UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED ~~SEPTEMBER~~DECEMBER 3031, 2012

COMMISSION FILE NUMBER: 000-53385

THREE SHADES FOR EVERYBODY, INC.

(Exact Name of Registrant as Specified in its Charter)

DELAWARE 87-0430015

(State of Incorporation) (I.R.S. Employer ID Number)

1150 Silverado, Ste. 204

La Jolla, California 92037

Tel: 858-459-1133

Fax: 858-459-1103

(Address and telephone number of principal executive offices)

Indicate by check mark whether the registrant (1) has filed all reports required

to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during

the preceding 12 months (or for such shorter period that the registrant was

required to file such reports), and (2) has been subject to such filing

requirements for the past 90 days. Yes /X/ No / /

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes /X/ No / /

Indicate by check mark whether the registrant is a large accelerated filer, an

accelerated filer, a non-accelerated filer or a smaller reporting company.

Large accelerated filer [ ] Accelerated 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 number of Registrant’s shares of common stock, $0.001 par value, outstanding as of ~~November~~February 25, ~~2012~~2013 was 2,243,500.

ITEM 1. FINANCIAL STATEMENTS

The un-audited quarterly financial statements for the period ended ~~September~~December 3031, 2012, prepared by the company, immediately follow.

THREE SHADES FOR EVERYBODY, INC.


THREE SHADES FOR EVERYBODY, INC.
(A Development Stage Company)
BALANCE SHEETS

	As of	As of
	Dec. 31,2012	30-Jun-12
	(Unaudited)	(Unaudited)

ASSETS

Current Assets
Cash	$ 1,218	$ 3,068
Inventories	$ 9,540	$ 9,655
Total Assets	$ 10,758	$ 12,723


LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)

Liabilities	$ -	$ -

TOTAL LIABILITIES	$ -	$ -

STOCKHOLDERS’ EQUITY
Preferred stock, $0.001 par value,
50,000,000 shares authorized, no
shares issued or outstanding as
of Dec. 31 and June 30, 2012

Common stock, $0.001 par value,
200,000,000 shares authorized,
2,243,500 shares issued and
outstanding as of 12/31/2012 and
6/30/2012	2,243	2,243
Additional paid in capital	1,459,051	1,459,051
Retained earnings (Deficit)	(1,450,536)	(1,448,571)

TOTAL SHAREHOLDERS’ EQUITY	10,758	12,723

TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY	$ 10,758	$ 12,723

(A Development Stage Company)

BALANCE SHEETS

As of As of

Sept 30, 2012 June 30, 2012

(Unaudited) (Audited)

ASSETS

Current Assets

Cash 3,218 $ 3,068

Inventory 9,540 9,655

------- -------- --------

Total Asset 12,758 $ 12,723

LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)

Accounts payable $ 2,000 $ -

Payable to Related Party - -

-------- --------

TOTAL LIABILITIES 2,000 -

-------- --------

STOCKHOLDERS’ EQUITY

Preferred stock, $0.001 par value,

50,000,000 shares authorized, no

shares issued or outstanding as

of Sept 30 2012 and June 30, 2012 - -

Common stock, $0.001 par value,

200,000,000 shares authorized,

2,243,500 shares issued and

outstanding as of 9/30/2012 and

6/30/2012 2,243 2,243

Paid-in capital 1,459,051 1,459,051

Deficit during Development Stage (1,450,536) (1,448,571)

-------- --------

TOTAL SHAREHOLDERS’ EQUITY 10,758 12,723

-------- --------

TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY $ 12,758 $ 12,723

======== =========

See Notes to Financial Statements

THREE SHADES FOR EVERYBODY, INC.


THREE SHADES FOR EVERYBODY, INC.
(A Development Stage Company)
STATEMENT OF OPERATIONS
(Unaudited)


					From Inception
					July, 23 1985
	Three Months Ended		Six Months Ended		through
	Dec. 31,		Dec. 31,		Dec. 31
	2012	2011	2012	2011	2012

Revenue	$ -	$ -	$ 150.00	$ -	$ 4,290,836.00

Cost of Sales	-	-	115	-	460

Gross Profit	-	-	35	-	4,290,376

Operating Expenses	-	-	2,000	-	5,761,130

Total Expenses	-	-	2,000	-	5,761,130

Gross Profit (Loss)	-	-	(1,965)	-	(1,470,754)

Operating Income (Loss)	-	-	(1,965)	-	(1,470,754)

Forgiveness of Payable to a related party	-	-	-	-	20,200

Interest Incpme	-	-	-	-	18

Provision for Income Tax	-	-	-	-	-

Net Income (Loss)	-	-	(1,965)	-	(1,450,536)


Basic and Diluted Earnings (Loss) per Share	-	-	(0.001)	-

Weighted average number of common shares outstanding	2,243,500	2,243,500	2,243,500	2,243,500

(A Development Stage Company)

STATEMENT OF OPERATIONS

(Unaudited)

From Inception

July 23, 1985

Three Months Ended through

Sept 30, Sept. 30,

2012 2011 2012

---- ---- ----

Revenue $ 150 $ - $4,290,836

------ ------ ------

Cost of Sales 115 - 460

------ ------ ------

Gross Profit 35 - $4,290,376

Operating Expenses

General & Administrative Exps 2,000 - $5,761,130

------ ------ ------

Total Expenses 2,000 - $5,761,130

------ ------ ------

Gross Profit (Loss) (1,965) - $(1,470,754)

Other Income (Loss) - - -

Forgiveness of payable to

a related party - - 20,200

Interest Income - - 18

------ ------ ------

Provision for income taxe - - -

------ ------ ------

Net Income (Loss) (1,965) $ - $(1,450,536)

====== ====== =======

Basic and diluted earning

(Loss) per Share (0.001) -

------ ------

Weighted average number

of common shares

outstanding 2,243,500 2,243,500

See Notes to Financial Statements

THREE SHADES FOR EVERYBODY, INC.


THREE SHADES FOR EVERYBODY, INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
(Unaudited)


					From Inception
					July, 23 1985
	Three Months Ended		Six Months Ended		through
	Dec. 31,		Dec. 31,		Dec. 31
	2012	2011	2012	2011	2012
Cash Flows From
Operating Activities

Net income (loss) to cash	$ -	$ -	$ (1,965)	$ -	$ (1,450,536)

Adjustments to reconcile
Net income (loss) to cash
Provided by (used in) ops	-	-	-	-	-
Depreciation	-	-	-	-	-
Common stock issued for
service	-	-	-	-	34,100
Gain on debt forgiveness	-	-	-	-	(20,200)
Changes in operating
Assets and liabilities	(2,000)	-	115	-	(9,540)

Net cash provided by
(used in) operations	(2,000)	-	(1,850)	-	(1,446,176)

Cash Flows From
Investing Activities
Net cash provided by
investing activities	-	-	-	-	-

Cash Flows From
Financing Activities
Proceeds from issue of common stock					1,447,394
Net cash provided by
financing activities	-	-	-	-	1,447,394

Net increase (decrease)	(2,000)	-	(1,850)	-	1,218

Cash beginning of period	3,218	5,150	3,068	5,150	-

Cash end of period	$ 1,218	$ 5,150	$ 1,218	$ 5,150	$ 1,218


Supplemental Disclosures of
Cash Flow Information

Interest paid	$ -	$ -	$ -	$ -	$ -

Income taxes paid	$ -	$ -	$ -	$ -	$ -

(A Development Stage Company)

STATEMENT OF CASH FLOWS

(Unaudited)

From Inception

July 23, 1985

Three Months Ended through

Sept 30, Sept. 30,

2012 2011 2012

---- ---- ---

Cash Flows From

Operating Activities

Net Profit (Loss) $(1,965) $ - $(1,450,536)

------ ------ ------

Adjustments to reconcile net

Income (loss) to cash provided

by (used in) operations

Depreciation - - -

Common stock issued for service - -

Decrease in payable to a related

party for debt forgiveness - - (20,200)

Changes in operating

Assets and liabilities 2,115 - ( 7,946)

------ ------ ------

Net cash provide by (used in) ops - - (1,478,682)

Cash Flows From

Investing Activities

Net cash provided by (used in)

investing activities - - -

------ ------ ------

Cash Flows From

Financing Activities

Conversion of account payable - - 2,500

Proceeds of loan from related party - - 1,449,200

Common stock issued - - 10,000

------ ------ ------

Net cash provided by financing acts - - 1,461,700

------ ------ ------

Net increase (decrease) 150 - (16,982)

Cash at beginning of period 3,068 5,162 -

------ ------ ------

Cash at end of period $ 3,218 $ 5,162 3,218

------ ------ ------

Supplemental Disclosures of

Cash Flow Information

Interest paid $ - $ - $ -

------ ------ ------

Income taxes paid $ - $ - $ -

------ ------ ------

Non-cash Investing and

Financing Activities

Common stock issued $ - $ - $ 10,000

See Notes to Financial Statements

THREE SHADES FOR EVERYBODY, INC.

(A Development Stage Company)

Notes to Financial Statements

~~September~~December 3031, 2012

(unaudited)

NOTE 1- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

THE COMPANY

Three Shades for Everybody, Inc. (the "Company"), was incorporated in the state of Delaware on July 23, 1985 as Na Pali Funding, Inc. The Company was organized to invest in other firms and in 1987 the Company approved the acquisition of Vutek Systems, Inc., a California corporation, and a name change to Vutek Systems, Inc. As a result of this acquisition, the Company was primarily engaged in the design, manufacture, and sale of image capturing or processing products for IBM personal computers and compatibles until 1990. From 1990 to 2010 the Company had no business activity, although the Company changed its name to Three Shades for Everybody, Inc. in 1999. In June 2010 the Company acquired an inventory of 87 lithographic art works and entered the retail art business~~; however it has had only one sale and, in accordance with Statement of Financial Accounting Standard (SFAS) No~~. ~~7, "ACCOUNTING AND REPORTING BY DEVELOPMENT STAGE ENTERPRISES," is considered a development stage enterprise.~~

~~CASH~~NOTE ~~AND~~2. SUMMARY ~~CASH~~OF ~~EQUIVALENTS~~SIGNIFICANT ACCOUNTING POLICIES

~~For~~a. BASIS ~~purposes~~OF ~~of the statements of cash flows, the Company considers cash instruments with original maturities of less than three months to be cash equivalents.~~ACCOUNTING

~~START-UP~~The ~~COSTS~~accompanying financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) as promulgated in the United States of America.

~~Costs~~b. BASIC ofEARNINGS ~~start-up~~PER ~~activities,~~SHARE ~~including organization costs, are expensed as incurred, in accordance with Statement of Position (SOP) 98-5.~~

~~INCOME~~The ~~TAXES~~Company computes net income (loss) per share in accordance with the FASB Accounting Standards Codification (“ASC”). The ASC specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock. Basic net earnings (loss) per share amounts are computed by dividing the net earnings (loss) by the weighted average number of common shares outstanding.

~~The Company accounts for income taxes under SFAS No~~c. ~~109,~~ESTIMATES "Accounting for Income Taxes." This statement requires an asset and liability approach to account for income taxes. The Company provides deferred income taxes for temporary differences that will result in taxable or deductible amounts in future years based on the reporting of certain costs in different periods for financial June 30, 2011 or 2010.

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

~~The~~d. ~~presentation~~CASH ~~of financial statements in conformity with generally accepted accounting principles requires management to make estimates~~ and ~~assumptions~~CASH that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the periods presented. Actual results may differ significantly from those estimates.EQUIVALENT

~~FAIR~~Cash ~~VALUES~~and OFcash ~~FINANCIAL~~equivalents ~~INSTRUMENTS~~include cash on hand and on deposit at banking institutions as well as all highly liquid short-term investments with original maturities of 90 days or less. As of December 31, 2012 the Company had no cash equivalents.

~~Statement of Financial Accounting Standards No~~f. STOCK-BASED 107, DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS, requires disclosure of fair value information about financial instruments, whether or not recognized in the balance sheet. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows.COMPENSATION

6The Company records stock-based compensation in accordance with the FASB Accounting Standards Classification using the fair value method. All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. Equity

In that regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases, could not be realized in immediate settlement of the instruments. Statement No. 107 excludes certain financial instruments and all non-financial instruments from its disclosure requirements.7

~~FISCAL~~instruments ~~YEAR~~issued to employees and the cost of the services received as consideration are measured and recognized based on the fair value of the equity instruments issued.

~~The~~g. ~~Company~~INCOME ~~adopted~~TAXES ~~June 30 as its fiscal year ending.~~

~~STOCK-BASED~~Income ~~COMPENSATION~~taxes are provided in accordance with the FASB Accounting Standards Classification. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities.

InDeferred ~~accordance~~tax ~~with~~assets ~~the~~are ~~provisions~~reduced ofby ~~SFAS~~a ~~123~~valuation allowance when, in the ~~Company~~opinion ~~follows~~of ~~the~~management, ~~intrinsic~~it ~~value~~is ~~based~~more ~~method~~likely than not that some portion or all of ~~accounting~~the asdeferred ~~prescribed~~tax byassets ~~APB~~will ~~25,~~not ~~ACCOUNTING~~be ~~FOR~~realized. ~~STOCK~~Deferred ~~ISSUED~~tax TOassets ~~EMPLOYEES,~~and liabilities are adjusted for ~~its~~the ~~stock-based~~effects ~~compensation~~of changes in tax laws and rates on the date of enactment.

h. IMPACT OF NEW ACCOUNTING STANDARDS

The Company does not expect ~~the adoption~~ ~~of recently issued~~ recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission to have a ~~significant~~material impact on the Company'’s ~~results of~~ ~~operations,~~present ~~financial position,~~ or ~~cash~~future ~~flows~~financial statements.

NOTE 23. -GOING ~~STOCKHOLDERS'~~CONCERN ~~EQUITY~~

~~COMMON~~The ~~STOCK~~Company sustained operating losses during the years ended June 30, 2012 and 2011. The Company’s continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations and/or obtain additional financing, as may be required.

The ~~Company~~accompanying ~~has~~financial ~~authorized~~statements ~~share~~have ~~capital~~been ofprepared ~~two~~assuming ~~hundred~~that ~~million~~the ~~(200,000,000)~~Company ~~shares~~will ofcontinue ~~common~~as ~~stock~~a going concern; however, ~~having~~the ~~one~~above ~~hundredth~~condition ofraises asubstantial ~~cent~~doubt ~~($0~~about the Company’s ability to do so.~~001)~~ ~~par~~The ~~value~~financial ~~per~~statements ~~share,~~do ~~and~~not ~~fifty~~include ~~million~~any ~~(50,000,000)~~adjustments ~~shares~~to reflect the possible future effects on the recoverability and classification of ~~preferred~~assets ~~stock,~~or ~~also~~the ~~having~~amounts ~~one~~and ~~hundredth~~classifications of liabilities that may result should the Company be unable to continue as a ~~cent~~going ~~($0~~concern.~~001)~~ ~~par~~The ~~value~~officers ~~per~~and ~~share~~directors have committed to advancing certain operating costs of the Company.

NOTE 4. STOCKHOLDERS' EQUITY

COMMON STOCK: The Company has authorized share capital of two hundred million (200,000,000) shares of common stock having one hundredth of a cent ($0.001) par value per share.

In the year ended June 30, 1987 the Company went public, issuing 1,400,000 units, each consisting of one share and two warrants, at a price of $0.05 per unit. Also in that year it acquired VuTek Systems, Inc., in a stock for stock exchange which resulted in the issuance of an additional 3,421,000 shares. Additional shares were issued in 1988, 1989, and 1990 as a result of warrant exercises, private placements, and issuances for services.

By June 30, 1990 the Company had a total of 11,872,069 shares issued and outstanding. In that year the Company completed the closure of its business and became dormant. In 1994 the number of shares issued and outstanding remained at 11,872,069, however the additional paid in capital was increased by $463,937 as a result of the expiration and forgiveness of debt through the Statute of Limitations.

In 1996 19,000,000 shares were issued for services and in 1999, with a total of 30,872,069 shares outstanding, a 1 for 100 reverse split was voted which reduced the total number of shares issued and outstanding to 308,721. Also in June 1999 1,000,000 ~~shares were issued in a private placement, bringing the total outstanding to 1,308,721 shares.~~

shares were issued in a private placement, bringing the total outstanding to 1,308,721 shares.

In the year ended June 30, 2000 there was a forward split of 2.8 for 1, bringing the total number of shares outstanding to 3,664,419. Additional shares were issued in that year bringing the total outstanding to 4,096,575.

The total number of shares issued and outstanding remained at 4,096,575 until July 23, 2007. On that date an additional 5,100,000 shares were issued to the Company’s officers in exchange for services and as reimbursement for expenses paid on behalf of the company, bringing the total outstanding to 9,196,575 shares.

On July 24, 2008 the Company, with the consent of its majority shareholder, adopted a resolution calling for a reverse split of its issued and outstanding common stock at a ratio of one (1) new share for each sixty (60) old shares. As a result the total number of common shares issued and outstanding was reduced to 153,572.

On June 25, 2010 the Company, with the consent of its majority shareholder, adopted a resolution and an amendment to its articles of incorporation calling for a forward split of its issued and outstanding common stock at a ratio of twelve (12) new shares for each ten (10) old shares and for rounding of odd lots to the nearest round lot of shares. As a result, the total number of common shares issued and outstanding was increased to 243,500. The accompanying financial statements have been retroactively adjusted, ~~pursuant~~ to ~~SAB Topic 4:C, to~~ reflect the results of this forward split.

On June 28, 2010 a total of 2,000,000 shares were issued to the President of the Company in exchange for a collection of signed, numbered, lithographs by Red Skelton. The collection consisted of 87 pieces and was valued at $10,000 or $0.005 per share.

As a result of these issuances and the forward split there were a total of 2,243,500 shares of common stock issued and outstanding as of ~~September~~December 3031, 2012. ~~There are no shares of preferred stock issued and outstanding.~~

~~NOTE~~PREFERRED 3STOCK: The -authorized ~~EARNINGS~~share ~~PER~~capital ~~SHARE~~of the Company includes fifty million (50,000,000) shares of preferred stock having one hundredth of a cent ($0.001) par value per share. As of December 31, 2012 no shares of preferred stock had been issued and no shares of preferred stock were outstanding.

~~The~~NOTE ~~computations~~5 of- ~~earnings~~EARNINGS ~~per~~PER ~~share for the quarters ended September 30, 2012 and 2011 are as follows:~~SHARE

The computations of earnings (loss) per share for the quarters ended December 31, 2012 and 2011 are as follows:

~~INCOME PER COMMON SHARE, BASIC~~2012

2011

INCOME PER COMMON SHARE

Numerator

Net income (loss) ~~$ (1,965) $ -~~

$ -

Denominator

Weighted-average shares ~~2,243,500 2,243,500~~

2,243,500

===================================================

Net income (loss) per common share ~~$ (0.001) $ -~~

~~========== ===========~~$ -

~~2012 2011~~$ -

~~INCOME PER COMMON SHARE, DILUTED~~===========

~~Numerator~~===========

~~Net~~NOTE ~~income~~6 ~~(loss) $~~ - ~~$ -~~ INCOME TAXES

~~Denominator~~There was no income and no provisions for income taxes for the quarters ended December 31, 2012 and 2011.

~~Weighted~~NOTE 7 -~~average~~ ~~diluted~~RELATED ~~shares 2,243,500 19,943,500~~PARTY TRANSACTIONS

~~===================================================~~There were no related party transactions during the quarter ended December 31, 2012 nor were there any during the quarter ended December 31, 2011.

Net income per common share $ - $ -

=========== ===========

For the period ended September 30, 2012 there were no shares issuable under convertible notes, however for the period ended September 30, 2011 there were 17,700,000 shares issuable under convertible notes. The earnings per share calculations for 2012 and 2011 are based on the number of shares outstanding at all times during those quarters.

NOTE 4 - INCOME TAXES

There was no income and no provisions for income taxes for the quarters ended September 30, 2012 and 2011.

NOTE 5 - RELATED PARTY TRANSACTIONS

There were no related party transactions during the quarter ended September 30, 2012 nor were there any during the quarter ended September 30, 2011.

NOTE 6 - GOING CONCERN

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company's financial position and operating results raise substantial doubt about the Company's ability to continue. The Company had no operating revenue in the three months ended September 30, 2011, only $150 in operating revenue in the three months ended September 30, 2012 and only $400 in revenue in the fiscal year ended June 30, 2012.

The ability of the Company to continue as a going concern is dependent upon developing sales and obtaining additional capital and financing. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 7 - SUBSEQUENT EVENT

There are no subsequent events to report.

NOTE 8 - COMMITMENT AND CONTIGENCY

There was no commitment or contingency to disclose during quarters ended September 30, 2012 and 2011.

NOTE 8 - SUBSEQUENT EVENT

There are no subsequent events to report.

NOTE 9 - COMMITMENT AND CONTIGENCY

There was no commitment or contingency to disclose during quarters ended December 31, 2012 and 2011.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND

RESULTS OF OPERATIONS

FORWARD-LOOKING STATEMENTS

The discussion contained herein contains "forward-looking statements" that involve risk and uncertainties. These statements may be identified by the use of terminology such as "believes," "expects," "may," "should" or anticipates" or expressing this terminology negatively or similar expressions or by discussions of strategy. The cautionary statements made in this Form 10-Q should be read as being applicable to all related forward-looking statements wherever they appear in this Form 10-Q. Our actual results could differ materially from those discussed in this report.

BUSINESS AND PLAN OF OPERATION

Three Shades For Everybody, Inc. (the "Company"), was incorporated on July 23, 1985 under the laws of the State of Delaware. The Company intended to acquire or invest in other businesses and in 1987 the Company approved the acquisition of Vutek Systems, a California business engaged in the design, manufacture, and sale of image capturing boards for use in personal computers. The name of the Company was then changed to Vutek Systems, Inc. Vutek’s operations ceased in 1990 and the Company remained dormant until 1999 when its name was changed to Three Shades For Everybody, Inc. in anticipation of acquisition of an apparel design and manufacturing business. The acquisition was not completed and the Company once again became dormant until present efforts to revive it began in 2007.

In June of 2010 management decided to take the Company in a new business direction and agreed on a plan to market fine art and collectibles on a retail basis via the internet and also via consignment placements with traditional art galleries. Our primary sales outlet is expected to be ebay where we believe that we will receive maximum marketing exposure with minimal expense. We also expect to place works on consignment with traditional, brick and mortar galleries in the Southern California region.

We expect to purchase fine art and collectibles and to sell these from our own inventory, and in fact we have already acquired an initial inventory of art and collectibles consisting of 87 lithographic art works by the comedian and artist Red Skelton. We also plan to sell art and collectibles owned by others who consign them to us. Like our own inventory sales, consigned items will be offered for sale both through ebay and through galleries in the Southern California region.

LIQUIDITY AND CAPITAL RESOURCES

1) Liquidity: As of ~~September~~December 3031, 2012 the Company had cash on hand of $31,218 and an inventory of art and/or collectibles currently consisting of 83 signed, numbered, limited edition, lithographic prints by artist and comedian Red Skelton. The inventory is valued at $9,540. This ~~represents~~is anthe ~~increase~~same in cash ~~of $150 during the quarter~~ and ~~a decrease in~~ inventory ~~during~~position that the ~~same~~Company ~~period~~had as of ~~one~~September ~~lithograph~~30, ~~valued at $115~~2012. As of ~~September~~December 3031, 2011 we had cash on hand of $5,~~162~~150 and an inventory of $9,885. It is anticipated that we will continue to incur nominal expenses in the implementation of the business plan described herein. While we have only limited cash with which to pay these anticipated expenses, present management of the Company will pay these charges, if they exceed the cash on hand, with their personal funds as interest free loans to the Company or as capital contributions.

2) Capital Resources: As noted above, the Company has only $31,218 in cash resources but will rely upon interest free loans or capital contributions from management, if necessary, to meet its needs.

3) Results of Operations: During the quarter ended ~~September~~December 3031, 2012 there ~~was~~were ~~one~~no ~~lithograph~~art ~~sold,~~sales ~~increasing cash by $150~~ and ~~reducing~~no ~~inventory~~change byin ~~$115~~inventory.

1011

4) Going Concern: The accompanying financial statements are presented on a going concern basis. The company's financial condition raises substantial doubt about the Company's ability to continue as a going concern. The Company does not have significant cash reserves. It is relying on advances from stockholders, officers and directors to meet its limited operating expenses.

5) Off-Balance Sheet Arrangements: We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

ITEM 4. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Our management team, under the supervision and with the participation of our principal executive officer and our principal financial officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as such term is defined under Rule 13a-15(e) promulgated under the Exchange Act, as of the last day of the fiscal period covered by this report, ~~September~~December 3031, 2012. The term disclosure controls and procedures means our controls and other procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to management, including our principal executive and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based on this evaluation, our principal executive officer and our principal financial officer concluded that, as of ~~September~~December 3031, 2012, our disclosure controls and procedures were effective at a reasonable assurance level.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There have been no changes in our internal control over financial reporting during the fiscal quarter ended ~~September~~December 3031, 2012 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 1A. RISK FACTORS

There have been no material changes to the risks to our business from those described in our Form 10-K filing as filed with the SEC on ~~October~~September 222, 2012.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. REMOVED AND RESERVED

ITEM 5. OTHER INFORMATION

None.

ITEM 6. - EXHIBITS

No.

Description

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31.1* Certification of Chief Executive Officer required by Rule 13a-14(a) or Rule

* Certification of Chief Executive Officer required by Rule 13a-14(a) or Rule

15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to

Section 302 of the Sarbanes-Oxley Act of 2002

31.2* Certification of Chief Financial Officer required by Rule 13a-14(a) or Rule

* Certification of Chief Financial Officer required by Rule 13a-14(a) or Rule

15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to

Section 302 of the Sarbanes-Oxley Act of 2002

32.1** Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted

*pursuant ~~Certification~~to ofSection ~~Chief~~906 ~~Executive~~of ~~Officer~~the ~~pursuant~~Sarbanes-Oxley toAct 18of ~~U.S.C. 1350, as~~ 2002

~~Adopted~~32.2** ~~pursuant~~Certification toof ~~Section~~Chief ~~906~~Financial ofOfficer ~~the~~pursuant ~~Sarbanes-Oxley~~to ~~Act~~18 ofU.S.C. ~~2002~~1350, as adopted

~~32.2~~pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101** ~~Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as~~

adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101

The following materials from the Company’s Quarterly Report on Form 10-Q for

the quarter ended ~~September~~December 3031, 2012, formatted in XBRL (eXtensible Business Reporting Language); (i) Balance Sheets at ~~September~~December 3031, 2012 and June 30, 2012, (ii) Statement of Operations for the three months and six months ended ~~September~~December 3031, 2012, (iii) Statement of Cash Flows for the three months and six months ended ~~September~~December 3031, 2012, and (iv) Notes to Financial Statements.

101.INS** XBRL Instance Document

101.SCH** XBRL Taxonomy Extension Schema Document

101.CAL** XBRL Taxonomy Extension Calculation Linkbase Document

101.LAB** XBRL Taxonomy Extension Label Linkbase Document

101.PRE** XBRL Taxonomy Extension Presentation Linkbase Document

101.DEF** XBRL Taxonomy Extension Definition Linkbase Document

________________________

*Filed herewith.

**Furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: ~~November~~February 12, ~~2012~~2013 THREE SHADES FOR EVERYBODY, INC.

By: /s/ Daniel Masters

_________________________________

Daniel Masters

President, CEO, and Director

By: /s/ Dominique Garcia

_________________________________

Dominique Garcia

Treasurer, CFO, and Director

Filing Compare · Three Shades for Everybody, Inc.