UNITED STATES

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14C

Information Statement Pursuant to Section 14(c)

of the Securities Exchange Act of 1934



Check the appropriate box:

x	Preliminary Information Statement
¨	Confidential, For Use of the Commission Only (As Permitted by Rule 14c-5(d)(2))
¨	Definitive Information Statement

LIGHTTOUCH VEIN & LASER, INC.

(Name of Registrant as Specified In its Charter)

Payment of Filing Fee (Check the appropriate box):

[X ]

No fee required

[ ] Fee computed on table below per Exchange Act Rules 14c-5(g) and 0-11.

(1) Title of each class of securities to which transaction applies:

(2) Aggregate number of Securities to which transaction applies:

(3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11

(set forth the amount on which the filing fee is calculated and state how it was determined):

(4) Proposed maximum aggregate value of transaction:

(5) Total fee paid:

[ ] Fee paid previously with preliminary materials.

[ ]

Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number of the Form or Schedule and the date of its filing.

(1) Amount Previously Paid:

(2) Form, Schedule or Registration Statement No.:

(3) Filing Party:

(4) Date Filed:

WE ARE NOT ASKING YOU FOR A PROXY AND

YOU ARE REQUESTED NOT TO SEND US A PROXY.

LIGHTTOUCH VEIN & LASER, INC.

1879 Longview Drive

Holladay, Utah 84124

801-550-1055

INFORMATION STATEMENT

This Information Statement (this “Information Statement”) is being furnished to all holders of shares of common stock, par value $0.001 per share, of record at the close of business on June __, 2013 (collectively, the “Shareholders”) of LightTouch Vein & Laser, Inc., a Nevada corporation (the “Company”), with respect to certain corporate actions of the Company. This Information Statement is first being provided to the Shareholders on or about June __, 2013.

The corporate actions involve one (1) proposal (the “Proposal”) providing for the following:

To approve the adoption of a reverse stock split of the Company’s common stock in a ratio of one (1) new share for every one hundred (100) existing shares of common stock outstanding. There will be no change to the authorized shares of common stock of the Company and any fractional shares will be rounded up. No shareholder who currently has 100 or more shares will be reduced below 100 shares.

THE BOARD OF DIRECTORS HAS APPROVED, AND HOLDERS OF NOT LESS THAN A MAJORITY OF THE 40,969,007 SHARES OF COMMON STOCK OF RECORD AT THE CLOSE OF BUSINESS ON JUNE __, 2013 (THE “RECORD DATE”) HAVE CONSENTED IN WRITING TO THE PROPOSALS, INCLUDING A PRINCIPAL SHAREHOLDER WHO HOLDS SHARES WITH VOTES WHICH REPRESENT IN EXCESS OF FIFTY PERCENT (50%) OF THE COMPANY’S TOTAL VOTING INTEREST ENTITLED TO VOTE ON THE PROPOSALS. THESE ACTIONS ARE EXPECTED TO BE TAKEN NOT LESS THAN TWENTY (20) DAYS FROM THE MAILING OF THIS INFORMATION STATEMENT, OR AS SOON THEREAFTER AS PRACTICABLE.

BY ORDER OF THE BOARD OF DIRECTORS

/s/

____________________________________

Edward R. Bailey, President

Salt Lake City, Utah

June __, 2013

TABLE OF CONTENTS

Does the Board of Directors have plans to issue the additional shares of Common Stock that will be available after the effective date of the corporate action?

No. The board of directors does not have any plans to issue the additional shares of common stock that will be available following the corporate actions. Currently, we can issue an additional 59,030,993 shares of common stock and 25,000,000 shares of preferred stock and following the corporate action we will be able to issue an additional 99,590,390 shares of common stock and 25,000,000 shares of preferred stock. Although there are no plans to issue additional shares, our board of directors will have the authority, without shareholder approval to issue the additional shares. The issuance of additional shares would be dilutive to current shareholders.

Will Shareholders Receive Dissenters’ Rights?

Under Nevada law, Shareholders are not entitled and will not receive dissenters or appraisal rights under the terms of the Proposal set forth herein.

INFORMATION ON THE CONSENTING SHAREHOLDER

A Shareholder who hold shares of Common Stock has consented in writing to the Proposal. The number of shares of Common Stock within his voting control as of the Record Date is listed below. The following principal

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shareholder holds 61% of the shares of voting capital stock and accordingly, has sufficient shares to approve the Proposal:



Name and Address	Number of Common Shares Entitled to Vote	Percentage of Total Voting Capital Stock(1)

Edward R. Bailey	25,000,000	61	%

——————

(1)

Applicable percentage of total voting stock is based on 40,969,007shares of Common Stock issued and outstanding on June 6, 2013.

PRINCIPAL SHAREHOLDERS

The following table sets forth certain information as of June 6, 2013, with respect to the beneficial ownership of the Company’s Common Stock by each director of the Company and each person known by the Company to be the beneficial owner of more than 5% of the Company’s outstanding shares of Common Stock. At June 6, 2013, there were 40,969,007 shares of common stock outstanding. For purposes of this table, information as to the beneficial ownership of shares of common stock is determined in accordance with the rules of the Securities and Exchange Commission and includes general voting power and/or investment power with respect to securities. Except as otherwise indicated, all shares of our common stock are beneficially owned, and sole investment and voting power is held, by the person named. For purposes of this table, a person or group of persons is deemed to have “beneficial ownership” of any shares of common stock, which such person has the right to acquire within 60 days after the date hereof. The inclusion herein of such shares listed beneficially owned does not constitute an admission of beneficial ownership.


Title of Class	Name of Beneficial Owner	Number of Shares Owned	Percent of Class
	Principal Stockholders
Common	Edward R. Bailey 1879 Longview Drive Holladay, Utah 84124	25,000,000	61%
	Director(s) and Officers:
Common	Edward R. Bailey(1)	25,000,000	61%

Common	All Officers and Director as a Group (one persons)	25,000,000	61%

_________________

PROPOSALS BY SECURITY HOLDERS

No security holder has requested the Company to include any additional proposals in this Information Statement.

DESCRIPTION OF CAPITAL STOCK

General

The current authorized capital stock of our Company consists of one hundred million (100,000,000) shares of common stock, par value $0.001 per share and twenty-five million (25,000,000) shares of preferred stock, par value $0.001 per share. The following description is a summary of the capital stock of our Company and contains the

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material terms of our capital stock. Additional information can be found in our Certificate of Incorporation (as amended) and our By-laws.

Common Stock

The Company is authorized to issue one hundred million (100,000,000) shares of Common Stock, par value $0.001 per share.

All shares have equal voting rights and are not assessable. Voting rights are not cumulative, and, therefore, the holders of more than fifty percent (50%) of our Common Stock could, if they chose to do so, elect all the Directors.

Upon liquidation, dissolution or winding up of the Company, our assets, after the payment of liabilities and any liquidation preferences on outstanding preferred stock, will be distributed pro rata to the holders of the common stock. The holders of the common stock do not have preemptive rights to subscribe for any of our securities and have no right to require us to redeem or purchase their shares. The shares of common stock presently outstanding are, and the shares of common stock to be issued pursuant to this offering will be, upon issuance, fully paid and nonassessable.

Holders of common stock are entitled to share equally in dividends when, as and if declared by the Board of Directors of the Company, out of funds legally available therefor. We have not paid any cash dividends on our common stock, and it is unlikely that any such dividends will be declared in the foreseeable future.

As of June 6, 2013, there are 40,969,007shares of common stock issued and outstanding.

Preferred Stock

Shares of Preferred Stock may be issued in one or more series or classes, with each series or class having the rights and privileges respecting voting rights, preferences as to dividends and liquidation, conversion rights, and other rights of such series as determined by the board of directors at the time of issuance. There are several possible uses for shares of Preferred Stock, including expediting financing and minimizing the impact of a hostile takeover attempt. The Company currently has no shares of Preferred Stock outstanding.

Dividends

The Company has not declared or paid cash dividends on the common stock since its inception and does not anticipate paying such dividends in the foreseeable future. The payment of dividends may be made at the discretion of the Board of Directors at that time and will depend upon, among other factors, on the Company’s operations.

Authorized but Unissued Stock. Authorized but unissued shares of common stock would be available for future issuance without our stockholders’ approval. These additional shares may be utilized for a variety of corporate purposes including, but not limited to, future public or direct offerings to raise additional capital, corporate acquisitions and employee incentive plans. The issuance of such shares may also be used to deter a potential takeover of the Company that may otherwise be beneficial to stockholders by diluting the shares held by a potential suitor or issuing shares to a stockholder that will vote in accordance with the desire of the Board of Directors. A takeover may be beneficial to stockholders because, among other reasons, a potential suitor may offer stockholders a premium for their shares of stock compared to the then-existing market price.

The existence of authorized but unissued and unreserved shares of preferred stock may enable the Board of Directors to issue shares to persons friendly to current management, which would render more difficult or discourage an attempt to obtain control of the Company by means of a proxy contest, tender offer, merger or otherwise, and thereby protect the continuity of the Company’s management.

Transfer Agent and Registrar

Interwest Transfer Co., Inc. is the transfer agent and registrar of our common stock. Its address is 1981 Murray Holladay Rd., Suite 100, PO Box 17136, Salt Lake City, Utah 84117, and its telephone number is (801) 272-9294.

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INTEREST OF CERTAIN PERSONS IN OR OPPOSITION TO MATTERS TO BE ACTED UPON

No officer or Director of the Company has any substantial interest in the matters to be acted upon, other than his role as an officer or Director of the Company.

No Director of the Company has informed the Company that he intends to oppose the proposed actions to be taken by the Company as set forth in this Information Statement.

PROPOSAL

RECAPITALIZATION OF THE ISSUED AND OUTSTANDING SHARES OF COMMON STOCK THROUGH A REVERSE SPLIT

The Board of Directors has recommended the outstanding shares of common stock be reversed or consolidated on a one (1) new share of common stock for every one hundred (100) existing shares of common stock outstanding. Accordingly, following the effectiveness of the reverse split, shareholders will have one (1) share of common stock for every one hundred (100) shares currently held. The shares will be reduced proportionately so the percentage of ownership will not change. All fractional shares will be rounded to up to the nearest whole share. All shareholders who currently own more than 100 shares will not be reduced below 100 shares.

Purpose

Currently, the Company has no business with its prior operations having closed down. Management is currently looking for other business opportunities but has not been able to locate any business opportunities as of this time. Management feels that the current capital structure may make it difficult to attract a new business or financing opportunity with the large number of shares of common stock outstanding. Accordingly, management believes, the reduction in outstanding shares may make it easier to attract new business opportunities. There is no assurance that a reduction in outstanding shares will help attract new business opportunities.

Effect

After the effective day of the proposed reverse stock split, each stockholder will own a reduced number of shares of common stock. Further any outstanding options, warrants and rights as of the effective date that are subject to adjustment will be decreased accordingly. Currently, we have no options, warrants or rights to receive shares of common stock outstanding.

The reverse stock split will affect all common stockholders uniformly and will not affect any shareholders’ percentage interest in the Company (except for shareholders receiving one whole share for a fractional share interest). The authorized but unissued shares of stock shall remain unchanged and not be effected by the stock split. No shareholder who currently owns more than 100 shares will be reduced below 100 shares.

The Company cannot predict the effect of any reverse stock split upon the market price over an extended period and, in many cases the market value of a company’s common stock following a reverse split declines. We cannot assure you that the trading price of our common stock after the reverse stock split will rise in inverse proportion to the reduction in the number of shares of our common stock outstanding as a result of the reverse stock split. Also, we cannot assure you that a reverse stock split would lead to a sustained increase in the trading price of our common stock. The trading price of our common stock may change due to a variety of other factors, most likely due to our lack of profitability or business.

Exchange of Stock Certificates

In order to effectuate the reverse split, each shareholder will be entitled to submit his or her old stock certificate (any certificate issued prior to the effective date of the recapitalization), to the Company’s transfer agent, Interwest Transfer Co., Inc., 1981 Murray Holladay Rd., Suite101, P.O. Box 17136, Salt Lake City, Utah 84117, and be issued in exchange therefor, one new certificate in the new name of the Company representing the consolidated common stock on a one (1) for one hundred (100) basis, rounded up to the nearest whole share. No shareholder who currently owns more than 100 shares will be reduced below 100 shares. The reverse split will be recorded at the

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transfer agent. No action is required by the shareholders. In the event that you would like a new share certificate reflecting the new number of post-split shares you can request one at the transfer agent by sending in your certificate along with a check in the amount of $40 per certificate to be issued, payable to Interwest Transfer Co., Inc. To eliminate confusion regarding the consolidated common stock, the board of directors urges the shareholders to surrender their certificates for exchange; however, shareholders are not required to do so and for those shares held in street name no shareholder action is required to effect the reverse split. For shares held in street name, the shares will be automatically adjusted in the shareholder’s brokerage account.

Recommendation of the Board of Directors

Our Board unanimously recommended a vote “FOR” the approval of the reverse stock split reducing the issued and outstanding shares.

No Voting of Shareholders Required

We are not soliciting any votes with regard to the proposal to reverse split the issued and outstanding stock of the Company. The principal shareholder that consented in writing to this Proposal holds 61% of the total issued and outstanding shares of voting stock and accordingly, this principal shareholder has sufficient shares to approve the Proposal.

ADDITIONAL INFORMATION INCLUDED WITH THIS INFORMATION STATEMENT

Additional information concerning LightTouch Vein & Laser, Inc., including its annual and quarterly reports, which has been filed with the SEC, may be accessed through the SEC’s EDGAR archives at www.sec.gov.

DELIVERY OF DOCUMENTS TO SECURITY HOLDERS SHARING AN ADDRESS

Only one (1) Information Statement is being delivered to multiple security holders sharing an address unless the Company has received contrary instructions from one or more of the security holders. The Company shall deliver promptly upon written or oral request a separate copy of the Information Statement to a security holder at a shared address to which a single copy of the documents was delivered. A security holder can notify the Company that the security holder wishes to receive a separate copy of the Information Statement and annual and quarterly report by sending a written request to the Company at 1879 Longview Drive, Holladay, Utah 84124; or by calling the Company at (801) 550-1055 and requesting a copy of the Information Statement. A security holder may utilize the same address and telephone number to request either separate copies or a single copy for a single address for all future Information Statements and annual reports.



	By Order of the Board of Directors

	Name: Edward R. Bailey
	Title: President

Salt Lake City, Utah

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Exhibit A

Certificate of Amendment

CERTICICATE OF AMENDMENT

TO THE ARTICLES OF INCORPORATION

LIGHTTOUCH VEIN & LASER, INC.

Pursuant to the provisions of Section 78.385, et. seq., of the Nevada Revised Statutes, LightTouch Vein & Laser, Inc., a Nevada corporation, hereinafter referred to as the “Corporation,” hereby adopts the following Certificate of Amendment to its Articles of Incorporation:

FIRST:

The name of the Corporation is LightTouch Vein & Laser, Inc.

SECOND:

On the effective date of this Amendment, the Corporation shall effect a reverse split in its issued and outstanding shares of Common Stock so that the shares currently issued and outstanding shall be reverse split, or consolidated, on a 1-for-100 basis, and stockholders shall receive one share of the Corporation's post-split Common Stock, $0.001 par value, for each 100 shares of Common Stock, $0.001 par value, held by them prior to the reverse split. No scrip or fractional shares will be issued in connection with the reverse split and any fractional interest will be rounded up to the nearest whole share. The reverse split will not result in any modification of the rights of stockholders, and will have no effect on the stockholders' equity in the Corporation except for a transfer from stated capital to additional paid-in capital. All shares returned to the Corporation as a result of the reverse split will be canceled and returned to the status of authorized and unissued shares. Except as specifically proved herein, the Corporation's Articles of Incorporation shall remain unmodified and shall continue in full force and effect.

THIRD:

By executing these Certificate of Amendment to the Articles of Incorporation, the president and secretary of the Corporation do hereby certify that on ___________, 2013, the foregoing amendment to the Articles of Incorporation of LightTouch Vein & Laser, Inc., Inc., was authorized and approved pursuant to Section 78.390 of the Nevada Revised Statutes by the consent of the majority of the Corporation’s shareholders. The number of issued and outstanding shares entitled to vote on the foregoing amendment to the Articles of Incorporation was 40,969,007 of which 25,000,000 shares voted for, and no shares voted against and no shares abstained from the foregoing amendment to the Articles of Incorporation. No other class of shares was entitled to vote thereon as a class.

DATED this ______ day of __________, 2013

___________________________

Edward R. Bailey, President/Secretary



		Page No.
ABOUT THE INFORMATION STATEMENT…………………………………………………………..		1
What Is the Purpose of the Information Statement?...................................................................................		1
Who Is Entitled to Notice?.........................................................................................................................		1
What Corporate Matters Will the Principal Shareholder Vote for and How Will He Vote?.....................		1
What Are the Recommendations of the Board of Directors?.....................................................................		2
What Vote Is Required to Approve the Proposal?.....................................................................................		2
What will the outstanding stock structure be following the approval of the Proposals? ………………		2
Does the Board of Directors have plans to issue the additional shares of Common Stock that will be available after the effective date of the corporate action? ……………………………………………...		2
Will Shareholders Receive Dissenters’ Rights…………………………………………………………...		2
INFORMATION ON THE CONSENTING SHAREHOLDER…………………………………………..		2
PRINCIPAL SHAREHOLDERS………………………………………………………………………….		3
PROPOSALS BY SECURITY HOLDERS……………………………………………………………….		3
DESCRIPTION OF CAPITAL STOCK…………………………………………………………………..		3
General…………………………………………………………………………………………………...		3
Common Stock…………………………………………………………………………………………...		4
Preferred Stock…………………………………………………………………………………………...		4
Dividends…………………………………………………………………………………………………		4
Transfer Agent and Registrar…………………………………………………………………………….		4
INTEREST OF CERTAIN PERSONS IN OR OPPOSITION TO MATTERS TO BE ACTED UPON...		5
PROPOSAL–RECAPITALZATION OF THE ISSUED AND OUTSTANDING SHARES OF COMMON STOCK THROUGH A REVERSE SPLIT…………………………………………………...		5
Purpose…………………………………………………………………………………………………...		5
Effect……………………….…………………………………………………………………………….		5
Exchange of Stock Certificates…………………………………………………………………………..		5
Recommendation of the Board of Directors……………………………………………………………...		6
No Voting of Shareholders Required…………………………………………………………………….		6
ADDITIONAL INFORMATION INCLUDED WITH THIS INFORMATION STATEMENT…………		6
DELIVERY OF DOCUMENTS TO SECURITY HOLDERS SHARING AN ADDRESS……………...		6
EXHIBIT – Proposed Certificate of Amendment .......................................................................................


	Prior to Corporate Action			After Effectiveness of Corporate Action
	Authorized	Issued	Available to Issue	Authorized	Issued	Available to Issue
Common Stock	100,000,000	40,969,007	59,030,993	100,000,000	409,690	99,590,390
Preferred Stock	25,000,000	0	25,000,000	25,000,000	0	25,000,000