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 ~~December 31~~ June 30, ~~2013~~2014

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

Commission File Number 000-54816

LOT78, INC.

(Exact name of registrant as specified in its charter)

Nevada		26-2940624
(State of incorporation)		(I.R.S. Employer Identification No.)

65 Alfred Road

Studio 209

London W2 5EU

(Address of principal executive offices)

00447801480109

(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~~ ☒ 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~~ preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ~~☐ Yes ☑ No~~

☐ Yes ☒No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. 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 ☐ Non-~~accelerated~~Accelerated Filer ☐ Smaller Reporting Company ☑☒

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

~~As of February 27, 2014, there were 237,570,283~~☐ ~~shares~~Yes ☒ ~~of the registrant’s $0.001 par value common stock issued and outstanding.~~No

~~LOT78~~As of September 22, ~~INC~~2014, there were 282,563,636 shares of the registrant’s $0.*001 par value common stock issued and outstanding.

LOT78, INC.

TABLE OF CONTENTS

		Page
PART I. FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS	12
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	810
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	1013
ITEM 4.	CONTROLS AND PROCEDURES	1113
PART II. OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS	11
		13
ITEM 1A.	RISK FACTORS	11
ITEM 1.	LEGAL PROCEEDINGS
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	11
ITEM 1A.	RISK FACTORS	13
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	11
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	13
ITEM 4.	MINE SAFETY DISCLOSURES	12
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	14
ITEM 5.	OTHER INFORMATION	12
ITEM 4.	MINE SAFETY DISCLOSURES	14
ITEM 6.	EXHIBITS	12
ITEM 5.	OTHER INFORMATION	14
ITEM 6.	EXHIBITS	14

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 Lot78, Inc., formerly known as Bold Energy 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 "LOTE" refers to Lot78, Inc. and its wholly owned subsidiary Lot78 UK Limited.

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

INDEX
Unaudited Consolidated Balance Sheets	2	3
Unaudited Consolidated Statements of Operations	3	4
Unaudited Consolidated Statements of Cash Flows	4	5
Notes to Unaudited Consolidated Financial Statements	5	6

LOT78, INC.

CONSOLIDATED BALANCE ~~SHEET~~SHEETS

(unaudited)

		December 31,		September 30,
		June 30,			September 30,
		2013		2013
		2014			2013
ASSETS
Current assets:
Cash and cash equivalents	$	~~49,947~~$	$79,957	~~274,312~~	$	274,312
Accounts receivable		~~85,528~~	204,714	~~132,422~~		132,422
Prepaid expenses and other current assets		~~106,490~~	19,113	~~63,735~~		63,735
Inventory, net		~~16,107~~	113,640	~~61,460~~		61,460
Total current assets		~~258,072~~	417,424	~~531,929~~		531,929
Property and equipment, net		~~3,116~~	4,839	~~3,614~~		3,614
Patents, net		~~21,964~~	20,655	~~22,457~~		22,457
Total assets	$	~~283,152~~$	$442,918	~~558,000~~	$	558,000
LIABILITIES AND STOCKHOLDERS’ DEFICIT Current liabilities:
Accounts payable and accrued liabilities	$	~~274,318~~$	$571,346	~~280,535~~	$	280,535
Accounts payable – related party		~~41,797~~	58,065	~~26,850~~		26,850
Debt due to third parties		186,314		137,156
Factoring credit facility			93,468			—
Debt due to related parties		~~32,976~~	464,864	~~32,272~~		169,428
Derivative liabilities		~~192,214~~	78,454	~~434,464~~		434,464
Convertible debt due to shareholders		~~89,838~~	90,179	~~124,610~~		124,610
Due to shareholders		~~329,760~~	340,687	~~322,594~~		322,594
Total current liabilities		~~1,147,217~~	1,697,063	~~1,358,481~~		1,358,481
Long term debt due to shareholders		~~320,659~~	331,161	~~313,813~~		313,813
Convertible debt, net of discount of $437,458 and $437,500		12,542		12,500
Convertible debt, net of discount of $437,365 and $437,500			12,838			12,500
Total long term liabilities		~~333,201~~	343,999	~~326,313~~		326,313
Total liabilities	$	~~1,480,418~~$	2,041,062	~~1,684,794~~		1,684,794
Stockholders’ deficit
Preferred stock, $0.001 par value per share, 10,000,000 shares authorized, none issued and outstanding		-	—	-		—
Common stock, $0.001 par value per share, 350,000,000 shares authorized, 237,570,283 and 237,403,616 shares issued and outstanding		237,570		237,404
Common stock, $0.001 par value per share, 350,000,000 shares authorized, 238,126,950 and 237,403,616 shares issued and outstanding			238,127			237,404
Additional paid-in capital		~~877,673~~	890,923	~~865,340~~		865,340
Accumulated other comprehensive income (loss)		~~17,017~~	(22,696)	~~42,134~~		42,134
Accumulated deficit		~~(2,329,526)~~	(2,704,498	~~(2,271,672~~)		(2,271,672	)
Total stockholders’ deficit		~~(1,197,266)~~	(1,598,144	~~(1,126,794~~)		(1,126,794	)
Total liabilities and stockholders’ deficit	$	~~283,152~~$	442,918	~~558,000~~		558,000

The accompanying notes are an integral part of the consolidated unaudited financial statements

LOT78, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

AND OTHER COMPREHENSIVE LOSS

(unaudited)

		Three Months Ended December 31, 2013		Three Months Ended December 31, 2012
		Three Months Ended June 30, 2014			Three Months Ended June 30, 2013			Nine Months Ended June 30, 2014			Nine Months Ended June 30, 2013
Revenue, net	$	~~55,730~~$	$225,983	~~58,695~~	$	92,591			985,957			302,045
Cost of sales		~~69,409~~	235,247	~~75,384~~		69,082			748,152			246,239
Gross Loss		(13,679)		(16,689)
Gross (Loss) Profit			(9,264	)		23,509			237,805			55,806
Expenses
Selling, general and administrative expenses	$	~~273,576~~$	$253,094	~~124,350~~	$	164,632			975,489			557,275
Depreciation and amortization		1,531		1,034
Foreign currency transaction adjustment						4,760						4,760
Total expenses		275,107		125,384
Depreciation and amortization			1,914			1,063			5,145			3,172
Other income (expense)
Total expenses			255,008			170,455			980,634			565,207
Interest expense		(11,318)		(10,401)
Other income (expense)
Gain on derivative liabilities		242,250		-
Interest expense			(11,973	)		(7,641	)		(46,007	)		(28,014	)
Total other income (expense)		230,932		(10,401)
Gain on debt forgiveness												56,421
Net loss	$	(57,854)	$	(152,474)
Gain on derivative liabilities			71,536						356,010
Foreign currency translation adjustments		(25,118)		(57)
Total other income (expense)			59,563			(7,641	)		310,003			28,047
Comprehensive income (loss)		(82,972)		(152,531)
Net loss		$	(204,709	)	$	(154,587	)		(432,826	)		(480,994	)
Basic and diluted loss per share	$	(0.00)	$	(13.24)
Foreign currency translation adjustments			(31,254	)		20,133			(64,830	)		107,588
Weighted average shares of common stock outstanding – basic		237,477,892		11,510
Comprehensive (loss)			(235,963	)		(134,454	)		(497,656	)		(373,406	)
Basic and diluted loss per share		$	(0.00	)	$	(0.00	)		(0.00	)		(0.00	)
Weighted average shares of common stock outstanding – basic			237,746,579			232,650,173			237,597,267			184,085466

The accompanying notes are an integral part of the consolidated unaudited financial statements

LOT78, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

		Three months Ended		Three months Ended
		Nine Months Ended			Nine Months Ended
		December 31,		December 31,
		June 30,			June 30,
		2013		2012
		2014			2013
Cash flows from operating activities
Net loss	$	~~(57,854)~~$	$(432,826	~~(152,474~~)	$	(480,994	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation		~~964~~	1,855	77		297
Amortization		~~567~~	2,952	~~957~~		2,875
Gain on derivative liabilities		(242,250)		-
Gain on debt forgiveness						(56,421	)
Debt discount amortization		42		-
Gain on derivative liabilities			(356,010	)		—
Stock based compensation		12,500		-
Debt discount amortization			338			—
Change in operating assets/liabilities:
Stock based compensation			26,306			—
Accounts receivable		48,862		96,151
Change in operating assets/liabilities:
Prepaid expenses and other current assets		(40,608)		13,423
Accounts receivable			(63,032	)		86,928
Inventory		45,840		671
Prepaid expenses and other current assets			(8,176	)		32,724
Accounts payable and accrued expenses		11,293		(34,033)
Inventory			7,558			(35,582	)
Net cash provided by (used in) operating activities		(220,644)		(75,228)
Accounts payable and accrued expenses			278,996			(38,719	)
Cash flows from financing activities
Net cash (used in) provided by operating activities			(542,039	)		(488,892	)
Proceeds from issuance of debt		45,322		77,656
Cash flows from investing activities
Repayment of convertible debt to shareholders		(40,573)
Purchase of property and equipment			(2,849	)
Net cash flows provided by financing activities:		4,749		77,656
Cash acquired in reverse merger						28,964
Effect of foreign currency on cash and cash equivalents		(8,470)		14
Net cash used in investing activities			(2,849	)		28,964
Net increase (decrease) in cash	$	(224,365)	$	2,442
Cash flows from financing activities
Cash- beginning of period		274,312		-
Proceeds from share sales						325,000
Cash- end of period	$	49,947	$	2,442
Proceeds from issuance of debt - related parties			277,486			344,313
Cash paid for interest	$	1,347	$	-
Repayment of convertible debt to shareholders			(41,018	)		(88,232	)
Cash paid for income taxes	$	-	$	-
Change in bank overdraft			—			(109,714	)
Supplementary Non-Cash Information
Repayment of shareholder loans						(67,165	)
Debt discount due to derivative liabilities		-		-
Change in revolving facility			94,921			—
Net cash flows provided by financing activities:			331,389			404,202
Effect of foreign currency on cash and cash equivalents			19,144			56,675
Net (decrease) increase in cash		$	(194,355	)	$	949
Cash- beginning of period			274,312			—
Cash- end of period		$	79,957		$	949
Cash paid for interest		$	46,006		$	17,285
Cash paid for income taxes		$	—		$	—
Supplementary Non-Cash Information
Acquisition of Bold Energy Inc			—			47,945

The accompanying notes are an integral part of the consolidated unaudited financial statements

Lot78, Inc.

Notes to CONSOLIDATED Financial Statements

Unaudited

BASIS OF PRESENTATION & ORGANIZATION

Basis of presentation

The accompanying unaudited interim financial statements of Lot78, Inc. (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto of the Company contained in Form 10-K filed with the SEC on January 21, 2014.

In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial ~~position~~ position and the results of operations for the interim periods presented have been reflected herein. The results of operations ~~for~~ for the interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial ~~statements~~ statements that would substantially duplicate the disclosures contained in the audited financial statements for the fiscal year ended September 30, 2013 as reported in the Company’s Form 10-K have been omitted.

Our business is subject to seasonal fluctuations. Historically, sales of our products have been higher during the second and fourth quarters. As a result, our quarterly and annual operating results and comparable sales may fluctuate significantly as a result of seasonality. Accordingly, results for any one quarter or year are not necessarily indicative of results to be expected for any other quarter or for any year, and comparable sales for any particular future period may decrease.

GOING CONCERN

The Company’s financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The Company has an accumulated deficit since inception to ~~December~~June 3130, ~~2013~~2014, of $2,~~329~~704,~~526~~498 which raises substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company through debt and/or equity financing from third parties.

3. ~~DEBT~~FACTORING –CREDIT ~~THIRD PARTIES AND RELATED PARTIES~~FACILITY

AtThe ~~December~~Company as ~~31,~~reported ~~2013~~on 01/06/14 has a Purchase and ~~September~~Resale ~~30,~~and ~~2013~~a ~~debt~~Recourse ~~consists~~Factoring ofAgreement ~~the~~with Bibby Trade Services Ltd amounting to ~~following:~~£600,000 ($998,220).

	December 31, 2013		September 30, 2013
Loans - CI LLC	$	186,314	$	137,156
Loans – Related parties		32,976		32,272
Loans - David Hardcastle – Shareholder ($329,760 short term)		650,419		636,407
Total Debt to shareholders and related parties	$	869,709	$	805,835

Under the terms of our factoring facility, the Company may obtain advances of up to 80 percent of eligible accounts receivable, subject to a 1.8 percent per fixed fee and a factors discount fee of 3.00% above the greater of LIBOR, the base rate quoted from time to time by Barclays Bank PLC (or its successors). The remainder of the twenty percent is held in a restricted cash reserve account, which is released to the Company upon payment of the receivable. Bibby has full recourse under the agreement to return any receivables for which funds have been advanced. As a result, the Company does not reduce its accounts receivable until Bibby has collected on the invoices that have been factored.

~~During~~As ~~the~~at ~~three~~June ~~months~~30, ~~ended~~2014 ~~December~~and 31September 30, 2013, ~~the~~amounts ~~Company~~owed ~~received~~under ~~$45,322 from CI~~the ~~LLC~~Recourse asFactoring aFacility ~~short~~were ~~term~~$93,468 ~~loan~~and NIL, respectively.

~~Short term loans from CI LLC (“CIL”) are unsecured and interest free.~~6

~~Other~~4. ~~differences~~DEBT in– ~~the~~RELATED ~~loan values between September 30, 2013 and December 31, 2013 are due to foreign exchange translations.~~PARTIES

~~Long-term loans from David Hardcastle are unsecured~~During ~~and~~the ~~are~~Nine ~~currently~~months ~~non-interest~~ended ~~bearing.~~June ~~However~~30, ~~once~~2014, the Company ~~secures~~received ~~significant external financing~~$277,486 ~~the~~from ~~long~~Cressida ~~term~~Investments ~~loans~~LLC ~~begin accruing~~as ~~interest at bank rate plus 2% per annum and will be payable in quarterly installments over~~ a 3short ~~year~~term ~~period~~loan.

5Short term loans from Cressida Investments LLC are unsecured and interest free.

4.Other differences ~~CONVERTIBLE~~in ~~DEBT~~the loan values between September 30, ~~DERIVATIVE~~2013 ~~LIABILITIES~~and &June ~~FAIR~~30, ~~VALUE~~2014 ~~MEASUREMENTS~~are due to foreign exchange translations.

~~Convertible~~Long-term loans ~~Debt~~from –David ~~IIMG~~Hardcastle are unsecured and are currently non-interest bearing. However, once the Company secures significant external financing, the long term loans begin accruing interest at bank rate plus 2% per annum and will be payable in quarterly installments over a 3 year period.

~~Loans from Iceberg Investment Management Group (“IIMG”) are unsecured and accrue interest at a rate of 2.~~5~~% per annum~~. ~~During~~CONVERTIBLE ~~the three months ended December 31~~DEBT, ~~2013,~~DERIVATIVE ~~the~~LIABILITIES ~~Company~~& ~~repaid~~FAIR ~~$40,573 to~~VALUE ~~IIMG .~~MEASUREMENTS

~~If the loans remain unpaid by the maturity date,~~Convertible ~~all~~Debt ~~amounts~~– ~~are convertible into common stock of the Company at 80% of the Company’s volume weighted average price (“VWAP”) for the 5 previous days prior to execution of the promissory note.~~IIMG

~~Convertible~~Loans from ~~Debt~~Iceberg –Investment ~~Embedded~~Management ~~Derivatives~~Group (“IIMG”) are unsecured and accrue interest at a rate of 2.5% per annum. During the Nine months ended June 30, 2014, the Company repaid $41,018 to IIMG.

~~On August 30, 2013, the Company entered into~~The anbalance ~~Unsecured~~payable ~~Senior~~to ~~Convertible~~IIMG ~~Promissory~~as ~~Note~~at ~~(the~~June ~~“Note”)~~30, ~~with~~2014, ~~Banque~~is ~~Benedict~~$90,179. ~~Hentsch~~The &notes ~~Cie~~were SAdue ~~(“Banque Benedict”)~~on ~~for~~February ~~the~~28, ~~principal~~2014 ~~sum of Three Hundred~~ and ~~Fifty~~April ~~Thousand~~30, ~~Dollars~~2014, ~~($350~~however,~~000)~~ pursuant ~~plus~~to ~~simple~~communication ~~interest~~received ~~thereon~~from atIIMG, ~~the rate~~it ofhas ~~ten~~been ~~percent~~agreed (that 10%) ~~per~~of ~~annum.~~all ~~Banque~~future ~~Benedict~~financing ~~has~~raised ~~the~~will ~~option~~be atused ~~any time~~ to ~~convert~~pay down the ~~Note~~loans inuntil ~~whole~~all ~~into~~principal ~~shares~~and ofaccrued ~~the common~~interest ~~stock~~has ofbeen ~~the~~paid ~~Company~~in atfull, ~~the~~unless ~~conversion rate of $0.125 per share. Unless~~ the ~~Note~~Company iswithin ~~earlier~~its ~~converted,~~new ~~the~~debt ~~total principal~~arrangements ~~and~~has ~~unpaid~~clauses ~~interest~~which isrestricts ~~due~~it onfrom ~~September~~paying 1,down ~~2016~~other debts.

~~On September 9, 2013, the Company entered into~~At ~~an Unsecured Senior Convertible Promissory Note (~~the ~~“Note”)~~option ~~with Monument Assets & Resources Company Ltd (“Monument Assets”) for the principal sum~~ of ~~One Hundred Thousand Dollars ($100~~IIMG,~~000)~~ ~~plus~~If ~~simple interest thereon at~~ the ~~rate~~loans ofremain ~~ten percent~~unpaid ~~(10%)~~by ~~per annum. Monument Assets has~~ the ~~option~~maturity atdate, ~~any~~all ~~time~~amounts toare ~~convert~~convertible ~~the Note in whole~~ into ~~shares of the~~ common stock of the Company at ~~the~~80% ~~conversion rate~~ of ~~$0.125~~the ~~per~~Company’s ~~share.~~volume ~~Unless~~weighted ~~the~~average ~~Note~~price is(“VWAP”) ~~earlier~~for ~~converted,~~ the ~~total~~5 ~~principal~~previous ~~and~~days ~~unpaid interest~~prior isto ~~due~~execution onof the ~~September~~promissory ~~1, 2016~~note.

~~The above conversion notes contain a reset provision whereby the conversion price on the notes can be reduced based on future equity transactions of the Company.~~ As ~~a result,~~ ~~the conversion options were classified as derivative liabilities~~ at ~~their~~June ~~fair value on the date of issuance. The fair value of the derivative liabilities exceeded the principal amount of the notes~~30, ~~resulting~~2014 ~~in a full debt discount of~~ $~~450~~90,~~000,~~179 ~~$12,542~~ of ~~which~~ ~~has been amortized to interest expense from~~ the ~~date~~overall ofdebt ~~the~~had ~~issuance~~been ~~to December 31 2013~~matured.

As defined in FASB ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The ~~Company utilized the market data of similar entities in its industry or assumptions that~~ market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company ~~classifies~~has ~~fair~~not ~~value~~received ~~balances~~any ~~based~~communication onfrom ~~the~~IIMG ~~observability~~whether ofit ~~those~~wishes ~~inputs. FASB ASC 820 establishes a fair value hierarchy that prioritizes the inputs used~~ to ~~measure~~activate ~~fair value. The hierarchy gives~~ the ~~highest~~clause ~~priority to unadjusted quoted prices~~ in ~~active~~ ~~markets~~converting ~~for~~this ~~identical~~amount ~~assets~~into ~~or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level~~common ~~3 measurement)~~stock.

~~The~~Convertible Debt ~~three~~– ~~levels~~Embedded ~~of the fair value hierarchy are as follows:~~Derivatives

~~Level~~On August 130, –2013, ~~Quoted~~the ~~prices~~Company ~~are~~entered ~~available~~into inan ~~active~~Unsecured ~~markets~~Senior ~~for~~Convertible ~~identical~~Promissory ~~assets~~Note or(the ~~liabilities~~“Note”) aswith ofBanque Benedict Hentsch & Cie SA (“Banque Benedict”) for the ~~reporting~~principal ~~date.~~sum ~~Active~~of ~~markets~~Three ~~are~~Hundred ~~those~~and inFifty ~~which~~Thousand ~~transactions~~Dollars ($350,000) ~~for~~plus simple interest thereon at the ~~asset~~rate orof ~~liability~~ten ~~occur~~percent in(10%) ~~sufficient~~per ~~frequency~~annum. ~~and~~Banque ~~volume~~Benedict has the option at any time to ~~provide~~convert ~~pricing~~the ~~information~~Note onin anwhole ~~ongoing~~into ~~basis.~~shares ~~Level~~of 1the ~~primarily~~common ~~consists~~stock of ~~financial~~the ~~instruments~~Company ~~such~~at asthe ~~exchange-traded~~conversion ~~derivatives~~rate of $0.125 per share. Unless the Note is earlier converted, ~~marketable~~the ~~securities~~total principal and ~~listed~~unpaid ~~equities~~interest is due on September 1, 2016.

~~Level~~On September 29, –2013, ~~Pricing~~the ~~inputs~~Company ~~are~~entered ~~other~~into ~~than~~an ~~quoted~~Unsecured ~~prices~~Senior inConvertible ~~active~~Promissory ~~markets~~Note ~~included~~(the in“Note”) ~~level~~with 1Monument Assets & Resources Company Ltd (“Monument Assets”) for the principal sum of One Hundred Thousand Dollars ($100,000) plus ~~which~~simple ~~are~~interest ~~either~~thereon ~~directly~~at orthe ~~indirectly~~rate ~~observable~~of asten percent (10%) per annum. Monument Assets has the option at any time to convert the Note in whole into shares of the ~~reported~~common ~~date~~stock of the Company at the conversion rate of $0.125 per share. Unless the Note is earlier converted, the total principal and unpaid interest is due on September 1, 2016.

~~Level~~The above 3conversion –notes ~~Pricing~~contain ~~inputs~~a ~~include~~reset ~~significant~~provision ~~inputs~~whereby ~~that~~the ~~are~~conversion ~~generally~~price ~~less~~on ~~observable~~the ~~from~~notes ~~objective~~can ~~sources.~~be ~~These~~reduced ~~inputs~~based ~~may~~on befuture ~~used~~equity transactions ~~with~~of ~~internally~~the ~~developed~~Company. ~~methodologies~~As ~~that~~a result, inthe ~~management’s~~conversion ~~best~~options ~~estimate~~were classified as derivative liabilities at their fair value on the date of issuance. The fair value of the derivative liabilities exceeded the principal amount of the notes, resulting in a full debt discount of $450,000, $338 of which has been amortized to interest expense to June 30, 2014.

As defined in FASB ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The ~~following~~Company ~~table~~utilized ~~sets~~the ~~forth~~market bydata ~~level~~of similar ~~within~~entities in its industry or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. FASB ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the ~~Company’s~~highest ~~financial~~priority to unadjusted quoted prices in active markets for identical assets ~~and~~or liabilities ~~that~~(level ~~were~~1 ~~accounted~~measurement) and ~~for~~the atlowest ~~fair~~priority ~~value~~to asunobservable atinputs ~~December~~(level ~~31,~~3 ~~2013~~measurement).

Recurring Fair Value Measures	Level 1			Level 2			Level 3			Total
LIABILITIES:
Derivative liabilities net September 30, 2013		$	-		$	-		$	434,464		$	434,464
Derivative liabilities net December 31, 2013		$	-		$	-		$	192,214		$	192,214

The three levels of the fair value hierarchy are as follows:

~~The~~Level ~~following~~1 ~~table~~– ~~summarizes~~Quoted ~~the~~prices ~~changes~~are available in ~~the~~active ~~derivative~~markets for identical assets or liabilities ~~during~~ as of the ~~period~~reporting ~~ended~~date. ~~December~~Active 31markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, ~~2013:~~marketable securities and listed equities.

Fair value as of October 1, 2013	$	434,464
Change in fair value		242,250
Ending balance as of December 31, 2013	$	192,214

Level 2 –

Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date.

~~The~~Level ~~gain~~3 on– ~~derivative~~Pricing ~~liabilities~~inputs ofinclude ~~$242,250 in~~significant ~~the~~inputs ~~accompanying~~that ~~consolidated~~are ~~statement~~generally ofless ~~operations~~observable ~~consists~~from ofobjective ~~the~~sources. ~~change~~These inputs may be used with internally developed methodologies that result in ~~fair~~management’s ~~value~~best estimate of ~~$242,250~~fair ~~noted above~~value.

The following ~~Company~~table ~~uses~~sets ~~the~~forth ~~Black-Scholes~~by ~~option~~level ~~pricing~~within ~~model~~the tofair value ~~the~~hierarchy ~~derivative liability and subsequent re-measurements. Included in~~ the ~~model~~Company’s ~~are~~financial ~~the~~assets ~~following~~and ~~assumptions:~~liabilities ~~stock~~that ~~price~~were ~~at valuation date of $0.0547, exercise price of $0.125, dividend yield~~accounted offor ~~zero,~~at ~~years~~fair tovalue ~~maturity~~as ofat ~~2.67,~~June ~~risk free rate of 0.09 – 0.8 percent~~30, ~~and~~ ~~annualized volatility of 292~~2014.~~63 – 478.27 percent.~~

5. RELATED PARTY TRANSACTIONS

Recurring Fair Value Measures	Level 1			Level 2			Level 3			Total
LIABILITIES:


Derivative liabilities net September 30, 2013		$	-		$	-		$	434,464		$	434,464
Derivative liabilities net June 30, 2014		$	-		$	-		$	78,454		$	78,454

AsThe offollowing table ~~December~~summarizes ~~31,~~the ~~2013,~~changes in the ~~Company~~derivative ~~owed~~liabilities ~~an officer~~during ~~$41,797~~the ~~for~~period ~~accounting~~ended ~~and~~June ~~consultancy~~30, ~~fees.~~2014:

6. EQUITY


Fair value as of October 1, 2013	$	434,464
Change in fair value		356,010

Ending balance as of June 30, 2014	$	78,454

~~During~~The gain ~~the~~on ~~three~~derivative ~~months~~liabilities ~~ended~~of ~~December 31~~$356, ~~2013~~010 in the ~~Company~~accompanying ~~issued~~consolidated ~~166,667~~statement ~~shares~~of operations consists of ~~common~~the ~~stock~~change ~~valued~~in fair atvalue of $12356,~~500~~010 ~~for~~noted ~~services rendered~~above.

7The Company uses the Black-Scholes option pricing model to value the derivative liability and subsequent re-measurements. Included in ~~COMMITMENTS~~the ~~AND~~model ~~CONTINGENCIES~~are the following assumptions: stock price at valuation date of $0.025, exercise price of $0.125, dividend yield of zero, years to maturity of 2.18, risk free rate of 0.09 – 0.8 percent, and annualized volatility of 253.27 – 373.55 percent.

In November 2012, Anio Limited (now named Lot 78 UK Limited) entered into a Consulting and Services Agreement with Iceberg Investments Management Group Limited , a British Virgin Islands corporation6. ~~This~~RELATED ~~document~~PARTY includes a provision that Lot78 UK Ltd would pay a success fee of USD$770,000 on the closing of any financing in the amount exceeding $3,000,000. The amount of the success fee purportedly payable reduces if the financing is less than $3,000,000. For these purposes, Iceberg have confirmed that no success fee would be payable if the financing is less than $1,450,000 and $500,000 whether by equity or loan raised from or introduced by Banque Benedict Hentsch & CIE SA is excluded. If Iceberg is not successful in obtaining financing for the Company within 18 months of a potential merger or transaction there are provisions that Lot78 UK Ltd provide a convertible promissory note.TRANSACTIONS

~~The Company is taking legal advice~~As onof ~~this~~June ~~document~~30, ~~the~~ ~~enforceability~~2014, ofthe ~~its~~Company ~~provisions~~owed ~~and~~an ~~reserves~~officer ~~its~~$58,065 ~~position~~for asaccounting ~~to whether~~and ~~such~~consultancy fees ~~will be payable under or pursuant to this document~~.

87. ~~SUBSEQUENT EVENTS~~EQUITY

OnDuring the ~~2nd~~Nine ~~January~~ months ended June, 2014, the Company ~~opened~~issued a723,334 ~~Letter~~shares of ~~Credit~~common ~~with~~stock ~~Bibby~~valued ~~Financial~~at ~~Services amounting to~~ $~~305~~26,~~085~~306 for ~~it’s~~services ~~Spring/Summer 14 production~~rendered. ~~This Letter of Credit was covered by the forward orders received from our customers and the total amount outstanding as of date of issuance of the financial statements is $5,509.~~

~~eND OF NOTES TO FINANCIALS~~8

78. COMMITMENTS AND CONTINGENCIES

~~ITEM~~In November 22012, Anio Limited (now named Lot 78 UK Limited) entered into a Consulting and Services Agreement with Iceberg Investments Management Group Limited, a British Virgin Islands corporation. ~~MANAGEMENT'S~~This ~~DISCUSSION~~document ~~AND~~includes ~~ANALYSIS~~a OFprovision ~~FINANCIAL~~that ~~CONDITION~~Lot78 ORUK ~~PLAN~~Ltd would OFpay ~~OPERATION~~a success fee of USD$770,000 on the closing of any financing in the amount exceeding $3,000,000. The amount of the success fee purportedly payable reduces if the financing is less than $3,000,000. For these purposes, Iceberg has confirmed that no success fee would be payable if the financing is less than $1,450,000 and $500,000 whether by equity or loan raised from or introduced by Banque Benedict Hentsch & CIE SA is excluded. If Iceberg is not successful in obtaining financing for the Company within 18 months of a potential merger or transaction there are provisions that Lot78 UK Ltd provide a convertible promissory note.

~~FORWARD-LOOKING~~The Company ~~STATEMENTS~~is taking legal advice on this document, the enforceability of its provisions and reserves its position as to whether such fees will be payable under or pursuant to this document.

This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, or implied, by those forward-looking statements9. ~~You~~ ~~can~~SUBSEQUENT identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms. These statements are only predictions. In evaluating these statements, you should consider various factors which may cause our actual results to differ materially from any forward-looking statements. Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.EVENTS

~~Overview~~As reported in our 8-K filed on August 22, 2014, the Company On August 18, 2014, completed the sale of a total of 44,436,686 shares of its common stock to two accredited investors in a private placement (the “Private Placement”) pursuant to the terms of stock purchase agreements entered into by and between the Company and each investor (the “Purchase Agreements”). The sales included (i) 23,993,891 shares sold to LIBANK S.A.L. (Levant Investment Bank) for $424,575 in cash and (ii) 20,442,795 shares sold to Cressida Investments LLC (“Cressida”) as repayment of the full amount of an existing non-recourse, interest-free and unsecured loan to the Company in the principal amount of £213,000.

~~Lot78, Inc. (the “Company”) designs,~~eND ~~markets,~~OF ~~distributes,~~NOTES ~~and~~TO sells apparel under the brand name "Lot78" to fashion-conscious consumers on four continents, including North America, Europe, Asia, and South America. We seek to be a trend setting leader in the design, marketing, distribution and sale of luxury street apparel. Our current collection is a full men’s and women’s contemporary ready-to-wear line which includes leather jackets, t-shirts, sweats, knitwear, accessories, jeans, chinos, and wool coats. We operate in three distinct but integrated segments: Wholesale, Consumer Direct and Core Services. Our Wholesale segment sells our products to industry-leading high-end global department stores, specialty retailers and boutiques; our Consumer Direct segment consists of e-commerce sales through our branded website located at www.lot78.com; and our Core Services segment provides product design, distribution, marketing and other overhead resources to the other segments.FINANCIALS

~~Executive Summary~~9

~~Our~~ITEM ~~results for the current quarter were in line with expectations~~2. ~~Historically,~~MANAGEMENT'S weDISCUSSION ~~rely~~AND onANALYSIS reOF ~~orders~~FINANCIAL ~~and~~CONDITION ~~online~~OR ~~sales~~PLAN ~~for~~OF ~~revenues in our first and third quarters with the bulk of our revenue being generated in the second and fourth quarters co-inciding with the Spring/Summer and Fall/Winter seasons.~~OPERATION

~~We are in the process of looking to have pre~~FORWARD-LOOKING ~~seasonal deliveries to our customers which if successful will generate greater revenues in our first and third quarters.~~STATEMENTS

~~Plan~~ This Management's Discussion and Analysis of ~~Operation~~Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, or implied, by those forward-looking statements. You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms. These statements are only predictions. In evaluating these statements, you should consider various factors which may cause our actual results to differ materially from any forward-looking statements. Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.

As of December 31, 2013, we had $49,947 of cash on hand. We incurred operating expenses in the amount of $273,576 during the period ended December 31, 2013. These operating expenses were comprised of general and administrative expenses, professional fees, directors’ and consulting fees, and other miscellaneous expenses.Overview

~~Our~~Lot78, Inc. ~~current~~(the ~~cash~~“Company”) ~~holdings~~designs, ~~will~~markets, ~~not~~distributes, ~~satisfy~~and sells apparel under the brand name "Lot78" to fashion-conscious ~~our~~consumers ~~liquidity~~on ~~requirements~~four continents, including North America, Europe, Asia, and weSouth ~~will~~America. ~~require~~We ~~additional~~seek ~~financing~~to be a trend setting leader in the design, marketing, distribution and sale of luxury street apparel. Our current collection is a full men’s and women’s contemporary ready-to-wear ~~pursue~~line ~~our~~which ~~planned~~includes ~~business~~leather ~~activities~~jackets, t-shirts, sweats, knitwear, accessories, jeans, chinos, and wool coats. We ~~are~~operate in ~~the~~three ~~process of~~distinct ~~seeking~~but ~~equity~~integrated segments: Wholesale, Consumer Direct and orCore ~~debt~~Services. ~~financing~~Our Wholesale segment sells our products to ~~fund~~industry-leading high-end global department stores, specialty retailers and boutiques; our ~~operations~~Consumer ~~over~~Direct segment ~~the~~consists ~~next~~of 12e-commerce ~~months~~sales through our branded website located at www.lot78.com; and our Core Services segment provides product design, distribution, marketing and other overhead resources to the other segments.

~~If we cannot generate sufficient revenues to~~Executive ~~continue operations, we will suspend or cease our operations.~~Summary

WeOur results dofor ~~not~~the ~~expect~~current quarter has seen a steady growth in revenues to $225,893 in a quarter which generally is a quiet one. Due to the ~~purchase~~seasonality orof ~~sale~~our business, the majority of ~~any~~our sales are booked in second and fourth quarters of the year which co-incide ~~significant~~with ~~equipment~~the Spring/Summer and ~~have~~Fall/Winter noseasons. ~~current~~However, ~~material~~the ~~commitments~~Company is now looking into opening up further delivery windows to our customers, which in turn may result in steady revenue stream across all four quarters.

~~Management believes that if subsequent~~Plan ~~placements~~of are successful, we will generate sufficient sales revenue to cover our operating costs within the following twelve months thereof. However, additional equity and or debt financing may not be available to us on acceptable terms or at all, and thus we could fail to satisfy our future cash requirements.Operation

8As of June 30, 2014, we had $79,957 of cash on hand. We incurred operating expenses in the amount of $255,008 during the three months ended June 30, 2014. These operating expenses were comprised of general and administrative expenses, professional fees, directors’ and consulting fees, and other miscellaneous expenses.

~~Revenues~~Our current cash holdings will not 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 our operations over the next 12 months.

~~We earned revenues of $55,730 for the~~If ~~period~~we ~~ended~~cannot ~~December~~generate ~~31,~~sufficient ~~2013~~revenues ~~compared~~ to ~~revenues~~continue ~~of $58~~operations,~~695~~ ~~for~~we ~~the~~will ~~period~~suspend ~~ended~~or ~~December~~cease ~~31, 2012. The decrease in revenues for the period ended December 31, 2013 can be attributed to~~ our ~~end of season Fall/Winter 13 stock being sold after the quarter end in February 2014 whereas our old stock for Fall/Winter 12 was sold in December 2012~~operations.

~~Cost~~We do not expect the purchase or sale of ~~Goods~~any ~~Sold~~significant equipment and have no current material commitments.

~~Cost of goods sold for the period ended December~~Management ~~31,~~believes ~~2013~~that ~~were~~if ~~$69,409~~subsequent ~~compared~~placements toare ~~$75~~successful,~~384~~ ~~for~~we ~~the~~will ~~period~~generate ~~ended~~sufficient ~~December~~sales ~~31,~~revenue ~~2012.~~to ~~Cost~~cover ofour ~~goods~~operating ~~sold represented 125% of sales~~costs ~~for~~within the ~~period~~following ~~ended~~twelve ~~December~~months 31thereof. However, ~~2013~~additional asequity ~~compared~~and toor ~~128%~~debt ~~for~~financing ~~the~~may ~~period~~not ~~ended~~be ~~December~~available ~~31,~~to ~~2012.~~us ~~For~~on ~~the~~acceptable terms ~~period~~or ~~ended~~at ~~December 31~~all, ~~2013~~and ~~the~~thus ~~decrease~~we ~~can~~could befail ~~attributed~~ to asatisfy ~~lower~~our ~~write~~future ~~down~~cash ~~off stock for Fall/Winter 13 compared to Fall/Winter 12~~requirements.

~~Expenses~~10

~~For the period ended December 31, 2013, total~~Results ~~general~~of ~~and~~Operations ~~administrative expenses increased $149,226, or 120%, to $273,576. This increase can be attributed to increased professional fees related to regulatory filings, increased travel costs~~ for ~~Fall/Winter 2013 sales, PR costs, employing an Italian Consultant for liasing with factories, increase in design team staff and salaries of~~ the ~~CEO~~Three and ~~CFO~~Nine ~~whose~~Months ~~costs~~Ended ~~were~~June ~~not incurred in the December 2012 quarter. We have also incurred one off costs relating to professional fees of $12~~30,~~500,~~ ~~pertaining~~2014 toand ~~preparation of filing of an S-1 document.~~2013

Working Capital
		At December 31, 2013		At September 30, 2013		Difference
Current Assets	$	258,072	$	531,929	$	(273,857)
Current Liabilities	$	1,147,217	$	1,358,481	$	211,264
Working Capital	$	(889,145)	$	(826,552)	$	(62,593)

Revenues

Cash Flows
		Three Months Ended December 31, 2013		Three Months Ended December 31, 2012
Net Cash (Used) Provided by Operating Activities	$	(220,644)	$	(75,228)
Net Cash (Used) Provided by Investing Activities	$	-	$	-
Net Cash (Used) Provided by Financing Activities	$	4,749	$	77,656
Net Effect of Foreign Currency Translation	$	(8,470)	$	14
Net (Decrease) Increase in Cash During the Period	$	(224,365)	$	2,442

We earned revenues of $225,983 for the three months ended June 30, 2014 compared to revenues of $92,591 for the three months June 30, 2013 an increase of 144%. For the Nine month period ended June 30, 2014 we earned revenues of $985,957 compared to $302,045 for the corresponding period in 2013 an increase of 226%. Increased revenues in the Nine month and three month period ended June 30, 2014 can be attributed to an increased customer base as a result of taking on Archetype Showroom as an agent for our US market and Four Marketing UK and Four Marketing International for our existing and new UK, European and Rest of the World market.

~~For~~Our core ~~the~~customers ~~period~~revenue ~~ended~~for ~~December~~the ~~31,~~periods ~~2013,~~have ~~net cash~~been ~~used~~steadily inincreasing ~~operating~~across ~~activities~~all ~~was~~markets ~~$220,644~~together aswith anew ~~result~~customers ofcoming ~~changes~~onto our inbooks ~~our~~for ~~working~~the ~~capital,~~current aquarter ~~net~~and ~~loss~~the ofnext ~~$57~~quarter,~~854~~ ~~and~~wherein awe ~~non~~have ~~cash derivative~~opened ~~gain~~new ofdoors ~~$242,250~~for the FW14 season.

~~For the period ended December 31, 2013, net~~Cost ~~cash provided by financing activities was $4,749 as a result~~ of ~~proceeds~~Goods ~~from debt of $45,322, and repayment of convertible debt of $40,573.~~Sold

WeCost of ~~will~~goods ~~require~~sold ~~additional~~for ~~funds~~the tothree ~~fund~~months ~~our budgeted~~ended ~~expenses~~June in30, ~~the~~2014 ~~future.~~were ~~These~~$235,247 ~~funds~~compared ~~may~~to ~~be raised through equity financing~~$69,082 ~~debt~~for ~~financing,~~the orthree ~~other~~months ~~sources,~~ended ~~which~~June ~~may~~30, ~~result~~2013. inCost ~~further~~of ~~dilution~~goods insold ~~the~~represented ~~equity~~104% ~~ownership~~ of ~~our~~sales ~~shares.~~for ~~For~~ the ~~period~~three months ended ~~December~~June 3130, ~~2013~~2014 weas ~~have~~compared ~~managed~~ to ~~raise~~75% for the three ~~$45,322~~months ~~through~~ended ~~debt~~June ~~financing~~30, 2013. ~~There~~This isincrease noin ~~assurance~~COGS ~~that~~as wea ~~will~~percentage beof ~~able~~sales tofor ~~maintain~~the ~~operations~~three atmonths aended ~~level~~June ~~sufficient~~30, ~~for~~2014 ancan be ~~investor~~attributed to ~~obtain~~selling a ~~return~~great onproportion ~~their~~of ~~investment~~our inout ~~our~~of ~~common~~season stock. ~~Furthermore, we may continue~~ to bediscount ~~unprofitable.~~retailers ~~We will need to raise additional funds~~ in the ~~future in order to proceed with our budgeted expenses~~UK. ~~Additionally,~~In ~~there~~the iscurrent ~~no assurance that~~quarter ~~any~~these ~~party~~were ~~will~~sold ~~advance additional funds~~ to usTJX inEurope ~~order~~a tosubsidiary ~~enable us to sustain our plan~~ of ~~operations~~TJX orInc toand ~~repay~~Brand ~~our liabilities~~Outlet.

9For the Nine months ended June 30, 2014, cost of goods sold were $748,152 compared to $246,239 for the corresponding period in 2013. Cost of goods sold represented 76% of sales for the Nine months ended June 30, 2014 as compared to 82% for the Nine months ended June 30, 2013. The decrease in COGS for the Nine months ended June 30, 2014 as compared to the same corresponding period for 2013, can be attributed to better prices being negotiated prices with our Italian factories and extra discounts being given due to the increase in our orders.

~~Liquidity and Capital Resources~~Expenses

~~Growth~~Expenses for ofthe ~~our~~three ~~operations~~months ~~will~~ended beJune ~~based~~30, on2014, ~~our ability~~expenses were $255,008, compared to ~~internally~~$170,455 ~~finance~~for ~~from~~the ~~operating~~three ~~cash~~month ~~flows,~~ended ~~and~~June ~~the~~30, ~~ability~~2013 an toincrease ~~raise~~of ~~funds~~50%. ~~through~~This ~~equity~~increase ~~and/or~~is ~~debt~~mainly ~~financing~~attributable to ~~increase~~ ~~sales~~, ~~and~~larger ~~production.~~sample ~~Our~~costs ~~primary~~due ~~sources~~to an increasing expansive collection, the cost of ~~liquidity~~employing ~~are:~~a ~~(i)~~CFO, ~~cash~~increased ~~from~~personnel ~~sales~~due ofto ~~our~~the ~~products;~~expansion of operations and ~~(ii)~~commissions ~~financing~~payable ~~activities.~~to Four Marketing and ~~Our~~Archetype ~~cash~~Showrooms. ~~balance~~This asincrease ofhas ~~December~~been ~~31,~~necessary ~~2013~~to isexpand ~~$49,947~~our operations and the corresponding effect can be seen in the increased turnover.

~~Our~~For the ~~Company~~Nine ~~has~~months ~~funded~~ended ~~some~~June 30, 2014 expenses were $980,634, compared to $565,207 for the corresponding period in 2013 an increase of ~~its~~73%. ~~operations~~This increase can be attributed to , larger sample costs due to an increasing expansive collection, increased travel costs ~~through~~for ~~debt~~Spring/Summer ~~financing~~2014 ~~with~~and ~~related~~Autumn/Winter ~~party~~2014 ~~transactions~~sales, and increased personnel due to the expansion of operations.

~~Inflation~~Liquidity and Financial Condition

~~The~~ Working 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.Capital

Going Concern

		At June 30, 2014		At September 30, 2013		Difference
Current Assets	$	417,424	$	531,929	$	(114,505)
Current Liabilities	$	1,697,063	$	1,358,481	$	(338,582)
Working Capital	$	(1,279,639)	$	(826,552)	$	(483,087)

~~For the three months ended December 31, 2013,~~ Cash our Company has a comprehensive loss of $82,972 and an accumulated deficit of $2,329,526. Our Company intends to fund operations through operational cash flow and equity/debt financing arrangements. These sources may be insufficient to fund its capital expenditures, working capital and other cash requirements for the future. In response to these problems, management intends to raise additional funds through public or private placement offerings. These factors, among others, raise substantial doubt about our Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.Flows

Off-Balance Sheet Arrangements

		Nine Months Ended June 30, 2014		Nine Months Ended June 30, 2013
Net Cash (Used) Provided by Operating Activities	$	(542,039)	$	(488,892)
Net Cash (Used) Provided by Investing Activities	$	(2,849)	$	28,964
Net Cash Provided by Financing Activities	$	331,389	$	404,202
Net Effect of Foreign Currency Translation	$	19,144	$	56,675
Net (Decrease) Increase in Cash During the Period	$	(194,355)	$	949

As of December 31, 2013, 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.11

~~Critical~~For the ~~Accounting~~period ~~Policies~~ended June 30, 2014, net cash used in operating activities was $542,039 as a result of changes in our working capital, a net loss of $432,826 and a non cash derivative gain of $356,010.

~~Our financial statements and accompanying notes~~For ~~have~~the ~~been~~period ~~prepared~~ended inJune ~~accordance~~30, ~~with~~2014, ~~United~~net ~~States~~cash ~~generally~~provided ~~accepted~~by ~~accounting~~financing ~~principles~~activities ~~applied~~was on$331,389 as a ~~consistent~~result ~~basis. The preparation~~ of ~~financial~~proceeds ~~statements~~from indebt ~~conformity~~of ~~with U.S. generally accepted accounting principles requires management to make~~$277,486, ~~estimates~~repayment ~~and~~of ~~assumptions~~convertible ~~that~~debt ~~affect the reported amounts~~ of ~~assets and liabilities~~$41,018 ~~the disclosure of contingent assets~~ and ~~liabilities at~~change ~~the~~in ~~date~~our offactoring ~~the~~facility ~~financial~~with ~~statements~~our ~~and~~factoring ~~the~~company ~~reported amounts~~ of ~~revenues and expenses during the reporting periods~~$94,921.

We will ~~regularly~~require ~~evaluate~~additional funds to fund our budgeted expenses in the ~~accounting~~future. ~~policies and~~These ~~estimates~~funds ~~that~~may webe ~~use~~raised tothrough ~~prepare~~equity ~~for~~financing, debt ~~financial~~financing, ~~statements.~~or Aother ~~complete~~sources, ~~summary~~which ofmay ~~these~~result ~~policies~~in isfurther ~~included~~dilution in the ~~notes~~equity ~~to our~~ownership ~~financial~~of ~~statements~~our shares. InFor ~~general~~the ~~management’s~~period ~~estimates~~ended June ~~are~~30, ~~based~~2014 onwe ~~historical~~have ~~experience~~managed to raise $277,486 onthrough ~~information~~debt ~~from~~financing. ~~third~~There is no assurance that we will be able to maintain ~~party~~operations ~~professionals,~~at ~~and~~a level sufficient for an investor to obtain a return on ~~various~~their ~~other~~investment ~~assumptions~~in ~~that~~our ~~are~~common ~~believed~~stock. Furthermore, we may continue to be ~~reasonable~~unprofitable. ~~under~~We will need to raise additional funds in the ~~facts~~future ~~and~~in ~~circumstances.~~order ~~Actual~~to proceed with our budgeted expenses. ~~results~~Additionally, ~~could~~there ~~differ~~is ~~from~~no ~~those~~assurance ~~estimates~~that ~~made~~any byparty ~~management~~will advance additional funds to us in order to enable us to sustain our plan of operations or to repay our liabilities.

~~Recently~~Liquidity and ~~Issued~~Capital ~~Accounting Pronouncements~~Resources

~~The~~Growth of ~~Company~~our ~~has~~operations ~~implemented~~will ~~all~~be ~~new~~based ~~accounting pronouncements~~on ~~that~~our ~~are~~ability into ~~effect.~~internally ~~These~~finance ~~pronouncements~~from ~~did~~operating ~~not~~cash ~~have~~flows, ~~any~~and ~~material impact on~~ the ~~financial~~ability ~~statements~~to ~~unless~~raise ~~otherwise~~funds ~~disclosed,~~through equity and/or ~~the~~debt ~~Company~~financing ~~does~~to ~~not~~increase ~~believe~~sales ~~that~~and ~~there~~production. ~~are~~Our ~~any~~primary ~~other~~sources ~~new~~of ~~accounting~~liquidity ~~pronouncements~~are: ~~that~~(i) ~~have~~cash ~~been~~from ~~issued that might~~sales ~~have~~of aour ~~material~~products; ~~impact~~and on(ii) ~~its~~financing ~~financial~~activities. ~~position~~Our orcash ~~results~~balance as of ~~operations~~June 30, 2014 is $79,957.

~~ITEM~~Our Company 3.has ~~QUANTITATIVE~~funded ~~AND~~some ~~QUALITATIVE~~of ~~DISCLOSURES~~its ~~ABOUT~~operations ~~MARKET~~through ~~RISK~~debt financing with related party transactions.

~~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.~~Inflation

10The 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.

~~ITEM 4. CONTROLS AND PROCEDURES~~Going Concern

~~Evaluation~~For the three months ended June 30, 2014, our Company has a comprehensive loss of ~~Disclosure~~$235,963 ~~Controls~~and an accumulated deficit of $2,704,498. Our Company intends to fund operations through operational cash flow and ~~Procedures~~equity/debt financing arrangements. These sources may be insufficient to fund its capital expenditures, working capital and other cash requirements for the future. In response to these problems, management intends to raise additional funds through public or private placement offerings. These factors, among others, raise substantial doubt about our Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

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 Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13aOff-~~15(e) and 15d-15(e) under the Securities Exchange Act of 1934 ("Exchange~~Balance ~~Act").~~Sheet Based upon that evaluation, our Principal Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures were not effective as of December 31, 2013, due to the material weaknesses resulting from the Board of Directors not currently having any independent members and no director qualifies as an audit committee financial expert as defined in Item 407(d)(5)(ii) of Regulation S-K, and controls were not designed and in place to ensure that all disclosures required were originally addressed in our financial statements. Please refer to our Annual Report on Form 10-K as filed with the SEC on January 21, 2014, for a complete discussion relating to the foregoing evaluation of Disclosures and Procedures.Arrangements

~~Changes~~As inat ~~Internal~~June 30, ~~Controls~~2014, ~~Over~~the ~~Financial~~Company had a commitment of €106,659.91 ($145,529.24) pertaining to a Letter of credit with our factory in ~~Reporting~~Italy for goods to be delivered in the next quarter.

~~Our management has also evaluated our internal~~Critical ~~control~~Accounting over financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of our last evaluation.Policies

~~The~~Our financial ~~Company~~statements isand ~~not~~accompanying ~~required~~notes byhave ~~current~~been ~~SEC rules~~prepared toin ~~include,~~accordance ~~and~~with ~~does~~United ~~not~~States ~~include,~~generally anaccepted ~~auditor's~~accounting principles ~~attestation~~applied ~~report~~on a consistent basis. The ~~Company's~~preparation ~~registered~~of ~~public~~financial ~~accounting~~statements ~~firm~~in ~~has~~conformity ~~not~~with U.S. generally accepted accounting ~~attested~~principles requires management to ~~Management's~~make ~~reports~~estimates onand assumptions that affect the ~~Company's~~reported ~~internal~~amounts ~~control~~of ~~over~~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.

~~PART~~We regularly IIevaluate -the ~~OTHER~~accounting ~~INFORMATION~~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.

~~ITEM 1. LEGAL PROCEEDINGS.~~12

~~We know of no material, existing or pending~~Recently ~~legal~~Issued ~~proceedings~~Accounting 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.Pronouncements

~~ITEM~~The Company 1Ahas implemented all new accounting pronouncements that are in effect. ~~RISK~~These ~~FACTORS~~pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

~~We are a smaller reporting company as defined~~ITEM by3. QUANTITATIVE ~~Rule~~AND ~~12b-2~~QUALITATIVE ofDISCLOSURES ~~the~~ABOUT ~~Securities~~MARKET ~~Exchange Act of 1934 and are not required to provide the information under this item.~~RISK

~~ITEM~~We are a smaller reporting company as defined by Rule 12b-2. ~~UNREGISTERED~~of ~~SALES~~the OFSecurities ~~EQUITY~~Exchange ~~SECURITIES~~Act ~~AND~~of ~~USE~~1934 OFand ~~PROCEEDS~~are not required to provide the information under this item.

1ITEM 4. CONTROLS ~~Quarterly~~AND ~~Issuances:~~PROCEDURES

~~During the quarter, the~~Evaluation ~~Company issued 166,667 shares~~ of ~~common~~Disclosure ~~stock~~Controls ~~for~~and ~~services rendered.~~Procedures

2Disclosure 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. ~~Subsequent~~Disclosure ~~Issuances:~~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 Principal Executive Officer and Principal 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 upon that evaluation, our Principal Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures were not effective as of June 30, 2014, due to the material weaknesses resulting from the Board of Directors not currently having any independent members and no director qualifies as an audit committee financial expert as defined in Item 407(d)(5)(ii) of Regulation S-K, and controls were not designed and in place to ensure that all disclosures required were originally addressed in our financial statements. Please refer to our Annual Report on Form 10-K as filed with the SEC on January 21, 2014, for a complete discussion relating to the foregoing evaluation of Disclosures and Procedures.

~~Subsequent to the quarter, the Company did~~Changes ~~not~~in ~~issue~~Internal ~~shares~~Controls ofOver ~~common~~Financial ~~stock.~~Reporting

~~ITEM~~Our management 3.has ~~DEFAULTS~~also ~~UPON~~evaluated ~~SENIOR~~our ~~SECURITIES~~internal control over financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of our last evaluation.

~~None~~The Company is not required by current SEC rules to include, and does not include, an auditor's attestation report. The Company's registered public accounting firm has not attested to Management's reports on the Company's internal control over financial reporting.

11PART II - OTHER INFORMATION

ITEM 4 1. LEGAL ~~MINE SAFETY DISCLOSURES~~PROCEEDINGS.

~~Not~~We know ~~Applicable~~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.

ITEM 5 1A. RISK ~~OTHER INFORMATION~~FACTORS.

~~None~~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 6. EXHIBITS~~13

Exhibit Number	Description	Filed
2.01	Share Exchange Agreement by and among the Company, the controlling stockholders of the Company, Anio Limited (Lot78), and the shareholders of Anio Limited (Lot78) dated November 12, 2012	Filed with the SEC on February 4, 2013 as part of our Current Report on Form 8-K.
3.01(a)	Articles of Incorporation filed with the Nevada Secretary of State on June 27, 2008	Filed with the SEC on September 9, 2008 as part of our Registration Statement on Form S-1.
3.01(b)	Certificate of Amendment to Articles of Incorporation filed with the Nevada Secretary of State on March 14, 2011	Filed with the SEC on December 20, 2012 as part of our Quarterly Report on Form 10-Q.
3.01(c)	Certificate of Amendment to Articles of Incorporation filed with the Nevada Secretary of State on January 31, 2013	Filed with the SEC on February 4, 2013 as part of our Current Report on Form 8-K.
3.01(d)	Certificate of Amendment to Articles of Incorporation filed with the Nevada Secretary of State on May 22, 2013	Filed with the SEC on November 29, 2013 as part of our Registration Statement on Form S-1.
3.02	Bylaws	Filed with the SEC on September 9, 2008 as part of our Registration Statement on Form S-1.
10.01	Supply Terms and Conditions	Filed with the SEC on July 19, 2013 as part of our Current Report on Form 8-K.
10.02	Unsecured Senior Convertible Promissory Note, effective August 30, 2013, by and between Lot78, Inc. and Banque Benedict Hentsch & Cie SA.	Filed with the SEC on September 4, 2013 as part of our Current Report on Form 8-K.
10.03	Unsecured Senior Convertible Promissory Note, effective September 9, 2013, by and between Lot78, Inc. and Monument Assets & Resources Company Ltd	Filed with the SEC on September 11, 2013 as part of our Current Report on Form 8-K.
10.04	Purchase and Resale Agreement dated December 30, 2013 by and between Lot78 UK and Bibby.	Filed with the SEC on January 6, 2014 as part of our Current Report on Form 8-K.
10.05	Recourse Factoring Agreement dated December 30, 2013 by and between Lot78 UK and Bibby.	Filed with the SEC on January 6, 2014 as part of our Current Report on Form 8-K.
16.01	Letter to the SEC from De Joya, Griffith & Company LLC dated November 19, 2012	Filed with the SEC on November 19, 2012 as part of our Current Report on Form 8-K.
21.01	List of Subsidiaries	Filed with the SEC on November 29, 2013 as part of our Registration Statement on Form S-1.
31.01	Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	Filed herewith.
31.02	Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	Filed herewith.
32.01	Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	Filed herewith.
32.02	Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	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.DEF*	XBRL Taxonomy Extension Definition Linkbase Document.	Filed herewith.
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document.	Filed herewith.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document.	Filed herewith.

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

*1. ~~Pursuant~~Quarterly 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.Issuances:

12During the quarter, the Company did not issue shares of common stock.

~~SIGNATURES~~2. Subsequent Issuances:

~~Pursuant~~Subsequent to the ~~requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934~~quarter, the ~~Registrant~~Company ~~caused~~did ~~this~~not ~~report~~issue toshares beof ~~signed~~common ~~on its behalf by the undersigned, thereunto duly authorized~~stock.

	LOT78, INC.
Date: February 27, 2014	/s/ Oliver Amhurst
	By: Oliver Amhurst
	Its: President and Chief Executive Officer
Date: February 27, 2014	/s/ Asgherali Gulamhussein
	By: Asgherali Gulamhussein
	Its: Chief Financial Officer

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

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 Registrant and in the capacities and on the dates indicated:None.

Date: February 27, 2014	/s/ Oliver Amhurst
	By: Oliver Amhurst
	Its: Director

ITEM 4. MINE SAFETY DISCLOSURES.

Date: February 27, 2014	/s/ Asgherali Gulamhussein
	By: Asgherali Gulamhussein
	Its: Director

Not Applicable.

13ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS

Exhibit Number	Description	Filed
2.01	Share Exchange Agreement by and among the Company, the controlling stockholders of the Company, Anio Limited (Lot78), and the shareholders of Anio Limited (Lot78) dated November 12, 2012	Filed with the SEC on February 4, 2013 as part of our Current Report on Form 8-K.
3.01(a)	Articles of Incorporation filed with the Nevada Secretary of State on June 27, 2008	Filed with the SEC on September 9, 2008 as part of our Registration Statement on Form S-1.
3.01(b)	Certificate of Amendment to Articles of Incorporation filed with the Nevada Secretary of State on March 14, 2011	Filed with the SEC on December 20, 2012 as part of our Quarterly Report on Form 10-Q.
3.01(c)	Certificate of Amendment to Articles of Incorporation filed with the Nevada Secretary of State on January 31, 2013	Filed with the SEC on February 4, 2013 as part of our Current Report on Form 8-K.
3.01(d)	Certificate of Amendment to Articles of Incorporation filed with the Nevada Secretary of State on May 22, 2013	Filed with the SEC on November 29, 2013 as part of our Registration Statement on Form S-1.
3.02	Bylaws	Filed with the SEC on September 9, 2008 as part of our Registration Statement on Form S-1.
10.01	Supply Terms and Conditions	Filed with the SEC on July 19, 2013 as part of our Current Report on Form 8-K.
10.02	Unsecured Senior Convertible Promissory Note, effective August 30, 2013, by and between Lot78, Inc. and Banque Benedict Hentsch & Cie SA.	Filed with the SEC on September 4, 2013 as part of our Current Report on Form 8-K.
10.03	Unsecured Senior Convertible Promissory Note, effective September 9, 2013, by and between Lot78, Inc. and Monument Assets & Resources Company Ltd	Filed with the SEC on September 11, 2013 as part of our Current Report on Form 8-K.
10.04	Purchase and Resale Agreement dated December 30, 2013 by and between Lot78 UK and Bibby.	Filed with the SEC on January 6, 2014 as part of our Current Report on Form 8-K.
10.05	Recourse Factoring Agreement dated December 30, 2013 by and between Lot78 UK and Bibby.	Filed with the SEC on January 6, 2014 as part of our Current Report on Form 8-K.
16.01	Letter to the SEC from De Joya, Griffith & Company LLC dated November 19, 2012	Filed with the SEC on November 19, 2012 as part of our Current Report on Form 8-K.
21.01	List of Subsidiaries	Filed with the SEC on November 29, 2013 as part of our Registration Statement on Form S-1.
31.01	Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	Filed herewith.
31.02	Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	Filed herewith.
32.01	Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	Filed herewith.
32.02	Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	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.DEF*	XBRL Taxonomy Extension Definition Linkbase Document.	Filed herewith.
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document.	Filed herewith.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document.	Filed herewith.

* 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.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	LOT78, INC.

Date: September 22, 2014	/s/ Oliver Amhurst
	By: Oliver Amhurst
	Its: President, Principal Executive Officer, Secretary, Treasurer and Director

Date: September 22, 2014	/s/ Asgherali Gulamhussein
	By: Asgherali Gulamhussein
	Its: Principal Financial Officer, Principal Accounting Officer, Controller and Director

Date: September 22, 2014	/s/ Oliver Amhurst
	By: Oliver Amhurst
	Its: President, Principal Executive Officer, Secretary, Treasurer and Director

Date: September 22, 2014	/s/ Asgherali Gulamhussein
	By: Asgherali Gulamhussein
	Its: Principal Financial Officer, Principal Accounting Officer, Controller and Director

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