UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

ACT OF 1934

For the fiscal Quarter ended ~~December~~June 3130, ~~2017~~ 2018

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

ACT OF 1934

For the transition period from ____________ to ____________

TOA DISTRIBUTION SYSTEMS INC

(formerly Skyhigh Resources, Inc.)

(Exact Name of Registrant as Specified in its Charter)

44 Coyote Mountain Road, Suite 102, Santa Fe, NM 87505

(Address of principal executive offices)

505 919 8036

(Registrant's telephone number, including area code)

(formerly)

5700 University West Blvd, Suite 304, Albuquerque NM 87106

1791 Marcy Lynn Court, San Jose CA 95124)

Delaware	26-2746101
(State of other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

Securities Registered Pursuant to Section 12(B) of the Act: None

Securities Registered Pursuant to Section 12(G) of the Act:

Common Stock, par value $.001 per share

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¨ No þ

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No þ

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).. Yes þ No ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-Q or any amendment to this Form 10-Q. þ1

Indicate by check mark ~~whether~~if ~~the~~disclosure ~~registrant~~of isdelinquent ~~a large~~filers ~~accelerated~~pursuant ~~filer,~~to anItem ~~accelerated~~405 ~~filer,~~of orRegulation S-K a(§229.405 ~~non-accelerated~~of ~~filer~~this orchapter) ais ~~smaller~~not ~~reporting~~contained ~~company.~~herein, ~~See~~and ~~definition~~will ofnot ~~“large~~be contained, ~~accelerated~~to ~~filer~~the best of registrant's knowledge,” in definitive proxy or ainformation ~~smaller~~statements ~~reporting~~incorporated ~~company~~by reference in ~~Rule~~Part III of this Form ~~12b~~10-2Q ofor ~~the~~any ~~Exchange~~amendment ~~Act.~~to ~~(Check~~this ~~one):~~Form 10-Q.þ

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

Large accelerated filer ¨

Accelerated filer ¨

Non-accelerated filer ¨

Smaller reporting company þ

Indicate by check mark if the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No þ

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity.

As of the last business day of the registrant’s most recently completed fiscal quarter ~~December~~June 3130, ~~2017~~2018, the common equity was sold at $0.0025

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date.

- At ~~January~~June 3130, 2018, we had 30,100,060 shares of $0.001 par value common Stock outstanding,

-A ~~January~~At 31June 30, 2018 we had 0 shares of 0.001 par value preferred stock outstanding.

- Documents incorporated by reference - None

State issuer's revenues for its most recent fiscal year: Nil

~~Part 1 – FINANCIAL INFORMATION~~2

Item 1: FINANCIAL STATEMENTS	F-1
Part 1 – FINANCIAL INFORMATION
Unaudited Condensed Balance Sheets as at December 31, 2017 and March 31, 2017	F-2
Item 1:	FINANCIAL STATEMENTS	F-1
Unaudited Condensed Statements of Operations for the three and nine month periods ended December 31, 2017 and December 31, 2016 respectively	F-3
	Unaudited Condensed Balance Sheets as at June 30, 2018 and March 31, 2018	F-2
Unaudited Condensed Statements Cash Flows for the nine month period ended December 31, 2017 and December 31, 2016 respectively	F-4
	Unaudited Condensed Statements of Operations for the three month period ended June 30, 2018 and June 30, 2017 respectively	F-3
Notes to Unaudited Financial Statements	F-5 - F-7
	Unaudited Condensed Statements Cash Flows for the three month period ended June 30, 2018 and June 30, 2017 respectively	F-4
Item 2. Management’s Discussion and Analysis of Financial Conditions and Results of Operations	2
	Notes to Unaudited Financial Statements	F-5 - F-7
Item 3. Controls And Procedures	3
Item 2.	Management’s Discussion and Analysis of Financial Conditions and Results of Operations	2
PART II – OTHER INFORMATION
Item 3.	Controls And Procedures	3
Item 1. Legal Procedures	4
PART II – OTHER INFORMATION
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	4
Item 1.	Legal Procedures	4
Item 3. Default Upon Senior Securities	4
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	4
Item 4. Submission Of Matters To A Vote Of Security Holders	4
Item 3.	Default Upon Senior Securities	4
Item 5. Other Information	4
Item 4.	Submission Of Matters To A Vote Of Security Holders	4
Item 6. Exhibits	4
Item 5.	Other Information	4
Signatures	5
	Item 6. Exhibits	4
	Signatures	5

PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

TOA DISTRIBUTION SYSTEMS INC

INDEX TO CONDENSED STATEMENTS

(UNAUDITED)

	Page
Unaudited Condensed Balance Sheets as at December 31, 2017 and March 31, 2017	F-2
Unaudited Condensed Balance Sheets as at June 30, 2018 and March 31, 2018	F-2
Unaudited Condensed Statements of Operations for the three and nine month periods ended
Unaudited Condensed Statements of Operations for the three month period ended June 30, 2018 and June 30, 2017 respectively	F-3
December 31, 2017 and December 31, 2016 respectively	F-3
Unaudited Condensed Statements Cash Flows for the three month periods ended June 30, 2018 and June 30, 2017 respectively	F-4
Unaudited Condensed Statements Cash Flows for the nine month periods ended December 31, 2017 and December 31, 2016 respectively	F-4
Notes to Unaudited Condensed Financial Statements	F-5 to F-7

~~TOA Distribution Systems Inc~~F-1

TOA Distribution Systems Inc (formerly known as Skyhigh Resources Inc) Balance Sheets Unaudited

Condensed Balance Sheets

		June			March
		30, 2018			31, 2018

ASSETS
Total Current Assets		—			—

LIABILITIES
Current Liabilities
Accounts Payable		100			—
Accrued Expenses		—			—
Loans Payable Related Parties- Principal (Note 5)		103,844			100,964
Loans Payable Related Parties- Accrued Interest (Note 5)		25,424			24,109
Total Current Liabilities	$	129,368		$	125,073

STOCKHOLDERS’ EQUITY
Capital Stock
Preferred Shares - 10,000,000 Shares Authorized, at $0.001 per share - Zero shares Issued and Outstanding.
Common Stock - 250,000,000 authorized at $0.001 par value 30,100,060 issued and outstanding at June 30, 2018 and March 31, 2018, respectively		30,100			30,100
Additional paid-in capital		49,150			49,150
Accumulated Deficit		(208,618	)		(204,323	)
Total Stockholders’ Equity (Deficit)	$	(129,368	)	$	(125,073	)

Total Liabilities and Stockholders’ Equity	$	—		$	—

Unaudited

	At December			At March
	31, 2017			31, 2017
ASSETS	$	—		$	—
LIABILITIES
Current Liabilities
Accounts Payable					135
Accrued Expenses					500
Loans Payable Related Parties- Principal (Note 4)		96,014			88,258
Loans Payable Related Parties- Accrued Interest (Note 4)		22,790			19,209
Total Current Liabilities	$	118,804		$	108,102
STOCKHOLDERS’ EQUITY
Capital Stock
Preferred Shares - 10,000,000 Shares Authorized, at $0.001 per share - Zero shares Issued and Outstanding.
Common Stock - 250,000,000 authorized at $0.001 par value 30,100,060 issued and outstanding at March 31, 2017 and December 31, 2017, respectively		30,100			30,100
Additional paid-in capital		49,150			49,150
Accumulated Deficit		(198,054	)		(187,352	)
Total Stockholders’ Equity (Deficit)	$	(118,804	)	$	(108,102	)
Total Liabilities and Stockholders’ Equity	$	—		$	—

The accompanying notes are an integral part of these Financial Statements

F-2

TOA Distribution Systems Inc (formerly known as Skyhigh Resources Inc) Statements of Operations Unaudited

(formerly known as Skyhigh Resources Inc)

		For the three			For the three
		months ended			months ended
		June 30, 2018			June 30, 2017
Revenue
Total Revenue	$	—		$	—
Expenses
General and Administrative		2,980			3,275
Total Expenses		2,980			3,275

Net Income (Deficit) from Operations		(2,980	)		(3,275	)
Other Income and (Expense)
Interest		(1,315	)		(1,155	)
Provision for Income Tax		—			—
Net Loss For The Period		(4,295	)		(4,430	)

Basic And Diluted Loss Per Common Share	$	(0.00	)	$	(0.00	)

Weighted Average Number of Common Shares Outstanding		30,100,060			30,100,060

Condensed Statements of Operations

Unaudited

	For the three months ended December 31, 2017			For the nine months ended December 31, 2017			For the three months ended December 31, 2016			For the nine months ended December 31, 2016
Revenue
Total Revenue	$	—		$	—		$	—		$	—
Expenses
General and Administrative		2,346			7,121			2,350			8,127
Total Expenses		2,346			7,121			2,350			8,127
Net Income (Deficit) from Operations		(2,346	)		(7,121	)		(2,350	)		(8,127	)
Other Income and (Expense)
Interest		(1,225	)		(3,582	)		(1,085	)		(3,162	)
Provision for Income Tax		—			—
Net Loss For The Period		(3,571	)		(10,703	)		(3,435	)		(11,289	)
Basic And Diluted Loss Per Common Share	$	(0.00	)	$	(0.00		$	(0.00	)	$	(0.00	)
Weighted Average Number of Common
Shares Outstanding		30,100,060			30,100,060			30,100,060			30,100,060

The accompanying notes are an integral part of these Financial Statements

F-3

TOA Distribution Systems Inc (formerly known as Skyhigh Resources Inc) ~~Condensed~~ Statements of Cash Flows Unaudited

	For the nine months ended December 31, 2017			For the nine months ended December 31, 2016
		For the three			For the three
		months ended			months ended
		June 30, 2018			June 30, 2017
Operating Activities
Net Income (Loss)		(104,~~703~~295	)		(114,~~289~~430	)
Adjustments To Reconcile Net Loss To Net Cash
Provided by Operations		—			—
Company Expenses paid by Related Parties		72,~~527~~880			72,~~757~~774
Change in Assets and Liabilities					—
Increase (decrease) accounts payable		~~(135~~100	)		~~600~~—
Increase (decrease) in accrued expenses		~~(500.~~—	)		—500
Increase (decrease) in Prepaid expenses		—			—
Increase (Decrease) in Accrued Interest-Related Party		1,315			1,154
Increase (decrease) in Accrued Interest-Related Party		3,582			3,162
Increase (Decrease) in Loans Payable-Related Party		—			—
Increase (decrease) in Loans Payable-Related Party		—			—
Increase (decrease) in Accrued Interest-Others		—			—
Net Cash Provided (Used) by Continuing Operating Activities		—			—
Investing Activities		—			—
Net Cash Provided (Used) by Investing Activities		—			—
Financing Activities
Cash provided by (Used for) Notes Payable Related Party		—			—
Cash provided by (Used for) Notes Payable- Others		—			—
Stock Issued for Cash		—			—
Net Cash Provided (Used) by Financing Activities		—			—
Increase (Decrease) in Cash from Continuing Operations		—			—
Cash and Cash Equivalents at Beginning of Period		—			—
Cash and Cash Equivalents at End of Period		—			—
Supplemental Information
Cash Paid For:
Income Taxes		—			—
Interest		1,315			1,154
Non-Cash Activities
Income Tax		—			—
Interest		3,582			3,162

The accompanying notes are an integral part of these Financial Statements ~~F-4~~

F-4

TOA Distribution Systems Inc

(formerly known as Skyhigh Resources Inc)

Notes to Financial Statements

~~December~~June 3130, ~~2017~~2018

Unaudited

NOTE 1. BASIS OF PRESENTATION

InThe ~~August 2009 the~~ Company ~~initiated~~was aoriginally ~~number of~~structured ~~corporate changes, including 1), a name change~~ to ~~TOA~~engage ~~Distribution~~in ~~Systems~~mining ~~Inc~~operations, ~~(formerly known as Skyhigh Resources Inc, 2)~~ ~~approved~~targeting aspecifically 10gold ~~for 1 roll forward of its issued~~ and ~~outstanding common stock, 3), increased it authorized par value $0~~silver.~~001 common shares to 250,000,000 shares (formerly 50,000,000), and 4), authorized 10,000,000 par value $0.001 preferred shares.~~

We owned two (2) mineral properties acquired in January 2008 by issuing stock to the related parties that owned the properties. The purchase price was fully impaired. In February 2012 these claims were deemed surplus and were sold in May 2012.

In mid-2009, the Company resolved to change its corporate focus, moving from mining and exploration into bottled drinking water distribution.

~~The~~In August 2009 the Company ~~owned~~initiated ~~two~~a number of corporate changes, including 1), a name change to TOA Distribution Systems Inc, (formerly known as Skyhigh Resources Inc, 2) approved ~~mineral~~a ~~properties acquired~~10 ~~from~~for ~~related~~1 ~~parties~~roll inforward ~~January~~of ~~2008~~its byissued ~~issuing~~and ~~stock~~outstanding tocommon ~~related~~stock, ~~parties.~~3), ~~The~~increased ~~purchase~~it ~~price~~authorized ~~was~~par ~~fully~~value ~~impaired~~$0.001 ~~In February~~common ~~2012~~shares ~~these~~to ~~claims~~250,000,000 ~~were~~shares ~~deemed~~(formerly ~~surplus~~50,000,000), and ~~were~~4), ~~sold~~authorized in10,000,000 ~~May~~par ~~2012~~value $0.001 preferred shares.

On September 2, 2009 the Company entered into to a Sub-Distribution agreement with Taste of Aruba (US), Inc to distribute bottled water products produced in Aruba by Taste of Aruba-Premium Aruban Water. The territory in which the Company can distribute these products include the United States and all its territories and insular areas in the Caribbean and Pacific such as but not limited to Puerto Rico, U.S. ~~Virgin~~ Virgin Islands, Marshall Islands, and Guam, and all of Canada. In January 2016, the Company and Taste of Aruba agreed to cancel the Sub-Distribution agreement on a no loss no gain basis for either party. Taste of Aruba was unable to confirm when ~~its~~ its products would be available for resale. The 17,000,000 shares issued to cover the cost of the Sub-Distribution Agreement ~~have~~ have been returned and were cancelled on January 18, 2016. This transaction which included full impairment ~~has~~was ~~been~~ reversed in the financial records for the year ended March 31, 2016.

In the opinion of management, the accompanying balance sheets and related statements of income, cash flows, and stockholders' equity include all adjustments, consisting only of normal recurring items, necessary for their fair presentation in conformity with accounting principles generally accepted in the United States of America ("“U.S. GAAP"”). Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. Actual results and outcomes may differ from management's estimates and assumptions. Interim financial statements are condensed and should be read in conjunction with the company’s latest annual financial statements. Interim disclosures generally do not repeat those disclosures expressed in the annual statements.

Interim financial statements are condensed and should be read in conjunction with the company’s latest annual financial statements

NOTE 2. GOING CONCERN

The accompanying financial statements have been prepared in conformity with generally accepted accounting principles (GAAP) in the United States of America, which contemplates continuation of the Company as a going concern. However, the Company has no business operations to date, accumulated losses amounting to $~~198~~208,~~054~~618 and must secure additional financing to commence the Company’s plan of operations, which means there is substantial concern about the Company’s ability to continue as a going concern. The Company intends to acquire additional operating capital through equity offerings to the public to fund its business plan or loans from shareholders and others. ~~There~~Although we have a commitment from related parties to fund our minimum ongoing operations, there is no assurance that ~~the~~ equity offerings will be successful or loans will be received to provide sufficient funds to commence operations or to assure the eventual profitability of the Company.

NOTE 3. ~~SUB-DISTRIBUTION~~LOANS ~~AGREEMENT~~PAYABLE

On September 2, 2009 the Company signed an Exclusive Sub-Distribution Agreement (“Agreement”) with Taste of Aruba (US) Inc, a State of Nevada Incorporated company, owner and master distributor of products from Taste of Aruba-Premium Aruban Water. Under the Agreement, the Company will distribute in the United States, its territories and insular areas in the Caribbean and Pacific and Canada, bottled water produced under license in Aruba by Water Energy Company-Aruba.

F-5

NOTE 3. SUB-DISTRIBUTION AGREEMENT (cont’d)

In January 2016, the Company and Taste of Aruba agreed to cancel the Sub-Distribution agreement on a no loss no gain basis for either party. Taste of Aruba was unable to confirm when its products would be available for resale. The 17,000,000 shares issued to cover the cost of the Sub-Distribution Agreement have been returned and were cancelled on January 18, 2016. This transaction which included full impairment was reversed in the financial records for the year ended March 31, 2016.

NOTE 4. LOANS PAYABLE

Loans payable to related parties, were received from a director of the Company and others closely associated persons or businesses. These funds were provided as cash loans to cover operating expenses and as payment for services provided.

Loans payable to the past and current presidents totaled $6,~~763~~945 made up of principal amounting to $3,742 and accrued interest of $3,~~021~~203

Loans payable to a closely associated business totaled $~~112~~122,~~041~~323 made up of principal amounting to $92100,~~272~~102 and accrued interest amounting to $1922,~~769~~221.

In aggregate, Loans Payable Related Parties to ~~December~~June 3130, ~~2017~~2018 totaled $~~118~~129,~~804~~268 made up of $96103,~~014~~844 for principal and $2225,~~790~~424 for accrued interest.

~~NOTE 5. EQUITY~~ 8

AtNOTE a special shareholders meeting held August 13, 2009, the shareholders approved the change of the Company’s name to TOA Distribution Systems Inc, approved charges to the authorized capital which included creation of 10,000,000 shares of preferred stock at a par value of $04.~~001~~ EQUITY per share and increased the authorized common stock to 250,000,000 with a par value of $0.001 per share. As well, the shareholders approved a 10 for 1 forward stock split of the outstanding shares. All share amounts shown in these financial statements have been adjusted retroactively to account for the forward stock split.

InAt ~~May~~June ~~2012~~30. 2018 we ~~sold~~had ~~our~~zero ~~two~~preferred ~~mineral claims~~stock ~~for~~issued ~~$25,000.~~and Asoutstanding ~~the~~and ~~sale~~had ~~was~~30,100,060 ~~made~~common toshares aissued ~~related~~and ~~party~~outstanding, ~~the~~which ~~sale~~were ~~amount~~issued ~~was~~on ~~recorded~~the todates ~~Additional Paid in Capital~~ and ~~not~~for ~~treated~~the purposes aslisted ~~a gain~~below.

As of March 31, 2017 and December 31, 2017 we had zero preferred stock issued and had 30,100,060 common shares issued and outstanding, which were issued on the dates and for the purposes listed below.

- 15,000,000 common shares issued to a director for cash at $0.0001 on December 13, 2007

- 600,000 common shares issued for services at $0.0025 on December 13, 2007

- 2,000,000 common shares issued for a mining property at $0.01 on ~~January 10~~January10, ~~2008~~2007

- 2,400,000 common shares issued for cash at ~~$0.0025~~ on May 11, 2009

- 4,285,000 common shares issued for accounts payable ~~at $0.0025~~ on June 1, 2009

- 3,315,000 common shares issued to a related party for loan payable at ~~$0.0025~~ on June 13, 2009

- 2,500,~~060~~000 common shares issued for a mining property ~~at $0.0025~~ on June 15, 2009

- 17,000,000 common shares issued for a sub-distribution agreement ~~at $0.0025~~ on Sept 2, 2009

- (17,000,000) common shares returned for cancelled sub-distribution agreement ~~January 18~~January18, 2016

NOTE 65. ~~CONTRIBUTED~~SUBSEQUENT ~~SURPLUS~~EVENTS

The Company ~~owned~~has ~~two~~evaluated ~~(2)~~subsequent ~~mineral claims~~events ~~that~~through ~~had been deemed surplus and fully impaired. On to May 1, 2012 these claims were sold to a related party to whom~~ the ~~Company~~ had loans payable. The terms of the sale was a reduction of the loans payable and proportionate accrued interest in aggregate amounting to Twenty-Five Thousand Dollar, ($25,000.00), an extension on the due date ~~of the loan to November 13, 2014, a reduction~~that of the ~~rate~~financial ofstatements ~~interest~~were ~~payable to 5% and the issuance by the purchaser of shares in two private companies~~issued. ~~These~~There ~~private company shares~~ were ~~valued~~no atsignificant $0subsequent ~~therefore~~events ~~had~~that noneed ~~impact~~to onbe ~~the financial statements~~disclosed.

~~F-6~~9

~~NOTE~~ITEM ~~7. CHANGES~~2: TOMANAGEMENT'S ~~GENERALLY ACCEAPTED~~DISCUSSION ~~ACCOUNTING~~AND ~~PRINCIPLES~~ANALYSIS ~~(GAAP)~~OR PLAN OF OPERATION

During the September 30, 2014 period the Company adopted the revised Accounting Standard Update No. 2014-10 that removes the definition of a development stage entity from ASC Topic 915 under GAAP, which become effective December 15, 2014 while permitting Companies to adopt these guidelines earlier

NOTE. 8. SUBSEQUENT EVENTS

During the quarter ended December 1, 2017 our Company entered into discussions with an entity located in Canada, to obtain certain rights to an industrial product. In January 2018 the parties reached a verbal agreement and drafted a document that listed the specific items upon which an Agreement would be based. Assuming no issues arise, the Agreement document signing is expected to take place in early February.

The product under discussion was designed to target the rapidly growing medical and recreational cannabis markets in Canada and the USA. With input from our principals and design consultant, the product design enhancement provided for significantly increase in the quantities produced within a given square footage as compared to conventional grow methods. The equipment can be used for most other food crops and easily can accommodate the growing of organic food products without need of the current lengthy testing regime and at no increases in cost of the product grown.

F-7

ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

PLAN OF OPERATION

InPLAN anOF effort to make available the facilities of the public market to our funding requirements, the Company intends to make application to FINRA for a trading symbol. The Company's application to FINRA will consist of current corporate information, financial statements and other documents as required by Rule 15c211 of the Securities Exchange Act of 1934.OPERATION

OnIn ~~November~~an ~~17,~~effort ~~2012,~~to ~~the~~make ~~Company filed~~available athe ~~Form~~facilities ~~8-K,~~of ~~Item~~the ~~5.02:~~public ~~Departure~~market to ofour ~~Directors~~funding orrequirements, ~~Certain~~the ~~Officers;~~Company ~~Election~~intends ofto ~~Directors;~~make ~~Appointment~~application ofthrough ~~Certain~~a ~~Officers with~~market ~~the~~maker ~~Securities~~ and ~~Exchange~~FINRA ~~Commission.~~for ~~This 8-K filing disclosed~~ the ~~resignation~~Company’s ofshares to ~~Trevor~~be ~~Blank~~quoted ason athe ~~Director~~OTCBB, ~~and~~the ~~from~~OTCQX, ~~all officer~~the ~~positions~~OTCQB ~~held~~or ~~with~~ the ~~Company.~~OTCPINK ~~Concurrent with Mr~~. ~~Blank~~The Company’s ~~resignation,~~application ~~Mr.~~to ~~Andy~~FINRA ~~Ruppanner~~will ~~was~~consist ~~appointed~~of ~~to serve~~current ascorporate ~~sole~~information, ~~director~~financial statements and other documents as ~~President~~required ~~and~~by ~~CEO,~~Rule ~~Vice-President~~15c211 ~~and~~of ~~CFO,~~the ~~Secretary~~Securities ~~and~~Exchange ~~Treasurer~~Act of 1934.

InWe ~~January~~are ~~2016~~currently ~~the~~in ~~Company’s~~discussions ~~and~~with ~~Taste~~a ofcompany ~~Aruba~~with ~~mutually agreed~~a toproduct ~~cancel~~directed at ~~their~~the ~~Sub-Distribution~~cannabis ~~Agreement.~~and ~~Taste~~indoor ofagricultural ~~Aruba was unable to confirm when its~~ products ~~would be available for resale~~industry. ~~The~~Until ~~cancelation~~we ~~agreement~~have ~~was~~completed onour ~~the~~investigation ~~basis~~and discussion of athis noand other ~~loss,~~possible noother ~~gain~~business ~~for~~opportunities ~~either~~no ~~party.~~plan ~~The~~of ~~17,000,000~~action ~~shares~~can ~~issued~~be ~~as the cost for the Sub-Distribution Agreement have been returned and cancelled~~completed.

In the period following our filing for the June 30, 2016 period, the Company entered into discussion with anon-relatedentity to obtain a license for a water treatment technology. On January 15, 2017 the Company concluded its discussions and entered into a license agreement to manufacture and market a proven and patented wastewater disinfection system that uses ultraviolet lamps as the disinfection means and a system in development that will investigate and develop the application of graphene filters for wastewater purification and salt water desalination. Included in the agreement is the manufacturing know-how, detailed designs and drawings necessary to build the products, as well as sale and marketing information. The license agreement is for an initial term of five years with automatic renewal for additional five year terms. The Company and the vendor agreed to a sum of $70,000 for the license, payable by the issuance within 30 days of 1,000,000 of the Company’s preferred shares payable containing special voting rights.10

In the quarter ended June 30, 2017, the Company and the company with whom we had entered into a license agreement to manufacture and market a proven and patented wastewater disinfection system, et al,mutually agreed to discontinue and cancel that Agreement which was signed in January 2017. The cancellation was an agreed to on a no fault, no cost basis. The parties to that Agreement were unable to obtain the financial resources to meet their respective obligation as required by the Agreement.

We are currently finalizing an agreement for an in-design manufacturing product for the agriculture cannabis industry and expect to conclude an agreement based on terms defined during discussion in mid-January 2018..

RESULTS OF OPERATIONS

Interim Periods:

No sales or income was ~~recorded~~ recorded for the period ended ~~December~~June 3130, ~~2017~~2018

Operating Costs and Expenses for three ~~and nine~~-month ~~periods~~ period ended ~~December~~June 3130, ~~2017~~ 2018 compared to the same ~~periods~~period ended inJune ~~December 31~~30, ~~2016.~~2017

For the three-month period ended atJune ~~December 31~~30, ~~2017~~2018 compared to the same period ~~periods~~ ended in ~~2016~~2017.

Net losses incurred during the three month period ending ~~December~~ 31June 30, 2018 ~~2017~~ were $34,~~571~~295, little ~~change~~changed from the ~~mount~~amount of $34,~~435~~430 for the same period ended ~~December~~June 3130, ~~2016~~2017.

General administrative expenses for three-month period ended June ~~December 31~~30, ~~2017~~2018 were $2,~~346~~980,~~little~~ ~~change~~a ~~from~~decrease of $295 compared to the ~~mount~~amount of $23,~~350~~275 for the same period ended ~~December~~June 3130, ~~2016~~2017.

Interest cost for the three-month period ended ~~December~~June 3130, ~~2017~~ 2018 were $1,~~225~~315 an increase of $~~140~~160 over the interest costs of $1,~~085~~155 recorded for the three-month period ending ~~December~~June 3130, ~~2016~~2017. The increase was as a result of the larger loan principal amount upon which interest was calculated.

For the nine month period ended at December 31, 2017 compared to the same period ended in 2016.

Net losses incurred during the nine-month period ending December 31, 2017 were $10,703, a decrease of $586 compared to the amount of $11,289 for the same period ended December 31, 2016.

General administrative expenses for nine-months ended December 31, 2017 were $7,121 compared to $8,127, in the December 31, 2016 period, a decrease of $1,006. The decrease resulted primarily due to timing of receipt of invoices and their entry into the financial records for their respective reporting periods

Interest cost for the nine-month period ended December 31, 2017 were $3,582 an increase of $420 over the interest costs of $3,162 recorded for the nine-month period ending December 31, 2016. The increase was as a result of the larger loan principal amount upon which interest was calculated.

SELECTED FINANCIAL INFORMATION

		December 31, 2017
		June 30, 2018
Current Assets	$	—
Total Assets	$	—
Current Liabilities	$	(~~118~~129,~~804~~368	)
Stockholders' Equity	$	(~~118~~129,~~804~~368	)

LIQUIDITY AND CAPITAL RESOURCES

Our cash balance was nil on ~~December~~June 3130, ~~2017~~2018. During this three month period ended ~~December~~June 3130, ~~2017~~ 2018 we received loans from related parties amounting to $2,~~846~~880 and have a commitment for any additional funds required to fund our limited levels of operations through March 31,~~2018~~ 2019. We have not generated any revenue to date.

We have loans payable including interest amounting to $~~118~~129,~~804~~268 at ~~December~~ 31June 30, ~~2017~~2018.

Our auditor has issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated revenues and no revenues are anticipated for the immediate future. There is no assurance we will ever reach that stage.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

ITEM 3. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS

As of the end of the period covered by this report, we conducted an evaluation, under the supervision and with the participation of our chief executive officer and chief financial officer, of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act). Based upon this evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures are ineffective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Security and Exchange Commission's rules and forms.

There has been no change in our internal control over financial reporting during the current quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

EVALUATION OF AND REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal control over financial reporting for the company. Internal control over financial reporting is to provide reasonable assurance regarding the reliability of our financial reporting purposes accordance with accounting principles generally accepted in the United States of America. Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect our transaction; providing reasonable assurance that transactions are recorded as necessary for preparations of our financial statements; providing reasonable assurance that receipts and expenditures of company assets are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisitions, use or disposition of company assets that could have a material effect on our financial statements would be prevented or detected.

Management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation management concluded that the Company's internal control over financial reporting was ineffective as of ~~December 31~~June 30, ~~2017~~2018. There were no changes in our internal controls over financial reporting during the period ended ~~December~~June 3130, ~~2017~~2018 that have materially affected, or are reasonable likely to materially affect our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL MATTERS

None

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

On March 25, 2009 our Registration Statement on Form S-1, commission file number 333-153863, became effective and qualified under Rule 144 for the sale of 1,000,000 shares of the Company’s common sold in accordance with the requirements of Section 4(2) offering under the Securities Act of 1933, as amended and Rule 506 promulgated thereunder. The offering was fully subscribed by June 25, 2009 raising a total of $25,000. There were no underwriters for this offering.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

ITEM 5. OTHER INFORMATION

None

ITEM 6. EXHIBITS AND REPORTS

The following exhibits are included herein, except for the exhibits marked with a footnote, which are incorporated herein by reference and can be found in the appropriate document referenced.

3.1	Articles and By-Laws as filed with the Delaware Secretary of State April 02, 2007*
	Amendment to By-Laws dated August 13, 2009*
99.2	Geologist Report*
31.1	Rule 13a-14(a)/15d-14(a) Certification by the Principal Executive Officer**

31.2	Rule 13a-14(a)/15d-14(a) Certification by the Principal Financial Officer**

32.1	Section 1350 Certification by the Principal Executive Officer**

32.2	Section 1350 Certification by the Principal Financial Officer**

* Incorporated by reference to the Registrant's Registration Statement on Form S-1, filed on October 6, 2008.

*	Incorporated by reference to the Registrant's Registration Statement on Form S-1, filed on October 6, 2008.
**	Filed herewith

** Filed herewith13

SIGNATURES

In accordance with Section 13 or 15 (d) 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.

In accordance with the requirements of the Securities Act, this 10-Q has been signed by the following persons in the capacities and on the dates stated.

SIGNATURE	TITLE	DATE
TOA DISTRIBUTION SYSTEMS INC.
/s/ Andy Ruppanner	Chief Executive Officer, Chief Financial Officer, Secretary, Director	February 2, 2018
	Chief Executive Officer, Chief
/s/ Andy Ruppanner	Financial Officer, Secretary, Director	August 12, 2018
Andy Ruppanner	(Principal Executive Officer)

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