UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

[X]	Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the quarterly period ended June 30, 2015
	For the quarterly period ended September 30, 2015
[ ]	Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934
	For the transition period from __________ to__________
	Commission File Number: 333-178482

~~Cannabis-Rx~~Praetorian Property, Inc.

(Exact name of registrant as specified in its charter)


Nevada	30-0693512
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

7702 E Doubletree Ranch Rd. Ste 300 Scottsdale AZ 88258
(Address of principal executive offices)

480.902.3399

(Registrant’s telephone number)

_______________________________________________________

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

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

[ ] Yes [X] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [X] 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.


[ ] Large accelerated filer	[ ] Accelerated filer
[ ] Non-accelerated filer	[X] 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 [X] No~~

~~State the number of shares outstanding of each of the issuer’s~~[ ] ~~classes~~Yes of[X] ~~common stock, as of the latest practicable date: 156,000,000 as of September 11, 2015~~No

State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 156,000,000 as of January 12, 2016

Table of Contents

TABLE OF CONTENTS
		Page
PART I – FINANCIAL INFORMATION			Page
PART I – FINANCIAL INFORMATION
Item 1:		Financial Statements	3
Item 1:	Financial Statements	3
Item 2:		Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 2:	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3:		Quantitative and Qualitative Disclosures About Market Risk	7
Item 3:	Quantitative and Qualitative Disclosures About Market Risk	7
Item 4:		Controls and Procedures	7
Item 4:	Controls and Procedures	7
PART II – OTHER INFORMATION
PART II – OTHER INFORMATION
Item 1:		Legal Proceedings	8
Item 1:	Legal Proceedings	10
Item 1A:		Risk Factors	8
Item 1A:	Risk Factors	10
Item 2:		Unregistered Sales of Equity Securities and Use of Proceeds	9
Item 2:	Unregistered Sales of Equity Securities and Use of Proceeds	10
Item 3:		Defaults Upon Senior Securities	9
Item 3:	Defaults Upon Senior Securities	10
Item 4:		Mine Safety Disclosures	9
Item 4:	Mine Safety Disclosures	10
Item 5:		Other Information	9
Item 5:	Other Information	10
Item 6:		Exhibits
Item 6:	Exhibits	10

Table of Contents

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Our consolidated financial statements included in this Form 10-Q are as follows:

~~F-1~~	~~Consolidated Balance Sheets as of June 30, 2015 and December 31, 2014 (unaudited);~~F-1	Consolidated Balance Sheets as of September 30, 2015 and December 31, 2014 (unaudited);
~~F-2~~	~~Consolidated Statements of Operations for the three and six months ended June 30, 2015 and 2014 (unaudited);~~F-2	Consolidated Statements of Operations for the three and nine months ended September 30, 2015 and 2014 (unaudited);
~~F-3~~	~~Consolidated Statements of Cash Flows for the six months ended June 30, 2015 and 2014 (unaudited); and~~F-3	Consolidated Statements of Cash Flows for the nine months ended September 30, 2015 and 2014 (unaudited); and
~~F-4~~	~~Notes to Unaudited Consolidated Financial Statements.~~F-4	Notes to Unaudited Consolidated Financial Statements.

These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the interim period ended ~~June~~September 30, 2015 are not necessarily indicative of the results that can be expected for the full year.

Table of Contents

~~CANNABIS-RX~~PRAETORIAN PROPERTY, INC.

~~CONSOLIDATED~~(Formerly CANNABIS-RX ~~BALANCE SHEETS~~INC.)

~~(unaudited)~~CONSOLIDATED BALANCE SHEETS

	June 30,			December 31,
	2015			2014
ASSETS
Real Estate Inventory
Properties held for sale	$	3,325,486		$	7,335,148
Properties under development		8,859,075			6,741,130
Real Estate Inventory		12,184,561			14,076,278
Properties held for investment
Buildings, net		656,123			672,465
Land		593,285			593,285
Properties held for investment, net		1,249,408			1,265,750
Cash		2,434,858			1,098,530
Rent Receivable		110,500			—
Prepaid income tax		25,000			—
Due from Berkshire Homes, Inc. – related party		52,496			156,968
Prepaid Expense		37,303			25,000
TOTAL ASSETS	$	16,094,126		$	16,622,526
LIABILITIES AND STOCKHOLDERS' DEFICIT
Accounts payable to related parties	$	20,459			10,420
Accounts payable and accrued expenses		39,500			72,991
Accrued interest		1,300,705			884,705
Security deposit		39,000			39,000
Option to purchase deposit		100,000			100,000
Promissory notes		16,250,000			16,250,000
Total Liabilities		17,749,664			17,357,116
Stockholders’ Deficit
Preferred stock, par value $0.0001, 50,000,000 authorized and 2,000,000 shares issued and outstanding on June 30, 2015 and December 31, 2014		200			200
Common stock, par value $0.0001, 1,500,000,000 shares authorized 156,000,000 and 156,000,000 shares issued and outstanding on June 30, 2015 and December 31, 2014, respectively		15,600			15,600
Additional paid-in capital		65,000			65,000
Share subscriptions receivable		(20,000	)		(20,000	)
Accumulated deficit		(1,716,338	)		(795,390	)
Total Stockholders' Deficit		(1,655,538	)		(734,590	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT		16,094,126			16,622,526

(unaudited)

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

	September 30,			December 31,
	2015			2014
ASSETS
Real Estate Inventory
Properties held for sale	$	5,359,374		$	7,335,148
Properties under development		7,879,617			6,741,130
Real Estate Inventory		13,238,991			14,076,278

Properties held for investment
Buildings, net		—			672,465
Land		—			593,285
Properties held for investment, net		—			1,265,750

Cash		3,858,440			1,098,530
Due from Berkshire Homes, Inc. – related party		3,619			156,968
Prepaid Expense		29,607			25,000
TOTAL ASSETS	$	17,130,657		$	16,622,526

LIABILITIES AND STOCKHOLDERS' DEFICIT
Accounts payable to related parties		47,503			10,420
Accounts payable and accrued expenses		82,023			72,991
Accrued interest		1,502,955			884,705
Security deposit		—			39,000
Option to purchase deposit		—			100,000
Promissory notes		16,250,000			16,250,000
Total Liabilities		17,882,481			17,357,116

Stockholders’ Deficit
Preferred stock, par value $0.0001, 50,000,000 authorized and 2,000,000 and 2,000,000 shares issued and outstanding on September 30, 2015 and December 31, 2014, respectively		200			200
Common stock, par value $0.0001, 1,500,000,000 shares authorized 156,000,000 and 156,000,000 shares issued and outstanding on September 30, 2015 and December 31, 2014, respectively		15,600			15,600
Additional paid-in capital		65,000			65,000
Share subscriptions receivable		(20,000	)		(20,000	)
Accumulated Deficit		(812,624	)		(795,390	)
Total Stockholders' Deficit		(751,824	)		(734,590	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT		17,130,657			16,622,526

~~F-1~~The accompanying notes are an integral part of these unaudited consolidated financial statements.

~~Table of Contents~~F-1

~~CANNABIS-RX,~~Table ~~INC.~~of Contents

~~CONSOLIDATED~~PRAETORIAN PROPERTY, ~~STATEMENTS OF OPERATIONS~~INC.

(~~unaudited~~Formerly CANNABIS-RX INC.)

	Three months ended June 30, 2015			Three months ended June 30, 2014			Six months ended June 30, 2015			Six months ended June 30, 2014
REVENUES	$	2,509,422		$	2,776,131		$	8,731,157		$	3,629,631
RENTAL INCOME		55,250			—			110,500			—
TOTAL REVENUES		2,564,672			2,776,131			8,841,657			3,629,631
COST OF SALES		3,069,716			2,573,782			8,981,461			3,336,115
GROSS PROFIT (LOSS)		(505,044	)		202,349			(139,804	)		293,516
EXPENSES
Depreciation		8,168			—			16,336			—
Consulting fees		25,000			—			55,000			11,500
General and administrative		47,720			107,741			121,633			117,601
Marketing and public relations		7,696			—			8,525			—
Professional fees		17,626			18,555			40,479			26,849
Management fees and expenses		80,526			35,776			123,171			54,526
TOTAL EXPENSES		186,736			162,072			365,144			210,476
INCOME (LOSS) FROM OPERATIONS		(691,780	)		40,277			(504,948	)		83,040
OTHER INCOME (EXPENSE)
Interest expense		(208,000	)		(213,479	)		(416,000	)		(372,438	)
Gain on settlement of loan receivable					71,878						71,878
TOTAL OTHER INCOME (EXPENSE)		(208,000	)		(141,601	)		(416,000	)		(300,560	)
NET INCOME (LOSS)	$	(899,780	)	$	(101,324	)	$	(920,948	)	$	(217,520	)
NET INCOME (LOSS) PER SHARE: BASIC AND DILUTED	$	(0.01	)	$	(0.00	)	$	(0.01	)	$	(0.00	)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED		156,000,000			156,000,000			156,000,000			138,444,444

CONSOLIDATED STATEMENTS OF OPERATIONS

~~Accompanying notes are an integral part of these~~ (unaudited ~~consolidated financial statements.~~)

F-2

	Three months ended September 30, 2015			Three months ended September 30, 2014			Nine months ended September 30, 2015			Nine months ended September 30, 2014
REVENUES	$	4,081,975		$	5,944,150		$	12,813,132		$	9,573,781

RENTAL INCOME		17,215			—			127,715			—
TOTAL REVENUES		4,099,190			5,944,150			12,940,847			9,573,781

COST OF SALES		2,770,034			5,092,800			11,751,495			8,428,915

GROSS PROFIT		1,329,156			851,350			1,189,352			1,144,866

EXPENSES
Depreciation		—			—			16,336			—
Consulting fees		—			—			55,000			11,500
General and administrative		94,328			83,328			215,961			200,839
Marketing and public relations		7,697			—			16,222			—
Professional fees		23,354			4,225			63,833			31,074
Management fees and expenses		41,196			54,664			164,367			109,190
TOTAL EXPENSES		166,575			142,127			531,719			352,603

INCOME (LOSS) FROM OPERATIONS		1,162,581			709,133			657,633			792,263

OTHER INCOME (EXPENSE)
Interest expense		(208,000	)		(208,000	)		(624,000	)		(580,438	)
Gain on settlement of loan receivable		—			—			—			71,878
Gain on sale of property held for investment		133			—			133			—
TOTAL OTHER INCOME (EXPENSE)		(207,867)			(208,000	)		(623,867)			(508,560	)

NET INCOME (LOSS) BEFORE INCOME TAXES		954,714			501,223			33,766			283,703

INCOME TAX EXPENSE		51,000			—			51,000			—

NET INCOME (LOSS)	$	903,714		$	501,223		$	(17,234)		$	283,703

NET INCOME PER SHARE: BASIC AND DILUTED	$	0.01		$	0.00		$	(0.00)		$	0.00

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED		156,000,000			156,000,000			156,000,000			155,800,000

~~Table~~Accompanying notes are an integral part of ~~Contents~~these unaudited consolidated financial statements.

~~CANNABIS~~F-~~RX, INC.~~2

~~CONSOLIDATED~~Table ~~STATEMENTS~~of ~~OF CASH FLOWS~~Contents

~~(unaudited)~~ PRAETORIAN PROPERTY, INC.

	Six months ended June 30, 2015			Six months ended June 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	(920,948	)	$	(217,520	)
Adjustments to reconcile net loss to net cash
used in operating activities
Gain on loan receivable		—			(71,878	)
Depreciation		16,336			—
Changes in assets and liabilities
Properties		1,891,717			(10,223,466	)
Accounts payable - related party		10,045			1,561
Accounts payable and accrued expenses		382,509			372,439
Receivable		(110,500	)		—
Prepaid expenses		(12,303	)		—
Income tax receivable		(25,000	)		—
Net cash provided by (used in) operating activities		1,231,856			(10,138,864	)
CASH FLOWS FROM INVESTING ACTIVITIES
Repayment from advances to Berkshire Homes, Inc.		104,472			—
Proceeds from loan receivable settlement		—			255,321
Loan receivable		—			(183,443	)
Net cash provided by investing activities		104,472			71,878
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of stock		—			2,000
Proceeds from promissory notes		—			8,000,000
Net cash provided by financing activities		—			8,002,000
NET CHANGE IN CASH		1,336,328			(2,064,986	)
CASH - BEGINNING OF PERIOD		1,098,530			2,186,879
CASH - END OF PERIOD	$	2,434,858		$	121,893
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	$	—		$	—
Cash paid for taxes	$	—		$	—
NON-CASH TRANSACTIONS:
Subscription receivable	$	—		$	20,000

(Formerly CANNABIS-RX INC.)

~~The accompanying notes are an integral~~CONSOLIDATED ~~part~~STATEMENTS ofOF ~~these~~CASH ~~unaudited consolidated financial statements.~~ FLOWS

~~F-3~~(unaudited)

Table of Contents

	Nine months ended September 30, 2015			Nine months ended September 30, 2014

CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	(17,234	)	$	283,703
Adjustments to reconcile net loss to net cash used in operating activities
Gain on sale of properties held for investment		(133	)
Depreciation		16,336			—
Changes in assets and liabilities
Real Estate Inventory		837,287			(8,163,491	)
Accounts payable - related party		37,083			8,169
Accounts payable and accrued expenses		627,282			742,846
Prepaid expenses		(4,607	)		—
Net cash provided by (used in) operating activities		1,496,014			(7,128,773	)

CASH FLOWS FROM INVESTING ACTIVITIES
Repayment from (advances to) Berkshire Homes, Inc.		153,349			(108,094	)
Purchase of property held for investment		—			(1,256,501	)
Proceeds from sale of property held for investment		1,110,547			—
Net cash provided by investing activities		1,263,896			(1,364,595	)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of stock		—			2,000
Proceeds from promissory notes		—			8,000,000
Net cash provided by financing activities		—			8,002,000

NET CHANGE IN CASH		2,759,910			(491,368	)

CASH - BEGINNING OF PERIOD		1,098,530			2,186,879

CASH - END OF PERIOD	$	3,858,440		$	1,695,511

SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	$	—		$	—
Cash paid for taxes	$	—		$	—

NON-CASH TRANSACTIONS:
Subscription receivable	$	—		$	20,000

~~CANNABIS-RX~~The ~~INC~~accompanying notes are an integral part of these unaudited consolidated financial statements.

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~F-3

~~(unaudited)~~Table of Contents

~~NOTE~~PRAETORIAN PROPERTY, ~~1 - NATURE OF OPERATIONS AND CONTINUANCE OF BUSINESS~~INC.

~~Organization~~(Formerly CANNABIS-RX ~~and Description of Business~~INC.)

~~Cannabis-RX Inc. (the “Company”) was incorporated~~NOTES inTO ~~Delaware~~CONSOLIDATED onFINANCIAL July 5, 2011. The business plan of the Company was to create a marketing and promotion platform for a stretch and fitness apparatus. On July 3, 2013, the Company changed its business to acquiring, improving and selling real property, and changed its name from L3 Corp. to Longview Real Estate, Inc. On January 30, 2014, the Company changed its name to Cannabis-Rx Inc. with the Company’s real estate business expanding to include the regulated cannabis industry by purchasing and selling real estate assets and leasing space and related facilities to licensed marijuana growers and dispensary owners for their operations. In addition, the Company plans to expand its business to provide financing and consulting services to the cannabis industry in addition to commercial real estate solutions.STATEMENTS

~~The accompanying unaudited interim financial statements of Cannabis-RX, Inc.~~ (~~the “Company”~~unaudited) 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, and should be read in conjunction with the Company’s audited 2014 annual financial statements and notes thereto filed on Form 10-K with the SEC. In the opinion of management, all adjustments, consisting of normal reoccurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods present have been reflected herein. The results of operation for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements, which would substantially duplicate the disclosure required in the Company’s fiscal 2014 financial statements have been omitted.

NOTE 21 –- ~~GOING~~NATURE ~~CONCERN~~ OF OPERATIONS AND CONTINUANCE OF BUSINESS

~~These~~Organization ~~consolidated financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets~~ and ~~discharge its liabilities~~Description ~~in the normal course~~ of business for the foreseeable future. The Company has incurred losses since inception resulting in an accumulated deficit of $1,716,338 as of June 30, 2015. Further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with loans and/or private placement of common stock. 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 result from this uncertainty.Business

~~NOTE~~Praetorian Property, Inc. (the “Company”) was incorporated in Delaware on July 5, 2011. On December 10, 2015, the Company moved to its state of incorporation to the State of Nevada. The business plan of the Company was to create a marketing and promotion platform for a stretch and fitness apparatus. On July 3, 2013, the Company changed its business to acquiring, improving and selling real property, and changed its name from L3 Corp. to Longview Real Estate, Inc. On January 30, 2014, the Company changed its name to Cannabis-Rx ~~REAL~~Inc. ~~ESTATE~~with ~~INVENTORY~~ the Company’s real estate business expanding to include the regulated cannabis industry by purchasing and selling real estate assets and leasing space and related facilities to licensed marijuana growers and dispensary owners for their operations. In addition, the Company plans to expand its business to provide financing and consulting services to the cannabis industry in addition to commercial real estate solutions. On September 30, 3015, the Company changed its name to Praetorian Property, Inc.

~~Inventories~~The accompanying unaudited ~~are~~interim ~~stated~~financial atstatements of Praetorian Property, Inc. (the ~~lower~~“Company”) have been prepared in accordance with accounting principles generally accepted in the United States of ~~cost~~America orand ~~market.~~the ~~During~~rules of the ~~current~~Securities ~~interim period~~and Exchange Commission, and should be read in conjunction with the Company’s ~~received~~audited ~~net~~2014 ~~proceeds~~annual financial statements and notes thereto filed on Form 10-K with the SEC. In the opinion of $1management,~~891~~ all adjustments,~~717~~ consisting of normal reoccurring adjustments, necessary for a fair ~~from~~presentation ~~real~~of ~~estate~~financial ~~properties~~position ~~purchased~~and the results of operations for ~~resale~~the interim periods present have been reflected herein. The results of operation for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements, which would substantially duplicate the disclosure required in the Company’s fiscal 2014 financial statements have been omitted.

Inventory balance: 12/31/2014	14,076,278
Properties Sold:	(8,960,603	)
Properties Acquired:	7,068,886
Ending Balance: (6/30/15)	12,184,561

NOTE 2 – GOING CONCERN

~~F-4~~These consolidated financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred losses since inception resulting in an accumulated deficit of $812,624 as of September 30, 2015. Further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with loans and/or private placement of common stock. 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 result from this uncertainty.

~~Table~~NOTE 3 of- ~~Contents~~REAL ESTATE INVENTORY

~~NOTE~~Inventories are stated 4at -the ~~PROMISSORY~~lower ~~NOTES~~ of cost or market. During the current interim period, the Company received net proceeds of $837,287 from real estate properties sales, net of purchases.

During 2013, the Company borrowed $150,000 under 2 notes at 18% interest per annum. The notes have matured but have not been declared in default. We continue to accrue interest at the face amount.

Inventory balance: 12/31/2014	14,076,278
Properties Sold:	(11,751,495	)
Properties Acquired:	10,914,208
Ending Balance: (9/30/15)	13,238,991

During ~~2013~~the period ended September 30, 2015, the Company ~~borrowed~~disposed of ~~$8,100,000~~a ~~under~~property 3held ~~notes~~for atinvestment 5%for ~~interest~~proceeds ~~per~~of ~~annum~~$1,110,547. ~~The~~This ~~promissory~~resulted ~~notes~~in ~~are~~a ~~unsecured~~gain ~~and~~on ~~mature~~disposition ~~twenty-four~~of ~~months from~~property ~~their~~held ~~issuances~~for investment of $133.

~~On January 27, 2014 the Company issued a promissory note in the principal amount of $~~F-4,000,000 at the interest rate of 5% per annum and due and payable twenty four months from the date of issuance, subject to acceleration in the event of default and may be prepaid in whole or in part without penalty or premium.

OnTable ~~February 19, 2014 the Company issued a promissory note in the principal amount~~ of $4,000,000 at the interest rate of 5% per annum and due and payable twenty four months from the date of issuance, subject to acceleration in the event of default and may be prepaid in whole or in part without penalty or premium. Contents

OnNOTE ~~March~~4 ~~27,~~- ~~2014~~PROMISSORY the Company entered into a secured lending agreement in the principal amount of $14,000,000 at the interest rate of 5% per annum and due and payable twenty four months from the date of issuance, subject to acceleration in the event of default and may be prepaid in whole or in part without penalty or premium. No funds have been received from this agreement as of March 31, 2014.NOTES

~~Total~~During 2013, ~~interest~~the ~~expense~~Company ~~recorded~~borrowed on$150,000 ~~the~~under two notes ~~for~~at 18% interest per annum. The promissory notes are unsecured. The notes ~~the~~have ~~periods~~matured ~~ended~~but ~~June~~have ~~30,~~not ~~2015~~been ~~and~~declared ~~2014~~in ~~was~~default. ~~$416,000~~We ~~and~~continue ~~$372,438~~to accrue interest at the face amount.

~~NOTE~~During 2013, the Company borrowed $8,100,000 under three notes at 5% -interest ~~RELATED~~per ~~PARTY~~annum. ~~TRANSACTIONS~~The promissory notes are unsecured. The notes have matured but have not been declared in default. We continue to accrue interest at the face amount.

~~As of~~On ~~June~~January 3027, ~~2015,~~2014 the Company ~~had~~issued a ~~balance~~promissory note in the principal amount of $204,~~459~~000,000 ~~owed~~at tothe ainterest ~~director~~rate ~~and~~of ~~officer~~5% ~~for~~per ~~management~~annum ~~fees~~and due and ~~expenses~~payable twenty ~~paid~~four onmonths ~~behalf~~ from the date of issuance, subject to acceleration in the ~~Company~~event of default and may be prepaid in whole or in part without penalty or premium.

~~During~~On ~~2014~~February 19, ~~the~~2014 the Company ~~advanced~~issued ~~$156,968~~a topromissory ~~Berkshire~~note ~~Homes~~in the principal amount of $4, ~~Inc.~~000,000 aat ~~public~~the ~~company~~interest ~~with~~rate aof ~~common~~5% ~~director~~per annum and ~~management.~~due ~~During~~and ~~the~~payable twenty ~~period,~~four months from the ~~Company~~date ~~repaid~~of ~~$104~~issuance,~~472,~~ ofsubject ~~the~~to ~~outstanding advances.~~acceleration Asin the event of ~~June~~default ~~30,~~and ~~2015,~~may ~~the~~be ~~outstanding~~prepaid ~~balance~~in ~~was~~whole $or ~~52,496~~in part without penalty or premium.

~~The~~On ~~balances~~March ~~owed~~27, to2014 orthe Company byentered ~~related~~into ~~parties~~a ~~are~~secured ~~unsecured~~lending agreement in the principal amount of $14, ~~non-~~000,000 at the interest ~~bearing~~rate of 5% per annum and due ~~repayable~~and onpayable ~~demand~~twenty four months from the date of issuance, subject to acceleration in the event of default and may be prepaid in whole or in part without penalty or premium. No funds have been received from this agreement as of September 30, 2015

~~F-5~~Total interest expense recorded on the notes for the periods ended September 30, 2015 and 2014 was $624,000 and $580,438.

~~Table~~NOTE of5 ~~Contents~~- RELATED PARTY TRANSACTIONS

~~Item~~As 2.of ~~Management’s~~September ~~Discussion~~30, ~~and~~2015, the ~~Analysis~~Company had a balance of ~~Financial~~$47,503 ~~Condition~~owed to a director and ~~Results~~officer for management fees and expenses paid on behalf of ~~Operations~~the Company.

~~Forward-Looking~~During ~~Statements~~2014, the Company advanced $156,968 to Berkshire Homes, Inc., a public company with a common director and management. During 2015, the Company received repayments of $153,349, of the outstanding advances. As of September 30, 2015, the outstanding balance was $ 3,619.

~~Certain~~The ~~statements,~~balances ~~other~~owed ~~than purely historical information, including estimates, projections, statements relating~~ to ~~our~~or business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements.” These forward-looking statements generally are identified by ~~the words “believes,” “project,” “expects,” “anticipates,”~~ ~~“estimates,”~~related ~~“intends,”~~parties ~~“strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements~~ are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on our operations and future prospects on a consolidated basis includeunsecured, ~~but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital,~~ non-interest ~~rates,~~bearing ~~competition,~~ and ~~generally~~repayable ~~accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed~~ on ~~such statements~~demand.

~~Company Overview~~F-5

WeTable ~~were incorporated on July 5, 2011 in the State~~ of Delaware. We are engaged in the business of acquiring a portfolio of distressed properties in certain strategic areas at deep discounts, rehabilitating these properties and selling or leasing them for the quickest and highest return possible. In conjunction with these real estate operations, in January 2014, we began catering to the real estate needs of the regulated cannabis industry, in states and other locations where such business is licensed and permitted. In this niche market, we plan to purchase real estate assets and lease growing space and related facilities to licensed marijuana growers and dispensary owners for their operations.Contents

~~To date, we have raised $16,250,000 through the sale of unsecured~~Item ~~promissory notes~~2. WeManagement’s ~~continue~~Discussion toand ~~seek~~Analysis ~~out~~of ~~the~~Financial ~~best~~Condition ~~financing~~and ~~opportunities~~Results inof ~~order~~Operations ~~to deploy funds into our business operations that we believe best suited to the real estate industry, as well as pursue real estate opportunities in the cannabis industry.~~

~~Commercial~~Forward-Looking ~~Real Estate Solutions~~Statements

WeCertain ~~have~~statements, ~~been~~other than ~~searching~~purely inhistorical ~~Colorado~~information, ~~Washington~~including estimates, ~~Florida~~projections, statements relating to our business plans, objectives, and ~~California~~expected oroperating ~~properties~~results, toand ~~acquire~~the ~~suited~~assumptions toupon ~~the~~which ~~cannabis~~those ~~industry~~statements are based, are “forward-looking statements.” These Weforward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” to“will ~~evaluate~~likely result,” and ~~consider~~similar ~~the~~expressions. ~~purchase~~Forward-looking ~~of industrial~~statements ~~commercial~~are ~~buildings~~based on current expectations and assumptions that are insubject to risks and uncertainties which may cause actual results to differ materially from the ~~designated~~forward-looking ~~zoned~~statements. ~~areas~~Our ability to predict results or the actual effect of ~~municipalities.~~future Toplans ~~date,~~or ~~after~~strategies ~~extensive~~is ~~due~~inherently ~~diligence, we~~uncertain. Factors which could have ~~acquired~~a ~~only~~material ~~two~~adverse effect ~~properties~~on ~~suited~~our ~~for~~operations ~~cannabis~~and ~~use.~~future ~~Furthermore,~~prospects ~~the~~on ~~final~~a ~~use~~consolidated ofbasis ~~these~~include, ~~properties~~but isare not limited to: changes in economic conditions, ~~the~~legislative/regulatory ~~cannabis~~changes, ~~industry~~availability of capital, interest rates, competition, and generally accepted accounting principles. These ~~One~~risks ofand ~~these~~uncertainties ~~properties~~should ~~was~~also ~~sold~~be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.

InCompany order to attract cannabis-related tenants to lease our properties, we are willing to renovate these spaces based on the requirements of the business, and incorporate these additional costs into their lease. For example, if it is a grow facility we will provide significant electrical, HVAC, and security upgrades. Often these tenant improvements are the responsibility of the leasee. Additionally, we are willing to facilitate these improvements by offering to consult on the build-out of their facility and/or capital based on the needs of the tenant, the term of the lease, and their business model. However, after our due diligence certain projects were not pursed inasmuch as they failed to meet our underwriting standards.Overview

InWe ~~the~~were ~~marijuana space, tenants typically pay a 30 –~~incorporated 40on ~~percent~~July ~~premium~~5, to2011 ~~lease space to operate~~ in, ~~simply due to~~ the ~~nature~~State of ~~the business~~Delaware. WeOn ~~plan~~December to10, ~~offer~~2015, ~~our~~we ~~space~~re-domiciled atour acompany ~~lesser premium~~ to the ~~usual~~State 30of ~~- 40 percent~~Nevada. ~~Our~~We ~~targets~~ are engaged 20in -the 30business ~~percent.~~of ~~Notwithstanding,~~acquiring wea ~~have~~portfolio ~~been~~of ~~unable~~distressed ~~to find~~ properties in ~~this~~certain ~~space~~strategic toareas ~~meet~~at ~~this~~deep ~~criteria~~discounts, rehabilitating ~~and~~these weproperties ~~are~~and ~~finding~~selling ~~that~~or itleasing isthem ~~more~~for ~~difficult~~the toquickest ~~obtain~~and ~~financing~~highest ~~from~~return ~~reputable~~possible. ~~lenders~~In asconjunction with athese ~~result~~real ofestate ~~our~~operations, ~~plans~~ in ~~the~~January ~~cannabis~~2014, ~~industry.~~we Webegan ~~are~~catering ~~considering~~to ~~reducing~~the ~~our~~real ~~focus~~estate inneeds of the regulated cannabis ~~space~~industry, in states and ~~refocusing~~other ~~our efforts~~locations towhere ~~our~~such ~~primary~~ business ofis ~~real~~licensed ~~estate acquisitions~~ and ~~sales~~permitted.

4We recently decided to refocus our efforts on our core business – real estate acquisition and disposition - and to abandon our efforts in the cannabis industry. We spent a lot of time and effort trying to purchase real estate assets and lease them to licensed cannabis operators. The effort to locate and acquire these rental properties required more due diligence than anticipated and invariably resulted in a lack of suitable space that fit our parameters. Unlike purchasing and selling real property, the rental property business entails additional features, including maneuvering zoning issues, finding the right size, space and layout of the property, along with locating suitable tenants with the proper licensing. Moreover, we found it difficult to obtain financing and conduct banking operations with our corporate name as “Cannabis.” Despite the momentum involved in the legalization of cannabis in many states, there remains significant resistance in the form of banking regulations, financing terms, zoning and other obstacles that make it difficult to operate.

~~Table~~Despite the difficulties encountered in the cannabis industry, such as maintaining banking relationships and obtaining financing, our core business of ~~Contents~~acquiring and disposing of real property continues to be viable. As a result of the forward progress we have made in our core business and the difficulties presented in the cannabis industry, we have decided to reevaluate our primary business objectives. While we have not abandon our efforts in the cannabis industry, we have decided to refocus our primary efforts on our core business – real estate acquisition and disposition. As a result, we have change our name from “Cannabis-Rx, Inc.” to “Praetorian Property, Inc.” We have also decided to expand our efforts to acquire real estate by looking at potential markets abroad, including Canada.

InTo ~~Florida~~date, we ~~purchased~~have ~~and~~raised ~~rehabilitated~~$16,250,000 through athe ~~9.23~~sale ~~acre~~of ~~property totaling~~unsecured ~~209,000~~promissory ~~square~~notes. ~~feet~~We incontinue ato ~~trio~~seek ofout ~~industrial~~the ~~buildings~~best tofinancing ~~house~~opportunities ~~cannabis~~in ~~operations.~~order ~~However,~~to ~~because~~deploy ~~the~~funds into ~~ballot~~our ~~measure did~~business ~~not~~operations ~~receive~~that ~~60%~~we ~~voter~~believe ~~approval~~best suited to the ~~measure~~real ~~failed~~estate industry. ~~Regardless,~~We we are ~~confident~~hopeful inthat our ~~ability~~name change and decision to ~~maximize~~abandon ~~the~~rental ~~value~~property offor ~~the asset~~cannabis ~~and~~related businesses will ~~market~~increase our changes at obtaining capital. We hope to secure the ~~property~~lowest cost financing possible to build our inventory of properties for ~~sale~~resale.

At present, we have acquired 69 properties for a total cost of $25,350,652. Of the 69 properties, 51 have been rehabilitated and sold or are under contract for sale,7 have been rehabilitated and are listed for sale, and 0 properties are held for investment purposes. The remaining11 properties are in the process of rehabilitation, except for 0 properties that we hold for investment. To date, we now own three classes of real estate: single family, multi-family and commercial, all of which are located in Florida, Illinois, California, Ohio, Michigan, Arizona and Washington. Some of these properties are held by us and some are held in our wholly-owned subsidiary, Praetorian Capital, LLC, a Florida limited liability company formed on October 22, 2013. The one property we owned in Colorado has been sold.4

~~Financing~~Table ~~and~~of ~~Consulting Services~~Contents

~~While~~At present, we ~~continue~~have toacquired be69 properties ~~willing~~for toa ~~consider~~total ~~and~~cost ~~provide~~of ~~financing and~~$25,350,652. ~~consulting~~Of ~~services~~the to69 properties, ~~the~~54 ~~cannabis~~have ~~industry,~~been inrehabilitated ~~addition~~and tosold ~~our~~or ~~commercial~~are ~~real~~under ~~estate~~contract ~~solutions~~for sale, we11 have ~~not~~been ~~undertaken~~rehabilitated ~~such proposals~~and ~~based~~are onlisted ~~our~~for sale, ~~due~~and ~~diligence.~~0 Weproperties ~~will~~are ~~continue~~held tofor ~~entertain~~investment ~~financing~~purposes. ~~options~~The ~~with~~remaining ~~licensed~~11 orproperties ~~existing~~are ~~operators~~in ~~within~~ the ~~marijuana~~process ~~industry~~of ~~that require start-up, operating or expansion capital~~rehabilitation. ~~As previously indicated~~To date, we ~~have~~now ~~invested~~own inthree ~~two building~~classes ~~designated~~of toreal beestate: ~~used~~single infamily, ~~the~~multi-family ~~cannabis~~and ~~industry.~~commercial, Weall ~~will~~of ~~also~~which ~~consider~~are ~~providing~~located ~~capital~~in toFlorida, Illinois, ~~current~~California, ~~and~~Ohio, ~~potential~~Michigan ~~tenants of~~and ~~our~~Washington. ~~buildings~~Some ~~that~~of ~~require~~these ~~funding~~properties toare ~~refinance~~held ~~current~~by ~~debt,~~us asand ~~long~~some asare ~~they~~held ~~meet~~in our ~~underwriting~~wholly-owned subsidiary, ~~criteria.~~Praetorian ~~Additionally~~Capital, we ~~offer~~LLC, ~~sale-and-leaseback~~a ~~financing~~Florida ~~arrangements~~limited ~~with~~liability ~~tenant~~company ~~purchase~~formed ~~options.~~on ~~These~~October ~~types~~22, of2013. ~~financing~~One ~~solutions~~property ~~provide~~has ~~flexibility~~been subdivided ~~for~~into ~~our~~8 ~~tenants long-term, while capitalizing their operations~~units.

~~Through~~Results ~~our network~~ of ~~real~~Operations ~~estate experts - legal, licensing,~~for ~~construction and growing - we plan to provide consulting services to our tenants in~~ the ~~marijuana~~three ~~industry~~months ~~trying~~ended toSeptember ~~navigate the real estate/zoning process and/or regulatory environment. We provide counsel to help businesses set up their grow operations. Specifically~~30, we ~~can~~2015 ~~provide guidance/counsel regarding construction management~~ and ~~grow~~2014 ~~design (electrical, HVAC, lighting, etc.). We are also looking into providing regulatory compliance consulting.~~

~~Results of Operations for the three and six months ended June 30, 2015 and 2014~~ Revenues

~~Revenues~~We generated sales of $4,081,975 and net rental income of $17,215 for the three months ended September 30, 2015, as compared with sales of $5,944,150 for the same period ended 2014. We generated sales of $12,813,132 and net rental income of $127,715 for the nine months ended September 30, 2015, as compared with sales of $9,573,781 for the same period ended 2014. We expect our sales to continue to climb in 2015 as we dispose of the properties that we have previously acquired.

~~We generated~~Our ~~sales~~cost of sales totaled $2,~~509~~770,~~422~~034 ~~and rental income of $55,250~~ for the three months ended ~~June~~September 30, 2015, as compared with ~~sales~~ of $25,~~776~~092,~~131~~800 ~~and $0 rental income~~ for the same period ended 2014. WeOur ~~generated~~cost of sales oftotaled $811,~~731~~751,~~157~~495 ~~and rental incomeof $110,500~~ for the ~~six~~nine months ended ~~June~~September 30, 2015, as compared with ~~sales of~~ $38,~~629~~428,~~631~~915 ~~and $0 rental income~~ for the same period ended 2014. WeOur ~~expect~~costs ~~our~~of sales toincludes: ~~continue~~purchase toprice, ~~climb~~rental inexpenses, ~~2015~~rehabilitation, asescrow, weclosing ~~dispose~~costs, ofand ~~the properties that we have previously acquired~~commissions.

~~Our~~We ~~cost~~recorded ofa ~~sales~~gross ~~totaled~~profit of $31,~~069~~329,~~716~~156 for the three months ended ~~June~~September 30, 2015, as compared with a gross profit of $2851,~~573,782~~350 for the same period ended 2014. ~~Our~~We ~~cost~~recorded ofa ~~sales~~gross ~~totaled~~profit of $81,~~981~~189,~~461~~352 for the ~~six~~ nine months ended ~~June~~September 30, 2015, as compared with a gross profit of $31,~~336~~144,~~115~~866 for the same period ended 2014. ~~Our costs of sales includes: purchase price, rental expenses, rehabilitation, escrow, closing costs, and commissions.~~

WeOperating recorded a gross loss of $505,044 for the three months ended June 30, 2015, as compared with a gross profit of $202,349 for the same period ended 2014. We recorded a gross loss of $139,804 for the six months ended June 30, 2015, as compared with a gross profit of $293,516 for the same period ended 2014.Expenses

5Operating expenses increased to $166,575 for the three months ended September 30, 2015 compared to $142,127 for the three months ended September 30, 2014. Our operating expenses for the three months ended September 30, 2015 consisted of general and administrative expenses of $94,328, management fees and expenses of $41,196, professional fees of $23,354 and marketing and public relations fees of $7,697. In comparison, operating expenses for the three months ended September 31, 2014 consisted of management fees and expenses of $54,664, professional fees of $4,225 and general and administrative expenses of $83,238

~~Table~~Operating expenses increased to $531,719 for the nine months ended September 30, 2015 compared to $352,603 for the nine months ended September 30, 2014. Our operating expenses for the nine months ended September 30, 2015 consisted of ~~Contents~~general and administrative expenses of $215,961, management fees and expenses of $164,367, professional fees of $63,833, deprecation of $16,336, consulting fees of $55,000 and marketing and public relations fees of $16,222. In comparison, our operating expenses for the nine months ended September 30, 2014 consisted of management fees and expenses of $109,190, consulting fees of $11,500, professional fees of $31,074 and general and administrative expenses of $200,839.

~~Operating~~We ~~Expenses~~anticipate our operating expenses will increase as we continue our business operations. The increase will be attributable to administrative and operating costs associated the acquisition, renovation and sale of residential properties and the professional fees associated with our reporting obligations under the Securities Exchange Act of 1934.

~~Operating~~Other expenses increased to $186,736 for the three months ended June 30, 2015 compared to $162,072 for the three months ended June 30, 2014. Our operating expenses for the three months ended June 30, 2015 consisted of general and administrative expenses of $47,720, management fees and expenses of $80,526, professional fees of $17,626, deprecation of $8,168, consulting fees of $25,000 and marketing and public relations fees of $7,696. In comparison, our operating expenses for the three months ended June 30, 2014 consisted of management fees of $35,776, professional fees of $18,555 and general and administrative expenses of $107,741.Expenses

~~Operating~~Other expenses ~~increased to~~ of $~~365~~207,~~144~~867 for the ~~six~~three months ended ~~June~~September 30, 2015, were ~~compared~~comparable to $~~210~~208,~~476~~000 for the ~~six~~three months ended ~~June~~ September 30, 2014. ~~Our~~Other ~~operating~~ expenses for ~~the~~both ~~six~~periods ~~months~~mainly ~~ended June 30, 2015~~ consisted of ~~general~~interest ~~and administrative~~ expenses. ofOther ~~$121,633, management fees and~~ expenses ofincreased to $~~123~~623,~~171,~~867 ~~professional~~for ~~fees~~the ofnine ~~$40,479,~~months ~~deprecation~~ended ofSeptember ~~$16~~30,~~336~~ 2015, ~~consulting~~from ~~fees of~~ $55508,~~000~~560 ~~and~~for ~~marketing~~the ~~and~~nine ~~public~~months ~~relations~~ended ~~fees~~September ~~of $8~~30,~~525~~ 2014. InOther ~~comparison,~~expenses for ~~our~~both ~~operating~~periods ~~expenses~~mainly ~~for~~consisted ~~the~~of ~~six~~interest ~~months~~expenses. ~~ended~~We ~~June~~expect ~~30,~~that ~~2014~~interest ~~consisted~~expenses ofwill ~~management~~increase ~~fees~~as ofwe ~~$54,526,~~plan ~~professional~~to ~~fees~~take ofon ~~$26,849,~~more ~~general~~debt ~~and~~to ~~administrative~~finance ~~expenses~~our ofproperty ~~$117,601~~acquisitions ~~and~~resulting ~~consulting~~in ~~fees~~higher ofinterest ~~$11,500~~expenses.

We anticipate our operating expenses will increase as we continue our business operations. The increase will be attributable to administrative and operating costs associated the acquisition, renovation and sale of residential properties and the professional fees associated with our reporting obligations under the Securities Exchange Act of 1934.5

~~Interest~~Table ~~Expenses~~of Contents

~~Interest~~Net expenses increased to $208,000 for the three months ended June 30, 2015, from $213,479 for the three months ended June 30, 2014. Interest expenses increased to $416,000 for the six months ended June 30, 2015, from $372,438 for the six months ended June 30, 2014. We expect that interest expenses will increase as we plan to take on more debt to finance our property acquisitions resulting in higher interest expenses.Income

~~Net~~We ~~Loss~~recognized net income before income tax expense of $954,714 for the three months ended September 30, 2015, compared to net income of $501,223 for the three months ended September 30, 2014. We recognized net income before income tax expense of $33,766 for the nine months ended September 30, 2015, compared to net income before income tax expense of $283,703 for the nine months ended September 30, 2014.

We recorded income ~~recognized~~tax aexpense ~~net loss~~ of $~~899~~51,~~780~~000 ~~for~~on the three ~~months ended~~and ~~June~~six ~~30,~~month ~~2015,~~periods ~~compared to a net loss of $101,324 for the three months~~ ended ~~June~~September 30, ~~2014~~2015. WeThe ~~recognized~~Company aincurred ~~net~~no ~~loss~~income ~~of $920,948~~tax ~~for~~expenses ~~the six months ended June 30, 2015, compared to a net loss of $217,520~~ for the ~~six~~same ~~months~~periods ~~ended~~in ~~June 30,~~ 2014.

Liquidity and Capital Resources

As of ~~June~~September 30, 2015, we had total assets of $1617,~~094~~130,~~126~~657 consisting mostly of cash and our real property inventory. We had total liabilities of $17,~~749~~882,~~664~~ 481 as of ~~June~~September 30, 2015.

Operating activities provided $1,~~231~~496,~~856~~014 in cash for the ~~six~~ nine months ended ~~June~~September 30, 2015, as compared with $107,~~138~~128,~~864~~773 used for the ~~six~~nine months ended ~~June~~ September 30, 2014. Our positive operating cash flow for 2015 was mainly a result of changes associated with our real property inventory and accounts payable and accrued expenses.

Investing activities provided $~~104~~1,~~472~~263,896 in cash for the ~~six~~ nine months ended ~~June~~September 30, 2015, as compared with $711,~~878~~364,595 ~~provided~~used for the ~~six~~nine months ended ~~June~~ September 30, 2014. Our positive investing cash flow for the ~~six~~nine months ended ~~June~~September 30, 2015 was mainly a result of proceeds from the sale of property held for investment and a payment received on advances from Berkshire Homes, Inc.

Financing activities for the nine ~~six~~ months ended ~~June~~September 30, 2015 generated $-0- in cash, as compared with cash flows provided by financing activities of $8,002,000 for the ~~six~~nine months ended ~~June~~ September 30, 2014.

To date, we have raised $16, 250,000 through the sale of unsecured promissory notes. We continue to seek out the best financing opportunities in order to deploy funds into business operations that we believe best suited in the cannabis industry, as well as continue to pursue our real estate activities.

As of ~~June~~September 30, 2015, we had $23,~~434,~~858,440 in cash. With the cash on hand, we have sufficient cash to operate our business at the current level for the next twelve months. Our plan, however, is to acquire more properties, and to do this, we intend to fund our expansion through debt and/or equity financing arrangements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all.

6Going Concern

~~Table~~The accompanying financial statements have been prepared on a going concern basis which assumes we will be able to realize our assets and discharge our liabilities in the normal course of ~~Contents~~business for the foreseeable future. We have incurred losses since inception resulting in an accumulated deficit of $812,624 as of September 30, 2015 and further losses are anticipated in the development of our business raising substantial doubt about our ability to continue as a going concern. The ability to continue as a going concern is dependent upon generating profitable operations in the future and/or to obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they come due. Management anticipates financing operating costs over the next twelve months with loans and/or private placement of common stock. 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 result from this uncertainty.

~~Going~~Critical ~~Concern~~Accounting Policies

~~The~~In ~~accompanying~~December ~~financial~~2001, ~~statements~~the ~~have been prepared~~SEC onrequested athat ~~going~~all ~~concern~~registrants ~~basis~~list ~~which~~their ~~assumes~~most we“critical ~~will~~accounting bepolices” ~~able to realize our assets and discharge our liabilities~~ in the ~~normal~~Management ~~course of~~Discussion ~~business~~and ~~for the foreseeable future~~Analysis. The WeSEC ~~have~~indicated ~~incurred~~that ~~losses~~a ~~since~~“critical ~~inception~~accounting ~~resulting~~policy” inis anone ~~accumulated~~which ~~deficit~~is ofboth ~~$1,716,338 as~~important ofto ~~June 30, 2015 and further losses are anticipated in~~ the ~~development~~portrayal of ~~our business raising substantial doubt about our ability to continue as~~ a ~~going concern. The ability to continue as a going concern is dependent upon generating profitable operations in~~company’s ~~the~~financial ~~future~~condition and~~/or~~ toresults, ~~obtain the necessary financing to meet our obligations~~ and ~~repay~~requires ~~our~~management’s ~~liabilities~~most ~~arising~~difficult, ~~from~~subjective ~~normal~~or ~~business operations~~complex ~~when~~judgments, ~~they~~often ~~come~~as ~~due.~~a ~~Management anticipates financing operating costs over the next twelve months with loans and/or private~~result ~~placement~~ of ~~common~~the ~~stock.~~need ~~These~~to ~~financial~~make ~~statements~~estimates doabout ~~not include any adjustments relating to~~ the ~~recoverability~~effect ~~and classification~~ of ~~recorded~~matters ~~asset amounts, or amounts and classification of liabilities~~ that ~~might~~are ~~result~~inherently ~~from this uncertainty~~uncertain.

~~Critical~~Our ~~Accounting~~critical ~~Policies~~accounting policies are set forth in Note 2 to the financial statements contained in our Annual Report on Form 10-K filed with the Securities and Exchange Commission on July 23, 2015.

In December 2001, the SEC requested that all registrants list their most “critical accounting polices” in the Management Discussion and Analysis. The SEC indicated that a “critical accounting policy” is one which is both important to the portrayal of a company’s financial condition and results, and requires management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.6

~~Our~~Table ~~critical~~of ~~accounting policies are set forth in Note 2 to the financial statements.~~Contents

Recently Issued Accounting Pronouncements

We do not expect the adoption of recently issued accounting pronouncements to have a significant impact on our results of operations, financial position or cash flow.

Off Balance Sheet Arrangements

As of ~~June~~September 30, 2015, there were no off balance sheet arrangements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

A smaller reporting company is not required to provide the information required by this Item.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

We conducted an evaluation, 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, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act, as of ~~June~~September 30, 2015, to ensure that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities Exchange Commission’s rules and forms, including to ensure that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is accumulated and communicated to our management, including our principal executive and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of ~~June~~September 30, 2015, our disclosure controls and procedures were not effective at the reasonable assurance level due to the material weaknesses identified and described below.

Our principal executive officers do not expect that our disclosure controls or internal controls will prevent all error and all fraud. Although our disclosure controls and procedures were designed to provide reasonable assurance of achieving their objectives and our principal executive officers have determined that our disclosure controls and procedures are effective at doing so, a control system, no matter how well conceived and operated, can provide only reasonable, not absolute assurance that the objectives of the system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented if there exists in an individual a desire to do so. There can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

7Remediation Plan to Address the Material Weaknesses in Internal Control over Financial Reporting

~~Table~~A material weakness is a deficiency, or a combination of ~~Contents~~deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. Management identified the following three material weaknesses that have caused management to conclude that, as of September 30, 2015, our disclosure controls and procedures, and our internal control over financial reporting, were not effective at the reasonable assurance level:

~~Remediation~~1. We ~~Plan~~do tonot ~~Address~~have written documentation of our internal control policies and procedures. Written documentation of key internal controls over financial reporting is a requirement of Section 404 of the ~~Material~~Sarbanes-Oxley ~~Weaknesses~~Act inas of the period ending September 30, 2015. ~~Internal~~Management ~~Control~~evaluated ~~over~~the ~~Financial~~impact ~~Reporting~~of our failure to have written documentation of our internal controls and procedures on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented a material weakness.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. Management identified the following three material weaknesses that have caused management to conclude that, as of June 30, 2015, our disclosure controls and procedures, and our internal control over financial reporting, were not effective at the reasonable assurance level:7

~~1. We~~Table ~~do not have written documentation~~ of our internal control policies and procedures. Written documentation of key internal controls over financial reporting is a requirement of Section 404 of the Sarbanes-Oxley Act as of the period ending June 30, 2015. Management evaluated the impact of our failure to have written documentation of our internal controls and procedures on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented a material weakness.Contents

2. We do not have sufficient segregation of duties within accounting functions, which is a basic internal control. Due to our size and nature, segregation of all conflicting duties may not always be possible and may not be economically feasible. However, to the extent possible, the initiation of transactions, the custody of assets and the recording of transactions should be performed by separate individuals. Management evaluated the impact of our failure to have segregation of duties on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented a material weakness.

3. Effective controls over the control environment were not maintained. Specifically, a formally adopted written code of business conduct and ethics that governs our employees, officers, and directors was not in place. Additionally, management has not developed and effectively communicated to employees its accounting policies and procedures. This has resulted in inconsistent practices. Further, our Board of Directors does not currently have 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. Since these entity level programs have a pervasive effect across the organization, management has determined that these circumstances constitute a material weakness.

To address these material weaknesses, management performed additional analyses and other procedures to ensure that the financial statements included herein fairly present, in all material respects, our financial position, results of operations and cash flows for the periods presented. Accordingly, we believe that the financial statements included in this report fairly present, in all material respects, our financial condition, results of operations and cash flows for the periods presented.

To remediate the material weakness in our documentation, evaluation and testing of internal controls we plan to engage a third-party firm to assist us in remedying this material weakness once resources become available.

We intend to remedy our material weakness with regard to insufficient segregation of duties by hiring additional employees in order to segregate duties in a manner that establishes effective internal controls once resources become available.

Changes in Internal Control over Financial Reporting

No change in our system of internal control over financial reporting occurred during the period covered by this report, the period ended ~~June~~September 30, 2015, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

8PART II – OTHER INFORMATION

~~Table~~Item 1. ofLegal ~~Contents~~Proceedings

~~PART~~We IIare –not ~~OTHER~~a ~~INFORMATION~~party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.

Item 1A: 1.Risk ~~Legal Proceedings~~Factors

WeA ~~are~~smaller ~~not~~reporting ~~a party to any pending legal proceeding. We are~~company is not ~~aware~~required ~~of any pending legal proceeding~~ to ~~which~~provide ~~any~~the ofinformation ~~our~~required ~~officers,~~by ~~directors,~~this ~~or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us~~Item.

~~Item 1A:Risk Factors~~8

ATable ~~smaller~~of ~~reporting company is not required to provide the information required by this Item.~~Contents

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None

Item 3. Defaults upon Senior Securities

None

Item 4. Mine Safety Disclosures

N/A

Item 5. Other Information

None

Item 6. Exhibits

Exhibit Number	Description of Exhibit
31.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101**	The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended ~~June~~September 30, 2015 formatted in Extensible Business Reporting Language (XBRL).
	**Provided herewith

Table of Contents

~~SIGNATURES~~ SIGNATURES

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

	Cannabis-Rx, Inc.
	Praetorian Property, Inc.
Date:	~~September~~January 2519, ~~2015~~2016
By:	/s/ Llorn Kylo
	Llorn Kylo
Title:	President, Chief Executive Officer, and Director

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