UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☑ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~July 31~~April 30, ~~2015~~2016

☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934

For the transition period from ______ to _______

Commission File Number 333-156594

3DX INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

Nevada		46-4485465
(State of incorporation)		(I.R.S. Employer Identification No.)

6920 Salashan Parkway, Suite D-101

Ferndale, WA 98248

(Address of principal executive offices)

(360~~) 244~~-~~4339~~366-8858

(Registrant’'s telephone number)

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 ☐ ☑No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ☐Yes ☑ No (Not required)

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 "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large ~~Accelerated~~ ~~Filer~~accelerated filer☐ Accelerated ~~Filer~~filer ☐ Non-accelerated filer ☐ Smaller Reporting Company ☑

~~Non~~Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-~~Accelerated Filer~~2 ~~☐ Smaller~~of ~~Reporting~~the ~~Company~~Exchange Act). Yes ☐ No ☑

~~Indicate~~As byof ~~check~~April ~~mark~~30, ~~whether~~2016, ~~the~~there ~~registrant is~~were a37,461,409 shares ~~shell~~of ~~company~~the ~~(as~~registrant's ~~defined~~$0.001 inpar ~~Rule~~value ~~12b-2~~common ofstock ~~the~~issued ~~Exchange~~and ~~Act)~~outstanding.

☐ Yes ☑ No

As of September 18, 2015, there were 37,461,409 shares of the registrant’s $0.001 par value common stock issued and outstanding.

3DX INDUSTRIES, INC.

TABLE OF CONTENTS

		Page
PART I. FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS	3
ITEM 2.	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	1317
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	1620
ITEM 4.	CONTROLS AND PROCEDURES	1620
PART II. OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS	1721
ITEM 1A.	RISK FACTORS	1721
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	1721
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	1721
ITEM 4.	[MINE SAFETY DISCLOSURES]	1721
ITEM 5.	OTHER INFORMATION	1721
ITEM 6.	EXHIBITS	1822

Special Note Regarding Forward-Looking Statements

Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“"Securities Act”"), and Section 21E of the Securities Exchange Act of 1934, as amended (“"Exchange Act”"). This information may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of 3DX Industries, Inc. (the “"Company”"), to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words “"may,”" “"will,~~” “~~" "should,”" “"expect,”" “"anticipate,”" “"estimate,”" “"believe,”" “"intend,” " or “"project”" or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that these projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied by the forward-looking statements as a result of various factors. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.

*Please note that throughout this Quarterly Report, and unless otherwise noted, the words "we," "our," "us," the "Company," or "DDDX" refers to 3DX Industries, Inc.

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

INDEX	F-1
		Page
Unaudited Balance Sheets as of July 31, 2015 and October 31, 2014	F-2
Financial Statements:
Unaudited Statements of Operations for the Three and Nine Months Ended July 31, 2015 and 2014	F-3
		4
Unaudited Statements of Cash Flows for the Nine Months Ended July 31, 2015 and 2014.	F-4
Balance Sheets as of April 30, 2016 October 31, 2015 (Unaudited)
Notes to Financial Statements Unaudited	F-5
Statements of Operations for the six months ended April 30, 2016 and 2015 (Unaudited)		5
Statements of Cash Flows for the six months ended April 30, 2016 and 2015 (Unaudited)		6
Notes to Financial Statements (Unaudited)		7 to 16

3DX INDUSTRIES, INC.

3DX INDUSTRIES, INC. Balance Sheets (Unaudited)
	April 30,			October 31,
	2016			2015
Assets
Current assets
Cash and cash equivalents	$	16,138		$	19,951
Accounts receivable		13,660			25,110
Total current assets		29,798			45,061

Property and equipment
Manufacturing equipment		1,392,981			1,392,981
Furniture and fixtures		638			638
Computer equipment		1,005			1,005
Less accumulated depreciation		(359,891	)		(260,179	)
Total property and equipment		1,034,733			1,134,445

Other assets
Website development (net of accumulated amortization of $3,326 and $2,889)		794			1,231
Security deposit		4,275			4,275
Total other assets		5,069			5,506

Total assets	$	1,069,600		$	1,185,012
Liabilities and stockholders' deficit
Current liabilities
Accounts payable and accrued expenses	$	889,351		$	732,186
Payables to related parties		367,415			301,870
Equipment purchase payable - current portion		661,630			645,006
Accrued compensation - convertible		174,000			174,000
Current portion of notes payable - unrelated party		611,478			571,095
Current portion of convertible notes payable - unrelated party		334,185			322,966
Total current liabilities		3,038,059			2,747,123

Long-term liabilities
Convertible notes payable - related party		500,000			500,000
Total long-term liabilities		500,000			500,000

Total liabilities		3,538,059			3,247,123

Stockholders' equity
Preferred stock, $.001 par value, 10,000,000 shares authorized, none outstanding		-			-
Common stock, 175,000,000 shares authorized, $0.001 par value, 37,461,409 shares issued at April 30, 2016 and at October 31, 2015		37,461			37,461
Additional paid-in capital		14,931,530			14,931,530
Accumulated deficit		(17,437,450	)		(17,031,102	)
Total stockholders' deficit		(2,468,459	)		(2,062,111	)

Total liabilities and stockholders' deficit	$	1,069,600		$	1,185,012

~~Balance~~The ~~Sheets~~accompanying notes are an integral part to these unaudited financial statements.

~~(Unaudited)~~4

	July 31,			October 31,
	2015			2014
Assets
Current assets
Cash and cash equivalents	$	7,314		$	2,074
Accounts receivable		63,305			—
Prepaid expenses		—			1,614
Total current assets		70,619			3,688
Property and equipment
Manufacturing equipment		1,392,981			1,254,571
Furniture and fixtures		638			638
Computer equipment		1,005			1,005
Less accumulated depreciation		(210,323	)		(75,585	)
Total property and equipment		1,184,301			1,180,629
Other assets
Website development (net of accumulated amortization of $2,681 and $1,691)		1,439			2,429
Security deposit		4,975			4,275
Total other assets		6,414			6,704
Total assets	$	1,261,334		$	1,191,021
Liabilities and stockholders' deficit
Current liabilities
Accounts payable and accrued expenses	$	663,980		$	331,595
Payables to related parties		258,195			149,135
Equipment purchase payable - current portion		634,990			196,378
Accrued compensation - convertible		174,000			174,000
Current portion of notes payable - unrelated party		417,674			236,495
Current portion of convertible notes payable - unrelated party		188,980			—
Total current liabilities		2,337,819			1,087,603
Long-term liabilities
Equipment purchase payable		—			479,362
Convertible notes payable - related party		500,000			500,000
Convertible notes payable - unrelated party		128,314			157,541
Note payable - unrelated parties		145,171			52,897
Total long-term liabilities		773,485			1,189,800
Total liabilities		3,111,304			2,277,403
Stockholders' equity
Preferred stock, $.001 par value, 10,000,000 shares authorized, none outstanding		—			—
Common stock, 175,000,000 shares authorized, $0.001 par value, 37,461,409 shares issued at July 31, 2015 and at October 31, 2014		37,461			37,461
Additional paid-in capital		14,931,530			14,931,530
Accumulated deficit		(16,818,961	)		(16,055,373	)
Total stockholders' deficit		(1,849,970	)		(1,086,382	)
Total liabilities and stockholders' deficit	$	1,261,334		$	1,191,021

3DX INDUSTRIES, INC.

~~The~~Statements ~~accompanying~~of ~~notes are an integral part to these unaudited financial statements.~~ Operations

F-1

	For the Three Months Ended						For the Six Months Ended
	April 30,						April 30,
	2016			2015			2016			2015

Revenue	$	98,697		$	59,130		$	186,759		$	168,633
Cost of goods sold		2,295			8,207			11,692			32,090
Gross profit		96,402			50,923			175,067			136,543

Operating expenses
Depreciation and amortization		50,075			44,735			100,149			90,492
Professional services		11,980			68,805			39,846			137,152
General and administrative expenses		170,275			184,344			387,570			376,716
Total operating expenses		232,330			297,884			527,565			604,360

Other income (expense)
Interest expense		(26,687	)		(6,457	)		(53,850	)		(22,122	)
Total other (expense)		(26,687	)		(6,457	)		(53,851	)		(22,122	)

Net loss	$	(162,615	)		(253,418	)	$	(406,348	)	$	(489,939	)

Net loss per common share -
basic and diluted	$	(0.00	)	$	(0.01	)	$	(0.01	)	$	(0.01	)

Weighted average number of common
shares outstanding		37,461,409			37,461,409			37,461,409			37,461,409

~~3DX~~The ~~INDUSTRIES,~~accompanying ~~INC~~notes are an integral part to these unaudited financial statements.

~~Statements of Operations~~5

~~(Unaudited)~~3DX INDUSTRIES, INC.

	For the Three Months Ended						For the Nine Months Ended
	July 31,						July 31,
	2015			2014			2015			2014
Revenue	$	105,806		$	—		$	274,439			—
Cost of goods sold		25,433			—			57,523			—
Gross profit		80,373			—			216,916			—
Operating expenses
Depreciation and amortization		45,236			29,768			135,728			30,539
Professional services		28,825			6,988			165,977			75,325
General and administrative expenses		253,188			116,211			629,904			9,733,298
Total operating expenses		327,249			152,967			931,609			9,839,162
Other income (expense)
Gain on settlement of indebtedness		—			—			—			(4,829,408	)
Interest expense		(26,773	)		(11,856	)		(48,895	)		(33,283	)
Total other (expense)		(26,773	)		(11,856	)		(48,895	)		(4,862,691	)
Net loss	$	(273,649	)		(164,823	)	$	(763,588	)	$	(14,701,853	)
Net loss per common share -
basic and diluted	$	(0.01	)	$	(0.00	)	$	(0.02	)	$	(0.45	)
Weighted average number of common
shares outstanding		37,461,409			36,841,844			37,461,409			32,627,416

Statements of Cash Flows

~~The accompanying notes are an integral part to these unaudited financial statements.~~ (Unaudited)

F-2

	For the Six Months Ended
	April 30,
	2016			2015
Cash flows from operating activities:
Net loss	$	(406,348	)	$	(489,939	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization expense		100,149			90,492
Changes in operating assets and liabilities
(Increase) decrease in accounts receivable		11,450			(12,514	)
(Increase) decrease in prepaid expenses		-			1,614
Increase (decrease) in accounts payable		152,940			184,132
Increase (decrease) in accounts payable - related party		65,545			71,810
Increase (decrease) in accrued interest		51,951			16,936
Net cash used in operating activities		(24,313	)		(137,469	)

Cash flows from investing activities:
Equipment purchases		-			-
Website development		-			-
Net cash used in investing activities		-			-

Cash flows from financing activities:
Proceeds from third party borrowing		20,500			193,000
Repayments on third party borrowing		-			(52,472	)
Net cash provided by financing activities		20,500			140,528

Increase (decrease) in cash		(3,813	)		3,059
Cash - beginning of period		19,951			2,074
Cash - end of period	$	16,138		$	5,133
Supplemental disclosures of cash flow information:
Interest paid	$	2,500		$	7,988
Income taxes paid	$	-		$	-

~~3DX~~The ~~INDUSTRIES,~~accompanying ~~INC~~notes are an integral part to these unaudited financial statements.

~~Statements of Cash Flows~~6

~~(Unaudited)~~3DX INDUSTRIES, INC.

	For the Nine Months Ended
	July 31,
	2015			2014
Cash flows from operating activities:
Net loss	$	(763,588	)	$	(14,701,853	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization expense		135,728			30,539
Loss on settlement of debt		—			4,829,407
Stock-based compensation		—			9,450,000
Changes in operating assets and liabilities
(Increase) decrease in accounts receivable		(63,305	)		—
(Increase) decrease in prepaid expenses		1,614			(3,228	)
(Increase) decrease in security deposit		(700	)		(4,275	)
Increase (decrease) in accounts payable		316,440			37,487
Increase (decrease) in accounts payable - related party		109,060			—
Increase in deferred rent		—			10,523
Increase (decrease) in accrued interest		43,952			33,283
Increase (decrease) in accrued compensation - related parties		—			108,191
Net cash used in operating activities		(220,799	)		(209,926	)
Cash flows from investing activities:
Equipment purchases					(93,386	)
Website development		—			(2,620	)
Net cash used in investing activities		—			(96,006	)
Cash flows from financing activities:
Proceeds from third party borrowing		286,500			331,000
Repayments on third party borrowing		(60,461	)		(12,510	)
Proceeds from related party borrowing		—			24,038
Repayments on related party borrowing		—			(24,038	)
Net cash provided by financing activities		226,039			318,490
Increase (decrease) in cash		5,240			12,558
Cash - beginning of period		2,074			2,460
Cash - end of period	$	7,314		$	15,018
Supplemental disclosures of cash flow information:
Interest paid	$	7,988		$	4,729
Income taxes paid	$	—		$	—
Non-Cash Investing and Financing Transactions
Equipment purchased with debt	$	138,410		$	1,175,000
Common stock issued for debt		—			48,800
Accrued compensation converted to common stock		—			1,000

Notes to Unaudited Financial Statements

~~The~~NOTE ~~accompanying~~1 ~~notes~~- ~~are~~ORGANIZATION anAND ~~integral part~~BASIS toOF ~~these unaudited financial statements.~~PRESENTATION

~~F-3~~3DX Industries, Inc. (the "Company") was incorporated in the state of Nevada on October 23, 2008. The Company's principal activity presently is manufacturing and our head office is located near Bellingham WA, USA. The Company manufactures consumer and corporate products using an additive manufacturing method through 3D Metal printing technology and conventional precision manufacturing processes.

~~3DX~~Going ~~INDUSTRIES, INC.~~Concern

~~Notes~~The Company has incurred net losses since inception, and as of April 30, 2016 had an accumulated deficit of $17,437,450 and had negative working capital of $3,008,261. These conditions raise substantial doubt as to ~~Financial~~ ~~Statements~~the Company's ability to continue as a going concern. These financial statements do not include any adjustments that might result from the outcome of this uncertainty. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

~~(Unaudited)~~Management recognizes that the Company must generate additional funds to enable it to continue operating. Management intends to raise additional financing through debt and or equity financing and by other means that it deems necessary, with the goal of moving forward and sustaining a prolonged growth in its strategy phases. However, no assurance can be given that the Company will be successful in raising additional capital. Further, even if the company raises additional capital, there can be no assurance that the Company will achieve profitability or positive cash flow. If management is unable to raise additional capital and expected significant revenues do not result in positive cash flow, the Company will not be able to meet its obligations and may have to cease operations.

NOTE 1 2 - ~~ORGANIZATION~~SUMMARY ~~AND~~OF ~~BASIS~~SIGNIFICANT OFACCOUNTING ~~PRESENTATION~~POLICIES

~~3DX~~Cash ~~Industries, Inc. (the “Company”) was incorporated in the state of Nevada on October 23, 2008. The Company’s principal activity presently is manufacturing~~ and ~~our~~Cash head office is located near Bellingham WA, USA. The Company manufactures consumer and corporate products using an additive manufacturing method through 3D Metal printing technology and conventional precision manufacturing processes.Equivalents

~~Financial~~The ~~Statements~~Company ~~Presented~~considers all highly liquid debt instruments and other short-term investments with a maturity date of three months or less, when purchased, to be cash equivalents.

~~The~~Property ~~accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information~~ and ~~with~~ the instructions for Form 10-Q and Article 210 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. All such adjustments are of a normal recurring nature. Operating results for the nine month period ended July 31, 2015, are not necessarily indicative of the results that may be expected for the fiscal year ending October 31, 2015. For further information refer to the financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K/A for the fiscal year ended October 31, 2014 as filed with the Securities and Exchange Commission on February 18, 2015.Equipment

~~Going~~Property ~~Concern~~and equipment are stated at cost. Major renewals and improvements are charged to the asset accounts while replacements, maintenance and repairs that do not improve or extend the lives of the respective assets are expensed. At the time property and equipment are retired or otherwise disposed of, the asset and related accumulated depreciation accounts are relieved of the applicable amounts. Gains or losses from retirements or sales are credited or charged to income.

~~The~~In ~~Company~~June ~~has incurred net losses since inception~~2014, ~~and~~the asCompany ofcommenced ~~July~~testing ~~31,~~its ~~2015~~equipment ~~had a combined accumulated deficit of $16,818,961~~ and ~~had~~began ~~negative~~producing ~~working capital of $2,267,200~~prototypes. ~~These~~Depreciation ~~conditions~~expense ~~raise~~classified ~~substantial doubt as~~ to ~~the~~operations ~~Company's~~for ~~ability to continue as a going concern. These financial statements do not include any adjustments that might result from~~ the ~~outcome~~six ofmonth ~~this~~periods ~~uncertainty.~~ended ~~These~~April ~~financial~~30, ~~statements~~2016 ~~do not include any adjustments relating to the recoverability~~ and ~~classification~~2015 ofamounted ~~recorded asset amounts~~$99,712 ~~or amounts~~ and ~~classification of~~$89,825, ~~liabilities that might be necessary should the Company be unable to continue as a going concern~~respectively.

~~Management~~Long-Lived recognizes that the Company must generate additional funds to enable it to continue operating. Management intends to raise additional financing through debt and or equity financing and by other means that it deems necessary, with the goal of moving forward and sustaining a prolonged growth in its strategy phases. However, no assurance can be given that the Company will be successful in raising additional capital. Further, even if the company raises additional capital, there can be no assurance that the Company will achieve profitability or positive cash flow. If management is unable to raise additional capital and expected significant revenues do not result in positive cash flow, the Company will not be able to meet its obligations and may have to cease operations.Assets

~~NOTE~~The 2Company accounts for its long-lived ~~SUMMARY~~assets OFin ~~SIGNIFICANT~~accordance ~~ACCOUNTING POLICIES~~with Accounting Standards Codification ("ASC") Topic 360-10-05, "Accounting for the Impairment or Disposal of Long-Lived Assets." ASC Topic 360-10-05 requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the historical cost carrying value of an asset may no longer be appropriate. The Company assesses recoverability of the carrying value of an asset by estimating the future net cash flows expected to result from the asset, including eventual disposition. If the future net cash flows are less than the carrying value of the asset, an impairment loss is recorded equal to the difference between the asset's carrying value and fair value or disposable value.

~~Loss Per Share of Common Stock~~7

~~The~~3DX ~~Company follows Accounting Standard Codification Topic No. 260~~INDUSTRIES, ~~“Earnings Per Share” (“ASC No~~INC. 260”) that requires the reporting of both basic and diluted earnings (loss) per share. Basic earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. The calculation of diluted earnings (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. In accordance with ASC No. 260, any anti-dilutive effects on net earnings (loss) per share are excluded. Potential common shares at July 31, 2015 and July 31, 2014 that have been excluded from the computation of diluted net loss per share include an option to convert approximately $4,117 in fees due to Santeo Financial Corporation at July 31, 2015 and 2014 into 4,117,060 common shares. In addition, potential common shares at July 31, 2015 that have been excluded from the computation of diluted net loss per share include an option to convert approximately $3,470 (2014 - Nil) in fees due Santeo Financial Corporation at July 31, 2015 into 3,470,099 common shares.

~~F-4~~Notes to Unaudited Financial Statements

~~3DX~~NOTE ~~INDUSTRIES,~~2 ~~INC.~~- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

~~Notes~~ Use ~~to Financial~~of ~~Statements~~Estimates

~~(Unaudited)~~The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

~~NOTE~~Fair 2Value -of ~~SUMMARY~~Financial ~~OF SIGNIFICANT ACCOUNTING POLICIES (continued)~~Instruments

~~Accounts~~Pursuant ~~receivable~~to ASC No. 820, "Fair Value Measurements and ~~allowance~~ ~~for~~Disclosures," the ~~doubtful~~Company is required to estimate the fair value of all financial instruments included on its balance sheet as of April 30, 2016. The Company's financial instruments consist of accounts payables and notes and loans payable. The Company considers the carrying value of such amounts in the financial statements to approximate their fair value due to the short-term nature of the respective instrument.

~~Accounts~~Loss ~~receivable~~Per are reported at the invoiced amount less an allowance for doubtful accounts. On a periodic basis, the Company evaluates its accounts receivable and establishes an allowance for doubtful accounts based on a combination of specific customer circumstances and credit conditions taking into account the history of write-offs and collections. A receivable is considered past due if payment has not been received within the period agreed upon in the invoice. Accounts receivable are written off after all collection efforts have been exhausted. Recoveries of trade receivables previously written off are recorded when received.Share

~~Revenue~~The ~~recognition~~company follows the provisions of ASC Topic 260, Earnings per Share. Basic net loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period. Basic and diluted losses per share are the same as all potentially dilutive securities are anti-dilutive.

~~The~~Basic ~~Company~~earnings ~~recognizes~~per ~~revenue when~~share it is ~~realized~~computed orby ~~realizable~~dividing ~~and~~net ~~earned~~income ~~when~~available ~~all~~to ofcommon ~~the~~shareholders ~~following~~by ~~criteria~~the ~~are~~weighted ~~met:~~average ~~persuasive~~number ~~evidence~~ of ancommon ~~arrangement exists,~~shares ~~delivery~~outstanding ~~has~~during ~~occurred~~the orperiod. ~~services~~Diluted ~~have~~earnings ~~been~~per ~~rendered,~~share reflects the ~~price~~potential dilution that could occur if stock options and other commitments to ~~the~~issue ~~buyer~~common isstock ~~fixed~~were exercised or ~~determinable,~~equity ~~and~~awards ~~collectability is~~vest ~~reasonably~~resulting ~~assured.~~in ~~Revenue~~the isissuance ~~recognized~~of ~~upon~~common ~~transfer~~stock or conversion of ~~title~~notes ~~and~~into ~~risk~~shares of ~~loss,~~the ~~which~~company's iscommon ~~generally~~stock ~~upon~~that could increase the ~~shipment~~number of ~~finished goods.~~shares ~~Freight~~outstanding ~~billed~~and tolower ~~customers~~the earnings per share of the company's common stock. This calculation is ~~included~~not done for periods in ~~revenues,~~a ~~and~~loss ~~all~~position ~~freight~~as ~~expenses~~this ~~paid~~would bybe antidilutive. For the six months ended April 30, 2016 and 2015, respectively, the Company ~~are~~has ~~included~~recorded ina ~~cost~~net ~~of revenue~~loss and therefore we have not presented diluted earnings per share.

~~Reclassification~~Convertible Debt Instruments

~~Certain~~If ~~reclassifications~~the ~~have~~conversion ~~been made~~features of conventional debt instruments provide for a rate of conversion that is below market value at issuance, this feature is characterized as a beneficial conversion feature ("BCF"). A BCF is recorded by the Company as a debt discount pursuant to ~~conform~~ASC Topic 470-20 "Debt with Conversion and Other Options." In those circumstances, the ~~2014~~convertible ~~amounts~~debt is recorded net of the discount related to ~~2015~~the ~~classifications~~BCF, ~~for~~and ~~comparative~~the ~~purposes~~Company amortizes the discount to operations over the life of the debt using the effective interest method. The Company was not required to record any BCF's on any of the convertible debt it issued during the six month period ended April 30, 2016.

~~Recent~~Issuances ~~Accounting~~Involving ~~Pronouncements~~Non-Cash Consideration

~~The~~All issuances of the Company’'s ~~management has~~stock ~~evaluated~~for ~~all~~non-cash ~~recent~~consideration ~~accounting~~have ~~pronouncements~~been ~~since~~assigned ~~the~~a ~~last~~dollar ~~audit~~amount ~~through~~equaling the ~~issuance~~market ~~date~~value of ~~these~~the ~~financial~~shares ~~statements. In~~issued on the ~~Company’s~~date ~~opinion,~~the ~~none~~shares ofwere ~~the~~issued ~~recent~~for ~~accounting~~such ~~pronouncements~~services. ~~will~~The ~~have~~non-cash aconsideration ~~material~~received ~~effect~~pertains onto ~~the~~officer's ~~financial~~compensation ~~statements~~and consulting services.

~~NOTE 3 - RELATED PARTY TRANSACTIONS~~8

On3DX ~~December 18~~INDUSTRIES, ~~2013, the Company purchased various equipment relating to its 3D metal printing operation from Mr~~INC. Janssen for $500,000. The $500,000 is evidenced by a promissory note assessed interest at an annual rate of 1.64%. Accrued interest is payable quarterly with the Principal balance and any unpaid accrued interest fully due and payable on December 15, 2018. Mr. Janssen has the right to convert any outstanding principal and accrued interest into restricted shares of the of the Company’s common stock at a conversion price of $0.50 per share. The balance due Mr. Janssen at July 31, 2015 totaled $513,292 (October 31, 2014 - $507,022) of which the accrued interest of $13,292 was classified as a short-term liability and the $500,000 was classified as a long-term liability. The accrued interest of $13,292 was charged to operations. The Company has not paid any accrued interest.

~~NOTE~~Notes 4to -Unaudited ~~EQUIPMENT~~Financial Statements

ByNOTE ~~way~~2 of- ~~agreement~~SUMMARY ~~concurrent~~OF ~~with Mr.~~SIGNIFICANT ~~Janssen’s~~ACCOUNTING ~~appointment~~POLICIES ~~to the Board of Directors and entry into an Employment Agreement~~ (~~see Note 6 – Commitments and Contingencies below~~continued) and executed on December 18, 2013, the Company purchased various equipment relating to the post production processes for its 3D metal printing operation from Mr. Janssen, our sole officer and director, for $500,000 which amount has been capitalized on our balance sheet.

On December 23, 2013, the Company purchased equipment from an unrelated third party for $750,000 of which $75,000 was paid on purchase. The remaining $675,000 is payable in two installments: $375,000 due June 1, 2014 and $300,000 due on September 1, 2014. The terms of the installment payments do not include a stated interest rate, therefore, the Company accounted for the purchase under ASC Topic 835Stock-~~30-25~~Based “Imputation of Interest” discounting the purchase price of the equipment by $18,795 for imputed interest using an interest rate of 5% per annum. The total gross capitalized value of this equipment was $731,025.Compensation

FThe Company accounts for stock-5based compensation under Accounting Standard Codification Topic 505-50, "Equity-Based Payments to Non-Employees." This topic defines a fair-value-based method of accounting for stock-based compensation. In accordance with the Topic, the cost of stock-based compensation is measured at the grant date based on the value of the award and is recognized over the vesting period. The value of the stock-based award is determined using Binomial or Black-Scholes option-pricing models, whereby compensation cost is the excess of the fair value of the award as determined by the pricing model at the grant date or other measurement date over the amount that must be paid to acquire the stock. The resulting amount is charged to expense on the straight-line basis over the period in which the Company expects to receive the benefit, which is generally the vesting period.

~~3DX~~Accounts ~~INDUSTRIES,~~receivable ~~INC.~~and allowance for doubtful accounts

~~Notes~~Accounts ~~to Financial~~receivable ~~Statements~~are reported at the invoiced amount less an allowance for doubtful accounts. On a periodic basis, the Company evaluates its accounts receivable and establishes an allowance for doubtful accounts based on a combination of specific customer circumstances and credit conditions taking into account the history of write-offs and collections. A receivable is considered past due if payment has not been received within the period agreed upon in the invoice. Accounts receivable are written off after all collection efforts have been exhausted. Recoveries of trade receivables previously written off are recorded when received.

~~(Unaudited)~~Revenue recognition

~~NOTE~~The 4Company –recognizes ~~EQUIPMENT~~revenue ~~(continued)~~when it is realized or realizable and earned when all of the following criteria are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price to the buyer is fixed or determinable, and collectability is reasonably assured. Revenue is recognized upon transfer of title and risk of loss, which is generally upon the shipment of finished goods. Freight billed to customers is included in revenues, and all freight expenses paid by the Company are included in cost of revenue.

~~The~~Recent ~~Company~~Accounting failed to make the required installment payments when they became due and on October 23, 2014, the Company and the seller agreed to modify the terms of the obligation due. Under the modified terms, the balance of the note as of October 23, 2014 increased to $675,000, which is evidenced by a promissory note which is assessed interest at an annual rate of 5% per annum. Principal and accrued interest are paid in monthly installments of $20,230 commencing on December 1, 2014.Pronouncements

~~During~~The ~~the nine months ended July 31, 2015, the~~ Company's ~~paid~~management ~~$60,461,~~has ofevaluated ~~which~~all ~~$52,473~~recent ~~was~~accounting ~~applied~~pronouncements tosince the ~~principal~~last ~~and~~financial ~~$7,988~~report ~~applied to interest. The Company has met its payment obligations up to February 2015~~ and isthrough inthe ~~default~~issuance date of ~~its~~these ~~current~~financial ~~payment obligations~~statements. ~~The~~In ~~Company has entered into negotiations with~~ the ~~third~~Company's ~~party~~opinion, tonone ~~revise~~of the ~~payment~~recent ~~schedule~~accounting ~~with~~pronouncements ~~respect~~will tohave ~~the~~a ~~purchase,~~material ~~however~~effect ~~the~~on ~~loan is presently in default and is currently payable in full as at July 31, 2015 in~~ the ~~total~~financial ~~remaining amount of $634,990 (October 31, 2014 - $675,740)~~statements.

~~During the year ended October 31, 2014 in connection with the aforementioned equipment purchase, the Company capitalized an additional $23,366 in respect of installation costs.~~9

In3DX ~~addition~~INDUSTRIES, ~~the Company purchased additional equipment with a total value of $138,410 during the three months ended July 31, 2015 which has been capitalized on the Company’s balance sheets~~INC. ~~Of this amount a total of $122,465 is subject to an equipment finance agreement as more fully descried in Note 5(6) below.~~

~~Capitalized~~Notes ~~manufacturing~~to ~~equipment (gross)~~Unaudited atFinancial ~~July 31, 2015 and October 31, 2014 totaled $1,392,981.~~Statements

NOTE 53 - ~~NOTES~~MINING ~~PAYABLE – UNRELATED PARTY~~CLAIMS

~~(1)~~McNeil ~~Santeo~~Claims, ~~Financial Corp (“Santeo”)~~Canada

~~Santeo~~On ~~Financial~~March ~~Corp advanced $25~~24,~~000 to~~ 2011 the Company onsigned ~~February~~an ~~14,~~agreement ~~2015.~~with ~~The~~Warrior ~~$25~~Ventures,~~000~~ isInc. ~~evidenced~~("Warrior"), bya anprivate ~~unsecured~~company, ~~promissory~~to ~~note~~acquire ~~bearing~~100% ~~interest at a rate~~ of ~~10%. The~~the ~~interest~~McNeil ~~shall~~Gold ~~be accrued beginning on August 1, 2015~~Property. ~~Outstanding~~The ~~principal~~McNeil ~~and~~property ~~accrued interest~~ is ~~fully~~located ~~due~~within ~~and~~the ~~payable on~~Abitibi ~~December~~Greenstone 31belt, ~~2016.~~approximately ~~The~~30 ~~holder~~miles ~~has~~southeast ~~the~~of ~~right~~Timmins, toOntario, ~~convert~~Canada ~~any~~and orapproximately ~~all~~35 ofmiles ~~the~~west ~~outstanding~~of ~~principal~~Kirkland ~~and~~Lake, ~~accrued~~Ontario, ~~interest~~Canada. On ~~into~~October ~~shares of~~8, 2013, the Company’s ~~common~~entered ~~stock~~into atan aagreement ~~conversion~~with ~~rate~~Trio ofGold $0Corp.10 ~~per~~("Trio") ~~share.~~to ~~Upon~~assign ~~conversion,~~100% ~~the~~of ~~holder~~its ~~has~~claims ~~certain~~in ~~registration rights.~~the ~~The~~McNeil ~~Company~~property, issubject ~~obligated~~ to ~~bear~~a ~~all~~5% ~~costs~~net ~~associated~~smelter ~~with~~royalty, ~~the~~to ~~registration~~Trio ofonce ~~the~~Trio ~~shares.~~has ~~The~~incurred ~~outstanding~~exploration ~~balance~~and atadministrative ~~July 31,~~costs ~~2015~~totaling ~~amounted to~~ $255,000 ~~(October 31~~,000 ~~2014 - $nil~~(CDN). Asbased ~~per~~upon the ~~terms~~following ~~of the agreement, no accrued interest was charged during the nine month period ended July 31, 2015.~~schedule:

~~(2)~~On ~~The~~or ~~ExOne~~before ~~Company~~December 31, 2015 $ 500,000

AsOn ~~further~~or ~~detailed~~before above in Note 5 – Equipment, on October 23, 2014 the Company entered into a Secured Promissory Note, Loan and Security Agreement (the “Note”) in the principal amount of $675,000 with interest accruing at a rate of 5% per annum. Under the terms of the Note, principal and accrued interest are paid in monthly installments of $20,230 commencing on December ~~1, 2014. The note is secured by a lien on the purchased equipment. During the nine months ended July~~ 31, ~~2015,~~2017 ~~the Company paid~~ $602,~~461~~000, of which $52,473 was applied to the principal and $7,988 applied to interest. The Company has met its payment obligations up to February 2015 and is in default of its current payment obligations. The Company has entered into negotiations with ExOne to revise the payment schedule with respect to the purchase.000

~~F-6~~On or before December 31, 2019 $2,500,000

~~3DX~~Trio ~~INDUSTRIES,~~failed ~~INC~~to perform under the terms of our agreement and the assignment agreement was terminated.

~~Notes~~During fiscal 2016 the Company was required to ~~Financial~~ ~~Statements~~make a minimum lease payment on the McNeil Claims. As a result of failure to meet minimum expenditure requirements on the property, the claims are currently in default.

~~(Unaudited)~~Rodeo Creek Project, Nevada

~~NOTE~~On 5February -22, ~~NOTES~~2010, ~~PAYABLE~~the –Company ~~UNRELATED PARTY~~entered into an agreement with Carlin Gold Resources, Inc., (~~continued~~"Carlin") in which Carlin assigned the Company all of its rights, title, and interest in an exploration agreement between it and Trio. The assigned exploration agreement was dated January 28, 2010. Trio leased and had an option to purchase a 100% interest in 29 unpatented lode mining claims located in Nevada within the Carlin Gold Trend (the "Claims"). The Claims are subject to a 1.5% net smelter return ("NSR").

~~(3)~~In ~~Lender~~December 12014, the Company notified Trio of its intent to terminate its agreement on the Rodeo Creek Property. The Company will have no further interest in this project. The Company has earned a 2% Net Smelter Royalty on the property, however such NSR has not been formally recorded as at the date of this report.

a.NOTE 5%4 ~~various~~- ~~notes~~RELATED ~~payable~~PARTY TRANSACTIONS

Balance, October 31, 2014	$	223,478
Additional: Principal		46,500
Repayment: Principal		(5,000	)
Accrued interest:		10,116
Balance, July 31, 2015	$	275,094

On December 18, 2013, the Company purchased various equipment relating to its 3D metal printing operation from Mr. Janssen for $500,000. The $500,000 is evidenced by a promissory note assessed interest at an annual rate of 1.64%. Accrued interest is payable quarterly with the Principal balance and any unpaid accrued interest fully due and payable on December 15, 2018. Mr. Janssen has the right to convert any outstanding principal and accrued interest into restricted shares of the of the Company's common stock at a conversion price of $0.50 per share. The balance due Mr. Janssen at October 31, 2015 totaled $519,752 (October 31, 2015 - $515,528) of which the accrued interest of $17,659 was classified as a short-term liability and the $500,000 was classified as a long-term liability. During the six months ended April 30, 2016, the accrued interest of $4,224 ($4,142 – April 30, 2015) was charged to operations. The Company has not paid any accrued interest.

During the nine months ended July 31, 2015, the Company received an additional $46,500 in loans from the aforementioned party which is assessed interest 5% per annum and mature at various dates through December 15, 2015.10

b.3DX 5%INDUSTRIES, ~~promissory note~~INC.

InNotes ~~addition~~ to ~~the~~Unaudited ~~loans~~Financial indicated above, the same lender advanced $150,000 to the Company on November 5, 2013. The $150,000 is evidenced by an unsecured promissory note bearing interest at a rate of 5%. Outstanding principal and accrued interest is fully due and payable on December 31, 2015. Effective January 1, 2015, the holder has the right to convert any or all of the outstanding principal and accrued interest into shares of the Company’s common stock at a conversion rate of $0.10 per share. Upon conversion, the holder has certain registration rights. The Company is obligated to bear all costs associated with the registration of the shares. The outstanding balance at July 31, 2015 amounted to $163,151 (October 31, 2014 - $157,541). Accrued interest charged to operation for the nine months period ended July 31, 2015 and 2014 totaled $5,610 and $5,651, respectively.Statements

~~(4)~~NOTE ~~Lender~~5 2- EQUIPMENT

Balance, October 31, 2014	$	67,855
Additional: Principal		—
Accrued interest		2,431
Balance, July 31, 2015	$	70,286

By way of agreement concurrent with Mr. Janssen's appointment to the Board of Directors and entry into an Employment Agreement (see Note 6 – Commitments and Contingencies below) and executed on December 18, 2013, the Company purchased various equipment relating to the post production processes for its 3D metal printing operation from Mr. Janssen, our sole officer and a director, for $500,000 which amount has been capitalized on our balance sheet.

On ~~September~~December 923, 2013, the Company ~~borrowed $30,000~~purchased equipment from aan unrelated third party for $750,000 of which $75,000 was paid on purchase. The ~~loan~~remaining $675,000 is ~~evidenced~~payable byin antwo ~~unsecured~~installments: ~~promissory~~$375,000 ~~note~~due June 1, 2014 and $300,000 due on September 1, 2014. The ~~loan~~terms isof ~~assessed~~the ~~interest~~installment atpayments ando ~~annual~~not include a stated interest rate , therefore, the Company accounted for the purchase under ASC Topic 835-30-25 "Imputation of 5%Interest" discounting ~~per~~the ~~annum~~purchase ~~with~~price ~~principal~~of ~~and~~the ~~accrued~~equipment by $18,795 for imputed interest ~~fully~~using ~~due~~an ~~and~~interest ~~payable~~rate onof ~~May~~5% 1,per ~~2014~~annum. The ~~outstanding~~total ~~balance~~gross ~~was~~capitalized ~~not~~value ~~paid on~~of ~~its~~this ~~due~~equipment ~~date~~was $731,025.

OnThe ~~March~~Company 7failed to make the required installment payments when they became due and on October 23, 2014, the Company ~~borrowed an~~and ~~additional~~the ~~$35,000~~seller ~~from~~agreed to modify the ~~same~~terms ~~party~~of ~~noted~~the ~~above~~obligation due. ~~The~~Under ~~loan~~the modified terms, the balance of the note as of October 23, 2014 increased to $675,000, which is evidenced by ana ~~unsecured~~ promissory note. ~~The~~which ~~loan~~ is assessed interest at an annual rate of 5% per annum. ~~with~~Principal ~~principal~~ and accrued interest ~~fully~~are ~~due~~paid ~~and~~in ~~payable~~monthly installments of $20,230 commencing on December 311, 2014.

~~Accrued~~During ~~interest~~the ~~charged~~fiscal toyear ~~operations for~~ended October 31, 2015, the ~~nine~~Company ~~month~~paid ~~periods~~$60,461, ~~ended~~of ~~July~~which 31$52,472 was applied to the principal and $7,989 applied to interest. The Company has met its payment obligations up to February 2015 and ~~2014~~is ~~amounted~~in default of its current payment obligations. The Company has entered into negotiations with the third party to $2revise the payment schedule with respect to the purchase,~~431~~ however the loan is presently in default and is currently payable in full as at April 30, 2016 in the total remaining amount of $1661,~~949~~630 (October 31, ~~respectively~~2015 - $645,006).

~~(5)~~During ~~Lender~~the 3year ended October 31, 2014 in connection with the aforementioned equipment purchase, the Company capitalized an additional $23,366 in respect of installation costs.

OnIn ~~November 18~~addition, ~~2014,~~ the Company ~~borrowed $25,000~~purchased ~~from~~additional aequipment ~~third~~with ~~party~~a ~~(Note~~total ~~1).~~value ~~The~~of $25138,~~000~~410 isduring ~~evidenced~~the bythree anmonths ~~unsecured~~ended ~~promissory~~July ~~note bearing interest at a rate of 10% beginning April 1~~31, 2015. ~~Outstanding~~which ~~principal~~has ~~and~~been ~~accrued~~capitalized ~~interest is fully due and payable~~ on ~~December~~the ~~01,~~Company's ~~2015~~balance sheets. ~~The~~Of ~~holder~~this ~~has the~~amount ~~right~~a tototal ~~convert any or all~~ of ~~the~~$122,465 ~~outstanding~~is ~~principal~~subject ~~and~~to ~~accrued~~an ~~interest~~equipment ~~into~~finance ~~shares~~agreement ofas ~~the~~more ~~Company’s~~fully ~~common~~descried ~~stock at~~in aNote ~~conversion~~5(6) ~~rate of $0~~below.~~30 per share.~~

~~F-7~~Capitalized manufacturing equipment (gross) at April 30, 2016 and October 31, 2015 totaled $1,392,981.

~~3DX INDUSTRIES, INC.~~11

~~Notes~~3DX ~~to Financial~~INDUSTRIES, ~~Statements~~INC.

(Notes to Unaudited) Financial Statements

NOTE 56 - NOTES PAYABLE – UNRELATED ~~PARTY~~ ~~(continued)~~PARTY

(51) ~~Lender~~Third 3party ~~(continued)~~convertible promissory note

OnAn ~~December~~unrelated ~~10,~~third ~~2014,~~party ~~the~~advanced ~~Company further borrowed~~ $~~100~~25,000 ~~from~~to athe ~~third~~Company ~~party~~on ~~(Note~~February 2)14, 2015. The $~~100~~25,000 is evidenced by an unsecured promissory note bearing interest at a rate of 10%. The interest shall be accrued beginning ~~April~~on August 1, 2015. Outstanding principal and accrued interest is fully due and payable on December 31, 2016. The holder has the right to convert any or all of the outstanding principal and accrued interest into shares of the Company’'s common stock at a conversion rate of $0.1510 per share. Upon conversion, the holder has certain registration rights. The Company is obligated to bear all costs associated with the registration of the shares. The outstanding balance at April 30, 2016 amounted to $26,877 (October 31, 2015 - $25,630). As per the terms of the agreement, the Company accrued interest of $1,247 during the six months ended April 30, 2016 and was charged to operation.

~~Pursuant~~(2) toThe ~~ASC~~ExOne Topic 470-20, “Debt with Conversion and Other Options,” there is no beneficial conversion feature associated with these promissory notes because the conversion rate is equal or greater than the fair market value on the issuance date.Company

		Note 1		Note 2
Balance, October 31, 2014	$	—	$	—
Additional: Principal		25,000		100,000
Accrued interest		829		3,315
Balance, July 31, 2015	$	25,829	$	103,315

As further detailed above in Note 5 – Equipment, on October 23, 2014 the Company entered into a Secured Promissory Note, Loan and Security Agreement (the "Note") in the principal amount of $675,000 with interest accruing at a rate of 5% per annum. Under the terms of the Note, principal and accrued interest are paid in monthly installments of $20,230 commencing on December 1, 2014. The note is secured by a lien on the purchased equipment. During the fiscal year ended October 31, 2015, the Company paid $60,461, of which $52,472 was applied to the principal and $7,989 applied to interest. The Company has met its payment obligations up to February 2015 and is in default of its current payment obligations. The Company has entered into negotiations with ExOne to revise the payment schedule with respect to the purchase.

(63) ~~Equipment~~Lender ~~Finance Agreement~~1

On March 25, 2015, the Company entered into an Equipment Finance Agreement (“EFA”) with Global Finance Group, Inc. to borrow up to $275,000. Under the EFA the Company received cash proceeds of $90,000, $5,000 was paid directly to a ~~third party to reduce certain outstanding loans and a further $122,465 was expended by Global to purchase equipment on behalf of the Company~~. ~~The EFA is secured by the purchased equipment, and is assessed interest at a rate of 12~~5% ~~per~~various ~~annum.~~notes Principal and accrued interest are paid in monthly installments of $7,243 commencing on May 1, 2015. It was agreed between the parties that the first 4 months of payments will be reduced by $5,000 per payment, and thereafter, commencing September 1, 2015 payments of the full installment value will commence.payable

The balance due on this obligation at July 31, 2015 is $217,465 (October 31, 2014 - $nil).

Balance, October 31, 2014	$	223,478
Additional: Principal		46,500
Repayment: Principal		(5,000	)
Accrued interest:		13,375
Balance, October 31, 2015		278,353
Additional: Principal		20,500
Accrued interest:		6,804
Balance, April 30, 2016	$	305,657

During the ~~nine~~six ~~months~~month period ended ~~July~~April 3130, ~~2015~~ 2016, the Company received an additional $20,500 in ~~connection~~loans ~~with~~from the aforementioned ~~equipment~~party ~~purchase,~~which ~~the~~is ~~Company~~assessed ~~capitalized~~interest ~~the~~5% ~~equipment~~per ~~(gross)~~annum atand ~~July~~mature ~~31,~~at ~~2015~~various ~~in an~~dates ~~amount~~through ~~totaling~~July ~~$122~~1,~~465~~ 2018. ~~The~~During ~~EFA~~the issix ~~personally~~months ~~guaranteed~~ended byApril 30, 2016 the Company’s ~~President,~~accrued ~~Mr.~~a ~~Roger~~further ~~Janssen~~$6,804 in interest.

~~F-8~~b. 5% promissory note

~~3DX~~In ~~INDUSTRIES~~addition to the loans indicated above, ~~INC~~the same lender advanced $150,000 to the Company on November 5, 2013. The $150,000 is evidenced by an unsecured promissory note bearing interest at a rate of 5%. Outstanding principal and accrued interest is fully due and payable on December 31, 2015. Effective January 1, 2015, the holder has the right to convert any or all of the outstanding principal and accrued interest into shares of the Company's common stock at a conversion rate of $0.10 per share. Upon conversion, the holder has certain registration rights. The Company is obligated to bear all costs associated with the registration of the shares. The outstanding balance at April 30, 2016 amounted to $168,781 (October 31, 2015 - $165,041). Accrued interest charged to operation for the six months ended April 30, 2016 and 2015 totaled $3,740 and $3,719, respectively.

~~Notes to Financial Statements~~12

~~(Unaudited)~~3DX INDUSTRIES, INC.

~~NOTE~~Notes 6to -Unaudited ~~COMMITMENTS~~Financial ~~AND CONTINGENCIES~~Statements

~~Effective~~NOTE ~~November~~6 23, 2013, the Company entered into an employment agreement with its President and Chief Executive Officer, Roger Janssen. Under the terms of the agreement, Mr. Janssen will receive a base salary of $15,000 a month over the three-~~year~~ ~~term~~NOTES ofPAYABLE ~~the~~– ~~agreement.~~UNRELATED AtPARTY the sole discretion of the board of directors, Mr. Janssen may be granted performance bonuses and may also participate in any incentive plans that the Company may establish. In addition, Mr. Janssen received 30,000,000 shares of the Company’s restricted common stock as a signing bonus. The shares were valued at $4,800,000 based upon the trading price of the shares on the date of grant. Officer’s compensation for the year ended October 31, 2014 amounted to $4,887,449 including the indicated stock based compensation of $4,800,000. Accrued compensation due Mr. Janssen as of July 31, 2015 amounted to $258,195 (~~October 31, 2014 - $149,135~~continued), which is included in the balance of other payables – related parties as reflected in the accompanying balance sheet. The $258,195 is net of $26,539 that was actually paid to Mr. Janssen during the nine months ended July 31, 2015.

In(4) ~~January~~Lender 2014, the Company entered into lease for warehouse and corporate office space located in Ferndale, Washington for 26 months. The Company was granted an option to extend the lease for another two years.2

On March 30, 2015, the Company entered into an equipment rental agreement with Santeo Financial Corp. with respect to certain manufacturing equipment. The term of rental is 24 months, with an option to purchase the equipment at any time up to the end of the rental agreement. Under the terms of the agreement the Company paid a security deposit of $700 and agreed to a monthly rental fee of $350 with the first month payable upon signing.

Balance, October 31, 2014	$	67,855
Additional: Principal		—
Accrued interest		3,250
Balance, October 31, 2015		71,105
Accrued interest		1,620
Balance, April 30, 2016	$	72,725

F-On September 9, 2013, the Company borrowed $30,000 from a third party. The loan is evidenced by an unsecured promissory note. The loan is assessed interest at an annual rate of 5% per annum with principal and accrued interest fully due and payable on May 1, 2014. The outstanding balance was not paid on its due date.

~~ITEM~~On 2March 7, 2014, the Company borrowed an additional $35,000 from the same party noted above. ~~MANAGEMENT'S~~The ~~DISCUSSION~~loan ~~AND~~is ~~ANALYSIS~~evidenced OFby ~~FINANCIAL~~an ~~CONDITION~~unsecured ORpromissory ~~PLAN~~note. OFThe ~~OPERATION~~loan is assessed interest at an annual rate of 5% per annum with principal and accrued interest fully due and payable on December 31, 2014.

~~FORWARD-LOOKING~~Accrued ~~STATEMENTS~~interest charged to operations for the six months ended April 30, 2016 and 2015 amounted to $1,620.

~~This Quarterly Report on Form 10-Qcontains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended~~ (~~the “Securities Act”~~5) ~~and~~ ~~Section~~Lender 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements are not historical facts but rather are based on current expectations, estimates and projections. We may use words such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “foresee,” “estimate” and variations of these words and similar expressions to identify forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors, some of which are beyond our control, are difficult to predict and could cause actual results to differ materially from those expressed or forecasted. You should read this report completely and with the understanding that actual future results may be materially different from what we expect. The forward looking statements included in this report are made as of the date of this report and should be evaluated with consideration of any changes occurring after the date of this Report. We will not update forward-looking statements even though our situation may change in the future and we assume no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.3

~~RESULTS OF~~On ~~OPERATIONS~~November 18, 2014, the Company borrowed $25,000 from a third party (Note 1). The $25,000 is evidenced by an unsecured promissory note bearing interest at a rate of 10% beginning April 1, 2015. Outstanding principal and accrued interest is fully due and payable on December 01, 2015. The holder has the right to convert any or all of the outstanding principal and accrued interest into shares of the Company's common stock at a conversion rate of $0.30 per share.

~~Plan~~ On December 10, 2014, the Company further borrowed $100,000 from a third party (Note 2). The $100,000 is evidenced by an unsecured promissory note bearing interest at a rate of ~~Operation~~10% beginning April 1, 2015. Outstanding principal and accrued interest is fully due and payable on December 31, 2016. The holder has the right to convert any or all of the outstanding principal and accrued interest into shares of the Company's common stock at a conversion rate of $0.15 per share.

~~As of~~Pursuant ~~July~~to ~~31,~~ASC weTopic ~~had $7~~470-20,~~314~~ of"Debt ~~cash~~with onConversion ~~hand.~~and WeOther ~~incurred operating expenses in the amount of $931~~Options,~~609~~" there ~~during~~is ~~the~~no ~~nine~~beneficial ~~months~~conversion ~~ended July~~feature ~~31,~~associated ~~2015.~~with ~~These~~these ~~operating~~promissory ~~expenses~~notes ~~were~~because ~~comprised~~the ofconversion ~~general~~rate ~~and~~is ~~administrative~~equal ~~expenses,~~or ~~professional~~greater ~~fees,~~than ~~management~~the ~~salaries, consulting~~fair ~~fees,~~market ~~and~~value ~~other~~on ~~miscellaneous~~the ~~expenses~~issuance date.

The Company has recently commenced revenue generating operations from its primary business in the manufacturing sector. During the nine month period we generated gross revenues of $274,439 as compared to Nil in the prior comparative period. While we expect to see an increase in revenues as we secure additional customers, we are not presently generating enough revenue to meet our operational overhead. Management cannot guarantee that the Company will be successful in its existing business operations and the Company’s business is subject to risks inherent in the operation of a business enterprise with limited revenue generating operations, including limited capital resources and ongoing operational shortfalls

	Note 1		Note 2
Balance, October 31, 2014	$	-	$	-
Additional: Principal		25,000		100,000
Accrued interest		1,459		5,836
Balance, October 31, 2015		26,459		105,836
Accrued interest		1,246		4,986
Balance, April 30, 2016	$	27,705	$	110,822

Our current cash holdings are not yet sufficient to satisfy our liquidity requirements and we will require additional financing to pursue our planned business activities. We are in the process of seeking equity and or debt financing to fund the shortfall in our operations over the next 12 months; however, management provides no assurance that future financing will be available to the Company on acceptable terms. If financing is not available on satisfactory terms, the Company may be unable to continue operations, develop, or expand its existing operations. Equity financing could result in additional dilution to the Company’s existing shareholders.13

~~For the~~3DX ~~three and nine month periods ended July 31~~INDUSTRIES, ~~2015, as compared to the same periods ended July 31, 2014~~INC.

~~Revenues~~Notes to Unaudited Financial Statements

~~The Company~~NOTE ~~generated~~6 ~~$105,806~~- ~~and~~NOTES ~~$274,439~~PAYABLE in– ~~revenues~~UNRELATED ~~from~~PARTY operations and $25,433 and $57,523 in cost of goods sold for the three and nine months ended July 31, 2015, respectively, with $nil in revenue from operations and cost of goods sold for the same periods ended July 31, 2014. Revenues increased over the second quarter as the Company was able to bring on additional staff in order to undertake additional customer orders.(continued)

13(6) Equipment Finance Agreement

~~Expenses~~On March 25, 2015, the Company entered into an Equipment Finance Agreement ("EFA") with Global Finance Group, Inc. to borrow up to $275,000. Under the EFA the Company received cash proceeds of $90,000, $5,000 was paid directly to a third party to reduce certain outstanding loans and a further $122,465 was expended by Global to purchase equipment on behalf of the Company. The EFA is secured by the purchased equipment, and is assessed interest at a rate of 12% per annum. Principal and accrued interest are paid in monthly installments of $7,243 commencing on May 1, 2015. It was agreed between the parties that the first 4 months of payments will be reduced by $5,000 per payment, and thereafter, commencing September 1, 2015 payments of the full installment value will commence.

~~For the~~During ~~three and nine months ended July 31, 2015, total operating expenses were $327,249 and $931,609, respectively, as compared to $152,967 and $9,839,162 for~~ the ~~same~~fiscal ~~periods~~year ended ~~July~~October 31, ~~2014. The substantial decrease in expenditures for the nine months ended July 31,~~ 2015 ~~as compared to the same nine months period in 2014 relates to a reduction in stock based compensation incurred in 2014 totaling $9~~,~~450,000.~~ ~~During~~ the respective comparative periods, save the one-time charge to stock based compensation as set out above, fees incurred for professional fees and general and administrative expenses increased period over period in both the three month and nine months comparative periods as the Company ~~increased~~paid ~~its level of operations. During the most recent three and nine month periods the Company expensed~~ $4511,~~236 and $135~~472,~~728~~ as depreciation and amortization expense, with no similar comparative expense in the comparative periods ended July 31, 2014. In addition, during the prior three and nine month periods ended July 31, 2014, the Company recorded other expenses of ~~$nil~~which ~~and~~ $48,~~829,408~~972 ~~respectively~~was asapplied ~~the~~to ~~result of a loss on~~ the ~~settlement~~principal ~~of certain indebtedness, with no similar losses in the current three~~ and ~~six month periods ended July 31~~$2,500 ~~2015.~~applied ~~Interest expenses increased period over period as the Company was required~~ to ~~take on additional loans from third parties to carry out operations~~interest. The Company ~~recorded~~ ~~net~~has ~~losses~~met ofits ~~$273,649~~payment ~~and~~obligations ~~$763,588~~up ~~for~~to ~~the~~August ~~three and nine months ended July 31,~~ 2015 ~~as compared to $164,823~~ and ~~$14,701,853~~ is in ~~the~~default ~~three~~of ~~and~~its ~~nine~~current ~~month~~payment ~~periods ended July 31, 2014~~obligations.

~~Working~~The ~~Capital~~balance due on this obligation at April 30, 2016 is $233,069 (October 31, 2015 - $221,637).

	July 31, 2015			July 31, 2014			Difference
Current Assets	$	70,619		$	18,246		$	52,373
Current Liabilities	$	2,337,819			1,374,652		$	863,167
Working Capital	$	(2,267,200	)	$	(1,356,406	)	$	(810,794	)

During the fiscal year ended October 31, 2015 in connection with the aforementioned equipment purchase, the Company capitalized the equipment (gross) at October 31, 2015 in an amount totaling $122,465. The EFA is personally guaranteed by the Company's President, Mr. Roger Janssen.

~~Cash~~NOTE ~~Flows~~7 - STOCKHOLDERS' EQUITY

	Nine Months Ended July 31, 2015			Nine Months Ended July 31, 2014
Net Cash (Used) in Operating Activities	$	(220,799	)	$	(209,926	)
Net Cash (Used) in Investing Activities		—			(96,006	)
Net Cash Provided by Financing Activities		226,039			318,490
Net Increase (Decrease) in Cash During the Period	$	5,240		$	12,558

For the six months ended April 30 2016 and for the year ended October 31, 2015

~~Interest Expense~~No Shares were issued during the period.

~~Interest expense~~For ~~for~~ the ~~nine~~year ~~months~~ ended ~~July~~October 31, ~~2015 totaled $48,895 as compared to $33,283 for the nine months ended July 31,~~ 2014~~. Interest expense in both comparative periods consists primarily of accrued interest on certain outstanding accounts and notes payable.~~

~~Liquidity and~~In ~~Capital~~June ~~Resources~~2014, a third party holding a convertible promissory note assigned $1,000 of accrued compensation due it to a third party, who converted the $1,000 into 1,000,000 shares of the Company's common stock at a conversion price of $0.001 per share. The Company did not recognize any gain or loss on the conversion.

~~Growth of~~On ~~our~~February ~~operations~~19, ~~will~~2014, bethe ~~based~~Company onissued ~~our~~4,880,000 ~~ability~~shares toof ~~internally~~its ~~finance~~common ~~from~~stock ~~operating~~in ~~cash~~exchange ~~flows,~~for ~~and~~ the ~~ability~~cancelation toof ~~raise~~$48,880 ~~funds through~~of ~~equity and/or~~ debt ~~financing~~due toan ~~increase~~unrelated ~~sales~~third ~~and~~party ~~production.~~The ~~Our~~Company ~~primary~~recognized ~~sources~~a ofloss ~~liquidity~~from ~~are:~~the ~~(i)~~extinguishment ~~investor~~of ~~loans; and~~the ~~(ii)~~debt ~~financing~~totaling ~~activities.~~$4,831,200, ~~Our~~which ~~cash~~was ~~balance~~charged asto ~~of July 31, 2015 is $7,314~~operations.

~~Our Company~~Effective ~~has~~November ~~funded~~23, ~~some~~2013, ofthe ~~its~~Company ~~operations~~entered ~~through~~into ~~debt~~an ~~financing~~employment agreement with ~~related~~its President and ~~non-related~~Chief ~~party~~Executive ~~transactions~~Officer, Roger Janssen. Under the terms of the agreement, Mr. Janssen received 30,000,000 shares of the Company's restricted common stock as a signing bonus. The shares were valued at $4,800,000 based upon the trading price of the shares on the date of grant.

~~The Company is not aware of any known trends, events or uncertainties which may affect its future liquidity.~~14

~~Critical Accounting~~3DX ~~Estimates~~ INDUSTRIES, INC.

~~Our~~Notes financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to ~~make~~Unaudited ~~estimates~~Financial and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.Statements

14NOTE 8 - COMMITMENTS AND CONTINGENCIES

WeEffective ~~regularly~~November ~~evaluate~~ 23, 2013, the ~~accounting~~Company ~~policies~~entered into an employment agreement with its President and ~~estimates~~Chief ~~that~~Executive weOfficer, ~~use~~Roger toJanssen. ~~prepare~~Under ~~for~~the ~~financial~~terms ~~statements~~of the agreement, Mr. AJanssen ~~complete~~will ~~summary~~receive a base salary of ~~these~~$15,000 ~~policies~~a ~~is included~~month inover the ~~notes~~three-year toterm ~~our~~of ~~financial~~the ~~statements~~agreement. At the sole discretion of the board of directors, Mr. Janssen may be granted performance bonuses and may also participate in any incentive plans that the Company may establish. In ~~general~~addition, ~~management’~~Mr. Janssen received 30,000,000 shares of the Company's ~~estimates~~restricted ~~are~~common stock as a signing bonus. The shares were valued at $4,800,000 based upon the trading price of the shares on ~~historical~~the ~~experience~~date of grant. Officer's compensation for the year ended October 31, on ~~information~~2014 ~~from~~amounted ~~third~~to ~~party~~$4,887,449 ~~professionals~~including the indicated stock based compensation of $4,800,000. ~~and~~Accrued oncompensation ~~various~~due ~~other~~Mr. ~~assumptions~~Janssen ~~that~~as ~~are~~of ~~believed~~April 30, 2016 amounted to be$367,415 ~~reasonable~~(October ~~under~~31, 2015 - $301,870), which is included in the ~~facts and~~balance ~~circumstances~~of other payables – related parties as reflected in the accompanying balance sheet. ~~Actual~~The ~~results~~$367,415 ~~could~~is ~~differ~~net ~~from~~of ~~those~~$24,455 ~~estimates~~that ~~made~~was byactually ~~management~~paid to Mr. Janssen during the six month period ended April 30, 2016.

~~Going~~On ~~Concern~~March 30, 2015, the Company entered into an equipment rental agreement with Santeo Financial Corp. with respect to certain manufacturing equipment. The term of rental is 24 months, with an option to purchase the equipment at any time up to the end of the rental agreement. Under the terms of the agreement the Company shall pay a security deposit of $700 and agreed to a monthly rental fee of $350 with the first month payable upon signing. The Company did not make any payments under this agreement in the period ended April 30, 2016 and October 31, 2015 and has accrued a total of $6,020 and $3,710, respectively, as due and payable.

AsOn atFebruary ~~July~~29, 312016, ~~2015,~~ ~~our~~the Company ~~has~~extended a ~~net~~lease ~~loss~~agreement oforiginally ~~$763,588~~entered ~~and~~into ain ~~combined~~January ~~accumulated~~2014 ~~deficit~~for ofa ~~$16,818,961.~~term Weof ~~have~~five ~~not~~years ~~attained~~expiring ~~profitable operations~~February ~~and~~28, ~~are dependent upon obtaining financing to pursue any extensive activities~~2021. Minimum ~~For~~annual ~~these~~lease ~~reasons,~~payments ~~our~~under ~~auditors~~the ~~stated in~~extended ~~their~~lease ~~report~~are ~~on our audited financial statements that they have substantial doubt that we will be able to continue~~ as ~~a going concern without further financing.~~follows:

~~Future~~10 ~~Financing~~months ending October 31, 2016: $43,800

WeYear ~~will~~ending ~~continue to~~October ~~rely~~31, on2017: equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund planned acquisitions and exploration activities.$52,560

~~Inflation~~Year ending October 31, 2018: $53,420

~~The~~Year ~~amounts~~ending ~~presented in~~October ~~the~~31, ~~financial~~2019: statements do not provide for the effect of inflation on our operations or financial position. The net operating losses shown would be greater than reported if the effects of inflation were reflected either by charging operations with amounts that represent replacement costs or by using other inflation adjustments.$54,452

~~Off-Balance~~Year ~~Sheet~~ending ~~Arrangements~~October 31, 2020: $55,484

AsYear ofending ~~July~~ October 31, ~~2015,~~2021: ~~we had no off-balance sheet transactions that have had~~$9, or are reasonably likely to have, a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.276

~~Contractual~~NOTE ~~Obligations~~9 - SUBSEQUENT EVENTS

We(a) ~~are~~On November 23, 2016, the Company and ExOne entered into a ~~smaller reporting~~title ~~company~~transfer, asconditional ~~defined~~release byand ~~Rule~~equipment ~~12b-2~~lease ofagreement where under the ~~Securities~~Company, ~~Exchange~~notified ~~Act~~of its default under the original terms of ~~1934~~the agreement and ~~are~~amendments ~~not~~thereto ~~required~~(Note 5 above) effective January 11, 2016, agreed to ~~provide~~transfer title of the ~~information~~ equipment back to ExOne, agreed to a lump sum payment of $10,000 and agreed to enter into a 24 month lease for the equipment under ~~this~~the ~~item.~~following terms:

~~Recently~~a) ~~Issued~~Months ~~Accounting~~1-3: ~~Pronouncements~~$5,000.00 per month

~~The~~b) ~~Company’s management~~Months ~~has~~4-6: ~~evaluated all recent accounting pronouncements since the last audit through the issuance date of these financial statements~~$7,500.00 Inper ~~the Company’s opinion, none of the recent accounting pronouncements will have a material effect on the financial statements.~~month

15c) Months 7-24: $10,000.00 per month

~~ITEM~~With 3each payment being due on the first date of the respective month and subject to a 5% late fee when unpaid within 10 (ten) days of the due date. Further ~~QUANTITATIVE~~under ~~AND~~the ~~QUALITATIVE~~terms ~~DISCLOSURES~~of ~~ABOUT~~the ~~MARKET~~agreement ~~RISK~~ExOne has provided a conditional release of all amounts due under the original agreement and amendments thereto.

~~We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.~~15

~~ITEM~~3DX 4.INDUSTRIES, ~~CONTROLS AND PROCEDURES~~INC.

~~Evaluation~~Notes ofto ~~Disclosure~~Unaudited ~~Controls and~~Financial ~~Procedures~~Statements

~~Disclosure~~NOTE ~~controls and~~9 procedures are controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management carried out an evaluation under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-~~15(e)~~ ~~and~~SUBSEQUENT ~~15d-15(e)~~EVENTS ~~under the Securities Exchange Act of 1934~~ (~~"Exchange Act"~~continued).

~~Based~~(b) onOn ~~this~~December ~~evaluation~~20, ~~our~~ ~~Principal~~2016, ~~Executive~~a ~~and~~lender ~~Principal~~of ~~Financial~~a ~~and~~convertible ~~Accounting~~note ~~Officer~~with ~~concluded~~a ~~that~~principal ~~our~~balance ~~disclosure~~of ~~controls~~$150,000 ~~and~~(the ~~procedures~~"Original Note") (~~as defined~~refer into ~~Rules~~Note ~~13a-15~~6(e3)(b)) entered into an amendment to the terms of that certain note and ~~15d-15(e)~~accrued ~~under~~interest whereby, among other considerations, the ~~Securities~~conversion ~~Exchange~~price ~~Act~~was reduced from $0.10 per share to $0.001 per share. Subsequently, the lender assigned a total of ~~1934)~~$40,000 ~~were~~of ~~not~~its ~~effective~~principal asdebt to an arm's length third party who converted a total of ~~July~~$6,000 31in principal to 6, ~~2015~~000,000 shares of common stock. The assignee entered into a waiver and release agreement with the Company for the balance of the assigned convertible note payable in the amount of $34,000 on May 30, 2017.

~~Changes~~The Company received conversion notices totaling $5,000 in ~~Internal~~respect ~~Control~~of ~~over Financial~~the ~~Reporting~~balance still held under the aforementioned Original Note by the original lender and issued a total of 5,000,000 shares leaving a total balance payable, not including accrued interest, of $105,000 on this note.

~~There~~(c) ~~have~~On ~~been~~March ~~no changes~~15, in2017, ~~our~~the ~~internal~~Company ~~control~~and ~~over~~Santeo ~~financial~~entered ~~reporting~~into ~~identified~~a inletter ~~connection~~agreement ~~with~~to revise the ~~evaluation~~terms ~~required~~of bythe ~~paragraph~~original March 30, 2015 equipment lease (dref: Note 8 above) . Under the terms of ~~Exchange~~the ~~Act~~letter ~~Rules~~agreement, ~~13a-15~~the orCompany ~~15d-15~~will ~~that~~purchase ~~occurred~~the ~~during~~manufacturing ~~our~~equipment ~~last~~for ~~fiscal~~a ~~quarter~~total ~~that~~of ~~have~~$18,000 ~~materially~~no ~~affected~~later than December 31, or2017, ~~are~~which ~~reasonably likely~~amount shall also include all accrued and unpaid rental payments, and any interest thereon up to ~~materially~~December ~~affect~~31, ~~our~~2017. ~~internal~~Should ~~control~~the ~~over~~Company ~~financial~~be ~~reporting~~unable to make the required payment as at December 31, 2017, interest of 12% per annum shall apply to any balance outstanding.

16(d) On April 28, 2017, a third-party lender with various amounts outstanding agreed to release and waive a total of $367,170, inclusive of accrued interest thereon, with no further consideration payable.

~~PART~~(e) IIOn -June ~~OTHER~~15, ~~INFORMATION~~2017, a total of 3,000,000 shares originally issued to settle part of convertible note in the amount of $3,000 as discussed in Note 9(b) above were returned to treasury and canceled.

~~ITEM~~(f) 1.During ~~LEGAL~~the ~~PROCEEDINGS~~month of June 2017, the Company and the original stakeholder of the McNeil Claims referenced in Note 3 above entered into an assignment agreement whereby the stakeholder acquired the defaulted claims.

We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which our director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.16

ITEM 1A2. ~~RISK~~MANAGEMENT'S ~~FACTORS~~DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION

~~We are a smaller reporting company as defined by Rule 12b~~FORWARD-2LOOKING ~~of the Securities Exchange Act of 1934 and are not required to provide the information under this item.~~STATEMENTS

~~ITEM~~This 2Quarterly Report on Form 10-Qcontains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act") and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). ~~UNREGISTERED~~These ~~SALES~~forward-looking OFstatements ~~EQUITY~~are ~~SECURITIES~~not ~~AND~~historical ~~USE~~facts OFbut ~~PROCEEDS~~rather are based on current expectations, estimates and projections. We may use words such as "anticipate," "expect," "intend," "plan," "believe," "foresee," "estimate" and variations of these words and similar expressions to identify forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors, some of which are beyond our control, are difficult to predict and could cause actual results to differ materially from those expressed or forecasted. You should read this report completely and with the understanding that actual future results may be materially different from what we expect. The forward looking statements included in this report are made as of the date of this report and should be evaluated with consideration of any changes occurring after the date of this Report. We will not update forward-looking statements even though our situation may change in the future and we assume no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

1.RESULTS ~~Quarterly~~OF ~~Issuances:~~OPERATIONS

~~None.~~Plan of Operation

2As of April 30, 2016, we had $16,138 of cash on hand. ~~Subsequent~~We ~~Issuances:~~incurred operating expenses in the amount of $527,565 during the six months ended April 30, 2016. These operating expenses were comprised of general and administrative expenses, professional fees, management salaries, consulting fees, and other miscellaneous expenses.

~~None~~The commenced revenue generating operations in fiscal 2015 from its primary business in the manufacturing sector. During the six month period we generated gross revenues of $186,759 as compared to $168,633 in the prior comparative period. While we expect to see an increase in revenues as we secure additional customers, we are not presently generating enough revenue to meet our operational overhead. Management cannot guarantee that the Company will be successful in its existing business operations and the Company's business is subject to risks inherent in the operation of a business enterprise with limited revenue generating operations, including limited capital resources and ongoing operational shortfalls

~~ITEM~~Our 3current cash holdings are not yet sufficient to satisfy our liquidity requirements and we will require additional financing to pursue our planned business activities. ~~DEFAULTS~~We ~~UPON~~are ~~SENIOR~~in ~~SECURITIES~~the process of seeking equity and or debt financing to fund the shortfall in our operations over the next 12 months; however, management provides no assurance that future financing will be available to the Company on acceptable terms. If financing is not available on satisfactory terms, the Company may be unable to continue operations, develop, or expand its existing operations. Equity financing could result in additional dilution to the Company's existing shareholders.

~~None~~For the three and six month periods ended April 30, 2016 as compared to the same periods ended April 30, 2015.

~~ITEM 4. MINE SAFETY DICSLOSURES~~Revenues

~~Not~~The ~~Applicable~~Company generated $98,697 and $186,759 in gross revenues from operations in the three and six months ended April 30, 2016 and $59,130 and $168,633 in gross revenues in the three and six months ended April 30, 2015. Associated costs of goods sold in the three and six months ended April 30, 2016 were $2,295 and $11,692 and $8,207 and 32,090 in the three and six months ended April 30, 2015, respectively. Revenues increased during the second fiscal quarter of 2016 as the Company was able to bring on the additional staff required to expand its customer list. Gross profit for the three and six months ended April 30, 2016 was $96,402 and $175,067, respectively, as compared to $50,923 and 136,543 in the three and six months ended April 30, 2015.

~~ITEM 5. OTHER INFORMATION~~17

~~None.~~Expenses

~~ITEM~~For 6the three and six months ended April 30, 2016, total operating expenses were $232,330 and $527,565, respectively, as compared to $297,884 and $604,360 for the same periods ended April 30, 2015. ~~EXHIBITS~~The substantial decrease in expenditures for the six months ended April 30, 2016 as compared to the same six month period in 2015 relates to a reduction professional fees period over period. During the most recent three and six month periods the Company expensed $50,075 and $100,149 as depreciation and amortization expense as compared to $44,735 and $90,492 in the prior comparative three and six months ended April 30, 2015. General and administrative expenses over the three and six months ended April 30, 2016 were $170,275 and $387,570 as compared to $184,344 and $376,716 in the compartive three and six months of 2015. Professional fees period over period experienced a substantive decline from $68,805 and $137,152 in the three and six months ended April 2015 to only $11,980 and $39,846 in the current three and six months ended April 30, 2016. Interest expenses increased period over period as the Company was required to take on additional loans from third parties to carry out operations. The Company recorded net losses of $162,615 and $406,348 for the three and six months ended April 30, 2016 as compared to $253,418 and $489,939 in the three and six month periods ended April 30, 2015.

~~(a)~~Working ~~The following Exhibits, as required by Item 601 of Regulation S-K, are attached or incorporated by reference, as stated below.~~Capital

	April 30, 2016			October 31, 2015			Difference
Current Assets	$	27,798		$	45,061		$	(17,263	)
Current Liabilities	$	3,038,059			2,747,123		$	290,936
Working Capital	$	(3,010,261	)	$	(2,702,062	)	$	(308,199	)

Number	Description	Filing
3.01	Articles of Incorporation	Filed with the SEC on January 6, 2009 as part of our Registration Statement on Form S-1.
3.02	Bylaws	Filed with the SEC on January 6, 2009 as part of our Registration Statement on Form S-1.
3.03	Amended Articles of Incorporation	Filed with the SEC on March 22, 2010 as part of our Quarterly Report on Form 10-Q.
4.04	Amended Articles of Incorporation, effective November 18, 2013	File with the SEC on December 31, 2013 as part of our Current Report on Form 8-K.
10.01	Assignment of Exploration Agreement between the Company and Carlin Gold Resources, Inc., dated February 22, 2010	Filed with the SEC on March 4, 2010 as part of our Current Report on Form 8-K.
10.02	Exploration Agreement by and between Carlin Gold Resources, Inc. and Trio Gold Corp dated January 28, 2010	Filed with the SEC on March 4, 2010 as part of our Current Report on Form 8-K.
10.03	Agreement between the Company and St. Elias Mines Ltd. dated April 16, 2010	Filed with the SEC on June 21, 2010 as part of our Quarterly Report on Form 10-Q.
10.04	Revision to Exploration Agreement by and between Carlin Gold Resources, Inc. and Trio Gold Corp dated February 24, 2010	Filed with the SEC on February 15, 2011 as part of our Annual Report on Form 10-K.
10.05	Purchase and Sale Agreement between the Company and Warrior Ventures, Inc. dated March 24, 2011	Filed with the SEC on June 8, 2011 as part of our Current Report on Form 8-K.
10.06	Executive Employment Agreement, dated December 18, 2013 by and between 3DX Industries, Inc. and Roger Janssen	File with the SEC on December 31, 2013 as part of our Current Report on Form 8-K.
10.07	Equipment Purchase Agreement, dated December 18, 2013 by and between 3DX Industries, Inc. and Roger Janssen	File with the SEC on December 31, 2013 as part of our Current Report on Form 8-K.
10.08	Acquisition and Option Agreement, dated October 8, 2013 by and between the Company and Trio Gold Corp.	Filed with the SEC on October 23, 2013 as part of our Current Report on Form 8-K.
10.09	Agreement between the Company and Dragon Resource Holdings Inc. dated November 9, 2012	Filed with the SEC on November 19, 2012 as part of our Current Report on Form 8-K.
16.01	Letter from Robison, Hill and Co. dated December 11, 2014	Filed with SEC on February 18, 2015, as part of our Annual Report on Form 10-K.
31.01	Certification of Principal Executive Officer Pursuant to Rule 13a-14	Filed herewith.
31.02	Certification of Principal Financial Officer Pursuant to Rule 13a-14	Filed herewith.
32.01	CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act	Filed herewith.
32.02	CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act	Filed herewith.
101.INS*	XBRL Instance Document	Filed herewith.
101.SCH*	XBRL Taxonomy Extension Schema Document	Filed herewith.
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document	Filed herewith.
101.LAB*	XBRL Taxonomy Extension Labels Linkbase Document	Filed herewith.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document	Filed herewith.
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document	Filed herewith.

Cash Flows

*Pursuant to Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.

	Six Months Ended April 30, 2016			Six Months Ended April 30, 2015
Net Cash (Used) in Operating Activities	$	(24,313	)	$	(137,469	)
Net Cash (Used) in Investing Activities		—			—	)
Net Cash Provided by Financing Activities		20,500			140,528
Net Effect of Foreign Currency Translation		—			—
Net Increase (Decrease) in Cash During the Period	$	(3,813	)	$	3,059

18Interest Expense

~~SIGNATURES~~Interest expense for the six months ended April 30, 2016 totaled $53,850 as compared to $22,122 at April 30, 2015. Interest expense in both comparative periods consists primarily of accrued interest on certain outstanding accounts and notes payable.

~~Pursuant~~Liquidity toand ~~the requirements~~Capital ~~of Section 13 or 15(d) of the Securities Exchange Act, the Company caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.~~Resources

	3DX INDUSTRIES, INC.
Date: September 21, 2015	By:	/s/ Roger Janssen
	Name:	Roger Janssen
	Title:	Principal Executive Officer Principal Accounting Officer President, and CEO

Growth of our operations will be based on our ability to internally finance from operating cash flows, and the ability to raise funds through equity and/or debt financing to increase sales and production. Our primary sources of liquidity are: (i) investor loans; and (ii) financing activities. Our cash balance as of April 30, 2016 is $16,138.

~~Pursuant~~Our toCompany ~~the requirement~~has offunded ~~the~~some ~~Securities Exchange Act~~ of ~~1934,~~its ~~this~~operations ~~report~~through ~~has~~debt ~~been~~financing ~~signed~~with ~~below~~related ~~by the following persons on behalf of the Company~~ and innon-related ~~the~~party ~~capacities and on the dates indicated:~~transactions.

Date: September 21, 2015	By:	/s/ Roger Janssen
	Name:	Roger Janssen
	Title:	Director

The Company is not aware of any known trends, events or uncertainties which may affect its future liquidity.

Date: September 21, 2015	By:	/s/ Earl W. Abbott
	Name:	Earl W. Abbot
	Title:	Director

Critical Accounting Estimates

Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.

We regularly evaluate the accounting policies and estimates that we use to prepare for financial statements. A complete summary of these policies is included in the notes to our financial statements. In general, management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.

Going Concern

The Company has incurred net losses since inception, and as of April 30, 2016 had an accumulated deficit of $17,437,450 and had negative working capital of $3,008,261. These conditions raise substantial doubt as to the Company's ability to continue as a going concern. These financial statements do not include any adjustments that might result from the outcome of this uncertainty. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Management recognizes that the Company must generate additional funds to enable it to continue operating. Management intends to raise additional financing through debt and or equity financing and by other means that it deems necessary, with the goal of moving forward and sustaining a prolonged growth in its strategy phases. However, no assurance can be given that the Company will be successful in raising additional capital. Further, even if the company raises additional capital, there can be no assurance that the Company will achieve profitability or positive cash flow. If management is unable to raise additional capital and expected significant revenues do not result in positive cash flow, the Company will not be able to meet its obligations and may have to cease operations.

Future Financing

We will continue to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund planned acquisitions and exploration activities.

Inflation

The amounts presented in the financial statements do not provide for the effect of inflation on our operations or financial position. The net operating losses shown would be greater than reported if the effects of inflation were reflected either by charging operations with amounts that represent replacement costs or by using other inflation adjustments.

Off-Balance Sheet Arrangements

As of April 30, 2016, we had no off-balance sheet transactions that have had, or are reasonably likely to have, a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

Contractual Obligations

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

Recently Issued Accounting Pronouncements

The Company's management has evaluated all recent accounting pronouncements since the last financial report and through the issuance date of these financial statements. In the Company's opinion, none of the recent accounting pronouncements will have a material effect on the financial statements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management carried out an evaluation under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 ("Exchange Act").

Based on this evaluation, our Principal Executive and Principal Financial and Accounting Officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) were not effective as of April 30, 2016.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

ITEM 1A. RISK FACTORS

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

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

Quarterly Issuances:

None.

Subsequent Issuances:

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DICSLOSURES

Not Applicable.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

(a) The following Exhibits, as required by Item 601 of Regulation S-K, are attached or incorporated by reference, as stated below.

Number	Description	Filing

31.1	Certification of Principal Executive Officer Pursuant to Rule 13a-14	Filed herewith.
31.2	Certification of Principal Financial Officer Pursuant to Rule 13a-14	Filed herewith.
32.1	CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act	Filed herewith.
32.2	CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act	Filed herewith.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act, the Company caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	3DX INDUSTRIES, INC.

Date: January 17, 2018	By:	/s/ Roger Janssen
	Name:	Roger Janssen
	Title:	Principal Executive Officer Principal Accounting Officer President, and CEO

Pursuant to the requirement of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated:

Date: January 17, 2018	By:	/s/ Roger Janssen
	Name:	Roger Janssen
	Title:	Director

Date: January 17, 2018	By:	/s/ Earl W. Abbot
	Name:	Earl W. Abbot
	Title:	Director

Filing Compare · 3DX Industries, Inc.