~~Audit ~~statements~~Committee and ~~notes~~Compensation ~~thereto~~Committee. Each of Messrs. Bonidy’s and ~~the~~de ~~section~~Visconti’s acceptance of the ~~Company~~appointments is effective as of April 21, 2015. Mr. Frank’s ~~Annual~~acceptance ~~Report~~of onthe ~~Form~~appointment ~~10-K~~is ~~titled~~subject ~~“Description~~to ofreview ~~Business~~by his law firm.”

~~Financial~~There ~~Operations~~are no arrangements, understandings or any material plans, contracts or arrangements regarding Messrs. Bonidy, de Visconti, and Frank that require disclosure. There are no transactions, during the last two (2) fiscal years, and there are no proposed transactions to which the Company or its subsidiaries was or is to become a party, and the amount involved exceeds $120,000.00, in which Messrs. Bonidy, de Visconti, and Frank, the new directors, or members of their immediate families had, or is to have, a direct or indirect material interest.

~~The~~Manufacturing ~~Company~~Operations offers inventory-secured financing for its products to a limited number of qualified retail dealers and developers. Products shipped to dealers under the Company’s inventory-secured financing program are recorded by the Company as sales and the dealers obligations to the Company are reflected as inventory finance notes receivable.

-We 2produce all of our factory-built homes at our plant in Guin, Alabama. During the quarter ended March 28, 2015, our plant was staffed for a single shift; 40 hour work week and producing on average 16 “floors” per week or 44% of our maximum capacity of a single shift, 40 hour work week. As of March 28, 2015, our backlog of orders stood at approximately $1,965,000 or approximately 15 days at our current production rate. We have one idle plant located in Sulligent, Alabama.

~~Table~~When evaluating the Company’s operating performance, the key performance indicators management examines are (1) the Company’s production rate, in “floors” produced per day, (2) the cost of ~~Contents~~sales, (3) the size of the Company’s sales backlog, and (4) the prevailing market conditions. For more information on these performance indicators, please see the attached financial statements and notes thereto and the section of the Company’s Annual Report on Form 10-K titled “Description of Business.”

~~Finance contracts require periodic installments of principal and interest over periods of up to twenty~~-~~four~~ ~~months.~~2 ~~These notes are secured by a first priority secured interest in the inventory collateral and other security depending on borrower circumstances. Dealers who sell products utilizing inventory~~-~~secured~~ financing are required to make immediate payment for those products to the Company upon sale to the retail customer. This type of inventory-secured financing accounts for approximately, 22% of the Company’s sales for the three month period ending September 27, 2014 compared to 30% of the Company’s sales for the three month period ended September 28, 2013.

AlthoughTable inventory-secured financing continues to be somewhat restrictive for the industry’s wholesale distribution chain, recently third party lenders have introduced finance programs. The increased third party lending has allowed the Company to begin to reduce its capital commitment in direct inventory-secured financing. Nevertheless, until greater access to credit for inventory financing becomes available, the Company’s participation in inventory-secured financing is still needed to maintain a portion of our distribution base. Contents

~~On April 11, 2014, the Company elected not to renew its agreement with CIS~~ Financial ~~Services,~~Operations Inc. Under this agreement the Company had provided on a revolving basis, 80% of the funding for “construction-to-permanent loans” prior to the issue of a certificate of occupancy and ultimate resale of the loan to either private or government controlled long term financing entities.

~~Results~~The Company offers inventory-secured financing for its products to a limited number of ~~Operations~~qualified retail dealers and developers. Products shipped to dealers under the Company’s inventory-secured financing program are recorded by the Company as sales and the dealers obligations to the Company are reflected as inventory finance notes receivable.

~~The~~Finance ~~following~~contracts ~~discussion~~require ~~examines~~periodic ~~the~~installments ~~results~~ of ~~the~~principal ~~Company’s operations for the three~~ and ~~nine~~interest ~~month~~over periods ~~ended~~of ~~September 27, 2014.~~up ~~This~~to ~~discussion~~twenty-four ofmonths. ~~our~~These ~~financial~~notes ~~condition~~are ~~and~~secured ~~results~~by a offirst ~~operations~~priority ~~should~~secured beinterest ~~read~~ in ~~conjunction~~the ~~with~~inventory ~~our~~collateral ~~condensed~~and ~~consolidated~~other ~~financial~~security ~~statements~~depending ~~and~~on ~~notes~~borrower tocircumstances. ~~the~~Dealers ~~consolidated~~who ~~financial~~sell ~~statements,~~products ~~included~~utilizing ~~herewith.~~inventory-secured ~~This~~financing ~~discussion should~~are ~~not~~required ~~be construed~~ to ~~imply~~make ~~that~~immediate ~~the~~payment ~~results~~for ~~discussed~~those ~~herein~~products ~~will~~to ~~necessarily~~the Company ~~continue~~upon ~~into~~sale to the ~~future,~~retail orcustomer. ~~that~~This ~~any~~type ~~conclusion~~of ~~reached~~inventory-secured ~~herein~~financing ~~will~~accounts ~~necessarily~~for beapproximately, ~~indicative~~21% of ~~actual~~the ~~operating~~Company’s ~~results~~sales infor the ~~future.~~three ~~Such~~month ~~discussion~~period ~~represents only~~ending ~~the~~March 28, ~~best~~2015 ~~present~~compared ~~assessment~~to by37% ~~our~~of ~~management.~~the ItCompany’s issales ~~also~~for ~~imperative~~the three ~~that~~month ~~one~~period ~~read~~ended ~~our December~~March 2829, ~~2013 Annual Report on Form 10-K and subsequent filings on Form 8-K~~2014.

~~HISTORICAL~~Although ~~RESULTS~~inventory-secured –financing ~~THREE~~continues ~~AND~~to ~~NINE~~be ~~MONTH~~restrictive ~~PERIODS~~for ~~ENDED~~the ~~SEPTEMBER~~industry’s wholesale 27distribution chain, ~~2014~~recently ~~AND~~national lenders have introduced finance programs subject to less financial involvement of the manufacturer. The increased flexibility has allowed the Company to begin to reduce its involvement in direct inventory-secured financing. However, until greater access to credit for inventory financing becomes available participation in inventory-secured financing is still needed to maintain our distribution base.

~~SEPTEMBER~~On 28April 11, ~~2013~~2014, the Company did not renew its agreement with CIS Financial Services, Inc., to provide on a revolving basis, 80% of the funding for “construction-to-permanent loans” prior to the issue of a certificate of occupancy and ultimate resale of the loan to either private or government controlled long term financing entities.

~~Revenues.~~Results ~~Overall gross revenue for the three month period ended September 27, 2014 was $8,473,549 compared to $7,285,472 for the three month period ended September 27, 2013, representing an increase~~ of ~~$1,188,077,~~Operations or approximately 16.3%. Overall gross revenue for the nine month period ended September 27, 2014 was $21,589,852 compared to $19,963,500 for the nine month period ended September 28, 2013, representing an increase of $1,626,352, or approximately 8.1%. The increase in revenue for the three and nine month periods ended September 27, 2014 compared to the three and nine month period ended September 28, 2013, is primarily attributable to a product mix of larger homes with greater amenities. Although we remain cautiously optimistic, several challenges such as persistently high unemployment and underemployment levels, low consumer confidence levels and the restrictive mortgage lending environment continue to hinder a recovery in the housing market.

~~Gross~~The ~~Profit.~~following discussion ~~Gross~~examines ~~profit for~~ the ~~three~~results ~~month period ended September 28, 2014 was $1,735,369 or 20.5%~~ of ~~total~~the ~~revenue~~Company’s ~~compared~~operations ~~to $1,398,585 or 19.2% of total revenue~~ for the three month period ended ~~September~~March 28, ~~2013~~2015. ~~Gross~~This ~~profit~~discussion ~~for~~of ~~the~~our ~~nine~~financial ~~month~~condition ~~period~~and ~~ended~~results ~~September 27,~~of ~~2014~~operations ~~was~~should ~~$3,924,436~~be orread ~~18.2%~~in ofconjunction ~~total~~with ~~revenue~~our ~~compared~~condensed toconsolidated financial ~~$3,667,927~~statements orand ~~18.4%~~notes ofto ~~total revenue for~~ the ~~nine~~consolidated ~~month~~financial ~~period ended September 28~~statements, ~~2013~~included herewith. ~~For~~This ~~the~~discussion ~~three~~should ~~month~~not ~~period~~be ~~gross~~construed ~~profit~~to asimply athat ~~percentage~~the ofresults ~~sales~~discussed ~~increased~~herein ~~1.3%~~will ~~compared~~necessarily tocontinue into the ~~prior year~~future, ~~the~~or ~~increase~~that inany ~~gross~~conclusion ~~profit as a percentage of sales is attributable a~~reached ~~decrease~~herein inwill ~~raw~~necessarily ~~material~~be ~~cost~~indicative of ~~1.3%~~actual ~~and~~operating anresults ~~increase~~ in ~~efficiencies as a result of higher capacity utilization, which were partially offset by an increase in service and warranty cost of .85%. For~~ the ~~nine month period gross profit as a percentage of sales decreased 0~~future.2% ~~compared~~Such todiscussion ~~the~~represents ~~prior~~only ~~year,~~ the ~~decrease~~best inpresent ~~gross~~assessment ~~profit~~by asour amanagement. ~~percentage~~It ~~of sales~~ is ~~attributable~~also toimperative anthat ~~increase~~one inread ~~service~~our ~~and warranty cost~~December 27, ~~which~~2014 ~~were~~Annual ~~partially~~Report ~~offset~~on byForm ~~a decrease in raw material cost. The Company~~10-K ~~includes the following types of expenses in cost of sales: purchase~~ and ~~receiving~~subsequent ~~costs,~~filings ~~freight~~on ~~in,~~Form ~~direct labor, supply costs, warehousing, direct and indirect overhead costs, inspection, transfer, actual and accrued warranty, depreciation, and amortization costs~~8-K.

~~Selling,~~HISTORICAL ~~General,~~RESULTS ~~and~~– ~~Administrative~~THREE ~~Expenses.~~MONTH ~~Selling,~~PERIODS ~~general,~~ENDED ~~and~~MARCH ~~administrative expenses for the three month period ended September 27~~28, ~~2014~~2015 ~~were~~AND ~~$1,221,528~~MARCH ~~compared to $1~~29,~~013,018~~ ~~for the three month period ended September 28, 2013~~2014. ~~Selling, general, and administrative expenses for the nine month period ended September 27,~~

-Revenues. 3Overall -gross revenue for the three month period ended March 28, 2015 was $6,313,379 compared to $5,197,071 for the three month period ended March 29, 2014, representing an increase of $1,116,308, or approximately 21.5%. The increase in revenue for the three month period ended March 28, 2015 compared to the three month period ended March 29, 2014, is in part attributable to unusual harsh winter conditions during the three month period ended March 29, 2014 causing a disruption of business services and delivery of goods. Although we remain cautiously optimistic, several challenges such as persistently high unemployment levels, low consumer confidence levels, the restrictive mortgage lending environment and the threat of more foreclosures continue to hinder a recovery in the housing market.

~~Table~~Gross Profit. Gross profit for the three month period ended March 28, 2015 was $1,120,389 or 17.8% of ~~Contents~~total revenue compared to $670,256 or 12.9% of total revenue for the three month period ended March 29, 2014. The increase in gross profit of $450,133 is attributable to higher revenues, increased production efficiencies gained through greater utilization capacity and lower service and warranty cost. The Company includes the following types of expenses in cost of sales: purchase and receiving costs, freight in, direct labor, supply costs, warehousing, direct and indirect overhead costs, inspection, transfer, actual and accrued warranty, depreciation, and amortization costs.

Selling, General, and Administrative Expenses. Selling, general, and administrative ~~2014~~expenses for the three month period ended March 28, 2015 were $31,~~445~~139,~~486~~400 compared to $31,~~037~~201,~~249~~626 for the ~~nine~~three month period ended ~~September~~March 2829, ~~2013~~2014. The ~~increase~~decrease in selling, general and administrative expenses, ~~for~~of ~~the~~$62,226 ~~three and nine month periods~~ primarily relates to a andecrease ~~increase~~ in salaries and wages and health insurance costs. The Company includes the following types of expenses in selling, general and administrative expense: sales salaries, sales commissions, bad debt expense, advertising, administrative overhead, administrative salaries and bonuses and legal and professional fees.

~~Net~~- ~~Income.~~3 ~~The~~- net income for the three month period ended September 27, 2014 was $295,012 compared to net income of $263,923 for the three month period ended September 28, 2013, representing an increase in net income of $31,089. The net income for the nine month period ended September 27, 2014 was $249,528 compared to net income of $391,612 for the nine month period ended September 28, 2013, representing a decrease in net income of $142,084.

LiquidityTable andof Capital Resources Contents

~~Management~~Net ~~believes~~(Loss). ~~that~~The ~~the~~net ~~Company~~loss ~~currently~~for ~~has~~the ~~sufficient~~three ~~cash~~month ~~flow~~period ~~from~~ended ~~operations~~March 28, ~~available~~2015 ~~bank~~was ~~borrowings~~$24,961 ~~cash, and cash equivalents~~compared to ~~meet~~net ~~its~~loss ~~short-term~~of ~~working capital requirements. The Company had~~ $3341,~~975,814~~744 infor ~~cash~~the ~~and~~three ~~cash~~month ~~equivalents~~period asended ~~of September~~March 2729, 2014, ~~compared~~representing toa ~~$3,107,213~~decrease in ~~cash~~net ~~and~~loss ~~cash equivalents and short-term investments as~~ of ~~December 28~~$316, ~~2013~~783. The ~~increase~~decrease in ~~cash~~net ~~and~~loss ~~cash~~for ~~equivalents~~the isthree ~~primarily~~month ~~attributable~~period toended ~~decrease~~March 28, in2015 ~~inventory~~compared ~~finance~~to ~~notes~~the ~~receivable~~three ~~and~~month ~~construction~~period ~~loans~~ended March 29, ~~which~~2014, ~~were~~is ~~offset~~attributable into ~~part~~an byincrease ~~repayments~~in ofrevenues ~~revolving~~and ~~credit~~gross ~~loans.~~profit ~~Should our costs~~ and ~~expenses~~a ~~prove greater~~decrease ~~than we currently anticipate or should we change our current business plan~~ in ~~a manner which will increase or accelerate our anticipated costs or capital demand~~selling, ~~such~~general asand ~~through~~administrative ~~the acquisition of new products, our working capital could be depleted at an accelerated rate~~expenses.

AsLiquidity ofand ~~September 27,~~Capital ~~2014,~~Resources ~~the aggregate balance on our loan facilities was $700,000. In addition, we have a commercial real estate mortgage from our primary bank that had a balance, as of September 27, 2014, of $847,800.~~

1Management -believes ~~Cash~~ that the Company currently has sufficient cash flow from ~~operating~~operations, ~~activities:~~available bank borrowings, cash, and cash equivalents to meet its short-term working capital requirements. The Company had $2,850,338 in cash and cash equivalents as of March 28, 2015, compared to $4,116,101 in cash and cash equivalents and short-term investments as of December 27, 2014. The decrease in cash and cash equivalents is primarily attributable to an increase in inventories and payment of certain expenses accrued during 2014, but payable during the first quarter of 2015. Should our costs and expenses prove to be greater than we currently anticipate or should we change our current business plan in a manner which will increase or accelerate our anticipated costs or capital demand, such as through the acquisition of new products, our working capital could be depleted at an accelerated rate.

~~For~~As of March 28, 2015, the ~~nine~~Company ~~month~~had ~~period~~no ~~ended~~outstanding ~~September 27,~~balance ~~2014,~~under ~~operating~~its ~~activities~~revolving ~~provided~~credit ~~net~~loan ~~cash~~facilities. ofIn $3addition,~~458,114~~ ~~primarily~~we ashave a ~~result~~commercial real estate mortgage from its primary bank that had a balance, as of ~~the~~March 28, ~~following:~~2015, of $785,000.

~~(a)~~1 a- Cash ~~decrease~~flow infrom ~~inventory~~operating ~~finance~~activities: ~~receivable of $2,147,818 (a source of cash), and~~

~~(b)~~For athe ~~decrease~~three inmonth ~~construction~~period ~~loan~~ended ~~receivable~~March 28, of2015, operating activities used net cash of $~~693~~1,~~257~~230,136 (primarily as a ~~source~~result of ~~cash),~~the ~~and~~following:

(ca) ana increase in ~~accrued~~inventories ~~expenses~~ of $~~752~~845,~~014~~502 (a ~~source~~use of cash), primarily as a result of ~~customer~~a ~~deposits~~return onto ~~special~~normal ~~projects,~~production ~~which~~levels ~~were~~subsequent ~~partially~~to ~~offset~~holiday byshutdown period at December 27, 2014,

(db) ana ~~increase~~decrease in ~~accounts~~income ~~receivable~~taxes payable of $~~232~~263,~~989~~453 (a use of cash), ~~primarily as a result of a return to normal production levels subsequent to holiday shutdown period at December 28, 2013,~~and

(ec) ana ~~increase~~decrease in ~~inventories~~other accrued expenses of $~~471~~219,~~001~~576 (a use of cash), ~~primarily~~which aswere apartially ~~result~~offset ~~of a return to normal inventory levels subsequent to holiday shutdown period at December 28~~by, ~~2013, and~~

(fd) aan ~~decrease~~increase in ~~income~~accounts ~~taxes~~ payable of $~~208~~242,~~447~~794 (a ~~use~~source of cash), primarily as the result of a return to normal production levels subsequent to holiday shutdown period at December 27, 2014.

2 - Cash flow from investing activities:

The net cash used in investing activities for the ~~nine~~three month period ending ~~September~~March 2728, ~~2014~~2015 was $~~113~~4,~~980~~227, which reflects capitalization of normal operating purchases of equipment.

3 - Cash flow from financing activities:

The net cash used in financing activities for the ~~nine~~three month period ending ~~September~~March 2728, ~~2014~~2015 was $231,~~475~~400,~~533,~~ which isreflects ~~primarily~~scheduled ~~attributable~~principal topayments ~~a decrease in revolving credit loans~~ of ~~$2,356,799.~~long-term ~~The decrease in revolving credit loans is attributable to decreases in inventory finance notes receivable and construction loan notes receivable~~debt.

The Company is contingently liable under the terms of the repurchase agreements with third party financial institutions providing inventory financing for retailers of our products. For more information on the repurchase agreements, including the Company’s contingent liability there under, please see “Reserve for Repurchase Commitments” below.

-DVH, 4during -its normal course of business, is required to provide irrevocable standby letters of credit to cover obligations under its workers compensation insurance policy in the amount of $65,000. As of March 28, 2015, no amounts had been drawn on the above irrevocable letters of credit by the beneficiaries.

~~Table~~Critical ofAccounting ~~Contents~~Policies

~~DVH,~~Our discussion ~~during~~and ~~its~~analysis ~~normal~~of ~~course~~our financial condition and results of ~~business,~~operations isare ~~required~~based toupon ~~provide~~our ~~irrevocable~~financial ~~standby~~statements, ~~letters~~which ~~of credit~~have tobeen ~~cover~~prepared ~~obligations~~in ~~under~~accordance ~~its~~with ~~workers~~accounting ~~compensation~~principles ~~insurance~~generally ~~policy~~accepted in the ~~amount~~United States of ~~$65,000~~America. AsThe preparation of ~~September 27,~~these ~~2014,~~consolidated nofinancial ~~amounts~~statements ~~had~~requires ~~been~~us ~~drawn~~to onmake estimates and judgments which affect the ~~above~~reported ~~irrevocable~~amounts ~~letters~~of assets, liabilities, revenues and expenses, and related disclosures of ~~credit~~contingent byassets ~~the~~and ~~beneficiaries~~liabilities. For a description of those estimates, see Note 2, Summary of

~~Critical~~- ~~Accounting~~4 ~~Policies~~-

Our discussionTable and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these consolidated financial statements requires us to make estimates and judgments which affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. For a description of those estimates, see Note 2, Summary of Significant Accounting Policies, contained in the explanatory notes to the Company’s unaudited financial statements for the quarter ended September 27, 2014, contained in this filing, and the Company’s Form 10-K for December 28, 2013. On an ongoing basis, we evaluate our estimates, including those related to reserves, deferred tax assets, valuation allowances, impairment of long-lived assets, fair value of equity instruments issued to consultants for services, and estimates of costs to complete contracts. We base our estimates on historical experience and on various other assumptions which we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities which are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. However, we believe that our estimates, including those for the above-described items, are reasonable. Contents

~~Critical~~ Significant Accounting ~~Estimates~~Policies, contained in the explanatory notes to the Company’s unaudited financial statements for the quarter ended March 28, 2015, contained in this filing, and the Company’s Form 10-K for December 27, 2014. On an ongoing basis, we evaluate our estimates, including those related to reserves, deferred tax assets, valuation allowances, impairment of long-lived assets, fair value of equity instruments issued to consultants for services, and estimates of costs to complete contracts. We base our estimates on historical experience and on various other assumptions which we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities which are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. However, we believe that our estimates, including those for the above-described items, are reasonable.

~~Management~~Critical isAccounting ~~aware~~Estimates that certain changes in accounting estimates employed in generating financial statements can have the effect of making the Company look more or less profitable than it actually is. Management believes the Company’s estimates are reasonable. A summary of the most critical accounting estimates employed by the Company in generating financial statements follows below.

~~Warranties~~Management is aware that certain changes in accounting estimates employed in generating financial statements can have the effect of making the Company look more or less profitable than it actually is. Management believes the Company’s estimates are reasonable. A summary of the most critical accounting estimates employed by the Company in generating financial statements follows below.

WeWarranties provide our retail buyers with a one-year limited warranty covering defects in material or workmanship, including plumbing and electrical systems. We record a liability for estimated future warranty costs relating to homes sold, based upon our assessment of historical experience and industry trends. In making this estimate, we evaluate historical sales amounts, warranty costs related to homes sold and timing in which any work orders are completed. The Company has accrued a warranty liability reserve of $1,205,000 on its balance sheet as of September 27, 2014, as compared to $1,110,000 as of September 28, 2013. Based on management’s assessment of historical experience and current trends in wholesale shipments and dealer inventories we increased our warranty provision by $60,000 for the quarter ended September 27, 2014. Although we maintain reserves for such claims, there can be no assurance that warranty expense levels will remain at current levels or that the reserves that we have set aside will continue to be adequate. An increased number of warranty claims which exceed our current warranty expense levels could have a material adverse effect upon our results of operations.

~~Volume~~We ~~Incentives~~provide ~~Payable~~our retail buyers with a one-year limited warranty covering defects in material or workmanship, including plumbing and electrical systems. We record a liability for estimated future warranty costs relating to homes sold, based upon our assessment of historical experience and industry trends. In making this estimate, we evaluate historical sales amounts, warranty costs related to homes sold and timing in which any work orders are completed. The Company has accrued a warranty liability reserve of $1,245,000 on its balance sheet as of March 28, 2015, as compared to $1,105,000 as of March 29, 2014. Based on management’s assessment of historical experience and current trends in wholesale shipments and dealer inventories we did not adjust our warranty provision for the quarter ended March 28, 2015. Although we maintain reserves for such claims, there can be no assurance that warranty expense levels will remain at current levels or that the reserves that we have set aside will continue to be adequate. A large number of warranty claims which exceed our current warranty expense levels could have a material adverse effect upon our results of operations.

We have relied upon volume incentive payments to our independent dealers who retail our products. These volume incentive payments are accounted for as a reduction to gross sales, and are estimated and accrued when sales of our factory-built homes are made to our independent dealers. Volume ~~incentive~~Incentives ~~reserves~~Payable are recorded based upon the annualized purchases of our independent dealers who purchase a qualifying amount of home products from us. We accrue a liability to our dealers, based upon estimates derived from historical payout rates. As of September 27, 2014 and September 28, 2013, we had a reserve for volume incentives payable of $307,893 and $241,471, respectively.

~~Reserve~~We have relied upon volume incentive payments to our independent dealers who retail our products. These volume incentive payments are accounted for ~~Repurchase~~as ~~Commitments~~a reduction to gross sales, and are estimated and accrued when sales of our factory-built homes are made to our independent dealers. Volume incentive reserves are recorded based upon the annualized purchases of our independent dealers who purchase a qualifying amount of home products from us. We accrue a liability to our dealers, based upon estimates derived from historical payout rates. As of March 28, 2015 and March 29, 2014, we had a reserve for volume incentives payable of $187,587 and $205,329, respectively.

~~Most of~~Reserve ~~our independent dealers finance their purchases under a wholesale floor plan financing arrangement under which a financial institution provides the dealer with a loan~~ for ~~the~~Repurchase ~~purchase~~Commitments price of the home and maintains a security interest in the home as collateral. When entering into a floor plan arrangement, the financial institution routinely requires that we enter into a separate repurchase agreement with the lender, under which we are obligated, upon default by the independent dealer, to repurchase the factory-built home at our original invoice price less the cost of administrative and shipping expenses. Our potential loss under a repurchase obligation

-Most of 5our independent dealers finance their purchases under a wholesale floor plan financing arrangement under which a financial institution provides the dealer with a loan for the purchase price of the home and maintains a security interest in the home as collateral. When entering into a floor plan arrangement, the financial institution routinely requires that we enter into a separate repurchase agreement with the lender, under which we are obligated, upon default by the independent dealer, to repurchase the factory-built home at our original invoice price less the cost of administrative and shipping expenses. Our potential loss under a repurchase obligation depends upon the estimated net resale value of the home, as compared to the repurchase price that we are obligated to pay. This amount generally declines on a predetermined schedule over a period that usually does not exceed 24 months.

~~Table~~The risk of ~~Contents~~loss that we face under these repurchase agreements is lessened by several factors, including the following:

~~depends~~(i) ~~upon~~ the ~~estimated~~sales ~~net resale value~~ of ~~the~~our ~~home,~~products ~~as compared to the repurchase price that we~~ are ~~obligated~~spread ~~to pay. This amount generally declines on a predetermined schedule~~ over a ~~period that~~number ~~usually~~of ~~does~~independent ~~not exceed 24 months.~~ dealers,

~~The~~(ii) ~~risk~~historically ofwe ~~loss~~have ~~that~~had only isolated instances where we ~~face~~have ~~under~~incurred ~~these~~a repurchase ~~agreements~~obligation, although there is ~~lessened~~no byguarantee ~~several~~that ~~factors, including~~such ~~the~~historical ~~following:~~trends will continue,

(iiii) the ~~sales~~price ofwe ~~our~~are ~~products~~obligated ~~are~~to ~~spread~~pay under such repurchase agreements declines based upon a predetermined amount over a ~~number~~period ofwhich ~~independent~~usually ~~dealers~~does not exceed 24 months, and

(iiiv) ~~historically~~ we have ~~had~~been ~~only~~able ~~isolated~~to ~~instances~~resell ~~where~~homes werepurchased ~~have~~from ~~incurred~~lenders aat ~~repurchase~~current ~~obligation~~market prices, although there is no guarantee that ~~such~~we ~~historical trends~~ will continue, to be able to do so.

~~(iii)~~- ~~the~~5 ~~price~~- ~~we are obligated to pay under such repurchase agreements declines based upon a predetermined amount over a period which usually does not exceed 24 months, and~~

(iv)Table weof have been able to resell homes repurchased from lenders at current market prices, although there is no guarantee that we will continue to be able to do so.Contents

The maximum amount for which the Company is contingently liable under such agreements amounted to approximately $6,~~800~~990,000 as of ~~September~~ March 2728, ~~2014~~2015, as compared to $23,~~915~~845,000 as of ~~September~~March 2829, ~~2013~~2014. As of ~~September~~March 2728, ~~2014~~2015 and ~~September~~March 2829, ~~2013~~2014, we had reserves of $~~203~~209,~~945~~695 and $~~116~~153,~~605~~780, respectively, established for future repurchase commitments, based upon our prior experience and evaluation of our independent dealers’ financial conditions. Deer Valley to date has not experienced any significant losses under these agreements; consequently, management does not expect any future losses to have a material effect on our accompanying financial statements.

Allowance loan loss for Inventory Finance Notes Receivable ~~and Allowance for Loan Loss~~

The Company offers inventory-secured financing for its products to qualified retail dealers and developers. Finance contracts require periodic installments of principal and interest over periods of up to 24 months. The Company periodically evaluates the ~~collectability~~collectibility of our notes receivable and considers the need to establish an allowance for doubtful accounts based upon our historical collection experience. The Company had a total inventory-secured financing receivable of $3,~~949~~693,~~370~~019 as of ~~September~~March 2728, ~~2014,~~2015 as compared to $5,~~673~~475,~~842~~107 as of ~~September~~March 2829, ~~2013~~2014. We have established an allowance for loan ~~loss~~losses of $~~130~~98,~~980~~350 as of ~~September~~of March 2728, ~~2014~~2015 and $~~211~~234,~~840~~930 at ~~September~~March 2829, ~~2013~~2014.

The risk of loss that we face in connection with inventory-secured financing is lessened by several factors, including the following:

(i)

the financing for our products are spread over a number of independent dealers,

(ii)

historically we have had only isolated instances where we have had our dealers default on floor plan financing, although there is no guarantee that such historical trends will continue, and

(iii)

we anticipate that we would be able to resell homes repossessed from dealers at current market prices, although there is no guarantee that we will be able to do so.

Although we maintain an allowance for ~~doubtful~~loan ~~accounts~~losses, there can be no assurance that such allowance will remain at current levels or that ~~such~~ such allowances will be adequate.

Impairment of Long-Lived Assets

As previously discussed, the factory-built housing industry has experienced an overall market decline. Addressing the constriction of the retail housing market, in 2008 the Company idled its Sulligent, Alabama plant and thereafter consolidated its production operations at the Company’s larger plant located in Guin, Alabama. In accordance with FASB Topic ASC 420 “Exit on Disposal Cost Obligations”, the Company evaluates the carrying value of long-lived assets to be held and used when events and circumstances warrant such a review. The carrying value of long-lived assets is considered impaired when the anticipated undiscounted cash flow from such assets is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived assets. Fair market value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that the fair market values are primarily based on independent appraisals and preliminary or definitive contractual arrangements less costs to dispose. Based on our estimates of the fair value of ~~the~~ idled facility no impairment charges are required.

-Revenue 6Recognition -

~~Table~~Revenue for our products sold to independent dealers are generally recorded when all of ~~Contents~~the following conditions have been met: (i) an order for the home has been received from the dealer, (ii) an agreement with respect to payment terms has been received, and (iii) the home has been shipped and risk of loss has passed to the dealer and collectibility is reasonably assured.

~~Revenue~~The ~~Recognition~~Company provides limited inventory-secured financing for its independent dealers. Products shipped to dealers under the Company’s inventory-secured financing program are recorded by the Company as sales and the dealers’ obligations to the Company are reflected as inventory finance note receivables. Interest on inventory finance note receivables is recognized in the period that it is earned.

~~Revenue~~- ~~for~~6 ~~our~~- products sold to independent dealers are generally recorded when all of the following conditions have been met: (i) an order for the home has been received from the dealer, (ii) an agreement with respect to payment terms has been received, and (iii) the home has been shipped and risk of loss has passed to the dealer and collectability is reasonably assured.

TheTable Companyof provides limited inventory-secured financing for its independent dealers. Products shipped to dealers under the Company’s inventory-secured financing program are recorded by the Company as sales and the dealers’ obligations to the Company are reflected as inventory finance note receivables. Interest on inventory finance note receivables is recognized in the period that it is earned. Contents

Recent accounting pronouncements

Recent accounting pronouncements - ~~From~~We ~~time~~have toreviewed ~~time, new~~ accounting pronouncements ~~are issued by the FASB~~ and ~~other~~interpretations ~~regulatory~~thereof ~~bodies~~ that ~~are~~have ~~adopted by~~effectiveness ~~the~~dates ~~Company~~during asthe periods ofreported ~~the~~and ~~specified~~in ~~effective~~future ~~dates~~periods. ~~Unless~~The ~~otherwise~~applicability ~~discussed, management believes that the impact~~ of ~~recently~~any ~~issued~~standard ~~standards,~~is ~~which~~subject ~~are~~to ~~not~~the ~~yet~~formal ~~effective,~~review ~~will~~of ~~not~~our ~~have~~financial amanagement ~~material~~and ~~impact~~certain onstandards ~~the~~are ~~Company’s~~under ~~Consolidated Financial Statements upon adoption~~consideration.

~~Item~~From ~~4T.~~time ~~Controls~~to time, new accounting pronouncements are issued by the FASB and ~~Procedures~~other regulatory bodies that are adopted by the Company as of the specified effective dates. Unless otherwise discussed, management believes that the impact of recently issued standards, which have effectiveness dates during the periods reported of which are not yet effective, will not have a material impact on the Company’s Consolidated Financial Statements upon adoption.

~~Evaluation~~Item of4T. ~~Disclosure~~ Controls and Procedures

~~The~~Evaluation ~~Company’s Chief Executive Officer and Chief Financial Officer has evaluated the effectiveness~~ of ~~the~~Disclosure ~~Company’s~~Controls ~~disclosure controls~~ and ~~procedures~~Procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the fiscal period ending September 27, 2014 covered by this Quarterly Report on Form 10-Q. Based upon such evaluation, the Chief Executive Officer and Chief Financial Officer has concluded that, as of the end of such period, the Company’s disclosure controls and procedures were not effective as required under Rules 13a-15(e) and 15d-15(e) under the Exchange Act.

~~Changes~~The Company’s Chief Financial Officer, principal accounting officer and acting principal executive officer has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in ~~Internal~~Rules ~~Controls~~13a-15(e) ~~over~~and 15d-15(e) under the Exchange Act) as of the fiscal period ending March 28, 2015 covered by this Quarterly Report on Form 10-Q. Based upon such evaluation, the Chief Financial ~~Reporting~~Officer, principal accounting officer and acting principal executive officer has concluded that, as of the end of such period, the Company’s disclosure controls and procedures were not effective as required under Rules 13a-15(e) and 15d-15(e) under the Exchange Act.

~~During~~Changes ~~the quarter ended September 27, 2014 there have been no changes~~ in ~~the~~Internal ~~Company’s~~Controls ~~internal control~~ over ~~financial~~Financial ~~reporting that~~Reporting ~~have materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.~~

~~Inherent~~During the quarter ended March 28, 2015 there have been no changes in the Company’s internal control over financial reporting that ~~Limitations~~have ofmaterially affected, or is reasonably likely to materially affect, the ~~Effectiveness~~Company’s ofinternal ~~Disclosure~~control ~~and~~over ~~Internal~~financial ~~Controls~~reporting.

~~A control system, no matter how well conceived and operated, can~~Inherent ~~provide~~Limitations ~~only reasonable, not absolute, assurance that the objectives~~ of the ~~disclosure~~Effectiveness ~~control system or internal control system are met. Because~~ of ~~the~~Disclosure ~~inherent~~and ~~limitations~~Internal ofControls ~~any disclosure control system or internal control system, no evaluation of controls can provide absolute assurance that all control issues, if any, within a company have been detected.~~

-A 7control -system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure control system or internal control system are met. Because of the inherent limitations of any disclosure control system or internal control system, no evaluation of controls can provide absolute assurance that all control issues, if any, within a company have been detected.

~~Table~~- of7 ~~Contents~~-

PARTTable II OTHERof INFORMATION Contents

~~Item~~PART 1.II ~~Legal~~OTHER ~~Proceedings~~INFORMATION

~~Although~~Item the Company in the normal course of business is subject to claims and litigation, the Company is not a party to any material legal proceeding nor is the Company aware of any circumstance which may reasonably lead a third party to initiate legal proceeding against the Company1. Legal Proceedings

AsAlthough of the ~~date~~Company ofin ~~this~~the ~~filing,~~normal ~~there~~course ~~are~~of nobusiness ~~material~~is ~~pending~~subject ~~legal~~to claims orand ~~governmental~~litigation, ~~proceedings~~the ~~relating to our~~ Company oris ~~properties~~not ~~to which we are~~ a party, ~~and~~ to ~~our~~any ~~knowledge~~material ~~there~~legal ~~are~~proceeding nonor ~~material~~is ~~proceedings~~the toCompany ~~which~~aware ~~any~~ of ~~our~~any ~~directors,~~circumstance ~~executive~~which ~~officers,~~may orreasonably ~~affiliates~~lead ~~are~~ a third party ~~adverse~~ to usinitiate orlegal ~~which~~proceeding ~~have~~against athe ~~material interest adverse to us~~Company.

~~Item~~As 2.of ~~Unregistered~~the ~~Sales~~date of ~~Equity~~this ~~Securities~~filing, there are no material pending legal or governmental proceedings relating to our Company or properties to which we are a party, and ~~Use~~to our knowledge there are no material proceedings to which any of ~~Proceeds~~our directors, executive officers, or affiliates are a party adverse to us or which have a material interest adverse to us.

~~Treasury~~Item ~~Stock~~2. –Unregistered ~~Pursuant~~Sales ~~to a common stock repurchase program approved by our Board~~ of ~~Directors,~~Equity aSecurities ~~total~~and ofUse ~~38,060 shares were purchased during the nine month period ended September 27, 2014 at a cost~~ of ~~$24,534 and recorded as treasury stock.~~ Proceeds

~~ISSUER~~Treasury Stock ~~PURCHASES~~– OFPursuant ~~EQUITY~~to ~~SECURITIES~~a common stock repurchase program approved by our Board of Directors, there were no treasury stock purchases during the three month period ended March 28, 2015.

Period	(a)Total numberofsharespurchased		(b)Averageprice paidper share		(c)Total number ofsharespurchased aspart of publiclyannouncedplans or programs		(d)Maximum number (orapproximate dollarvalue) of shares thatmay yet be purchasedunder the plans orprograms
Month #1 Jan. 1 to Jan. 31, 2014		0	$	.0		0		0
Month #2 Feb. 1 to Feb. 28, 2014		1,036	$	.65		0		0
Month #3 March 1 to March 29, 2014		6,524	$	.65		0		0
Month #4 March 30 to April 30, 2014		7,500	$	.65		0		0
Month #5 May 1 to May 31, 2014		18,000	$	.64		0		0
Month #6 June 1 to June 28, 2014		0	$	.0		0		0
Month #7 June 29 to July 31, 2014		0	$	.0		0		0
Month #8 August 1 to August 31, 2014		5,000	$	.65		0		0
Month #9 September 1 to September 27, 2014		0	$	.0		0		0
Total (1)		38,060	$	.65		0		0

Item 3.

Defaults Upon Senior Securities

~~(1) Total does not include 8,043 shares of the Company’s common stock repurchased by the Company between September 28, 2014 and November 3, 2014 at an average price of $~~ None.65 ~~per share~~

OnItem ~~October~~4. 6,Mine ~~2014~~Safety ~~the Company sold to Peerless Systems Corporation, 126,000 shares of the Company’s common stock for a purchase price of $81,900.~~ Disclosures

-None ~~8 -~~

~~Table~~- of8 ~~Contents~~-

ItemTable 3.of Defaults Upon Senior SecuritiesContents

~~None~~Item 5. Exhibits

Item 4. Mine Safety Disclosures


Exhibit No.		Description

3.01		Articles of Incorporation of Deer Valley Corporation. (1)

3.02		Amended and Restated Bylaws of Deer Valley Corporation. (3)

4.01		Certificate of Designation, Rights, and Preferences of Series A Convertible Preferred Stock. (1)

4.02		Certificate of Designation, Rights, and Preferences of Series B Convertible Preferred Stock. (1)

4.03		Certificate of Designation, Rights, and Preferences of Series C Convertible Preferred Stock. (1)

4.04		Certificate of Designation, Rights, and Preferences of Series D Convertible Preferred Stock. (1)

4.05		Certificate of Designation, Rights, and Preferences of Series E Convertible Preferred Stock. (2)

31.01		Certification of Chief Financial Officer (as principal financial and accounting officer and acting principal executive officer) pursuant to Rule 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, dated May 12, 2015. (4)

32.01		Certification of Chief Financial Officer (as principal financial and accounting officer and acting principal executive officer) pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, dated May 12, 2015. (4)

101.INS		XBRL Instance Document (4)

101.SCH		XBRL Taxonomy Extension Scheme Document (4)

101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document (4)

101.LAB		XBRL Taxonomy Extension Label Linkbase Document (4)

101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document (4)

~~None~~(1) Previously filed as an exhibit to the Form 8-K, filed with the SEC on July 28, 2006 and incorporated herein by reference.

-(2) 9Previously filed as an exhibit to the Form 10-QSB, filed with the SEC on November 20, 2006 and incorporated herein by reference

~~Table~~(3) ofPreviously ~~Contents~~filed as an exhibit to the Form 8-K, filed with the SEC on October 7, 2014 and incorporated herein by reference.

~~Item~~(4) 5.Filed ~~Exhibits~~herewith.

Exhibit No.		Description
3.01		Articles of Incorporation of Deer Valley Corporation. (1)
3.02		Amended and Restated Bylaws of Deer Valley Corporation. (3)
4.01		Certificate of Designation, Rights, and Preferences of Series A Convertible Preferred Stock. (1)
4.02		Certificate of Designation, Rights, and Preferences of Series B Convertible Preferred Stock. (1)
4.03		Certificate of Designation, Rights, and Preferences of Series C Convertible Preferred Stock. (1)
4.04		Certificate of Designation, Rights, and Preferences of Series D Convertible Preferred Stock. (1)
4.05		Certificate of Designation, Rights, and Preferences of Series E Convertible Preferred Stock. (2)
10.1		Amended and Restated Employment Agreement – John S. Lawler (4)
31.01		Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, dated November 12, 2014. (4)
31.02		Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, dated November 12, 2014. (4)
32.01		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, dated November 12, 2014. (4)
32.02		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, dated November 12, 2014. (4)
101.INS		XBRL Instance Document (4)
101.SCH		XBRL Taxonomy Extension Scheme Document (4)
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document (4)
101.LAB		XBRL Taxonomy Extension Label Linkbase Document (4)
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document (4)

- 9 -

(1)Table Previouslyof filed as an exhibit to the Form 8-K filed with the SEC on July 28, 2006 and incorporated herein by reference.Contents

~~(2)~~SIGNATURE ~~Previously filed as an exhibit to the Form 10-QSB filed with the SEC on November 20, 2006 and incorporated herein by reference.~~

~~(3)~~Pursuant ~~Previously~~to ~~filed~~the asrequirements anof ~~exhibit~~the toSecurities Exchange Act of 1934, the ~~Form~~Registrant ~~8-K~~has ~~filed~~duly ~~with~~caused ~~the~~this ~~SEC~~report to be signed on ~~October~~its ~~17,~~behalf ~~2014~~by the undersigned thereunto duly authorized.

(4) Filed herewith


	Deer Valley Corporation
	(Registrant)

Dated: May 12, 2015		By:	/s/ John S. Lawler
		John S. Lawler Chief Financial Officer (Principal Financial Officer and Accounting Officer and Acting Principal Executive Officer)

- 10 -

SIGNATURE

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.

	Deer Valley Corporation
	(Registrant)
Dated: November 12, 2014	By:	/s/ Charles G. Masters
	Charles G. Masters
	President & Chief Executive Officer

Table of Contents

Table of Contents

Table of Contents

DeerTable Valleyof Corporation & Subsidiaries Contents

DeerTable Valleyof Corporation & Subsidiaries Contents

DeerTable Valleyof Corporation & Subsidiaries Contents

DeerTable Valleyof Corporation & Subsidiaries Contents

InventoryTable finance notes receivable, net, consisted of the following: Contents

TheTable followingof tabular presentation reflects activity in warranty reserves during the periods presented: Contents

NOTETable 9of – INCOME TAXES Contents

NOTETable 11of - EQUITY TRANSACTIONS Contents

CautionaryTable Noticeof Regarding Forward Looking Statements Contents

LiquidityTable andof Capital Resources Contents

(iv)Table weof have been able to resell homes repurchased from lenders at current market prices, although there is no guarantee that we will continue to be able to do so.Contents

PARTTable II OTHERof INFORMATION Contents

ItemTable 3.of Defaults Upon Senior SecuritiesContents

(1)Table Previouslyof filed as an exhibit to the Form 8-K filed with the SEC on July 28, 2006 and incorporated herein by reference.Contents

Table of Contents

Filing Compare · DEER VALLEY CORP