UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

____________________________

FORM 10-Q

~~x QUARTERLY REPORT UNDER SECTION 13 OR 15~~(D)Mark ~~OF THE SECURITIES~~One)

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

For the ~~Quarter~~quarterly ~~Ended~~period ~~December~~ended 31June 30, ~~2013~~2014

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

oFor ~~TRANSITION~~the ~~REPORT~~transition ~~PURSUANT~~period TOfrom ~~SECTION~~________ 13to ~~OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~________

~~FOR~~COMMISSION ~~THE~~FILE ~~TRANSITION~~NUMBER ~~PERIOD FROM _______________________ TO _______________________~~000-54854

~~Commission~~PORTUS ~~File # 000-54854~~CORPORATION

DANE EXPLORATION INC.

(Exact name of registrant as specified in its charter)

Nevada



NEVADA		98-0654981
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

(Address of principal executive offices)		(Zip Code)

(954) 778-8211
(Registrant's telephone number, including area code)

N/A
(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (~~State~~1) has filed all reports required to be filed by Section 13 or ~~other~~15(d) ~~jurisdiction~~of the Securities Exchange Act of ~~incorporation~~1934 during the preceding 12 months (or ~~organization~~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. [X] Yes [ ] No

98Indicate 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-~~0654981~~T (s. 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). [X] Yes [ ] No

(IRS Employer Identification Number)

500 McLeod Trail East - #5178

Bellingham, Washington, USA 98226

(Address of principal executive offices) (Zip Code)

Tel. (866) 676-7678

(Registrant’s telephone no., including area code)

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated file, or a smaller reporting company.

Large accelerated filer o Accelerated filer o Non-accelerated filer o 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 x No o

The issuer had 53,600,000 shares of common stock issued and outstanding as of January 17, 2014.

Table of Contents

DANE EXPLORATION INC.

(An Exploration Stage Company)

Table of Contents

			Page
PART I. Financial Information
	Item 1. Financial Statements.
		Condensed Balance Sheets at December 31, 2013 (unaudited) and September 30, 2013	1
		Unaudited Condensed Statements of Operations for the three months periods ended December 31, 2013 and December 31, 2012 and the Exploration Stage Period of March 3, 2010 through December 31, 2013	2
		Unaudited Condensed Statements of Cash Flows for the three months periods ended December 31, 2013 and December 31, 2012 and the Exploration Stage Period of March 3, 2010 through December 31, 2013	3
		Notes to Unaudited Condensed Financial Statements	4
	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		10
	Item 3. Quantitative and Qualitative Disclosures about Market Risk		29
	Item 4. Controls and Procedures		29
PART II. Other Information			31
	Item 1. Legal Proceedings		31
	Item 1a. Risk Factors		31
	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		41
	Item 3. Defaults Upon Senior Securities		41
	Item 4. Mine Safety Disclosures		41
	Item 5. Other Information		41
	Item 6. Exhibits		42
Signatures			42

Table of Contents

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS (unaudited)

DANE EXPLORATION INC.

(An Exploration Stage Company)

Condensed Balance Sheets

	December 31, 2013 (unaudited)			September 30, 2013
ASSETS
CURRENT ASSETS
Cash	$	1,155		$	1,310
Prepaid expenses		2,091			291
Total current assets		3,246			1,601
Total Assets	$	3,246		$	1,601
LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES
Accounts payable	$	17,137		$	12,179
Shareholder advances		21,500			11,000
Total current liabilities		38,637			23,179
Total Liabilities		38,637			23,179
COMMITMENTS AND CONTINGENCIES		—			—
STOCKHOLDERS’ DEFICIT
Common shares, 250,000,000 shares with par value $0.001 authorized; 53,600,000 shares issued and outstanding at December 31, 2013 and September 30, 2013	$	53,600		$	53,600
Additional paid-in capital		43,400			43,400
Deficit accumulated during the exploration stage		(132,391	)		(118,578	)
Total stockholders’ deficit		(35,391	)		(21,578	)
Total Liabilities and Stockholders’ Deficit	$	3,246		$	1,601

The accompanying notes to financial statements are an integral part of these condensed financial statements

~~Table~~Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of ~~Contents~~“large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

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

Indicate by check mark whether the registrant is a shell company (Anas ~~Exploration~~defined ~~Stage~~in ~~Company~~Rule 12b-2 of the Exchange Act): [ ] Yes [X] No

~~Condensed~~Indicate ~~Statements~~the number of ~~Operations~~shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: As of August 13, 2014, the Registrant had 55,810,000 shares of common stock, par value of $0.001 per share, issued and outstanding.

(Unaudited)

	Three months ended December 31, 2013			Three months ended December 31, 2012			March 3, 2010 (inception) through December 31, 2013
OPERATING EXPENSES:
Exploration expenses	$	1,070		$	—		$	10,069
Professional fees		9,154			12,000			73,608
General and administrative expenses		3,589			1,677			41,214
Impairment of mineral properties		—			—			7,500
Total operating expenses		13,813			13,677			132,391
Net Loss	$	(13,813	)	$	(13,677	)	$	(132,391	)
Basic and diluted loss per common share	$	Nil		$	Nil
Basic and diluted weighted average shares outstanding		53,600,000			52,662,500

The accompanying notes to financial statements are an integral part of these condensed financial statements

~~Table~~PART ofI ~~Contents~~- FINANCIAL INFORMATION

~~DANE~~ITEM ~~EXPLORATION~~1. ~~INC~~FINANCIAL STATEMENTS.

~~(An~~The ~~Exploration~~accompanying ~~Stage~~unaudited ~~Company)~~financial statements have been prepared in accordance with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X, and, therefore, do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, and cash flows in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the three months period ended June 30th, 2014 are not necessarily indicative of the results that can be expected for the year ending December 31, 2014.

~~Condensed~~As ~~Statements~~used ofin ~~Cash~~this ~~Flows~~Quarterly Report, the terms "we,” "us,” "our,” and “Portus” mean Portus Corporation unless otherwise indicated. All dollar amounts in this Quarterly Report are in U.S. dollars unless otherwise stated.

~~(Unaudited)~~3

	Three months ended December 31, 2013			Three months ended December 31, 2012			March 3, 2010 (inception) through December 31, 2013
Cash flows from operating activities:
Net loss for the period	$	(13,813	)	$	(13,677	)	$	(132,391	)
Adjustments to reconcile net loss to net cash used in operating activities:
Mineral property impairments		—			—			7,500
Net change in operating assets and liabilities
Prepaid expenses		(1,800	)		(986	)		(2,091	)
Accounts payable		4,958			(6,443	)		17,137
Net cash used in operating activities		(10,655	)		(21,106	)		(109,845	)
Cash flows from investing activities:
Purchase of mineral properties		—			—			(7,500	)
Net cash used in investing activities		—			—			(7,500	)
Cash flows from financing activities:
Common stock issued for cash		—			34,500			97,000
Net Shareholder advances		10,500			(7,705	)		21,500
Net cash provided by financing activities		10,500			26,795			118,500
Net increase in cash		(155	)		5,689			1,155
Cash, beginning of period		1,310			66			—
Cash, end of period	$	1,155		$	5,755		$	1,155

PORTUS CORPORATION - Condensed Balance Sheets

~~The~~Condensed ~~accompanying~~Balance ~~notes to financial statements are an integral part of these condensed financial statements~~Sheet



	June 30th 2014 (unaudited)

ASSETS

CURRENT ASSETS
Cash	$	-

Total current assets		-

Total Assets	$	-

LIABILITIES AND STOCKHOLDERS’ DEFICIT

CURRENT LIABILITIES
Accounts Payable	$	24

Total current liabilities		24

Total Liabilities	$	24

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS’ DEFICIT
Common shares, 250,000,000 shares with par value $0.001 authorized; 55,810,000 shares issued and outstanding as of June 30^th, 2014	$	55,810
Additional paid-in capital		(52,710)
Deficit accumulated during the development stage		(3,124)
Total stockholders’ deficit		(24)

Total Liabilities and Stockholders’ Deficit	$	-

~~Table of Contents~~4

~~DANE~~Condensed ~~EXPLORATION~~Statement ~~INC.~~of Operations

(~~An Exploration Stage Company~~Unaudited)

Notes to Condensed Financial Statements



	Three Months Ended June 30^th 2014		February 11^th 2014 (inception) through June 30^th 2014

OPERATING EXPENSES:
Bank Charges	$	34	$	93
Professional fees		-		1,000
General and administrative expenses		50		876
Licenses		475		1,155
Total operating expenses

Net Loss	$	(559)	$	(3,124)

Basic and diluted loss per common share	$	(0.00)	$	(0.00)
Basic and diluted weighted average shares outstanding		36,151,206		54,413,669

~~(Unaudited)~~5

~~Note~~Condensed 1Statements ~~– Basis~~ of ~~Presentation~~Cash Flows

~~The unaudited condensed financial statements included herein have been prepared by Dane Exploration Inc.~~ (~~the “Company”~~Unaudited) in accordance with accounting principles generally accepted in the United States for interim financial information. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted as allowed by such rules and regulations, and the Company believes that the disclosures are adequate to make the information presented not misleading. These unaudited condensed financial statements of the Company as of December 31, 2013 have been prepared without audit pursuant to the rules and regulations of the Securities Exchange Commission.

It is suggested that these financial statements be read in conjunction with the September 30, 2013 audited financial statements and the accompanying notes included in the Company’s Form 10-K filed with the Securities and Exchange Commission. The results of operations for the interim periods are not necessarily indicative of the results for the full year. In management’s opinion all adjustments necessary for a fair presentation of the Company’s financial statements are of a normal recurring nature and are reflected in the interim periods included.



	February 11^th 2014 (inception) through June 30^th 2014

Cash flows from operating activities:
Net loss for the period	$	(3,124)
Change in operating liabilities
Accounts Payable		24

Net cash used in operating activities		(3,100)

Cash flows from financing activities:
Common stock issued for cash		3,000
Contribution to capital		100

Net cash provided by financing activities		3,100

Net increase in cash		-

Cash, beginning of period		-

Cash, end of period	$	-

Non Cash Financing Activities
Reverse merger		53,810
Shares issued for services		2,000

~~Amounts shown for September 30, 2013 are based upon the audited financial statements of that date.~~6

~~Note~~Portus ~~2 – Summary of Significant Accounting Policies~~Corporation

~~This~~Notes ~~summary of significant accounting policies is presented~~ to ~~assist~~Financial in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, who are responsible for their integrity and objectivity. These accounting policies conform to generally accepted accounting principles in the United States of America and have been consistently applied in the preparation of the financial statements, which are stated in U.S. Dollars.Statements

~~The financial statements reflect the following significant accounting policies:~~1.

~~Exploration~~Basis ~~Stage~~of ~~Company~~Presentation

The accompanying unaudited interim financial statements of the Company ishave anbeen ~~exploration~~prepared ~~stage~~in ~~company. The~~accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the Company’s isaudited ~~devoting~~2013 ~~substantially~~annual financial statements and notes thereto filed on Form 8-K. In the opinion of management, all adjustments consisting of ~~its~~normal ~~present~~recurring ~~efforts~~adjustments, tonecessary ~~establish~~for a ~~new~~fair ~~business~~presentation of financial position and ~~none~~the results of ~~its~~operations ~~planned~~for ~~principal~~the ~~operations~~interim periods presented have ~~commenced~~been reflected herein. As The anresults ~~exploration~~of ~~stage~~operations ~~enterprise,~~for ~~the~~interim ~~Company~~periods ~~discloses~~are not necessarily indicative of the ~~deficit~~results ~~accumulated~~to ~~during~~be expected for the ~~exploration~~full ~~stage~~year. Notes ~~and~~to the ~~cumulative~~financial statements, ofwhich ~~operations~~would ~~and~~substantially ~~cash~~duplicate ~~flows~~the ~~from~~disclosure ~~inception~~required toin the ~~current~~Company’s ~~balance~~2013 ~~sheet~~annual ~~date~~financial statements have been omitted.

4In the year to date ended June 30, 2014, the Company has elected to early adopt Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. The adoption of this ASU allows the company to remove the inception to date information and all references to development stage.

~~Table of Contents~~2.

~~DANE~~Going ~~EXPLORATION INC.~~Concern

~~(An~~The ~~Exploration~~accompanying ~~Stage~~consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. Since inception, the Company) has incurred losses. In addition, the Company generated negative cash flows from operations during the period from inception through June 30th, 2014. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern for a reasonable period of time.

~~Notes~~If necessary, the Company will pursue additional equity and/or debt financing while managing cash flows from operations in an effort to ~~Financial~~provide ~~Statements~~funds to meet its obligations on a timely basis and to support future business development.

~~(Unaudited)~~The consolidated financial statements do not contain any adjustments to reflect the possible future effects on the classification of assets or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern.

~~Exploration Costs and Mineral Property Right Acquisitions~~3.

~~The~~Significant Company is primarily engaged in the acquisition and exploration of mining properties. Mineral property exploration costs are expensed as incurred. Mineral property acquisition costs are initially capitalized when incurred. The Company assesses the carrying costs for impairment under Accounting Standards 930 Extractive Activities – Mining (ASC 930). An impairment loss is recognized when the sum of the expected undiscounted future cash flows is less than the carrying amount of the mineral property. Impairment losses, if any, are measured as the excess of the carrying amount of the mineral property over its estimated fair value. No impairment losses were recorded during the three month periods ended December 31, 2013 or December 31, 2012, respectively.Policies

~~Use~~Fair Value of ~~Estimates~~Financial Instruments

The ~~preparation~~Company ofmeasures its financial ~~statements~~assets and liabilities in ~~conformity~~accordance with ~~generally accepted accounting principles in~~ the ~~United~~requirements ~~States~~ of ~~America~~ASC ~~requires~~820, ~~management~~“Fair toValue ~~make~~Measurements ~~estimates~~ and ~~assumptions~~Disclosures.” ASC ~~that~~820 ~~affect~~clarifies the ~~reported~~definition ~~amounts~~ of ~~assets~~fair ~~and~~value, ~~liabilities~~prescribes ~~and~~methods ~~disclosure~~for ofmeasuring ~~contingent~~fair ~~assets~~value, and ~~liabilities~~establishes ata ~~the~~fair ~~date~~value ofhierarchy ~~the~~to ~~financial~~classify ~~statements and~~ the ~~reported~~inputs ~~amounts~~used ofin ~~revenues~~measuring ~~and~~fair ~~expenses~~value ~~during~~as ~~the period. Actual results could differ from those estimates.~~follows:

~~Basic and Diluted Loss per Common Share~~7

~~Basic~~Level ~~loss~~1 ~~per~~- ~~share~~Quoted isprices ~~calculated~~are ~~by dividing the net loss~~ available toin ~~common~~active ~~stockholders~~markets byfor ~~the~~identical ~~weighted~~assets ~~average~~or ~~number~~liabilities as of ~~common shares outstanding for~~ the ~~period.~~reporting ~~The denominator in this calculation is adjusted to reflect any stock splits or stock dividends~~date. Active ~~Diluted~~markets ~~loss~~are ~~per~~those ~~share~~in ~~is calculated using the treasury method~~ which ~~requires~~transactions ~~the~~for ~~calculation of diluted loss per share by assuming that any outstanding stock options with an average market price that exceeds~~ the ~~average~~asset ~~exercise~~or ~~prices~~liability ofoccur ~~the~~in ~~options~~sufficient ~~for~~frequency ~~the year, are exercised~~ and ~~the~~volume ~~assumed proceeds are used~~ to ~~repurchase~~provide ~~shares~~pricing ofinformation ~~the~~on ~~Company~~an atongoing ~~the average market price of the common shares for the year~~basis. Level An1 ~~incremental~~primarily ~~per~~consists ~~share effect is then calculated for each option. The denominator~~ of ~~the~~financial ~~diluted~~instruments ~~loss~~such ~~per~~as ~~share~~exchange-traded ~~formula is the number common shares outstanding at balance sheet date plus the incremental shares assumed to be issued from treasury for option exercises~~derivatives, ~~less~~marketable ~~the~~securities number of shares assumed to be repurchased, weighted by the period they are assumed to be outstanding. This dilution calculation did not affect current fiscal year results because the Company does not have an Option Plan and ~~has~~listed ~~not issued any stock options; nor equity security equivalents such as warrants~~equities.

~~Stock~~Level 2 -~~based~~ ~~Compensation~~Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date and includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options and collars.

~~The~~Level ~~Company~~3 ~~follows ASC 718~~-~~10,~~ ~~Stock~~Pricing ~~Compensation,~~inputs ~~which~~include ~~addresses~~significant ~~the~~inputs ~~accounting~~that ~~for~~are ~~transactions~~generally inless ~~which~~observable anfrom ~~entity~~objective ~~exchanges~~sources. ~~its~~These ~~equity~~inputs ~~instruments~~may ~~for~~be ~~goods~~used ~~or services,~~ with ainternally ~~primary~~developed ~~focus~~methodologies onthat ~~transactions~~result in ~~which~~management’s anbest ~~entity~~estimate ~~obtains employee services in share-based payment transactions. ASC 718-10 requires measurement~~ of ~~the cost of employee services received in exchange for an award of equity instruments based on the grant-date~~ fair value ~~of the award (with limited exceptions)~~. Incremental compensation costs arising from subsequent modifications of awards after the grant date must be recognized. The Company has not adopted a stock option plan and has not granted any stock options; nor has it made any awards of stock, or stock equivalents.

54.

~~Table~~ Portus ~~of Contents~~Acquisition

~~DANE~~On ~~EXPLORATION~~February ~~INC~~11, 2014, we completed the acquisition of the assets that comprise the “Portus Cloud” business (the “Portus Assets”) from Portus Holdings Inc. (“Portus”) in which Portus Holdings Inc. received 50,000,000 shares of common stock and Dane shareholders retained 3,800,000 shares of common stock. The acquisition of the Portus Assets was completed pursuant to the terms of the Asset Purchase Agreement dated January 29, 2014 (the “Asset Purchase Agreement”) among Portus, the Company, Dane Acquisition Corp. (“Dane Sub”), our wholly owned subsidiary, and David Christie, our sole executive officer, director and majority stockholder at the time of entering into the Asset Purchase Agreement.

~~(An~~Under ~~Exploration~~the ~~Stage~~terms ~~Company)~~of the Asset Purchase Agreement, Portus transferred to Dane Sub all of its right, title and interest in and to the Portus Assets. In consideration for the Portus Assets, we issued to Portus 50,000,000 shares of our common stock.

~~Notes~~Concurrently, toin ~~Financial~~connection ~~Statements~~with the closing of the Asset Purchase Agreement, Mr. Christie returned for cancellation 49,800,000 shares of our common stock, representing 99.6% of the shares beneficially owned by him.

~~(Unaudited)~~The transaction is being treated as a reverse merger and recapitalization of the Portus assets as of February 11, 2014. The Portus assets are deemed to be a business in this transaction.

~~Estimated~~Upon ~~Fair~~completion ~~Value~~of the acquisition of the Portus Assets, Mr. Christie resigned as our Chief Executive Officer, Chief Financial ~~Instruments~~Officer, President, Secretary, Treasurer and Director. Following Mr. Christie’s resignation, G. Dale Murray, II was appointed as our Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and as a Director.

ASC 820, "Fair Value Measurements", requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. It establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument's categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. It prioritizes the inputs into three levels that may be used to measure fair value:8

~~Level 1:~~5.

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

~~Level~~Subsequently 2:on February 20th 2014, Portus Sold 10,000 shares to an accredited investor for $3,000 under the Subscription Agreement.

~~Level~~A 2contribution ~~applies~~by toa ~~assets~~shareholder orof ~~liabilities~~$100 ~~for~~was ~~which~~made ~~there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities~~ in ~~active~~February markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data2014.

On May 20th 2014, Portus Corporation entered into a consulting Agreement with Burkman and Associates. For payment Burkman and Associates accepted 2,000,000 shares of common stock. The stock payment is subject to fair value measurement under ASC 820, “Fair Value Measurements and Disclosures.” ,ASC 820 requires the Company record the stock measurement expense based on Level 1, Level 2 or Level 3:. The Company does not have an active trading market, and the Company does not have any assets, nor generates revenue. Therefore, the shares were considered to have no value.

~~Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.~~9

~~The~~ITEM ~~Company's financial instruments consist principally of cash, accounts payable, and shareholder advances~~2. ~~Pursuant~~MANAGEMENT'S toDISCUSSION ~~ASC~~AND ~~820,~~ANALYSIS ~~the~~OF ~~fair~~FINANCIAL ~~value~~CONDITION ofAND ~~our~~RESULTS ~~cash~~OF ~~is determined based on "Level 1" inputs, which consist of quoted prices in active markets for identical assets~~OPERATIONS. ~~We believe that the recorded values of all of our other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.~~

ItCAUTIONARY isSTATEMENT ~~management’s~~REGARDING ~~opinion~~FORWARD-LOOKING ~~that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.~~STATEMENTS

~~Income~~Certain ~~Taxes~~statements contained in this Quarterly Report constitute "forward-looking statements.” These statements, identified by words such as “plan,” "anticipate,” "believe,” "estimate,” "should,” "expect" and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy. Forward-looking statements involve known and unknown risks, uncertainties, assumptions and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among others, general business, economic, competitive, political and social uncertainties; lack of brand awareness; successful development of our food service cloud platform; acceptance of our products by our customers, our limited operating history; market fluctuations; intellectual property infringement claims and retention of key personnel, as well as those factors discussed in the section titled "Part II – Item 1A. Risk Factors.”

~~The~~Forward ~~Company~~looking ~~recognizes~~statements ~~deferred~~are ~~tax~~based ~~liabilities~~on a number of material factors and ~~assets~~assumptions, ~~for~~including ~~the~~that ~~expected~~consumers ~~future~~will ~~tax~~accept ~~consequences~~cloud ofplatforms, ~~events~~economic ~~that~~conditions ~~have~~in ~~been~~the ~~recognized~~United States will continue to show modest improvement in the ~~Company’s~~near ~~financial~~to ~~statements~~medium orfuture, ~~tax~~there ~~returns~~are ~~using~~no material changes to the ~~liability~~competitive ~~method.~~environment ~~Under~~for ~~this~~the ~~method~~development of a food service cloud platform, ~~deferred~~we ~~tax~~will ~~liabilities~~be ~~and~~able ~~assets~~to ~~are~~access ~~determined~~sufficient ~~based~~qualified onstaff, ~~the~~there ~~temporary~~will ~~differences~~be ~~between~~no ~~the~~material ~~financial~~changes ~~statement~~with ~~carrying~~our ~~amounts~~anticipated customer base and ~~tax~~there ~~bases~~will ofbe ~~assets~~no material changes to the tax and ~~liabilities~~other ~~using~~regulatory ~~enacted~~requirements ~~rates~~governing inus. ~~effect~~While inwe ~~the~~consider ~~years~~these ~~during~~assumptions ~~which~~to ~~the~~be ~~differences~~reasonable ~~are~~based ~~expected~~on information currently available to ~~reverse~~us, these assumptions may prove to be incorrect. Actual results may vary from such forward-looking information for a variety of reasons, including but not limited to risks and ~~upon~~uncertainties disclosed in the ~~possible~~section ~~realization~~titled of"Part ~~net~~II ~~operating~~– ~~loss~~Item ~~carry-forwards~~1A. Risk Factors.”

6We intend to discuss in our quarterly and annual reports any events or circumstances that occurred during the period to which such documents relate that are reasonably likely to cause actual events or circumstances to differ materially from those disclosed in this Quarterly Report on Form 10-Q. New factors emerge from time to time, and it is not possible for management to predict all of such factors and to assess in advance the impact of each such factor on our business or the extent to which any factor, or combination of such factors, may cause actual results to differ materially from those contained in any forwarding looking statement.

~~Table~~We ofadvise ~~Contents~~you to carefully review the reports and documents we file from time to time with the SEC, particularly our Annual Reports on Form 10-K, our Quarterly Reports on Form 10-Q and our Current Reports on Form 8-K.

~~DANE EXPLORATION INC.~~10

~~(An Exploration Stage Company)~~OVERVIEW

~~Notes~~We were incorporated on March 2, 2010 under the laws of the State of Nevada. On March 24, 2014, we changed our name to ~~Financial~~“Portus ~~Statements~~Corporation” by merging with our wholly owned subsidiary.

On February 11, 2014, we completed the acquisition of the assets that comprise the “Portus Cloud” business (~~Unaudited~~the “Portus Assets”) from Portus Holdings Inc. (“Portus”). The acquisition of the Portus Assets was completed pursuant to the terms of the Asset Purchase Agreement dated January 29, 2014 (the “Asset Purchase Agreement”) among Portus, the Company, Dane Acquisition Corp. (“Dane Sub”), our wholly owned subsidiary, and David Christie, our sole executive officer, director and majority stockholder at the time of entering into the Asset Purchase Agreement. Under the terms of the Asset Purchase Agreement, Portus transferred to Dane Sub all of its right, title and interest in and to the Portus Assets. In consideration for the Portus Assets, we issued to Portus 50,000,000 shares of our common stock. Concurrently, in connection with the closing of the Asset Purchase Agreement, Mr. Christie returned for cancellation 49,800,000 shares of our common stock, representing 99.6% of the shares beneficially owned by him.

~~Valuation~~Upon completion of ~~Long-Lived~~the acquisition of the Portus Assets, Mr. Christie resigned as our Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and Director. Following Mr. Christie’s resignation, G. Dale Murray, II was appointed as our Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and as a Director. Prior to closing our acquisition of the Portus Assets, we were engaged in the acquisition and exploration of two mineral claims called the “Judy Claims” that are located two kilometers northeast of Cassiar, British Columbia, Canada. As a result of our acquisition of the Portus Assets, our business is to develop a global, multilingual, cloud-based food and beverage service platform.

~~The~~To ~~Company~~date, ~~will~~we ~~periodically~~have ~~analyze~~not ~~its~~earned ~~long-lived~~any ~~assets~~revenues ~~for~~from ~~potential~~our ~~impairment,~~business. We ~~assessing~~are presently in the ~~appropriateness~~development stage of ~~lives~~developing our food service cloud platform and ~~recoverability~~will be contracting the services of ~~unamortized~~software ~~balances~~developers ~~through~~and/or ~~measurement~~licensing ofsoftware ~~undiscounted~~in ~~operation~~order ~~cash~~for ~~flows~~our onfood aservice ~~basis~~cloud ~~consistent~~platform ~~with~~to ~~accounting~~become ~~principles~~operational. Accordingly, ~~generally~~we ~~accepted~~can inprovide ~~the~~no ~~United~~assurance ~~States~~that ofour ~~America~~operations will provide sufficient funds to keep us operational.

~~Cash~~RECENT ~~and~~CORPORATE ~~Cash Equivalents~~DEVELOPMENTS

~~The~~Since ~~Company~~December ~~considers~~31, ~~cash~~2013, ~~and~~we ~~cash~~completed ~~equivalents~~the tofollowing ~~consist~~corporate ~~of cash on hand and demand deposits in banks with an initial maturity of 90 days or less.~~developments:

~~Risks and Uncertainties~~1.

~~The~~Acquisition ~~Company~~of isPortus ~~subject~~Assets. On toFebruary ~~substantial~~11, ~~business~~2014, ~~risks~~we ~~and~~completed ~~uncertainties~~the ~~inherent~~acquisition inof ~~starting~~the aPortus ~~new~~Assets ~~business~~from Portus. The ~~There~~acquisition isof ~~no assurance that~~ the ~~Company~~Portus ~~will~~Assets bewas ~~able~~completed pursuant to ~~generate~~the ~~sufficient~~terms ~~revenues~~of orthe ~~obtain~~Asset ~~sufficient~~Purchase ~~funds~~Agreement. See ~~necessary~~the ~~for~~section ~~launching~~titled ~~a new business venture~~“Overview”.

~~Recent Accounting Pronouncements~~2.

~~Various~~Change ~~accounting~~of ~~pronouncements~~Name ~~have~~to ~~been~~“Portus ~~issued~~Corporation”. Effective ~~during~~March 24, 2014, ~~and~~we ~~2013~~changed our name to “Portus Corporation” (the “Name Change”). To effect the Name Change, ~~none~~our ofwholly-owned ~~which~~subsidiary, ~~are~~Dane ~~expected~~Acquisition toCorp., ~~have~~merged awith ~~material~~and ~~effect~~into onus, with our company continuing as the ~~financial~~surviving ~~statements~~entity. Other than the Name Change, no other changes were made to our articles of incorporation and shareholder approval for the ~~Company~~merger was not be required.

~~Note~~ 3 ~~– Going Concern~~.

~~Generally~~Change ~~accepted accounting principles~~ in ~~the~~Stock ~~United States of America contemplate the continuation of the Company as a going concern~~Symbol. As ~~However, the Company had~~ a ~~net~~result ~~loss~~of ~~for~~ the ~~three~~Name ~~month period ended December 31~~Change, ~~2013~~our ofOTC ~~$13,813;~~Bulletin ~~has~~Board ~~accumulated~~symbol ~~losses of $132,391 since inception on March 3, 2010; and~~ has ~~limited~~changed ~~business~~from ~~operations,~~“DANE” ~~which raises substantial doubt about the Company’s ability~~ to ~~continue~~"PORS" as ~~a going concern. The continuation~~ of ~~the~~March ~~Company is dependent upon the success of offerings of shares and continuing financial support of stockholders of the Company and management. As of December 31~~24, 2013, we projected the Company would need additional cash resources to operate during the upcoming 12 months and the Company intends to attempt to acquire additional operating capital through shareholder advances from its president2014. However, there is no assurance that any equity or debt offerings will successfully raise sufficient funds to assure the eventual profitability of the Company. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

711

~~Table~~OUR ~~of Contents~~BUSINESS

~~DANE~~Food ~~EXPLORATION~~Service ~~INC.~~Cloud Platform

~~(An~~Our ~~Exploration~~business ~~Stage~~is ~~Company)~~now focused on creating a multilingual, multiple functionality, and global food and beverage service platform. Our food service cloud platform is designed to be a global, multilingual, cloud based food and beverage service online “portal” where customers will be able to manage an entire food and beverage service business or enterprise globally and in most languages.

~~Notes~~The food and service cloud portal that we are developing is intended to ~~Financial~~effectively ~~Statements~~and efficiently manage the food and beverage supply chain from “field to fork”. In particular, our cloud portal will allow our customers, being institutions (ie. hospitals, military, long-term care facilities and universities), restaurants and dining management, to source, price and order though an internet web browser, without the need of traditional on-site software. Accordingly, we anticipate that our food service platform will enable our customers to embrace the rapid pace of change in their business, operate with a more complete picture of their business and provide a modern and intuitive user experience, while substantially reducing the cost of their IT associated with their food and beverage operations.

~~(Unaudited)~~The services that our food service cloud portal will offer are:

~~Note~~Food 4and –Dining ~~Related Party Transactions & Shareholder Advances~~Management

~~During~~Our ~~the~~customers ~~three~~will ~~months~~be ~~ended~~able ~~December~~to ~~31,~~manage ~~2013,~~their ~~the~~food ~~Company~~operations ~~received~~by ~~shareholder~~sourcing, ~~advances~~pricing ~~from~~and ordering food through our ~~president~~ ~~totaling~~internet ~~$10~~web browser cloud portal. Each customer will be able to personalize their portal to provide ordering preferences,~~500~~ ~~leaving~~track ancosts ~~ending~~and ~~balance~~select ofpreferred ~~$21~~suppliers,~~500~~ ~~owed~~distributors toand/or ~~him~~growers. In asa oftypical ~~December~~transaction, 31a customer will review supplier costs, ~~2013~~sourcing information and timing of deliveries. Once ~~These~~a ~~shareholder~~customer ~~advances~~has ~~are~~found ~~unsecured~~a preferred supplier and/or distributor, ~~non-interest~~a ~~bearing~~customer will place an order through our cloud portal and ~~payable~~then onthe ~~demand~~supplier and/or distributor will receive the order and make the delivery to our customer.

~~Note~~Recipe ~~5 – Commitments and Contingencies~~Management

InWe ~~order~~are todeveloping ~~maintain~~our ~~its~~cloud ~~mineral~~based ~~claim~~portal ~~tenure titles in good standing it is necessary for the Company or its agent~~ to ~~perform~~include ~~and record physical or other acceptable work with~~ a ~~prescribed~~database ~~value~~of ~~per~~recipes ~~hectare~~accessible ~~per~~to ~~year~~our ~~during~~customers. Customers ~~each~~will ~~yearly~~be ~~period~~able ~~mandated by the British Columbia Mineral Titles Branch (each such period covering July 1st~~ to ~~June~~scale, ~~30th~~source ofand ~~the~~price ~~following year)~~recipes. Once Ifcompleted, ~~acceptable~~our ~~work~~customers iswill ~~not~~place ~~performed,~~orders ~~the~~based ~~Company~~on ~~must pay~~ the ~~equivalent~~calculations ~~sum~~provided ~~as cash~~ in ~~lieu~~our ofrecipe ~~work~~management atportal. In ~~double~~addition, the ~~work~~database ~~assessment~~will ~~rate.~~also ~~Failure~~provide tonutritional doprofiles ~~work~~and orpreparation ~~pay~~instructions ~~the~~to ~~cash~~ensure insafety ~~lieu~~and ~~will~~quality ~~result in forfeiture of title~~control.

~~The~~Inventory ~~Judy~~Management 1& ~~claim~~Spend tenure 1024577 (which replaced claim tenure 735182) and the McDame Mountain claim tenure 1024578 (which replaced claim tenure 821402) each now have an expiry date of December 24, 2014. During the three month period ended December 31, 2013, new claim tenures were established through a filing with the Government of British Columbia Mineral Titles Branch.Controls

~~Based~~In on the ~~claims~~food ~~'good to date' of December 24~~industry, ~~2014,~~inventory ~~further~~management ~~work~~is ~~expenditures~~essential ~~must be performed as follows~~ to ~~maintain~~ensure ~~the~~funds ~~claims:~~are ~~$nil~~not ~~for~~wasted ~~fiscal~~on ~~year~~unnecessary ~~2014;~~inventory. We ~~$2,392~~are ~~for~~developing ~~fiscal~~our ~~year~~system ~~2015;~~to ~~$5,408~~allow ~~for~~our ~~fiscal~~customers ~~year~~to ~~2016;~~track $6inventory,~~114~~ ~~for~~whether ~~fiscal~~on-site ~~year~~or ~~2017; $8~~ordered,~~523~~ ~~for fiscal year 2018; $9,172 for fiscal 2019; $11,522 for fiscal 2010;~~ and ~~$12,229~~set ~~for~~out ~~fiscal~~spending ~~2021 and for each subsequent fiscal year~~controls. Our ~~Alternatively,~~spend ifcontrols ~~payments~~systems inwill ~~lieu~~allow ofcustomers ~~work performed are used~~ to ~~maintain~~accurately ~~the~~budget ~~claims,~~their ~~these~~spending costs translate to $nil for fiscal year 2014; $4,783 for fiscal year 2015; $10,815 for fiscal year 2016; $12,228 for fiscal year 2017; $17,045 for fiscal year 2018; $18,343 for fiscal 2019; $23,044 for fiscal 2020; $24,458 for fiscal 2021 and ~~for~~compare ~~each~~anticipated ~~subsequent~~spending ~~fiscal~~to ~~year~~inventory levels.

~~Note~~Staffing ~~6 – Common Stock~~Management

OnOur ~~March~~customers ~~18,~~will ~~2012,~~be ~~the~~able ~~Company issued a total of 1,825,000 common shares related~~ to ~~its~~manage ~~first~~staffing ~~public~~and ~~offering~~scheduling ofdirectly ~~shares.~~on ~~These~~the ~~shares~~cloud ~~were sold to non-related parties at a price of $0~~portal.02 By ~~per~~creating ~~share for total consideration of $36,500 as part of~~ an ~~offering~~“all-in-one” ~~of 25~~system,~~000,000~~ ~~common~~customers ~~shares~~will ~~which~~be ~~the~~coordinate ~~Company~~staffing ~~registered~~ with ~~the~~deliveries, ~~Securities~~meal planning and ~~Exchange~~inventory ~~Commission~~management. Such ~~('SEC')~~coordination ~~through~~allows ~~filing~~customers ofto aefficiently ~~Form~~manage ~~S-1~~their ~~which~~business ~~was deemed effective by the SEC on September 19, 2011~~ and ~~which~~reducing ~~expired on March 18, 2012~~costs.

OnPatient ~~September~~Information 27, 2012, the Company issued 50,000 common shares to a non-related party at a price of $0.02 per share for total consideration of $1,000 as part of its second public offering of common shares which includes 25,000,000 common shares the Company registered with the SEC through filing of a Form S-1 which was deemed effective by the SEC on September 27, 2012.System

8We are also developing our portal specifically for healthcare users by including a patient information system. The patient information system will allow healthcare systems to integrate their medical records to track patient information for dining operations. Our goal is to allow healthcare users to reduce redundant data entry, mistakes, outages and wasted meals.

~~Table of Contents~~12

~~DANE~~User ~~EXPLORATION~~Accessibility ~~INC.~~of Our Food Service Cloud Platform

We are currently designing our cloud portal as a “Software as a Service” (An“SaaS”), ~~Exploration~~which ~~Stage~~will ~~Company~~allow our customers to access our portal through any internet web browser. The major characteristics of SaaS are: (i) customers share a single version of the software (application), (ii) customers share the same IT infrastructure and operational resources, (iii) updates are included with the service at no extra charge; (iv) customers enjoy world class security for data center operations, applications and data; (v) service level guarantees that define and ensure up time, backup and disaster recovery; (vi) ongoing maintenance, development and performance tuning; and (vii) no perpetual licenses – pay as you go pricing.

~~Notes~~Traditionally, the food service industry sources, prices and orders products through traditional on-site software. Onsite software is generally dedicated to ~~Financial~~a ~~Statements~~single workspace, functions one at a time and are limited in scope and size to the internal resources that are available. In addition, traditional software requires that a client maintain adequate IT personnel to ensure that proper functionality.

The two most significant differences between cloud based software and traditional on site software programs is that the user no longer owns the software and it does not matter where the software is located. Users simply pay to use the application. SaaS can be accessed at any time and from any place from any Internet-connected device (~~Unaudited~~PC, Laptop, Tablet or Smart Phone, etc.).

~~Note~~We 6are –also ~~Common~~in ~~Stock~~the ~~(continued)~~process of developing our cloud platform to be multilingual. Initially, we anticipate that our food service cloud platform will be accessible in English, French, Portuguese, Spanish or German. By utilizing a multilingual translator, our customers will be able to source foods in regions where a foreign language may be a barrier to entry. It will also enable the creation of recipes and menus, sourcing, costing and ordering the ingredients for proper preparation and presentation and where needed clinical feedback and in multiple languages.

OnSales ~~November~~and 19, 2012, the Company issued an additional 1,725,000 common shares which had been sold to non-related parties at a price of $0.02 per share for total consideration of $34,500 as part of its second public offering of common shares, which expired on March 25, 2013. Total proceeds from the Company's second public offering of shares totalled $35,500.Market

9Sale of Services

~~Table~~Once ofour ~~Contents~~food service cloud platform is operational, we intend to derive revenue from two primary sources:

~~ITEM 2~~1. ~~MANAGEMENTS’ DISCUSSION AND ANALYSIS OR PLAN OF OPERATION~~

~~Certain~~Transaction ~~information~~Fees. Transaction ~~included~~fees ~~herein~~will ~~contains~~consist ~~forward-looking statements that involve risks and uncertainties within the meaning~~ of ~~Sections~~fees ~~27A~~charged ~~of the Securities Act, as amended; Section 21E of the Securities Exchange Act of 1934. These sections provide that the safe harbor for forward looking statements does not apply~~ to ~~statements~~providers ~~made~~along in initial public offerings. The words, such as "may," "would," "could," "anticipate," "estimate," "plans," "potential," "projects," "continuing," "ongoing," "expects," "believe," "intend" and similar expressions and variations thereof are intended to identify forward-looking statements. These statements appear in a number of places in this Form 10-Q and include all statements that are not statements of historical fact regarding intent, belief or current expectations of the ~~Company,~~supply ~~our~~chain ~~directors or our officers, with respect~~ to, ~~among~~access ~~other things: (i)~~ our liquidity and capital resources; (ii) our financing opportunities and plans; (iii) continued development of business opportunities; (iv) market and other trends affecting our future financial condition; (v) our growth and operating strategycustomers. As ~~Investors~~we ~~and prospective investors~~ are ~~cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those projected~~ in the ~~forward-looking~~development ~~statements as a result of various factors. The factors that might cause such differences include~~stage, ~~among others, the following: (i)~~ we have ~~incurred~~yet ~~significant losses since our inception; (ii) any material inability~~ to ~~successfully~~determine ~~develop~~a ~~our~~final ~~business~~pricing plans; (iii) any adverse effect or limitations caused by government regulations; (iv) any adverse effect on our ability to obtain acceptable financing; (v) competitive factors; and (vi) other risks including those identified in our other filings with the Securities and Exchange Commissionmodel.

~~Overview~~2.

~~Dane~~Advertising ~~Exploration Inc~~Revenue. We ~~was~~also ~~incorporated~~plan onto ~~March~~monetize 3,our ~~2010, in the state of Nevada and initiated~~ business ~~operations~~by ascharging afood ~~mineral~~providers ~~exploration~~to ~~company~~advertise aton ~~that~~our ~~time.~~food ~~Since~~service ~~inception~~cloud ~~the Company has not been involved in any bankruptcy, receivership or similar proceedings, nor has it been involved in any reclassification, consolidation, or merger arrangements~~platform. The ~~financial~~advertising ~~statements~~rate ~~included~~will inbe ~~this~~determined ~~Form~~at ~~10-Q~~a ~~have~~later ~~been~~date ~~prepared by the Company~~ in ~~accordance~~conjunction with ~~accounting principles generally accepted in~~ the ~~United~~number States and our fiscal year end is September 30th. Dane has been in the exploration stage since its formation and has not yet realized any revenues from its planned operations. The Company was formed for the purposes of acquiring exploration and development stage mineral properties and Dane has begun implementation of its strategic plans through the purchase of mineral exploration claims in Northwest British Columbia, Canadausers.~~(Hereinafter Dane Exploration Inc. may herein be referred to: “Dane Exploration”, “Dane”, “We”, “Us”, the “Registrant”, or the “Company”).~~

OnOur ~~July~~ability 1,to ~~2013,~~derive ~~the~~revenues ~~Company’s~~is ~~common~~subject ~~stock~~to ~~became~~a ~~traded~~successful ~~publicly~~launch onof the ~~OTCBB~~food ~~under~~service ~~the~~cloud ~~symbol:~~platform, ~~DANE~~of which there is no assurance.

~~Recent~~Market ~~Developments~~for Services

~~Claims~~We ~~re-staking~~are currently focused on providing our services to the food service sector, which includes institutions, restaurants and dining management. We believe that there is increasing awareness and focus of proper nutrition and the growing concern by the public in general to reduce obesity and diabetes in the U.S. Our services will provide the tools to improve the way people eat. The core business segments below represent our target markets for our food service cloud platform:

On December 19, 2013, the Company's mineral claims temporarily lapsed due to an administrative error by the Company. On December 24, 2013, the Company re-established its mining claim tenures for a one year period through an electronic filing to the Government of British Columbia Mineral Titles Branch's MINFILE system.13

10Institutions

~~Table~~The institutions we intend to target include hospitals, assistant living facilities, nursing homes, schools, universities and the armed forces. Hospitals, skilled nursing, assisted living, schools, universities, and armed services receive the benefit of ~~Contents~~scalable services that provide ingredients, menus, pricing of meals, and barcode inventory management. With this product, the opportunity is created to expand globally to multi-national companies offering an enterprise resource management solution to companies now using many different software platforms that do not interface and work together.

~~Exploration properties description and location~~Restaurants

~~Summary~~We ~~Description~~intend ~~and~~to ~~Location~~supply a platform for all restaurants to manage their commercial kitchen operations seamlessly through the cloud.

~~The~~Dining Judy Claims are located 2 km (1.5 miles) northeast of Cassiar, British Columbia, Canada and lie at high elevation on McDame Mountain. The area has a long history of mineral exploration. The geological setting is a structurally complex area of Sylvester allochthon and Cassiar batholith granitic intrusions and appears favorable for the discovery of epithermal gold and silver deposits. The tenures comprise an area of 611.44 hectares (1,510.86 acres) (see figures 4 and 5) and are road accessible at elevations from approximately 1,100 meters (3,600 feet) to more than 1,500 meters (5,000 feet). (Please see Glossary of Certain Technical Terms on page 21 for definitions of geological terms used herein).Management

~~Ownership~~We ~~Interest~~intend to enter into contracts with dining management providers and enable them to use our system in accessing recipes, menus, and inventory management applications in their daily operations. We intend this to be a cost-effective solution that improves their operations and ensures quality.

OnMarketing July 22, 2010, the Company purchased the Judy 1 claim tenure 735182 (re-staked on December 24, 2014 as claim tenure 1024577) and the McDame Mountain claim tenure 821402 (re-staked on December 24, 2014 as claim tenure 1024578) (collectively the ‘Judy Claims’) located in Northwest British Columbia, Canada from an independent prospector. The Judy Claims are presently registered to the independent prospector and are held in trust for Dane Exploration Inc.Strategy

~~Access~~Our objective is to be a leading provider of on-demand application services for the food service industry worldwide. The key element to our strategy is to create brand awareness by highlighting that our cloud portal is intended to extend product offerings from the current end user to each participant in the supply train, including:

~~The Judy Claims are located at high elevation in a dissected plateau terrane and for practical purposes are best accessed by 4 wheel drive vehicle or an all terrain vehicle~~1. Highway 37, the old paved Stewart-Cassiar highway which was used to truck asbestos to the Pacific Ocean Port at Stewart, B.C. passes along the southern claim boundary of the Judy Claims. At this juncture an old mining road climbs McDame Mountain to the centre of the Judy Claims block. Over 90% of the claim block is above tree line. The claims can be easily worked by driving to the property and staying at either the village of Cassiar or at Jade City on Highway 37. A local labor force is available at the native village of Good Hope Lake 20 kilometers (12.5 miles) north along Highway 37 from the claim access road.

~~Climate~~Producers of food products can use our exposure to the end user to identify demand and ~~Vegetation~~to advertise their existing and new products to the key purchasers and users of our service.

~~The Cassiar Mountains receive moderate precipitation but the bordering areas, Stikine Plateau to the west and Dease Plateau and Liard Plain to the east are relatively dry~~2. Average annual precipitation over a 12-year period at Watson Lake in the Liard Plain, as reported by the Meteorological Division of the Canadian Department of Transport in 1954, was 16.75 inches. Of which 7.70 inches fell as snow (77 inches of snow). In the Cassiar Mountains the average annual precipitation averages approximately between 20 and 30 inches per year. June, July and August, are the warmest and wettest months during which unsettled weather is experienced and showers are frequent. In early August of 2009 temperatures of 85 degrees Fahrenheit (‘F’) were recorded on eight successive days. The average daily maximum temperature during the summer months, however, is generally between 50º and 70º F.

~~January~~Manufacturers ~~and~~can ~~February~~populate ~~are~~our ~~the~~data ~~coldest~~base ~~months~~with ~~and~~their ~~temperatures~~exact may fall below -60º F. Snowfall is light in Dease River valley west of the Horseranch Range and horses have wintered successfully without cut hay for many years near the north end of the range. The months of Junenutrient, ~~July~~caloric, ~~August~~ and ~~September~~allergen ~~are~~content ~~most suitable for prospecting although snow may hamper work in the mountains until the middle~~ of ~~June~~any ~~and~~product ~~after~~which ~~mid-September.~~will ~~Much~~provide ofthem the area is below timber-line, about 4,500 feet above sea-level. White spruce and cottonwood are the largest trees and grow mainly in the moist but well-drained stream valleys. Gravel and sand terraces flanking the main streams support a ~~growth~~product ofplacement ~~lodgepole pine, trembling aspen,~~ and ~~some~~competitive ~~birch~~advantage. ~~Black~~Manufacturers ~~spruce~~through ~~and~~our ~~larch~~service ~~are~~can ~~abundant~~record inall ~~poorly~~information ~~drained~~about ~~areas.~~their ~~Larch~~products isinto ~~particularly~~our ~~abundant~~database ~~in the valleys of Red, Deadwood~~ and ~~lower~~track ~~Dease~~them ~~Rivers. Dwarf birch, willow, balsam fir, slide alder, and juniper are locally abundant near timber-line. Willow grows along most of~~ the ~~stream~~entire ~~courses.~~way ~~Willow,~~to ~~Labrador tea, sedges cotton grass, and peat moss are common in swamps and bogs. Grassy slopes and meadows are found in many parts of~~ the ~~area and the tree-line is commonly at about 1500 metres (5000 feet)~~consumer.

113.

~~Table~~Distributors will have a link with end users allowing the end user to read and link inventories of ~~Contents~~each as well as pricing and ordering of food by the end user commercial kitchen.

~~Figure 1 - Map of Canada~~4.

12End user commercial kitchen benefits by having access to the entire supply chain and knowing the complete "chain of title" to the food they serve lowering risk. The commercial kitchen through our service can take advantage due to its connectivity to, and information from the entire food supply chain enabling it to take advantage of competitive pricing, inventory management, new product offerings, and quality data for ingredient resourcing.

~~Table~~This ofmarketing ~~Contents~~strategy is designed to offer our service to and bringing value to all participants in the food supply chain.

1314

~~Table~~PLAN ofOF ~~Contents~~OPERATION

~~Figure 3 - Map of British Columbia~~Overview

14We plan to develop and launch our food service cloud platform over the next twelve months. In order to launch our cloud based platform, we anticipate that we will need to complete a product development phase, a testing phase and a marketing phase as set forth below.

~~Table~~Product Development Phase. During the product development phase, the food service cloud platform’s functionality will be developed by contract software designers guided by our development manager. The desired functionality for commercial kitchens will be designed and combined with applicable food data bases to create the food management platform offered by our cloud based technology. The product development phase will include supply chain management, multilingual application and commercial kitchen functionality. Once the desired functionality has been developed, the project manager will coordinate the development of ~~Contents~~each new language to create the multilingual feature. We expect the development phase to take approximately 6 months and launching of the product will take place after testing.

~~Figure~~Testing 4aPhase. Once -product ~~Map~~development is near completion, the product will be tested at selected customer sites to assure accuracy, proper functionality, ease of ~~British~~use ~~Columbia~~and ~~showing~~speed ~~Judy~~of ~~Claims~~information and retrieval. The tests will be repeated and product refined until the desired results are achieved.

15Marketing Phase. The marketing phase will begin immediately upon commencement of the development phase. The marketing efforts will be aimed at providing customer awareness of the food service cloud platform and its capabilities, applications and solutions. The initial marketing phase will include calling on potential large users of the food service cloud platform including commercial kitchens, distributors, manufacturers and producers. The marketing phase will also include displays at numerous trade shows and conventions of the food industry to develop product and brand awareness. We expect the product development stage, testing phase and marketing phases to cost $1,150,000.00

~~Table~~Cash ofRequirements ~~Contents~~Over Next Twelve Months

~~Figure~~We 4banticipate -that ~~Map~~we ofwill ~~British~~incur ~~Columbia~~over ~~Detailing~~the ~~Judy~~next ~~Claims~~twelve ~~Tenures~~months the following expenses:



Category	Planned Expenditures Over the Next Twelve Months
Product Development	$ 400,000
Research and Development	$ 150,000
Multilingual Translator	$ 600,000
General and Administrative	$ 650,000
TOTAL	$ 1,800,000

~~Table~~As of ~~Contents~~June 30th, 2014, we had insufficient cash to meet the anticipated costs of completing plan of operation or meeting our financial obligations over the next twelve months. Therefore, we will require additional financing. There is no assurance that we will be able to acquire such additional financing on terms that are acceptable to us, or at all.

~~Physiography~~15

~~The~~RESULTS ~~Cassiar~~OF Mountains occupy the southwest and southern parts of the McDame map sheet National Topographic Series (NTS) 104 P. This is a rugged region exhibiting many features typical of alpine glaciations and having a maximum relief of about 4,000 feet. The principal rivers flow through the mountains in deep, relatively broad, U-shaped valleys. All streams belong to the Arctic drainage system and flow into Liard River or its tributaries. Structural trends in underlying rocks appear to be a major control for valleys of the southeasterly flowing part of Red River, Wadin Creek, and streams east of Solitary Lake. Elsewhere stream directions and structural trends in underlying bedrock are apparently not related.OPERATIONS

~~Geology~~The acquisition of ~~Claims~~the Portus Assets has been treated as a “reverse merger” for accounting purposes. As a result, the Portus Assets has been treated as the acquiring entity for accounting and financial reporting

~~The~~purposes. ~~ground~~As ~~covered~~such, by the ~~Judy claim group appears from maps in H. Gabrielse Memoir 319 to be underlain by Devonian Sylvester Group rocks that are in contact with Cassiar intrusives. The Judy Claims were located by map-staking~~ following ~~the~~discussion ~~British Columbia Mineral Titles Online process by Mr. S.G. Diakow. They are situated northeast~~ of ~~the~~our ~~Cassiar~~results ~~Batholith. and are located in Ancestral North America terrain in the northwesterly continuation~~ of ~~the~~operation ~~Cassiar~~reflects ~~intrusives. In~~ the ~~vicinity~~operations of ~~the~~Portus ~~Judy~~Assets ~~Claims~~since ~~there~~February ~~is a Cornucopia occurrence located on Quartzrock Creek about 9 kilometers east of Cassiar. This area is within the Sylvester allochthon~~11, ~~which is composed of Devonian-Triassic volcanic, sedimentary and ultramafic rocks, and these same rocks underlay the Judy Claims~~2014. ~~The allochthon is locally bounded by the Cassiar batholilth to the west and overlies Paleozoic platformal rocks to the east.~~

~~Mineral~~Period ~~Potential~~for of the ~~Judy~~three 1months ~~and~~ended ~~McDame~~June ~~Mountain~~30th, ~~Claim Area~~2014

Mr. Diakow has been on the claim properties and reports that the properties have not previously been drilled; and that numerous quartz veins can be observed. These veins have not been sampled and therefore little is known about mineralization associated with the veins.Revenues

~~Regional~~During ~~Geology~~three months ended June 30, 2014, we have not generated revenues and do not anticipate generating revenues unless we are successful in securing additional funding to launch our food service cloud based platform.

~~Within~~Operating ~~the~~Expenses ~~Cassiar–area,~~and ~~stratified,~~Net ~~consolidated~~Loss ~~rocks~~for ofthe ~~marine~~Period ~~origin~~for ~~range~~the inthree ~~age~~months ~~from~~ended ~~Proterozoic~~June ~~to Mississippian. The assemblage has been folded and faulted~~30th, and intruded by Mesozoic granitic rocks. The Intermontane Belt at this latitude is composed of predominantly Mesozoic arc volcanic and arc-derived sedimentary rocks some Tertiary sediments and basalts occur locally.2014

~~The~~During ~~Cassiar~~the ~~mining~~three ~~district~~months isended ~~geologically~~June ~~varied~~30, ~~and~~2014, ~~complex~~we ~~(Figure~~have ~~5).~~incurred Itoperating isexpenses ~~bordered to the west by a series~~ of ~~small mountain ranges raised plateau’s and large fjord like lakes including some that are over a hundred miles in length~~$559. In ~~The~~connection ~~plateaus~~with ~~are~~this ~~dominated~~we byincurred ~~Mesozoic~~operating ~~strata~~expenses of ~~mixed volcanic and volcanogenic formations~~$559.00. Our ~~The~~operating ~~central~~expenses ~~sector~~consisted ~~is a more mature terrain underlain by Devonian and Mississippian meta sediments~~ of ~~the~~bank ~~Sylvester~~charges ~~Group whereas the Intermontane Belt at this latitude is composed~~ of ~~predominantly~~$34, ~~Mesozoic~~general ~~arc volcanic~~ and ~~arc-derived~~administrative ~~sedimentary~~expenses ~~rocks. Sylvester Group sedimentary rocks~~ of ~~oceanic~~$50 ~~origin~~and ~~are~~licenses ~~intruded by the Cassiar Batholith. These intrusive rocks are made up~~ of ~~Quartz monzonite, granodiorite, granite, pegmatites, aplite and porphyritic granite~~$475.

~~The~~Our ~~district~~Net isLoss ~~structurally~~for ~~complex, with numerous northwesterly-striking fault complexes, some of which are of crustal scale and profound and can be traced far from the area of concern in~~ this ~~report,~~period ~~others~~was ~~are splays that create imbrications or slivers of the various formations~~$(559).

~~Several~~We ~~contrasting~~anticipate ~~geological~~that ~~terrains~~our ~~are~~net ~~present~~loss inwill ~~the~~increase ~~Cassiar~~significantly ~~(Liard) mining district. Each has the potential to host important mineral deposits. Gold quartz veins are found where granitic intrusions are in contact with Meta sediments but are mainly significant~~ as ~~probable~~we ~~sources~~develop ofour ~~placer~~food ~~gold.~~service ~~Other~~cloud ~~possible~~platform ~~deposits~~over include molybdenum, asbestos magnesium, and massive sulphide copper–zinc deposits. The strong fault zones and related structures offer opportunities to locate mineral deposits associated with hydrothermal systems that may have exploited the ~~fractures~~next ~~and~~twelve ~~other weaknesses~~months.

17Period from February 11, 2014 to June 30th, 2014

~~Table of Contents~~Revenues

~~Figure~~Since 5inception, ~~- GEOLOGY~~we OFhave ~~JUDY~~not ~~CLAIMS~~generated revenues and do not anticipate generating revenues unless we are successful in securing additional funding to launch our food service cloud based platform.

18Operating Expenses and Net Loss since Inception.

~~Table~~Since our acquisition of ~~Contents~~the Portus Assets, our focus has been identifying potential financing activities and expanding the presence of our business. Our operating expenses consisted of bank charges of $76, general and administrative of $876, professional fees of $1,000 and licenses of $1,155.

~~LEGEND~~Our ~~FOR~~Net ~~GEOLOGY~~Loss ~~MAP~~for this period was $(3,124).

~~Red~~LIQUIDITY ~~Color~~AND CAPITAL RESOURCES

~~JURASSIC~~At ~~AND/OR~~June ~~CRETACEOUS~~30th, 2014, we had no cash and liabilities of $24, resulting in a working capital deficit of $24.00.

~~Cassiar~~We ~~Intrusions:~~anticipate ~~Quartz~~that ~~monzonite,~~we ~~granodiorite;~~will ~~granite,~~require ~~pegmatite,~~additional ~~aplite~~financing in order to implement our plan of operation and meeting our ongoing expenditures. If we sell additional shares of our common stock, ~~porphyritic~~existing ~~granite~~stockholders will experience a dilution of their proportionate interests in our Company.

~~Green~~OFF-BALANCE ~~Color~~SHEET ARRANGEMENTS

~~DEVONIAN~~None. ~~AND MISSISSIPPIAN~~

~~Sylvester Group: greenstone, chert-quartz arenite, chert, argillite, slate, quartzite, greywacke, limestone, conglomerate.~~16

~~Magenta~~CRITICAL ~~color~~ACCOUNTING POLICIES

~~ORDOVICIAN~~The preparation of financial statements in conformity with generally accepted accounting principles (”GAAP”) in the United States has required our management to make assumptions, ~~SILURIAN~~estimates ~~AND~~and ~~DEVONIAN~~judgments that affect the amounts reported in the financial statements, including the notes thereto, and related disclosures of commitments and contingencies, if any. Our significant accounting policies are disclosed in the notes to the audited financial statements for the fiscal year ended December 31, 2012 included in our Annual Report on Form 10-K filed with the SEC on April 16, 2013.

~~Sandpile~~ITEM ~~Group:~~3. ~~dolomite,~~QUANTITATIVE ~~cherty~~AND ~~dolomite,~~QUALITATIVE ~~dolomite~~DISCLOSURES ~~breccias,~~ABOUT ~~sandy~~MARKET ~~dolomite, dolomitic sandstone, sandstone, quartzite~~RISK.

~~Blue~~Not ~~Color~~Applicable.

~~LOWER~~ITEM ~~CAMBRIAN~~4. CONTROLS AND PROCEDURES.

~~Limestone,~~Disclosure ~~dolomite,~~Controls ~~slate, argillite; sandy limestone, red~~ and ~~green slate, shale, limestone.~~Procedures

We carried out an evaluation of the effectiveness of our disclosure controls and procedures (~~Source:~~as ~~geology~~defined byin LExchange Act Rules 13a-15(e) and 15d-15(e)) as of June 30th, 2014 (the “Evaluation Date”).L This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer. Based ~~Price~~upon that evaluation, ~~1949~~our Chief Executive Officer and H.Chief ~~Gabrielse~~Financial Officer concluded that our disclosure controls and procedures were not effective as of the Evaluation Date as a result of the material weaknesses disclosed in our Annual Report on Form 10-K for the year ended September 30, ~~1950~~2013 –(the ~~1954~~“2013 Annual Report”).

~~REFERENCES~~Notwithstanding the assessment that our internal control over financial reporting was not effective and that there were material weaknesses as identified in our 2013 Annual Report, we believe that our financial statements contained in our Quarterly Report on Form 10-Q for the quarter ended June 30th, 2014 fairly present our financial condition, results of operations and cash flows in all material respects.

~~Gabrielse.~~Changes ~~H.,~~in ~~(1964,~~Internal ~~McDame~~Control ~~Map~~Over ~~Area,~~Financial ~~Cassiar District, British Columbia (104P), Geol. Surv. Canada, Memoir 319, 60 p.~~Reporting

~~Bostock,~~There H.were ~~S.,~~no ~~(1948),~~changes ~~Physiography~~in ofour ~~the~~internal ~~Canadian~~control ~~Cordillera,~~over ~~with~~financial ~~special~~reporting ~~reference~~that tooccurred during the ~~area~~fiscal ~~north~~quarter ofended ~~the~~June ~~fifty-fifth~~30, ~~parallel~~2014 that have materially affected, ~~Geol.~~or ~~Surv.~~that ~~Canada.~~are ~~Memoir~~reasonably ~~247~~likely to materially affect, ~~101~~our pinternal control over financial reporting.

~~Christie.~~PART R.II ~~L.,~~- ~~(1957),~~OTHER ~~Bennett, Cassiar District, British Columbia, Geol. Surv. Canada preliminary series map 19-1957.~~INFORMATION

~~Howell,~~ITEM ~~William A~~1.: ~~Bridge,~~LEGAL ~~David J~~PROCEEDINGS., (1995), Assessment Report on Diamond Drilling Performed by International Taurus Resources Inc. on the Cornucopia Claim Group, Liard Mining District. Assessment Report 24222. submitted to Ministry of Energy and Mines

~~1987~~We ~~British~~are ~~Columbia~~not ~~Department~~currently ofparty ~~Mines Assessment Reports, Assessment Report on Diamond Drilling Performed by International Taurus Resources Inc. on the Cornucopia Claim Group, Liard Mining District. Assessment Report 16777 submitted~~ to ~~Ministry~~any oflegal ~~Energy and Mines~~proceedings.

~~Overview~~ITEM of1A. ~~Regulatory,~~RISK ~~Economic and Environmental Issues~~FACTORS.

~~Canadian~~The ~~jurisdictions~~following ~~allow~~are asome ~~mineral~~of ~~explorer~~the important factors that could affect our financial performance or could cause actual results to ~~claim~~differ amaterially ~~portion~~from ofestimates ~~available~~contained ~~Crown~~in ~~lands~~our asforward-looking ~~its~~statements. ~~exclusive~~We ~~area~~may ~~for~~encounter ~~exploration~~risks byin ~~depositing~~addition ~~posts~~to those described below. Additional risks and uncertainties not currently known to us, or ~~other~~that ~~visible~~we ~~markers~~currently deem to ~~indicate~~be aimmaterial, ~~claimed~~may ~~area.~~also ~~The~~impair ~~process~~or ofadversely ~~posting~~affect ~~the~~our ~~area~~business, isfinancial ~~known~~condition asor ~~staking~~results of operation.

All Canadian lands and minerals which have not been granted to private persons are owned by either the federal or provincial governments in the name of Her Majesty. Un-granted minerals are commonly known as Crown minerals. Ownership rights to Crown minerals are vested by the Canadian Constitution in the province where the minerals are located. In the case of the company's property, that is the Province of British Columbia. In the nineteenth century the practice of reserving the minerals from fee simple Crown grants was established. Legislation now ensures17

19If we do not obtain significant financing, our business will fail.

~~Table~~Over the next twelve months we anticipate that our plan of ~~Contents~~operation will require us to incur $1,800,000 in order to meet the costs of developing our food service cloud platform as well as general and administrative expenses. As at June 30th, 2014, we had cash of -$24.00. Accordingly, we will need to obtain significant financing to meet the costs associated with development of our product, general and administrative expenses and our ongoing reporting obligations. There is no assurance we will be successful in raising such funding or on terms that are acceptable to us. Since inception, we have been dependent on investment capital and debt financing from third parties as our primary source of liquidity. We anticipate continuing to rely on sales of shares of our common stock and loans in order to continue to fund our business operations. Issuances of additional shares will result in further dilution of our existing shareholders.

~~that~~We ~~minerals~~have ~~are~~limited ~~reserved~~operating ~~from~~history ~~Crown~~and ~~land~~face ~~dispositions.~~many ~~The~~of ~~result is that~~ the ~~Crown~~risks ~~is the largest mineral owner in Canada, both as the fee simple owner of Crown lands~~ and ~~through~~difficulties ~~mineral~~frequently ~~reservations~~encountered inby ~~Crown~~development ~~grants.~~stage ~~Most privately held mineral titles are acquired directly from the Crown~~companies. ~~The company's property is one such acquisition. Accordingly, fee simple title to the company's property resides with the Crown.~~

~~Underground~~We ~~metal~~are ~~mines~~a ~~generally~~development ~~involve~~stage ~~higher~~company, ~~grade~~and ~~ore~~to ~~bodies.~~date, ~~Less~~our ~~tonnage~~development isefforts ~~mined~~have ~~underground,~~been ~~and~~focused ~~generally~~primarily on the ~~higher~~development ~~grade~~of ~~ore~~our isbusiness ~~processed~~model. We are in athe ~~mill~~process orof ~~other~~developing ~~refining~~and ~~facility.~~implementing ~~This~~our ~~process~~global, ~~results~~multilingual, incloud based food and beverage services “portal”. We have not completed the ~~accumulation~~development of ~~waste~~our ~~by-products~~portal ~~from~~and have limited operating history for investors to evaluate the ~~washing~~potential of ~~the~~our ~~ground~~business ~~ore~~development. ~~Mills~~We ~~require~~have ~~associated~~not ~~tailings~~built ~~ponds~~our tocustomer ~~capture~~base ~~waste~~and ~~by-products~~our ~~and~~brand ~~treat~~name. ~~water~~In ~~used~~addition, inwe also face many of the ~~milling~~risks ~~process.~~and difficulties inherent in gaining market share as a new company:

Capital costs for mine, mill and tailings pond construction can easily run into the hundreds of millions of dollars. These costs are factored into the profitability of a mining operation. Metal mining is sensitive to both cost considerations and to the value of the metal produced. Metals prices are set on a world-wide market and are not controlled by the operators of the mine. Changes in currency values or exchange rates can also impact metals prices. Thus changes in metals prices or operating costs can have a huge impact on the economic viability of a mining operation.(i)

~~Environmental~~Develop ~~protection~~effective ~~and~~business ~~remediation is an increasingly important part of mineral economics~~plan. If ~~Estimated~~we ~~future~~do ~~costs~~not ofdevelop ~~reclamation~~an oreffective ~~restoration~~business ofplan, ~~mined~~we ~~land are based principally on legal and regulatory requirements. Reclamation of affected areas after mining operations~~ may ~~cost~~not ~~millions~~be ofable ~~dollars. Often governmental permitting agencies are requiring multi-million dollar bonds from mining companies prior~~ to ~~granting~~attract ~~permits,~~enough tocustomers ~~insure that reclamation takes place. All environmental mitigation tends~~ to ~~decrease~~sustain ~~profitability of the mining operation, but these expenses are recognized as a cost of doing business by modern mining and exploration companies~~growth.

Mining and exploration activities are subject to various laws and regulations governing the protection of the environment. These laws and regulations are continually changing and are generally becoming more restrictive. We conduct our operations so as to protect the public health and environment and our operations are presently in compliance with applicable laws and regulations in all material respects. We expect in the future to make expenditures to comply with such laws and regulations, but cannot predict the full amount of such future expenditures.(ii)

~~Every~~Launching ~~mining~~our ~~activity~~cloud ~~has~~based ~~an environmental impact~~platform. If Inwe ~~order for a proposed mining project to be granted the required governmental permits, mining companies~~ are ~~required~~unable to ~~present~~launch ~~proposed~~our ~~plans~~platform ~~for~~as ~~mitigating~~it ~~this~~is ~~impact. In the British Columbia~~envisioned, ~~where~~we ~~our~~will ~~properties~~not ~~are~~be ~~located,~~able noto ~~mine~~serve ~~can~~our ~~operate~~intended ~~without~~clients ~~obtaining a number of permits. These permits address the social, economic,~~ and ~~environmental~~will ~~impacts~~not ofgenerate ~~the operation and include numerous opportunities for public involvement and comment~~revenue.

~~Compliance with Government Regulation~~(iii)

WeMeet ~~will~~customer bestandards. If ~~required~~we are unable to ~~comply~~meet ~~with~~sufficient ~~all~~customer ~~regulations~~standards, ~~rules~~we ~~and~~will ~~directives~~not ofbe ~~governmental~~able ~~authorities and agencies applicable~~ to ~~the~~retain ~~exploration of minerals in Canada generally, and in British Columbia specifically~~customers.

We will have to sustain the cost of reclamation and environmental mediation for all exploration and development work undertaken. The amount of these costs is not known at this time as we do not know the extent of the exploration program that will be undertaken beyond completion of the currently planned work programs. Because there is presently no information on the size, tenor, or quality of any resource or reserve at this time, it is impossible to assess the impact of any capital expenditures on earnings or our competitive position in the event a potentially economic deposit is discovered.(iv)

20Attain customer loyalty. If we have not delivered the service in a form that customers will adopt nor service customers properly, we will not retain customer loyalty and limit our revenue.

~~Table of Contents~~(v)

IfDevelop ~~we enter into production, the cost of complying with permit~~ and ~~regulatory~~upgrade ~~environment~~our ~~laws~~services. If ~~will~~we bedo ~~greater~~not ~~than~~continually inseek ~~the~~our ~~exploration~~customers’ ~~phases~~feedback ~~because~~and ~~the~~continue ~~impact~~to onenhance, ~~the~~expand ~~project area is greater. Permits~~ and ~~regulations~~upgrade ~~will~~our ~~control~~service ~~all~~we ~~aspects~~could oflose ~~any~~market ~~production~~share ~~program if the project continues~~ to ~~that~~a ~~stage~~competitor ~~because~~and ofaffect ~~the~~our ~~potential impact on the environment~~revenues.

~~Examples~~Our future will depend on our ability to bring our services to the market place, which requires careful planning of ~~regulatory~~providing ~~requirements~~a ~~include:~~product that meets customer standards without incurring unnecessary cost and expense.

1. Water discharge will have to meet water standards; 2. Dust generation will have to be minimal or otherwise re-mediated; 3. Dumping of material on the surface will have to be re-contoured and re-vegetated; 4. An assessment of all material to be left on the surface will need to be environmentally benign; 5. Ground water will have to be monitored for any potential contaminants; 6. The socio-economic impact of the project will have to be evaluated and, if deemed negative, will have to be re-mediated; and 7. There will have to be a report on the impact of the work on the local fauna and flora.18

~~Glossary~~We ofhave ~~Certain~~had ~~Technical~~operating ~~Terms~~losses since inception and have not generated any revenues and our business model is not yet operational. If our cloud based food service “portal” does not become operational or if we fail to gain market acceptance, we may not have sufficient capital to pay our expenses and continue to operate.

~~Many~~Our Company has had operating losses since inception and has generated no revenues to date. Our ultimate success will depend on generating revenues from our cloud food service management system. Most of the ~~following~~time ~~terms~~of our management, and ~~definitions~~most of our limited resources have ~~been~~and ~~taken~~will ~~from Glossary~~continue ofto ~~Geology~~be spent on startup activities which will include but not be limited to software development, ~~Fourth~~contacting ~~Edition~~potential customers, ~~Julia~~establishing A.several ~~Jackson~~initial customers, ~~editor~~partners and business alliances, ~~American~~exploring ~~Geological~~marketing ~~Institute~~contacts, ~~Alexandria~~performing certain research and development activities, ~~Virginia~~executing, ~~1997~~updating and ~~are~~monitoring ~~used~~our inbusiness plan and model, and consultants and seeking capital for the ~~technical~~Company. ~~descriptions~~We inhave not generated any revenue and have not completed our platforms, as a result, if we never become operational or if we do not generate enough users, once we are operational, we may be unable to generate sufficient revenues from user transactions. We may not achieve and sustain market acceptance sufficient to generate revenues. If we generate no revenues or additional startup capital, we will continue to have operating losses and this ~~registration~~will ~~statement~~have a material adverse effect on our Company.

Aplite	In petrology, the name given to intrusive rock in which quartz and feldspar are the dominant minerals.
Assay	A chemical test performed on a sample of ores or minerals to determine the amount of valuable metals contained.
Basalt	Basalt is a common extrusive volcanic rock. It is usually grey to black and fine-grained due to rapid cooling.
Base metal	Any non-precious metal (e.g. copper, lead, zinc, nickel, etc.).
Batholith	A body of crystalline plutonic rock, may be homogeneous or compounded from more than one magmatic source: area in outcrop or subcrop in excess of 100 square kms.
Development	Work carried out for the purpose of opening up a mineral deposit and making the actual ore extraction possible.
Devonian	The Devonian is a geologic period and system of the Paleozoic Era spanning from 416 to 359.2 million years ago
Diamond Drill	A rotary type of rock drill that cuts a core of rock that is recovered in long cylindrical sections, two centimeters or more in diameter.
Dip	The angle at which a vein, structure or rock bed is inclined from the horizontal as measured at right angles to the strike. A vein is a mineralized zone having a more or less regular development in length, width and depth, which clearly separates it from neighboring rock. A strike is the direction or bearing from true north of a vein or rock formation measured on a horizontal surface.

Our independent registered public accounting firm has expressed substantial doubt as to our ability to continue as a going concern.

21Our audited financial statements have been prepared assuming that we will continue as a going concern and do not include any adjustments that might result if we cease to continue as a going concern. We have incurred significant losses since our inception. We have funded these losses primarily through the sale of securities.

~~Table~~Based ofon ~~Contents~~our financial history since inception, our independent registered public accounting firm has expressed substantial doubt as to our ability to continue as a going concern. We are a development stage company that has generated no revenue.

Drift	A horizontal underground opening that follows along the length of a vein or rock formation as opposed to a cross-cut which crosses the rock formation.
Epithermal	Refers to the process of near surface ore deposition by fluids from an intrusive source, see also mesothermal; said of a mineral deposit formed within about 1km of the earth’s surface and in the temperature range 50-200 degrees C. occurring mainly as veins. Also said of that environment.
Exploration	Work involved in searching for ore, usually by drilling or driving a drift.
Fracture	A break in the rock, the opening of which allows mineral bearing solutions to enter. A “cross-fracture” is a minor break extending at more-or-less right angles to the direction of the principal fractures.
Geophysical Survey	Indirect methods of investigating the subsurface geology using the applications of physics including electric, gravimetric, magnetic, electromagnetic, seismic, and radiometric principles.
Grade	The average assay of a ton of ore, reflecting metal content.
Granite	A common, coarse-grained, light-colored, hard igneous rock consisting chiefly of quartz, orthoclase or microcline, and mica,
Granodiorite	Granodiorite (rock), medium- to coarse-grained rock that is among the most abundant intrusive igneous rocks.
Host Rock	The rock surrounding an ore deposit.
Intrusive Rocks	A rock formation that intrudes into a host rock. A body of igneous rock is formed by the consolidation of magma intruded into other rocks, in contrast to lavas, which are extruded upon the surface.
Limestone	A bedded, sedimentary deposit consisting chiefly of calcium carbonate.
Massive Sulphide	Massive sulfide ore deposits are a type of metal sulfide ore deposit, mainly Cu-Zn-Pb.
Mesothermal	Refers to a mineral deposit formed at moderate depth hence at “moderate” temperature and pressures. Said of a hydrothermal mineral deposit formed at considerable depth and in the temperature range of 200-300 degrees C. Also said of that environment.
Mesozoic	The Mesozoic Era is a period from about 250 million years ago to about 67 million years ago. It is called the Age of Dinosaurs because most dinosaurs lived in this period.
Mill	A processing plant that produces a concentrate of the valuable minerals or metals contained in an ore. The concentrate must then be treated in some other type of plant, such as a smelter, to affect recovery of the pure metal, recovery being the percentage of valuable metal in the ore that recovered by metallurgical treatment.
Mine Development	The work carried out for the purpose of opening up a mineral deposit and making the actual ore extraction possible.
Mineral	A naturally occurring homogeneous substance having definite physical properties and chemical composition and, if formed under favorable conditions, a definite crystal forms.

There can be no assurance that we will have adequate capital resources to fund planned operations or that any additional funds will be available to us when needed or at all, or, if available, will be available on favorable terms or in amounts required by us. If we are unable to obtain adequate capital resources to fund operations, we may be required to delay, scale back or eliminate some or all of our operations, which may have a material adverse effect on our business, results of operations and ability to operate as a going concern.

22Because we intend recognize revenue from transaction fees, our success is expected to be dependent on the volume of customers that utilize our food service cloud platform.

~~Table~~Once our food service cloud platform is operational, we believe that our revenue will be initially derived from transaction fees. Accordingly, transactions fees will be dependent on the volume of ~~Contents~~customers that utilize our food service cloud platform. If we fail to generate a sufficient amount of transactions, our financial condition and results of operation will be negatively impacted.

Mineral Reserve	The economically mineable part of a measured or indicated mineral resource. Appropriate assessments, often called feasibility studies, have been carried out and include consideration of and modification by realistically assumed mining, metallurgical, economic, marketing, legal, environmental, social, and governmental factors. These assessments demonstrate, at the time of, that extraction is reasonably justified. Mineral reserves are sub-divided, in order of increasing confidence, into probable and proven categories. A probable reserve is the economically mineable part of an indicated (and in certain circumstances, measured) resource. A proven reserve is the economically mineable part of a measured resource.
Mineral Resource	A deposit or concentration of natural, solid, inorganic or fossilized organic substance in such quantity and at such grade or quality that extraction of the material at a profit is currently or potentially possible. Mineral resources are sub-divided, in order of increasing geological confidence, into inferred, indicated and measured categories. An inferred resource designation comes from limited sampling data insufficient for verification of deposit quantity and quality, but it is usually supported by limited geological, geochemical and geophysical data. An indicated resource designation comes from sampling data spaced closely enough to allow certain assumptions of deposit quantity and quality and to clearly establish its mineral content. Finally, a measured resource designation comes from sampling data spaced closely enough to allow confirmation of deposit quantity and quality and to allow a preliminary evaluation of the economic viability of the deposit.
Mineralized	A mineralized body, which has been delineated by appropriate drilling and/or underground sampling to support a sufficient tonnage and average grade of metal(s).
Material Deposit	Under SEC and/or Canadian regulatory standards, such a deposit does not qualify as a reserve until a comprehensive evaluation, based upon unit cost, grade, recoveries, and other factors, conclude economic feasibility.
Mississippian	The fifth period of the Paleozoic Era beginning about 350 million years ago and ending about 320 million years ago. The Mississippian System (referring to rocks) or Period (referring to the time during which these rocks were deposited) is employed in North America as the lower (or older) subdivision of the Carboniferous, as used in Europe and on other continents.
Pegmatites	A pegmatite is a very coarse-grained, intrusive igneous rock composed of interlocking grains usually larger than 2.5 cm in size.
Porphyritic Granite	Granite rock with two grain sizes, containing large crystals (phenocrysts) of orthoclase feldspar (reddish) and smaller granite-size grains of quartz.
Proterozoic	The Proterozoic eon is an interval of geologic time of nearly 2 billion years extending from about 2500 million years ago (‘mya’) to about 542 mya.
Quartz Monzonite	Quartz monzonite (or adamellite) is an intrusive igneous rock that has an approximately equal proportion of orthoclase and plagioclase feldspars.
Tertiary Sediments	The Tertiary record of the sediments is essentially restricted to the Paleogene strata (namely, those of Paleocene–late Oligocene age).

23Our success may depend upon the acceptance, and successful measurement, of online advertising as an alternative to offline advertising.

~~Table~~We believe that a advertisers spend significantly more on offline advertising compared to online advertising. Long-term growth of ~~Contents~~our business will depend heavily on this distinction between online and offline advertising narrowing or being eliminated, which may not happen in a manner or to the extent that we currently expect. We compete with traditional media for advertising dollars, in addition to websites with higher levels of traffic. If online advertising ceases to be an acceptable alternative to offline advertising, our business, financial condition and results of operations will be negatively impacted.

~~Exploration~~Because ~~Plan~~the ~~Timetable~~online marketing industry is relatively new and rapidly evolving, it uses different methods than traditional media to gauge its effectiveness. Potential customers may have little or no experience using the Internet for advertising and marketing purposes and may allocate only limited portions of their advertising and marketing budgets to the Internet. The adoption of Internet advertising, particularly by those entities that have historically relied upon traditional media for advertising, requires the acceptance of a new way of conducting business, exchanging information and evaluating new advertising and marketing technologies and services. As a result, we will need to continually evaluate changes to aspects of our business model to keep pace with the expectations of users and advertisers, and these changes may not yield the benefits we expect. In particular, we are dependent on our clients’ adoption of new metrics to measure the success of online marketing campaigns. We may also experience resistance from traditional advertising agencies who may be advising our clients. Any lack of growth in the market for various online advertising models could have an adverse effect on our business, financial condition and results of operations

~~Our~~Evolving ~~exploration~~regulation ~~plan~~of ~~timetable is contingent on~~ the ~~further~~Internet ~~funds we~~ may beaffect ~~able~~us ~~to raise~~adversely. ~~At present, we project the following timetable:~~

PHASE Description	Projected completion date
Phase One – due diligence(1): Preliminary Geological due diligence including: purchase of maps, air photographs and publications, and review of files at British Columbia Geological Survey Branches	Complete
Phase One – initial field work(2)(3): - Mobilization to Cassiar district and purchase of equipment & provisions - Preparation of assays and generation of maps	August 2014(3)
Phase Two – initial drilling and trenching(4): - Mobilization to Cassiar district and purchase of equipment & provisions - Rental and logistics of drill and backhoe based on a small Kabota type tracked backhoe and use of ATV’s to access target zones - Preparation of assays and generation of maps - Preparation of analytical reports to assess samples produced from drilling and trenching	September 2015(4)
Phase Three – extensive drilling and trenching(5)(6) - Mobilization to Cassiar district and purchase of equipment & provisions - Additional trenching work based on indications from Phase Two results - Modest diamond drilling program of approximately 1,500 to 2,500 feet based on Geophysical surveys (magnetic or induced potential) which would be used to target direction and depth of proposed target zones - Preparation of assays and generation of maps - Preparation of analytical reports to assess samples produced from drilling and Trenching.	Limited Diamond Drilling Program - completion date undetermined(7)
	Moderate Diamond Drilling Program – completion date undetermined(8)
	Full Diamond Drilling Program – completion date undetermined(8)

As Internet commerce continues to evolve, increasing regulation by federal, state or foreign agencies becomes more likely. For example, we believe increased regulation is likely in the area of data privacy, and laws and regulations applying to the solicitation, collection, processing or use of personal or consumer information could affect our customers’ ability to use and share data and restricting our ability to store, process and share data with our customers. In addition, taxation of services provided over the Internet or other charges imposed by government agencies or by private organizations for accessing the Internet may also be imposed. Any regulation imposing greater fees for Internet use or restricting information exchange over the Internet could result in a decline in the use of the Internet and the viability of Internet-based services, which could harm our business.

~~Notes:~~If we do not continue to innovate and provide products and services that are useful to users, we may not remain competitive, and our revenues and operating results could suffer.

(1)	Initial due diligence is complete.
(2)	In respect of the exploration goals included in this schedule, we note that bad weather and shortages of: qualified workers; available equipment; available housing; supplies and other logistical requirements, may require changes to some, or all, of the estimated completion dates in this timetable.

Our success depends on providing products and services that make using the internet a more useful and enjoyable experience for our users. Our competitors are constantly developing innovations in web search and web-based products and services. As a result, we will be required to continuously invest significant resources in research and development in order to enhance our web portals, and introduce new products and services. In addition, these new products and services may present new and difficult technology challenges, and we may be subject to claims if users of these offerings experience service disruptions or failures or other quality issues. Our operating results would also suffer if our innovations are not responsive to the needs of our users, advertisers, and other network members; are not appropriately timed with market opportunities, or are not effectively brought to market. As search technology continues to develop, our competitors may be able to offer search results that are, or that are seen to be, substantially similar to or better than ours. This may force us to compete in different ways and expend significant resources in order to remain competitive.

~~(continued)~~20

24Our growth could strain our personnel and infrastructure resources, and if we are unable to implement appropriate controls and procedures to manage our growth, we may not be able to successfully implement our business plan.

~~Table~~Our success will depend in part upon management’s ability to manage growth. To do so, we must continue to hire, train and manage new employees as needed. If our new hires perform poorly, or if we are unsuccessful in hiring, training, managing and integrating these new employees, or if we are not successful in retaining our existing employees, our business may be harmed. To manage the expected growth of ~~Contents~~our operations and personnel, we will need to continue to improve our operational, financial and management controls and our reporting systems and procedures. The additional headcount and capital investments we are adding will increase our cost base, which will make it more difficult for us to offset any future revenue shortfalls by offsetting expense reductions in the short term. If we fail to successfully manage our growth, we will be unable to execute our business plan.

~~Notes~~Current ~~(continued):~~global financial conditions have made access to financing more difficult.

(3)	The Judy 1 and McDame Mountain claim sites are located at an approximate elevation of 5,000 feet and can be subject to severe winter weather conditions. The field season at this elevation generally covers a period of June 1st to October 15th. As a result, we expect that the Initial Field Work component of Phase One will not be completed before August 2014. If we do not raise sufficient capital by late August 2014 to fund our Phase One Initial Field Work, this component of Phase One will be merged into Phase Two and our estimated completion date for Phase One Initial Field Work will be moved to July 2014.
(4)	The estimated September 2015 completion date for Phase Two may be moved forward if good weather conditions were to provide an early snow melt and allow an earlier than projected entry to the work sites in spring/summer 2014. Phase Two will be undertaken if further funds can be raised
(5)	Phase Three will only be undertaken if Phases One and Two provide positive indications that further work is warranted.
(6)	The completion date for Phase Three may be moved forward if good weather conditions were to provide an early snow melt and allow an earlier than projected entry to the work sites in the prior spring/summer exploration season. Additionally, we note again that the Judy 1 and McDame Mountain claim sites are located at an approximate elevation of 5,000 feet and can be subject to severe winter weather conditions and this could inhibit any helicopter assisted drilling program and impact our planned timetable.
(7)	The 'Limited Diamond Drilling Program' would consist of approximately $50,000 of funds being invested and will be undertaken if further funds can be raised.
(8)	The 'Moderate Diamond Drilling Program' and the 'Full Diamond Drilling Program would respectively consist of approximately $150,000 and $350,000 of funds being invested and will be undertaken if further funds can be raised.
(9)	All exploration costs include a 15% service fee to be charged by the exploration site contractor.

Since the 2008 financial crisis there has been severe deterioration in global credit and equity markets. This has resulted in the need for government intervention in major banks, financial institutions and insurers, and has also led to greater volatility, increased credit losses and tighter credit conditions. These unprecedented disruptions in the credit and financial markets have had a significant adverse impact on a number of financial institutions and have limited access to capital and credit for many companies. These disruptions could, among other things, make it more difficult for us to obtain, or increase our cost of obtaining capital and financing for our operations.

~~Overview~~We ofoperate ~~Our~~in ~~Mineral~~a ~~Exploration~~highly ~~Business~~competitive industry and compete against many large companies that may be more established and better capitalized than we are.

~~Mineral~~Offering ~~exploration~~dietary isand ~~essentially~~food aservice ~~research~~software ~~activity~~is ~~that~~and ~~does not produce a product. Successful exploration often results in increased project value that~~ can be ~~realized~~a ~~through~~very ~~the~~competitive ~~optioning~~market orwith ~~selling~~few ofbarriers ~~the claimed site~~ to ~~larger companies~~entry. AsWe ~~such,~~expect wethat ~~intend~~if toour ~~acquire~~software ~~properties~~establishes ~~which~~a wekey ~~believe~~market ~~have~~niche, ~~potential~~competition towill ~~host~~arise ~~economic~~from ~~concentrations~~a ofvariety ~~minerals. These acquisitions have and may take the form~~ of ~~mining claims on provincial land~~sources, orfrom ~~leasing~~large ~~claims,~~multinational orsoftware ~~private~~companies ~~property owned by others. An “unpatented” mining claim is an interest that can be acquired~~ to the ~~mineral~~myriad ~~rights on open lands~~ of ~~the~~other ~~provincially~~smaller ~~owned~~national ~~public domain. Claims are staked in accordance with the rules~~ and ~~regulations~~regional ~~pursuant~~software todevelopment ~~laws of British Columbia established by the Ministry of Energy, Mines~~ and ~~Petroleum~~delivery ~~Resources~~companies.

WeMany ~~plan to perform basic geological work to identify specific drill or trenching targets on the properties, and then collect subsurface samples by drilling or trenching to confirm the presence~~ of mineralization (the presence of economic minerals in a specific area or geological formation). We may enter into joint venture agreements with other companies to fund further exploration work. We may include in our ~~plans~~potential ~~properties~~competitors ~~that may~~ have: ~~been~~(i) ~~previously~~greater ~~identified by third parties~~financial, ~~including prior owners such as exploration companies~~technical, ~~as mineral prospects with potential for economic mineralization. Often these properties have been sampled~~personnel, ~~mapped~~promotional and ~~sometimes~~marketing ~~drilled~~resources, ~~usually~~(ii) ~~with~~longer ~~indefinite~~operating ~~results. Accordingly~~histories, ~~such~~(iii) ~~acquired~~greater ~~projects~~name ~~may~~recognition, ~~either~~(iv) ~~have~~larger ~~some~~institutional ~~prior~~clients ~~exploration~~than ~~history or may have strong similarity to a recognized geologic ore deposit model~~us. Our current geographic focus is on northern British Columbia. The focus of our activity will be to acquire properties that we believe to be undervalued; including those that we believe to hold previously unrecognized mineral potential.

25With few barriers to entry we cannot be certain that we will be able to compete successfully in this extremely competitive market.

~~Table~~We may face claims that we are violating the intellectual property rights of ~~Contents~~others

~~The~~Although ~~Judy~~we 1are ~~and~~not ~~McDame~~aware ~~Mountain~~of ~~claim~~any ~~properties~~potential ~~have~~violations ~~not~~of ~~yet~~others’ ~~been~~intellectual ~~visited~~property byrights, ~~our~~we ~~President~~may ~~and~~face ~~Sole~~claims, ~~Director.~~including ~~This~~from ~~fact~~direct ~~potentially~~competitors, ~~compromises~~other companies, scientists or research universities, asserting that our technology or the ~~Company's~~commercial ~~assessment~~use of such technology infringes or otherwise violates the ~~potential~~intellectual ~~value~~property rights of ~~the~~others. ~~claims~~We cannot be certain that our technologies and processes do not violate the ~~Company's~~intellectual ~~ability~~property torights ~~properly~~of ~~assess~~others. ~~all~~If our ~~factors~~market ~~which~~profile ~~may~~grows ~~impact~~we ~~our~~could ~~exploration~~become ~~plans~~increasingly subject to such claims.

~~Market~~If we were found to be infringing or otherwise violating the intellectual property rights of others, ~~Customers~~we could face significant costs to implement work-around methods, and ~~Distribution~~we ~~Methods~~cannot provide any assurance that any such work-around would be available or technically equivalent to our potential technology. In such cases, we might need to license a third party’s intellectual property, although any required license might not be available on acceptable terms, or at all.

Large and well capitalized markets are readily available for all metals and precious metals throughout the world. A very sophisticated futures market for the pricing and delivery of future production also exists. The price for metals is affected by a number of global factors, including economic strength and resultant demand for metals for production, fluctuating supplies, mining activities and production by others in the industry, and new and or reduced uses for subject metals. The mining industry is highly speculative and of a very high risk nature. As such, mining activities involve a high degree of risk, which even a combination of experience, knowledge and careful evaluation may not be able to overcome. Few mining projects actually become operating mines.21

~~The~~If ~~mining~~we ~~industry~~are isunable ~~subject~~ to awork ~~number~~around ~~of factors, including intense industry competition, high susceptibility to economic conditions (~~such asinfringement ~~price~~or ofobtain ~~metal,~~a ~~foreign~~license ~~currency~~on ~~exchange~~acceptable ~~rates~~terms, ~~and~~we ~~capital~~might ~~and~~face ~~operating~~substantial ~~costs),~~monetary ~~and~~judgments ~~political~~against ~~conditions~~us ~~(which~~or ~~could~~an ~~affect~~injunction ~~such~~against ~~things~~continuing ~~as import and export regulations, foreign ownership restrictions). Furthermore, the mining activities are subject~~ to ~~all~~use ~~hazards~~or ~~incidental~~license such ~~to mineral exploration~~technology, ~~development and production, as well as risk of damage from earthquakes, any of~~ which ~~could~~might ~~result~~cause inus ~~work stoppages, damage~~ to orcease ~~loss of property and equipment and possible environmental damage~~operations. ~~Hazards such as unusual or unexpected geological formations and other conditions are also involved in mineral exploration and development.~~

~~Mineral~~In ~~Exploration~~addition, ~~Industry~~even if we are not infringing or otherwise violating the intellectual property rights of others, we could nonetheless incur substantial costs in defending ourselves in suits brought against us for alleged infringement. Also, if we are to enter into a license agreement in the future and ~~Licensing~~it provides that we will defend and indemnify our customer licensees for claims against them relating to any alleged infringement of the intellectual property rights of third parties in connection with such customer licensees’ use of such technologies, we may incur substantial costs defending and indemnifying any customer licensees to the extent they are subject to these types of claims. Such suits, even if without merit, would likely require our management team to dedicate substantial time to addressing the issues presented. Any party bringing claims might have greater resources than we do, which could potentially lead to us settling claims against which we might otherwise prevail on the merits.

The ~~mineral~~loss exploration industry is highly competitive. We are a new exploration stage company and have a weak competitive position in the industry. We compete with junior and senior mineral exploration companies, independent producers and institutional and individual investors who are actively seeking to acquire mineral exploration properties throughout the world together with the equipment, labor and materials required to operate on those properties. Competition for the acquisition of ~~mineral~~our ~~exploration~~executive ~~interests~~officers ~~is intense with many mineral exploration leases~~ or concessions available in a competitive bidding process in which we may lack the technological information or expertise available to other bidders. Many of the mineral exploration companies with which we compete for financing and for the acquisition of mineral exploration properties have greater financial and technical resources than those available to us. Accordinglydirectors, ~~these competitors may be able to spend greater amounts on acquiring mineral exploration interests of merit or on exploring or developing their mineral exploration properties. This advantage~~ could enable our competitors to acquire mineral exploration properties of greater quality and interest to prospective investors who may choose to finance their additional exploration and development. Such competition could adversely ~~impact~~affect our ~~ability to attain the financing necessary for us to acquire further mineral exploration interests or explore and develop our current or future mineral exploration properties~~business.

Our success depends largely upon the efforts, abilities, and decision-making of our executive officers and directors. The loss of any of these individual would have an adverse effect on our business prospects. We ~~also~~do ~~compete~~not ~~with~~currently ~~other~~maintain ~~junior~~"key-man" ~~mineral~~life ~~exploration~~insurance ~~companies~~and there is no contract in place assuring the services our executive officers and directors for ~~financing~~any ~~from~~length aof ~~limited~~time. ~~number~~In the event that we should lose our sole officer or directors and we are unable to find suitable replacements, we may not be able to develop our business, in which case investors might lose all of their investment.

~~investors~~One ~~that~~stockholder ~~are~~owns ~~prepared~~a majority of our common stock and may act, or prevent certain types of corporate actions, to ~~invest~~the indetriment ~~such~~of ~~companies~~other stockholders.

~~The~~Portus ~~presence~~Holdings ofInc. ~~competing~~owns ~~junior~~50,000,000 ~~mineral~~shares ~~exploration~~of ~~companies~~common ~~may~~stock, ~~impact~~representing ~~our~~approximately ~~ability~~89.58% toof ~~raise~~our ~~additional~~issued ~~capital~~and inoutstanding ~~order~~common tostock. Accordingly, ~~fund~~ our ~~acquisition~~majority orshareholder ~~exploration~~may ~~programs~~exercise ifsignificant ~~investors~~influence ~~perceive~~over ~~that~~all ~~investments~~matters inrequiring ~~our~~stockholder ~~competitors~~approval, ~~are~~including ~~more attractive based on~~ the ~~merit~~election of ~~their~~a ~~mineral~~majority ~~exploration properties or the price~~ of the ~~investment~~directors ~~opportunity. In addition, we compete with both junior~~ and ~~senior~~the ~~mineral~~determination ~~exploration~~of ~~companies~~significant ~~for~~corporate ~~available~~actions. ~~resources,~~This ~~including,~~concentration ~~but~~could ~~not~~also ~~limited~~have ~~to,~~the ~~professional~~effect ~~geologists,~~of ~~land~~delaying ~~specialists,~~or ~~engineers,~~preventing ~~camp~~a ~~staff,~~change ~~helicopters,~~in ~~float~~control ~~planes,~~that ~~mineral~~could ~~exploration~~otherwise ~~supplies~~be ~~and~~beneficial ~~drill~~to ~~rigs~~our stockholders.

26If we issue additional shares of common stock in the future this may result in dilution to our existing stockholders.

~~Table~~Our articles of ~~Contents~~incorporation authorize the issuance of 250,000,000 shares of common stock. Our board of directors has the authority to issue additional shares of common stock up to the authorized capital stated in the articles of incorporation. Our board of directors may choose to issue some or all of such shares to provide additional financing in the future. The issuance of any such shares may result in a reduction of the book value or market price of the outstanding shares of our common stock. It will also cause a reduction in the proportionate ownership and voting power of all other stockholders.

~~General~~The ~~competitive~~trading ~~conditions~~price ~~may~~of beour ~~substantially~~common ~~affected~~stock bymay ~~various~~be ~~forms~~volatile, ofwith ~~exploration~~the ~~and~~result ~~mining~~that ~~legislation~~an ~~and/or~~investor ~~regulation~~may ~~introduced~~not ~~from~~be ~~time~~able to ~~time~~sell byany ~~the~~shares ~~government~~acquired ofat ~~the~~a ~~Province~~price ofequal ~~British~~to ~~Columbia,~~or ~~the~~greater ~~government~~than ~~of Canada and~~ the ~~governments~~price ofpaid ~~other~~by ~~countries,~~the ~~as well as factors beyond our control, including international political conditions, overall levels of supply and demand for mineral exploration~~investor.

~~The~~Our ~~British~~common ~~Columbia~~shares ~~Ministry~~are ofquoted ~~Energy,~~on ~~Mines~~the ~~and Petroleum~~OTC ~~Resources~~Bulletin ~~('BC~~Board ~~Mines')~~and isOTCQB ~~responsible~~under ~~for~~the ~~exploration~~symbol ~~permitting~~"PORS”. ~~and~~Companies quoted on the ~~Canadian~~OTC ~~Federal~~Markets ~~Government~~platform ~~becomes~~have ~~involved~~traditionally atexperienced aextreme ~~later~~price ~~stage~~and ~~when~~volume ~~the~~fluctuations. ~~project~~In isaddition, ~~further~~our ~~developed~~stock ~~and~~price ~~meets~~may ~~standards~~be ~~which~~adversely ~~requires~~affected ~~Federal~~by ~~environmental~~factors ~~permit~~that ~~approvals.~~are ~~Phase~~unrelated ~~Two~~or ofdisproportionate to our ~~proposed~~operating ~~exploration~~performance. ~~program~~Market ~~will~~fluctuations, ~~require~~as ~~approval~~well as general economic, political and market conditions such as recessions, interest rates or international currency fluctuations may adversely affect the market price of anour ~~application~~common stock. In addition, to BCdate, ~~Mines~~there ~~which~~has isbeen ~~expected~~no totrading ~~take~~volume ~~approximately~~for ~~six~~our ~~weeks~~shares on the OTC Markets platforms. As ~~During~~a result of this ~~six~~potential ~~week~~volatility ~~period~~and BCpotential ~~Mines~~lack ~~will~~of ~~also~~a ~~refer~~trading ~~the~~market, ~~permit~~an ~~application~~investor tomay ~~aboriginal~~not ~~stakeholders,~~be ~~which~~able into ~~this~~sell ~~case~~any isof ~~the~~our ~~Dease~~common ~~River~~stock ~~Band,~~that ~~for~~they acquire that a ~~period~~price ofequal 15or ~~days~~greater than the price paid by the investor.

In the face of competition, we may not be successful in acquiring, exploring or developing profitable precious or base metal properties or interests, and we cannot give any assurance that suitable precious or base metal properties or interests will be available for our acquisition, exploration or development. Despite this, we hope to compete successfully in the mineral exploration industry by:22

●Because ~~keeping~~ our ~~costs~~stock ~~low;~~is a penny stock, stockholders will be more limited in their ability to sell their stock.

●The ~~relying~~SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a price of less than $5.00, other than securities registered on certain national securities exchanges or quoted on the ~~strength~~Nasdaq ofsystem, ~~our~~provided ~~management’s~~that ~~contacts;~~current price and volume information with respect to transactions in such securities is provided by the exchange or quotation system.

●Because ~~using~~ our ~~size~~securities ~~and~~constitute ~~experience~~"penny stocks" within the meaning of the rules, the rules apply to us and to our ~~advantage~~securities. The byrules ~~adapting~~may ~~quickly~~further affect the ability of owners of shares to ~~changing~~sell our securities in any market ~~conditions~~that ormight ~~responding~~develop ~~swiftly~~for them. As long as the trading price of our common stock is less than $5.00 per share, the common stock will be subject to ~~potential~~rule ~~opportunities~~15g-9 under the Securities Exchange Act of 1934 (the “Exchange Act”). The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the SEC, that:

~~RESULTS~~1. OFContains ~~OPERATIONS~~a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading;

~~The~~2. ~~following~~Contains ~~discussion~~a ~~and~~description ~~analysis~~of ~~covers material changes in~~ the ~~financial~~broker's ~~condition~~or ofdealer's ~~Dane~~duties ~~during~~to the ~~three~~customer ~~month~~and ~~periods~~of ~~ended~~the ~~December~~rights ~~31, 2013~~ and ~~December~~remedies ~~31,~~available ~~2012;~~to ~~and~~the ~~for~~customer ~~the~~with ~~period~~respect ~~March~~to 3,a ~~2010~~violation ~~(date~~to ofsuch ~~inception)~~duties toor ~~December~~other ~~31,~~requirements ~~2013~~of ~~(the~~securities ~~'Exploration~~laws; ~~Stage').~~

A3. ~~summary~~Contains isa asbrief, ~~follows:~~ clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price;

	Three Months Ended December 31, 2013			Three Months Ended December 31, 2012			Exploration Stage March 3, 2010 to December 31, 2013
Revenue	$	-		$	-		$	-
Expenses	$	13,813		$	13,677		$	132,391
Net Loss	$	(13,813	)	$	(13,677	)	$	(132,391	)

4. Contains a toll-free telephone number for inquiries on disciplinary actions;

~~Revenues~~5. Defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and

~~Dane~~6. ~~did~~Contains ~~not~~such ~~earn~~other ~~revenues~~information ~~during~~and ~~the~~is ~~periods~~in ~~included~~such inform, including language, type, size and format, as the ~~financial~~SEC ~~statements~~shall inrequire ~~this~~by ~~report~~rule or regulation.

~~Expenses~~The broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with: (a) bid and offer quotations for the penny stock; (b) the compensation of the broker-dealer and its salesperson in the transaction; (c) the number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and (d) a monthly account statements showing the market value of each penny stock held in the customer's account. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules; the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written acknowledgment of the receipt of a risk disclosure statement, a written agreement to transactions involving penny stocks, and a signed and dated copy of a written suitably statement. These disclosure requirements may have the effect of reducing the trading activity in the secondary market for our stock.

~~Our~~ITEM ~~operating~~2. ~~expenses~~UNREGISTERED ~~are~~SALES ~~classified~~OF ~~into~~EQUITY ~~four~~SECURITIES ~~categories:~~AND USE OF PROCEEDS.

~~- Exploration costs~~None.

~~- Professional~~ITEM ~~fees~~3. DEFAULTS UPON SENIOR SECURITIES.

~~- General and administrative expenses~~None

~~- Impairment~~ITEM of4. ~~mineral~~MINE ~~properties~~SAFETY DISCLOSURE.

27None.

~~Table~~ITEM of5. ~~Contents~~OTHER INFORMATION.

~~Exploration costs~~None.

Exploration costs are comprised of all exploration related expenses for development of our mineral claims. Exploration costs for the three month periods ended December 31, 2013 and December 31, 2012 were $1,070 compared to $nil. Expenses for the exploration stage totaled $10,069. The comparative change between the three month period ended December 31, 2013 versus the same period ended December 31, 2012 is accounted for by payments made to re-stake the Company's mineral claims. No such payments were required during these periods during fiscal 2013. We cannot predict the level of these costs during the balance of fiscal 2014.23

~~Professional~~ITEM ~~fees~~6. EXHIBITS.

Professional and consultant fees are comprised of fees for work performed by audit, legal and accounting professionals. For the three month periods ended December 31, 2013 and December 31, 2012 professional and consultant fees were $9,154 compared to $12,000. The ~~variance~~following inexhibits ~~period over period costs~~ are ~~related~~either toprovided ~~our~~with ~~filing~~this ofQuarterly aReport on Form S10-1Q ~~during~~or ~~fiscal~~are ~~2013.~~incorporated ~~Professional~~herein ~~fees~~by ~~for the exploration stage totaled $73,608~~reference. ~~We anticipate professional and consultant fees will remain the same during the balance of fiscal 2014.~~

General and administrative expenses



Exhibit Number	Description of Exhibit
2.1	Agreement and Plan of Merger dated March 6, 2014 between Dane Exploration Inc. (as surviving company) and Dane Acquisition Corp. (as merging entity).⁽³⁾
3.1	Articles of Incorporation.⁽¹⁾
3.2	Bylaws.⁽¹⁾
3.3	Certificate of Merger.⁽³⁾
3.4	Articles of Merger between Dane Exploration Inc. (as surviving entity) and Dane Acquisition Corp. (as merging entity), with surviving entity changing its name to "Portus Corporation".⁽³⁾
10.1	Judy Claims Purchase Agreement.⁽¹⁾
10.2	Asset Purchase Agreement dated January 29, 2014 between Dane Exploration Inc., Portus Holdings Inc., Dane Acquisition Corp and David Christie.⁽²⁾
14.1	Code of Ethics.⁽¹⁾

General and administrative expenses are comprised of fees paid to file our reports to the SEC's EDGAR system; transfer agent fees; filing fees paid to the Nevada Secretary of State; and office expenses. General and administrative expenses for the three month periods ended December 31, 2013 and December 31, 2012 were $3,589 compared to $1,677. The comparative period over period change was due to increased accounting costs. General and administration expenses for the Exploration Stage totaled $41,214. We anticipate general and administrative Expenses will remain at current levels during the balance of fiscal 2014.Notes:

~~Impairment of mineral properties~~(1)

AsFiled ofwith ~~September 30, 2010,~~ the ~~Company~~SEC ~~determined~~as ~~its~~an ~~investment~~exhibit into ~~mineral~~our ~~properties~~Registration ~~was~~Statement ~~impaired~~on ~~and~~Form ~~recorded~~S-1 aon ~~related~~February ~~impairment loss. Mineral properties impairment charges were $nil and $nil for the three month periods ended December 31~~25, ~~2013 and December 31, 2012~~2011. Mineral property impairment charges totaled $7,500 for the Exploration Stage. There was no comparative change in impairment charges between the three month periods ended December 31, 2013 versus December 31, 2012 because no new mineral properties were acquired during these periods.

~~Net Loss~~(2)

WeFiled ~~incurred~~with ~~a net loss of $13,813 for~~ the ~~three~~SEC ~~month~~as ~~periods~~an ~~ended~~exhibit ~~December~~to ~~31,~~our ~~2013~~Current ~~compared~~Report ~~with~~on aForm ~~net~~8-K ~~loss~~filed ofon ~~$13,677~~January ~~for the three month period ended December 31~~30, ~~2012~~2014. ~~For the Exploration Stage, our accumulated net loss totaled $132,391.~~

~~Liquidity and Capital Resources~~(3)

~~Our~~Filed ~~financial~~with ~~position~~the SEC as atan ~~December~~exhibit ~~31,~~to ~~2013~~our ~~and~~Current ~~September~~Report ~~30,~~on ~~2013~~Form ~~was~~8-K asfiled ~~follows:~~on March 26, 2014.

~~Net Working Capital~~24

	As of December 31, 2013			As of September 30, 2013
Current Assets	$	3,246		$	1,601
Current Liabilities		38,637			23,179
Net Working Capital (Deficit)	$	(35,391	)	$	(21,578	)

SIGNATURES

28Pursuant 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.

Table of Contents



			PORTUS CORPORATION

Dated:	August 13^th, 2014	By:	/s/ G. Dale Murray, II
			G. DALE MURRAY, II
			Chief Executive Officer, Chief Financial Officer, President Secretary, Treasurer and Director
			(Principal Executive Officer, Principal Accounting Officer and Principal Financial Officer)

As of December 31, 2013 we had cash on hand of $1,155. Our net working capital decreased from a working capital deficit of $21,578 at September 30, 2013 to a working capital deficit of $35,391 at December 31, 2013 as a result of funds raised from a shareholder advance from our President. Since the date of our incorporation, we have raised $97,000 through sales of our common shares and $21,500 from shareholder advances from our President. We estimate we will need to raise additional funds during the coming twelve months and project we will be able to raise these funds through shareholder advances from our President.25

Cash Flows

	Three months ended December 31, 2013			Three months ended December 31, 2012			Exploration Stage March 3, 2010 to December 31, 2013
Net cash used by Operating Activities	$	(10,655	)	$	(21,106	)	$	(109,845	)
Net cash used by Investing Activities		-			-			(7,500	)
Net cash provided by Financing Activities		10,500			26,795			118,500
Increase (decrease) in Cash during the Period		(155	)		5,689			1,155
Cash, Beginning of Period		1,310			66			-
Cash, End of Period	$	1,155		$	5,755		$	1,155

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

EXCHANGE RATE FLUCTUATION RISK

Our reporting currency is United States Dollars. Our transactions are primarily conducted in US$ but may also include transactions in Canadian Dollars and other currencies. Foreign currency rate fluctuations may have a material impact on the Company’s financial reporting. These fluctuations may have positive or negative impacts on the results of operations of the Company.

We have not entered into derivative contracts either to hedge existing risk or for speculative purposes.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company's Exchange Act reports is recorded, processed, summarized and reported within the time communicated to the Company's management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure based closely on the definition of "disclosure controls and procedures" in Rule 13a-15(e). The Company's disclosure controls and procedures are designed to provide a reasonable level of assurance of reaching the Company's desired disclosure control objectives. In designing periods specified in the SEC's rules and forms, and that such information is accumulated and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. The Company's certifying officer has concluded that the Company's disclosure controls and procedures are not effective in reaching that level of assurance.

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At the end of the period being reported upon, the Company carried out an evaluation, under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer and the Company's Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based on the foregoing, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective.

Changes in Internal Control over Financial Reporting

During the three months ended December 31, 2013, no material changes were made to the Company’s internal control over financial reporting.

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PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

There is no litigation pending or threatened by or against us.

ITEM 1A. RISK FACTORS

The following risk factors should be considered in connection with an evaluation of the business of our business:

Risks Associated With Mining:

Mineral exploration and development activities are speculative in nature.

Resource exploration and development is a speculative business, characterized by a number of significant risks including, among other things, unprofitable efforts resulting not only from the failure to discover mineral deposits but from finding mineral deposits which, though present, are insufficient in quantity and quality to return a profit from production. The marketability of minerals acquired or discovered by our company may be affected by numerous factors which are beyond our control and which cannot be accurately predicted, such as market fluctuations, the proximity and capacity of milling facilities, mineral markets and processing equipment and such other factors as government regulations, including regulations relating to royalties, allowable production, importing and exporting of minerals and environmental protection, the combination of which factors may result in our company not receiving an adequate return of investment capital.

Substantial expenditures are required to establish ore reserves through drilling, to develop metallurgical processes to extract the metal from the ore and, in the case of new properties, to develop the mining and processing facilities and infrastructure at any site chosen for mining. We cannot predict whether minerals will be discovered in sufficient quantities and grades to justify commercial operations or that funds required for development can be obtained on a timely basis. Estimates of reserves, mineral deposits and production costs can also be affected by such factors as environmental permitting regulations and requirements, weather, environmental factors, unforeseen technical difficulties, unusual or unexpected geological formations and work interruptions. In addition, the grade of ore ultimately mined may differ from that indicated by drilling results.

Short term factors relating to reserves, such as the need for orderly development of ore bodies or the processing of new or different grades, may also have an adverse effect on mining operations and on the results of operations. Material changes in ore reserves, grades, stripping ratios or recovery rates may affect the economic viability of any project.

All of our properties are in the exploration stage and therefore highly speculative in nature. We may not be able to establish the existence of any mineral resource on any of our properties in commercially exploitable quantities. Until we can do so, we cannot earn any revenues from operations and if we do not do so we will lose all of the funds that we expend on exploration. If we do not discover any mineral resource in a commercially exploitable quantity, our business could fail.

We have not established that any of our mineral properties contain any mineral reserve, nor can there be any assurance that we will be able to do so. If we do not, our business could fail. A mineral reserve is defined by the Securities and Exchange Commission in its Industry Guide 7, which can be viewed at www.sec.gov/divisions/corpfin/forms/industry.htm#secguide7 as that part of a mineral deposit which could be economically and legally extracted or produced at the time of the reserve determination. The probability of an individual prospect ever having a 'reserve' that meets the requirements of the Securities and Exchange Commission's

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Industry Guide 7 is extremely remote; in all probability our mineral resource property does not contain any 'reserve' and any funds that we spend on exploration will probably be lost. Even if we do eventually discover a mineral reserve on one or more of our properties, there can be no assurance that we will be able to develop our properties into producing mines and extract those resources. Both mineral exploration and development involve a high degree of risk and few properties which are explored are ultimately developed into producing mines. The commercial viability of an established mineral deposit will depend on a number of factors including, by way of example, the size, grade and other attributes of the mineral deposit, the proximity of the resource to infrastructure such as a smelter, roads and a point for shipping, government regulation and market prices. Most of these factors will be beyond our control, and any of them could increase costs and make extraction of any identified mineral resource unprofitable.

Mineral operations are subject to applicable law and government regulation which may block our ability to explore or develop our claims. Even if we discover a mineral resource in a commercially exploitable quantity, these laws and regulations could restrict or prohibit the exploitation of that mineral resource. If we cannot exploit any mineral resource that we might discover on our properties, our business may fail.

Both mineral exploration and extraction require permits from various foreign, federal, state, provincial and local governmental authorities and are governed by laws and regulations, including those with respect to prospecting, mine development, mineral production, transport, export, taxation, labor standards, occupational health, waste disposal, toxic substances, land use, environmental protection, mine safety and other matters. There can be no assurance that we will be able to obtain or maintain any of the permits required for the continued exploration of our mineral properties or for the construction and operation of a mine on our properties at economically viable costs. If we cannot accomplish these objectives, our business could fail.

We are in compliance with all material laws and regulations that currently apply to our activities but current laws and regulations could be amended and we might not be able to comply with them, as amended. Further, we may not be able to obtain or maintain all permits necessary for our future operations, or obtain them on reasonable terms. To the extent such approvals are required and are not obtained, we may be delayed or prohibited from proceeding with planned exploration or development of our mineral properties.

If we establish the existence of a mineral resource on any of our properties in a commercially exploitable quantity, we will require additional capital in order to develop the property into a producing mine. If we cannot raise this additional capital, we will not be able to exploit the resource, and our business could fail.

If we do discover mineral resources in commercially exploitable quantities on any of our properties, we will be required to expend substantial sums of money to establish the extent of the resource, develop processes to extract it and develop extraction and processing facilities and infrastructure. If we were to discover a major mineral deposit, there can be no assurance that such a resource will be large enough to justify commercial operations, nor can there be any assurance that we will be able to raise the funds required for development on a timely basis. If we cannot raise the necessary capital or complete the necessary facilities and infrastructure, our business may fail.

Mineral exploration and development is subject to extraordinary operating risks. We do not currently insure against these risks. In the event of a cave-in or similar occurrence, our liability may exceed our resources, which would have an adverse impact on our company.

Mineral exploration, development and production involves many risks which even a combination of experience, knowledge and careful evaluation may not be able to overcome. Our operations will be subject to all the hazards and risks inherent in the exploration for mineral resources and, if we discover a mineral resource in commercially exploitable quantity, our operations could be subject to all of the hazards and risks inherent in the

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development and production of resources, including liability for pollution, cave-ins or similar hazards against which we cannot insure or against which we may elect not to insure. Any such event could result in work stoppages and damage to property, including damage to the environment. We do not currently maintain any insurance coverage against these operating hazards. The payment of any liabilities that arise from any such occurrence would have a material adverse impact on our company.

Mineral prices are subject to dramatic and unpredictable fluctuations.

We expect to derive revenues, if any, either from the sale of our mineral resource properties or from the extraction and sale of precious metals such as gold, silver and base metals such as copper. The price of those commodities has fluctuated widely in recent years, and is affected by numerous factors beyond our control, including international, economic and political trends, expectations of inflation, currency exchange fluctuations, interest rates, global or regional consumptive patterns, speculative activities and increased production due to new extraction developments and improved extraction and production methods. The effect of these factors on the price of precious and base metals, and therefore the economic viability of any of our exploration properties and projects, cannot accurately be predicted.

The mining industry is highly competitive and, in addition to risks directly related to our current exploration plans, there is no assurance that we will continue to be successful in acquiring mineral claims or to exploit any minerals we may discover. If we cannot continue to acquire properties to explore for mineral resources, we may be required to reduce or cease operations.

The mineral exploration, development, and production industry is largely un-integrated. We compete with other exploration companies who are either exploring existing mineral resource properties or seeking to locate and acquire mineral resource properties. However, we may need to compete with different competitors for the removal or sales of mineral products from our properties if we should eventually discover the presence of minerals in quantities sufficient to make production economically feasible.

Readily available markets exist worldwide for the sale of mineral products. Therefore, we will likely be able to sell any mineral products that we identify and produce. However, in identifying and acquiring mineral resource properties, we compete with many companies possessing greater financial resources and technical facilities. This competition could adversely affect our ability to acquire suitable prospects for exploration in the future. Accordingly, there can be no assurance that we will acquire any interest in additional mineral resource properties that might yield reserves or result in commercial mining operations.

Supplies needed for exploration may not always be available. If we are unable to secure exploration supplies we may have to delay our anticipated business operations.

Competition and unforeseen limited sources of supplies needed for our proposed exploration work could result in occasional spot shortages of supplies of certain products, equipment or materials. There is no guarantee we will be able to obtain certain products, equipment and/or materials as and when needed, without interruption, or on favorable terms. Such delays could affect our anticipated business operations and increase our expenses.

Risks Related To Our Company:

We have a limited operating history on which to base an evaluation of our business and prospects.

We have been in the business of exploring mineral resource properties since March 3, 2010 and we have not yet located any mineral reserves. As a result, we have never had any revenues from our operations. In addition, our operating history has been restricted to the acquisition of our mineral properties and this does not provide a meaningful basis for an evaluation of our prospects if we ever determine that we have a mineral reserve and commence the construction and operation of a mine. We have no way to evaluate the likelihood of whether our mineral properties contain any mineral reserve or,

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if they do that we will be able to build or operate a mine successfully. We anticipate that we will continue to incur operating costs without realizing any revenues during the period when we are exploring our properties. We therefore expect to continue to incur significant losses into the foreseeable future. We recognize that if we are unable to generate significant revenues from mining operations and any dispositions of our properties, we will not be able to earn profits or continue operations. At this early stage of our operation, we also expect to face the risks, uncertainties, expenses and difficulties frequently encountered by companies at the start up stage of their business development. We cannot be sure that we will be successful in addressing these risks and uncertainties and our failure to do so could have a materially adverse effect on our financial condition. There is no history upon which to base any assumption as to the likelihood that we will prove successful and we can provide investors with no assurance that we will generate any operating revenues or ever achieve profitable operations.

There is a risk that we have not properly evaluated the potential benefit of our claims because our President and Sole Director has not personally visited the Judy 1 and McDame Mountain Properties.

The Judy 1 and McDame Mountain claim properties have not yet been visited by our President and Sole Director. This fact potentially compromises the Company's assessment of the potential value of the claims and the Company's ability to properly assess all factors which may impact our exploration plans

There is a risk that our assessment of the potential benefit of our property claims and our plans for exploration may be faulty because we have based these on a report provided to us by the vendor of the property claims.

We have not yet performed any exploration work on our property claims and have based a large part of our assessment of the Judy 1 and McDame Mountains claims on a report provided to us by the vendor of the claims. We have also based our exploration plans largely on the recommendations included in this report. If this report is false, incorrect, misstated, or analysis in the report has been over-valued by Dane, this could have a material adverse effect on our ability to raise funds and the survival of the Company.

Our property claims are presently held in trust for us by an unrelated third party which may put us at risk if there were a dispute with this third party, or if there were malfeasance on the part of this third party.

Canadian jurisdictions allow a mineral explorer to claim a portion of available Crown lands as its exclusive area for exploration by depositing posts or other visible markers to indicate a claimed area. The claims we have purchased were staked by a third party and these claims are presently recorded in the name of the third party and held in trust by him for the Company. Under British Columbia, law title to British Columbia mining claims can only be held by British Columbia residents. In the case of corporations, title must be held by a British Columbia corporation. Since we are an American corporation, we can never directly possess legal mining claim to the land. In order to comply with the law we will have to incorporate a British Columbia wholly owned subsidiary-corporation. We plan to incorporate such a wholly-owned subsidiary in British Columbia and expect at that time the third party will transfer all claim rights he holds in trust for us to that subsidiary. However, if the third party were to transfer title to another person and that deed were to be recorded in their name before we were to have the claims recorded in the name of our planned subsidiary, that other person would have superior title and we would have no title to the claims we have purchased. If this were to occur, we would have to cease or suspend operations on those claims and sue the third party for the loss of our investment. The loss of our claims and the cost of a lawsuit regarding a breach of fiduciary duty by the third party would have a material adverse effect on the financial condition of our company.

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Our mineral claims have an expiration date and we must make minimum mandatory exploration expenditures in order to maintain our mineral claims.

In order to maintain its mineral claim tenure titles in good standing it is necessary for the Company or its agent to perform and record physical or other acceptable work with a prescribed value per hectare per year during each yearly period mandated by the British Columbia Mineral Titles Branch (each such period covering July 1st to June 30th of the following year).

Based on the claims 'good to' date of December 24, 2014, further work expenditures must be performed as follows to maintain the claims: $nil fiscal year 2014; $2,392 for fiscal year 2015; $5,408 for fiscal year 2016; $6,114 for fiscal year 2017; $8,523 for fiscal year 2018; $9,172 for fiscal 2019; $11,522 for fiscal 2010; and $12,229 for fiscal 2021 and for each subsequent fiscal year. Alternatively, if payments in lieu of work performed are used to maintain the claims, these costs translate to $nil for fiscal year 2014; $4,783 for fiscal year 2015; $10,815 for fiscal year 2016; $12,228 for fiscal year 2017; $17,045 for fiscal year 2018; $18,343 for fiscal 2019; $23,044 for fiscal 2020; $24,458 for fiscal 2021 and for each subsequent fiscal year.

Our activities will be subject to environmental and other industry regulations which could have an adverse effect on our financial condition.

Our company's activities are subject to environmental regulations promulgated by government agencies from time to time. Environmental legislation generally provides for restrictions and prohibitions on spills, releases or emissions of various substances produced in association with certain mining industry operations, such as seepage from tailing disposal areas, which would result in environmental pollution. A breach of such legislation may result in imposition of fines and penalties. In addition, certain types of operations require the submission and approval of environmental impact assessments. Environmental legislation is evolving in a manner which means stricter standards and enforcement, fines and penalties for non-compliance are more stringent. Environmental assessments of proposed projects carry a heightened degree of responsibility for companies and directors, officers and employees. The cost of compliance with changes in governmental regulations could have an adverse effect on the financial condition of our company.

The operations of our company include exploration; and may include development activities and commencement of production on our properties, which requires permits from various federal, state, provincial and local governmental authorities and such operations are and will be governed by laws and regulations governing prospecting, development, mining, production, exports, taxes, labor standards, occupational health, waste disposal, toxic substances, land use, environmental protection, mine safety and other matters. Companies engaged in the development and operation of mines and related facilities generally experience increased costs and delays in production and other schedules as a result of the need to comply with applicable laws, regulations and permits.

Failure to comply with applicable laws, regulations, and permitting requirements may result in enforcement actions, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed, and may include corrective measures requiring capital expenditures, installation of additional equipment, or remedial actions. Parties engaged in mining operations may be required to compensate those suffering loss or damage by reason of the mining activities and may have civil or criminal fines or penalties imposed for violations of applicable laws or regulations and, in particular, environmental laws.

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The fact that we have not earned any operating revenues since our incorporation raises substantial doubt about our ability to continue to explore our mineral properties as a going concern.

We have not generated any revenue from operations since our incorporation and we anticipate that we will continue to incur operating expenses without revenues unless and until we are able to identify a mineral resource in a commercially exploitable quantity on one or more of our mineral properties and we build and operate a mine. At December 31, 2013, we had cash in the amount of $1,155 and working capital deficit of $35,391. We incurred a net loss of $13,813 for the three month period ended December 31, 2013 and have incurred losses since inception of $132,391. If we are not successful in acquiring further shareholder advances from our President and/or successfully raising funds through other methods such as private placements of our common shares, we will not have sufficient financial resources to fund our exploration program and will have only limited funds to cover our administrative expenses. In this event, we may become insolvent and fail.

Because we do not know of a lender who would provide funds for us to explore and develop our mineral properties, we expect it will probably be difficult or impossible to raise debt financing from traditional lending sources. To date we have raised our operating capital from sales of founder shares to, and receipt of shareholder advances from, our President, but there can be no assurance that we will continue to be able to do so because our President has limited financial resources. If we cannot raise the money that we need to continue exploration of our mineral properties, we may be forced to delay, scale back, or eliminate our exploration activities. If any of these were to occur, our business will fail.

These circumstances have lead our independent registered public accounting firm to comment about our company’s ability to continue as a going concern in their audit opinion, which was filed with our September 30, 2013 Form 10-K. Management's primary funding strategy is to raise additional capital through a public offering of its capital stock. These conditions raise substantial doubt about our company’s ability to continue as a going concern. Our financial statements do not include any adjustments relating to the recoverability and potential classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event our company cannot continue in existence.

We currently rely solely on our President & CEO for management of our operations and the loss of this key individual could have an adverse effect on the Company.

Our success depends to a certain degree upon our President & CEO and sole director. This individual is a significant factor in the our growth and success. The loss of the service of current management and board and any future additional members of management and the board could have a material adverse effect on our company. In particular, the success of our company is highly dependent upon the efforts of our either our current President & CEO, the loss of whose services would have a material adverse effect on the success and development of our company. Additionally, we do not anticipate having key man insurance in place in respect of our sole director and senior officer in the foreseeable future.

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We require substantial funds merely to determine whether commercial precious metal deposits exist on our properties and this creates a significant risk that we will fail.

Any potential development and production of our exploration properties depends upon the results of exploration programs and/or feasibility studies and the recommendations of duly qualified engineers and geologists. Such programs require substantial additional funds. Any decision to further expand our operations on these exploration properties entails significant risks and is anticipated to involve consideration and evaluation of several significant factors including, but not limited to:

■ Costs of bringing each property into production, including exploration work, preparation of production feasibility studies, and construction of production facilities; ■ Availability and costs of financing; ■ Ongoing costs of production; ■ Market prices for the precious metals to be produced; ■ Environmental compliance regulations and restraints; and ■ Political climate and/or governmental regulation and control.

Third parties may challenge our rights to our mineral properties or the agreements that permit us to explore our properties may expire if we fail to timely renew them and pay the required fees.

In connection with the acquisition of our mineral properties, we sometimes conduct only limited reviews of title and related matters, and obtain certain representations regarding ownership. These limited reviews do not necessarily preclude third parties from challenging our title and, furthermore, our title may be defective. Consequently, there can be no assurance that we hold good and marketable title to all of our mining concessions and mining claims. If any of our concessions or claims were challenged, we could incur significant costs and lose valuable time in defending such a challenge. These costs or an adverse ruling with regards to any challenge of our titles could have a material adverse affect on our financial position or results of operations. There can be no assurance that any such disputes or challenges will be resolved in our favor.

We are not aware of challenges to the location or area of any of our mining claims. There is, however, no guarantee that title to the claims will not be challenged or impinged in the future.

Our management has no formal geological or engineering training and limited experience in mineral activities and consequently our activities, earnings and ultimate financial success could be irreparably harmed.

Our management has no formal geological or engineering training and limited experience with exploring for, starting, and operating a mine. With no direct training and limited experience in these areas, management may not be fully aware of many of the specific requirements related to working within the industry. Management's decisions and choices may not take into account standard engineering or managerial approaches mineral exploration companies commonly use. Consequently, our activities, earnings and ultimate financial success could suffer irreparable harm due to management's lack of experience in the industry.

Our success is dependent on current management, who may be unable to devote sufficient time to the development of our business; this potential limitation could cause the business to fail.

Dane is heavily dependent on our sole officer and director. If something were to happen to him, it would greatly delay its daily operations until further industry contacts could be established. Furthermore, there is no assurance that suitable people could be found to replace this individual. In that instance, Dane may be unable to further its business plan.

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Because title to the property is currently held in the name of another person, if that person transfers the property to someone other than us, we will cease activities.

Title to the properties upon which we intend to conduct exploration activities is not currently held in our name. Title to the property is recorded in the name of a third party who presently holds the property in trust for the Company for exploration upon the property. If the owner transfers the property to another third person, the other third person will obtain good title and we will have nothing. If this should occur, we will subsequently not own any property and we will have to cease all exploration activities.

As our business assets and our director and officer are located in Canada; investors may be limited in their ability to enforce US civil actions against our assets or our director and officer. You may not be able to receive compensation for damages to the value of your investment caused by wrongful actions by our director.

Our business assets are located in Canada and our sole director and officer is a resident of Canada. Consequently, it may be difficult for United States investors to affect service of process within the United States upon our assets or our sole director and officer, or to realize in the United States upon judgments of United States courts predicated upon civil liabilities under U.S. Federal Securities Laws. A judgment of a U.S. court predicated solely upon such civil liabilities may not be enforceable in Canada by a Canadian court if the U.S. court in which the judgment was obtained did not have jurisdiction, as determined by the Canadian court, in the matter. There is substantial doubt whether an original action could be brought successfully in Canada against any of our assets or our sole director and officer predicated solely upon such civil liabilities. You may not be able to recover damages as compensation for a decline in your investment.

Risks Associated With Our Common Stock:

Our CEO and Sole Director has voting control of the Company due to his majority ownership position and this may negatively impact the interests of other shareholders.

Our sole director and officer presently has effective voting control of our Company and this may negatively impact other investors if our sole director and officer does not act in their interests, or administer the Company effectively, because other shareholders are presently not be able to successfully vote to remove our sole director and officer from his positions with the Company.

Dane is designated as a 'Shell Company' which may negatively affect trading of our shares.

The SEC, through Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Securities and Exchange Act of 1934, has defined a 'Shell Company' as being a company (other than an asset-backed issuer), which has “no operations; and either no or nominal assets; assets consisting of solely cash and cash equivalents; or assets consisting of any amount of cash and cash equivalents and nominal other Assets.” Dane is presently designated as a 'Shell Company' and this designation may have a negative impact on investor interest in the Company.

Our stock price is subject to fluctuation because we are publicly traded.

Dane Exploration is publicly listed on the OTCBB under the symbol DANE. The market price for our common stock will vary from the $0.02 price included in our two public common stock offerings. Market price fluctuations may occur in response to a number of factors, some of which are beyond our control and we cannot be certain that an active trading market for our common stock will develop or be sustained.

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Trading on the OTCBB and other over the counter trading systems can be volatile and sporadic, which could depress the market price of our common stock and make it difficult for our stockholders to sell their shares.

Trading in stock quoted on the OTCBB and other over the counter trading systems (such as the OTCQB, or Pink Sheets) is often thin and characterized by wide fluctuations in trading prices, due to many factors that may have little to do with our operations or business prospects. This volatility may depress the market price of our common stock for reasons unrelated to operating performance. Moreover, neither the OTCBB and other over the counter trading systems are stock exchanges, and trading of securities on these systems is often more sporadic than the trading of securities listed on a quotation system like NASDAQ, or a stock exchange like Amex. Accordingly, shareholders may have difficulty selling their shares at any particular point in time.

Shareholders may experience dilution of ownership.

Since inception, we have experienced negative cash flow from operations and expect to experience significant negative cash flow from operations for the foreseeable future. We expect to require working capital to fund our operations. We cannot be certain that additional financing will be available on favorable terms when required, or at all. If we are unable to raise sufficient capital, or are unable to repay the debt, then we may cease operations, become insolvent, declare bankruptcy or be otherwise wound up, all of which may result in the loss of all or substantially all of the investment capital of the shareholders. We are authorized to issue up to 250,000,000 common shares. We have the authority to issue more of the shares, and to determine the rights, preferences and privileges of such shares, without the consent of any of the shareholders. If we raise additional funds through the issuance of equity, equity-related or debt securities, the securities may have rights, preferences or privileges senior to those of the rights of the Common Stock and those stockholders may experience additional dilution. Purchasers of shares will experience immediate and substantial dilution in the net tangible book value per share of their investment in the shares.

Our stock is a penny stock. Trading of our stock may be restricted by the SEC’s penny stock regulations and FINRA’s sales practice requirements, which may limit a stockholder’s ability to buy and sell our stock.

Our stock is a penny stock. The Securities and Exchange Commission (‘SEC’) has adopted Rule 15g-9 which generally defines “penny stock” to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and “accredited investors”. The term “accredited investor” refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a form prepared by the SEC which provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer’s account. The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer’s confirmation. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written agreement to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock rules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities. We believe that the penny stock rules discourage investor interest in, and limit the marketability of, our common stock.

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In addition to the “penny stock” rules promulgated by the SEC, the Financial Industry Regulatory Authority ('FINRA') has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer’s financial status, tax status, investment objectives and other information. Under interpretations of these rules, FINRA believes that there is a high probability that speculative low-priced securities will not be suitable for at least some customers. FINRA’s requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our stock.

Other Risks:

Because we have only one officer and director who is responsible for our managerial and organizational structure, in the future, there may not be effective disclosure and accounting controls to comply with applicable laws and regulations which could result in fines, penalties and assessments against the Company.

We currently have only one officer and director. As such, he is solely responsible for our managerial and organizational structure which will include preparation of disclosure and accounting controls under the Sarbanes-Oxley Act of 2002. When these controls are implemented, he will be responsible for the administration of the controls. Should he not have sufficient experience, he may be incapable of creating and implementing the controls which may cause the Company to be subject to sanctions and fines by the Securities Exchange.

We are unable to predict and articulate all trends, risks and uncertainties which may negatively impact our business and/or your investment.

We have sought to identify what we believe to be the most significant risks to our business, but we cannot predict whether, or to what extent, any of such risks may be realized nor can we guarantee that we have identified all possible risks that might arise. Investors should carefully consider all risk factors before making an investment decision with respect to our common stock, including those which may not be noted in the above risk factors descriptions.

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

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

The Company has no senior securities outstanding.

ITEM 4. MINE SAFETY DISCLOSURES

None.

ITEM 5. OTHER INFORMATION

None.

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ITEM 6. EXHIBITS

EXHIBIT INDEX

Number	Exhibit Description
3.1	Articles of Incorporation(1)
3.2	Certificate of Amendment of Articles of Incorporation(1)
3.2	Bylaws(1)
10.1	Judy Claims Purchase Agreement(1)
14.1	Code of Ethics(1)
31.1	Certificate of President and Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certificate of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certificate of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Labels Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

(1) Filed as an exhibit to a registration statement on Form S-1 filed February 25, 2011 and incorporated herein by reference.

SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

DANE EXPLORATION INC.

/s/ David Christie

David Christie

President & CEO, CFO, PAO,

Secretary and Treasurer,

Director, and Board Chair

Dated: January 17, 2014

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