10-Q/A

U. S. Securities and Exchange Commission

Washington, D. C. 20549

FORM 10-Q /A

(Amendment #1)

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

             For the quarterly period ended June 30, 2011

[   ]    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____ to _____

Commission File No. 333-159577

ARCIS RESOURCES CORPORATION (Name of Registrant in its Charter)
Nevada	37-1563401
(State of Other Jurisdiction of incorporation or organization)	(I.R.S.) Employer I.D. No.)
4320 Eagle Point Parkway, Suite A, Birmingham, AL 35242
(Address of Principal Executive Offices)

Issuer's Telephone Number: (205) 453-9650

Indicate  by check mark  whether the  Registrant  (1) has filed all reports required to be filed by Sections 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 [    ]     

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files.)  Yes [X]  No [    ]     

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)  Yes [   ]   No [X]  

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. (Check One)  

Large accelerated filero  Accelerated fileroNon-accelerated filero Smaller reporting companyx

APPLICABLE ONLY TO CORPORATE ISSUERS:  Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of the latest practicable date:

September 1, 2011

Common Voting Stock: 28,796,000

This Form 10-Q/A is filed to include the XBRL documents, which were not included with the original Form 10-Q. 

Item 6.	Exhibits
101.ins	XBRL Instance
101.sch	XBRL Schema
101.cal	XBRL Calculation
101.def	XBRL Definition
101.lab	XBRL Label
101.pre	XBRL Presentation

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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.

	ARCIS RESOURCES CORPORATION
Date: September 1, 2011	By: /s/ Kenneth A. Flatt, Jr.
	Kenneth A. Flatt, Jr., Chief Executive Officer
	By: /s/ Robert J. Fanella
	Robert J. Fanella, Chief Financial Officer

2

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CONSOLIDATED BALANCE SHEETS PARENTHETICAL (USD $)	Jun. 30, 2011	Dec. 31, 2010
Common stock par value	$ 0.001	$ 0.001
Common stock shares authorized	200,000,000	200,000,000
Common stock shares issued	18,815,000	18,815,000
Common stock shares outstanding	18,815,000	18,815,000

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CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)	3 Months Ended		6 Months Ended		61 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011
REVENUES
Net sales			$ 10,162	$ 790	$ 10,952
Cost of Sales			10,819		10,819
Gross Income			(657)	790	133
COSTS AND EXPENSES
Selling, general and administrative	113,739	5,038	185,388	19,068	379,011
Total costs and expenses	113,739	5,038	185,388	19,068	379,011
(LOSS) INCOME BEFORE OTHER INCOME (LOSS)	(113,739)	(5,038)	(186,045)	(18,278)	(378,878)
Interest expense	741		1,508		2,812
(LOSS) BEFORE PROVISION FOR INCOME TAX	(114,480)	(5,038)	(187,553)	(18,278)	(381,690)
NET (LOSS)	$ (114,480)	$ (5,038)	$ (187,553)	$ (18,278)	$ (381,690)
NET( LOSS) PER COMMON SHARE - BASIC AND DILUTED	$ (0.01)	$ 0.00	$ (0.01)	$ 0.00
WEIGHTED AVERAGE OUTSTANDING SHARES OF COMMON STOCK - BASIC AND DILUTED	18,815,000	18,815,000	18,815,000	18,815,000	18,815,000

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Document and Entity Information (USD $)	3 Months Ended
	Jun. 30, 2011	Sep. 01, 2011
Document and Entity Information
Entity Registrant Name	ARCIS RESOURCES CORPORATION
Document Type	10-Q
Document Period End Date	Jun. 30, 2011
Amendment Flag	false
Entity Central Index Key	0001465130
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		28,796,000
Entity Public Float	$ 6,165,000
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q2

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Income Taxes

12 Months Ended

Dec. 31, 2010

Income Taxes

Income Tax Disclosure [Text Block]

Note 3 - Income Taxes

The Company accounts for income taxes under the asset and liability method as stipulated by Accounting Standards Codification (“ASC”) 740, “Accounting for Income Taxes,” which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of the events that have been included in the financial statements or tax returns.  Deferred income taxes are recognized for all significant temporary difference between tax and financial statements bases of assets and liabilities.  Valuation allowances are established against net deferred tax assets when it is more likely than not that some portion or all of the deferred tax asset will not be realized.

As a result of the Company incurring net losses, an income tax benefit in the form of net operating loss carry-forwards have been generated for the six months ended June 30, 2011 and the prior years ended December 31, 2010.

The potential future benefit from income taxes arising from operations for the six month period ending June 30, 2011 and 2010 consist of the following:

	Six Months Ended June 30
	2011			2010
Current:
Federal	$	0		$	0
State		0			0
Deferred
Federal		63,768			6,215
State		0			0
		63,768			6,215
Increase in Valuation allowance		(63,678	)		(6,215	)
Income Tax Benefit	$	0		$	0

The effective tax rates differ from the statutory rates for 2011 and 2010 and prior primarily due to the following:

	As of June 30, 2011						As of June 30, 2010
	Amount			Effective Tax Rate			Amount			Effective Tax Rate
Federal income tax liability (benefit)	$	(63,768	)		-34	%	$	(6,215	)		-34	%
State income tax liability (benefit)
Permanent Difference		0			0	%		0			0	%
Change in Valuation Allowance		63,768			34	%		6,215			34	%
	$	0			0	%	$	0			0	%

Permanent differences consist primarily of disallowed travel, meal and entertainment expenses.

The Company’s net deferred tax assets consist primarily of net operating loss carry-forwards.  At June 30, 2011, the Company had federal net operating loss carry-forwards totaling approximately $380,000 which may be used to offset future taxable income.  These net operating loss carry-forwards expire over various years through 2025.  The net operating loss carryforwards may be limited under the Change of Control provisions of the Internal Revenue Code section 382.  As of June 30, 2011 and December 31, 2010, the Company has determined that due to the uncertainty regarding its future profitability, a full valuation allowance is required for deferred tax assets.  Net deferred tax assets and liabilities are comprised of the following as of June 30, 2011 and December 31, 2010:

	As of June 30, 2011			As of December 31, 2010
Deferred Tax Assets
Current	$	0		$	0
Non-current		129,265			65,496
Less Valuation Allowance		(129,265	)		(65,496	)
Net deferred tax asset	$	0		$	0

The federal and states of Florida and Alabama are the significant tax jurisdictions where the Company files income, franchise and gross receipts tax returns as required.  There are currently no on-going examinations of tax returns by federal and state tax authorities.

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Organization and Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2010

Accounting Policies

Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block]

Note 1 - Organization and Summary of Significant Accounting Policies

Organization of Business

Arcis Resources Corporation (the “Company”) was incorporated in Nevada on March 27, 2008 under the name “Mountain Renewables, Inc.”  Effective on November 15, 2010, the Company filed with the Nevada Secretary of State a Certificate of Amendment to its Articles of Incorporation. The amendment changed the name of the corporation to “Arcis Resources Corporation.”

On September 22, 2010, the Company acquired all of the membership interest in Gulf Coast Energy Distribution, LLC, an Alabama limited liability company (“GCED”), and all of the outstanding common stock of ARCIS Energy, Inc., a Nevada corporation (“ARCIS”), pursuant to a Stock Purchase Agreement entered into by these parties on July 21, 2010. The acquisition is referred to herein as the “Share Exchange.” GCED and ARCIS will be engaged in the business of acquiring, trading and distributing fuel oil and other petroleum products.

In exchange for 100% of the membership interest in ARCIS the Company issued to GSA International Group, Ltd., a British Virgin Islands corporation (“GSAI”), 11,000,000 shares of its common stock. The Company issued 2,200,000 shares of common stock to Kenneth Allen Flatt, Jr. and Activa Transportation Services, LLC, an Alabama limited liability company (“Activa”), for their 100% membership interest in GCED.

The Company has authorized capital stock of 200,000,000 capital shares, consisting of 200,000,000 shares of Common Stock, $.001 par value. Before the Share Exchange, there were 13,615,000 shares outstanding, of which Bristlecone Associates, LLC, a Colorado limited liability company (“Bristlecone”), held 6,000,000 (44.0%) and Richard Giannotti owned 4,030,000 shares (29.6%). As a condition to the Share Exchange, Bristlecone surrendered 4,500,000 shares and Mr. Giannotti surrendered 3,500,000 shares, reducing the outstanding shares to 5,615,000. Immediately after the Share Exchange, there were 18,815,000 shares outstanding, of which Bristlecone held 1,500,000 shares (8.0%) and Mr. Giannotti held 530,000 shares (2.8%).

The acquisition was accounted for as a reverse merger under the purchase method of accounting since there was a change of control. Accordingly, GCED will be treated as the continuing entity for accounting purposes.

Development Stage Company

The Company has not earned significant revenues from planned operations.  Accordingly, the Company’s activities have been accounted for as those of a “Development Stage Company.”

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Arcis Energy, Inc. and Gulf Coast Energy Distribution, LLC.  All significant inter-company transactions and balances have been eliminated in consolidation

Basis of Presentation

The accompany unaudited interim financial statements of 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 of Arcis Resources Corporation and related notes thereto contained in the Company’s Form 10-K for the year ended December 31, 2010 filed with the SEC on April 15, 2011.  Certain information and note disclosure normally included in annual financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations.  In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein.  The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reporting amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the periods.  Management makes these estimates using the best information available at the time the estimates are made; however, actual results could differ materially from these estimates.

Net Loss Per Share

ASC 260, “Earnings per Share,” requires dual presentation of basic and diluted earnings or loss per share (“EPS”) for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation.  Basic EPS excludes dilution; diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity.

Basic loss per share is computed by dividing net loss applicable to common shareholders by the weighted average number of common shares outstanding during the period.  Diluted loss per share reflects the potential dilution that could occur if dilutive securities and other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the Company, unless the effect is to reduce a loss or increase earnings per share.  The Company had no potential common stock equivalents which would result in a diluted loss per share.  Therefore, diluted loss per share is equivalent to basic loss per share.

Cash and Cash Equivalents

Cash and cash equivalents include cash on hand and cash in deposits and all highly liquid debt instruments with an original maturity of three months or less.

Revenue Recognition

The Company recognizes revenue in accordance with the provisions of Staff Accounting Bulletin (“SAB”) 104.  Sales and service revenue is recognized at the date of shipment, or completion of services rendered, to a customer when a formal arrangement exists, the price is fixed or determinable, the delivery or service is completed, no other significant obligations of the Company exist and collectability is reasonably assured. Payments received before all the relevant criteria for revenue recognition are recorded as customer deposits.

Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company incurred a loss from operations of $114,480 during the three months ended June 30, 2011, and a loss from operations of 187,553 for the six months ended June 30,2011 and a loss from operations of $381,690 since the date of inception, June 7, 2006. These matters raise substantial doubt about the Company's ability to continue as a going concern. 

Management plans to raise additional proceeds from debt and equity transactions and to continue to increase its sales and marketing activities.  There is no guarantee, however, that management will be able to secure sufficient financing to sustain the operations of the Company or that operations will become self-sustaining.  In the absence of one of those accomplishments, the Company would likely be forced to liquidate.  These financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

Fair Value Measurements.

The FASB’s Accounting Standards Codification defines fair value as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants and requires that assets and liabilities carried at fair value are classified and disclosed in the following three categories:

Level 1 – Quoted prices for identical instruments in active markets.

Level 2 – Quoted prices for similar instruments in active or inactive markets and valuations derived from models where all significant inputs are observable in active markets.

Level 3 – Valuations derived from valuation techniques in which one or more significant inputs are unobservable in any market.

Fair Value of Financial Instruments.

The carrying values of cash, prepaid expenses, accounts payable and accrued expenses approximate their fair values due to their short term maturities.  The carrying values of the Company’s notes payable approximate their fair values based upon a comparison of the interest rate and terms of such debt given the level of risk to the rates and terms of similar debt currently available to the Company in the marketplace.

Recent Accounting Pronouncements.

Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the accompanying condensed consolidated financial statements.

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Related Party Transactions

12 Months Ended

Dec. 31, 2010

Related Party Disclosures

Related Party Transactions Disclosure [Text Block]

Note 4—Related Party Transactions

At June 30, 2011 and December 31, 2010 the Company had an outstanding loan to a related party.

		As of  June 30,2011		As of December 31, 2010
a	Loan to American Plant Services, LLC (entity under common control) for working capital.  Due on demand without interest	$	29,400	$	29,400
	Total Loans to Related Parties	$	29,400	$	29,400

At June 30, 2011 and December 31, 2010 the Company had an outstanding loan due to a related party.

		As of  June 30, 2011		As of December 31, 2010
a	Loan from GSA International Group, Ltd. (majority shareholder) for working capital.  Due on demand without interest	$	53,145	$	5,600
	Total Related Party Obligations	$	53,145	$	5,600

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Subsequent Events

12 Months Ended

Dec. 31, 2010

Subsequent Events

Subsequent Events [Text Block]

Note 5 – Subsequent Events

Acquisition of American Plant Services, LLC and Mobile Fluid Recovery, Inc.

 On July 15, 2011 the Company acquired all of the membership interest in American Plant Services, LLC (“APS”) and Mobile Fluid Recovery, Inc. (“MFR”).  In exchange for those equity interests, the Registrant issued a total of 8,800,000 shares of its common stock to (a) the members of APS, who were Kenneth A. Flatt, Jr., Deborah K. Flatt, Trevis Lyon and James E. Goins, and (b) the shareholders of MFR other than APS, who were Clifford Briggs and David Briggs.  Kenneth A. Flatt, Jr., Deborah K. Flatt and Trevis Lyon were the members of the Registrant’s Board of Directors at the time of the acquisition.The Company also issued Notes due July 15, 2012 in the aggregate amount of $500,000 to Messrs. Flatt, Lyon and Goins.  The Notes bear interest at 11.25% per annum and are payable in advance of maturity out of the proceeds of any financing of four million dollars or more, or out of any net cash provided by operations.

At the same time, the Company issued an additional one million shares of common stock to Kenneth A. Flatt. Jr. and Deborah K. Flatt to compensate them for their personal guarantees of approximately $6.0 million in debt owed by APS.  To the extent that the guarantees are not released within 180 days after the closing date, the Company shall be obliged to issue up to one million additional shares of common stock to the Flatts, the number of shares being determined by the amount of unreleased guarantees on the 90th and 180th days after the closing date.

The Agreement imposed on the Company a further obligations, namely to provide sufficient additional compensation to Mr. Flatt to offset any expense that he may incur by reason of a promissory note in the amount of $4.0 million that he delivered to APS (the note bearing interest at 3.5% per annum, with two percent of principal payable every three years and the balance due in fifteen years).

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CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)	6 Months Ended		61 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (Loss)	$ (187,553)	$ (18,278)	$ (381,690)
(Increase)/Decrease in receivable from related party			(29,400)
(Increase)/Decrease in prepaid expense	6,594	11,669	(100)
Increase/(Decrease) in accounts payable and accrued expenses	129,191		176,405
Increase/(Decrease) in notes payable			21,160
Net cash (used in) operating activities	(51,768)	(6,609)	(213,625)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from stock to be issued			108,700
Proceeds from related party, net of payments	47,545		53,145
Capital contributions			51,943
Net cash provided by financing activities	47,545		213,788
NET INCREASE (DECREASE) IN CASH	(4,223)	(6,609)	163
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD	4,386	13,921
CASH AND CASH EQUIVALENTS - END OF PERIOD	163	7,312	163
Conversion of accrued compensation to notes payable			$ 21,160

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Stockholders' Equity

12 Months Ended

Dec. 31, 2010

Equity

Stockholders' Equity Note Disclosure [Text Block]

Note 2 - Stockholders' Equity

The Company is authorized to issue 200,000,000 shares of $.001 par value common stock.  Dividends may be paid on outstanding shares as declared by the Board of Directors.  Each share of common stock is entitled to one vote.

During the three month period and six month period ended June 30, 2011, the Company did not issue any common stock shares.

During the year ended December 31, 2010, the Company received $108,700 for its common stock. The stock has not yet been issued, and, accordingly, is a liability on the balance sheet as "Capital Stock to be Issued".

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CONSOLIDATED BALANCE SHEETS (USD $)	Jun. 30, 2011	Dec. 31, 2010
CURRENT ASSETS
Cash	$ 163	$ 4,386
Receivable due from related party	29,400	29,400
Prepaid expenses	100	6,694
Total current Assets	29,663	40,480
TOTAL ASSETS	29,663	40,480
CURRENT LIABILITIES
Accounts Payable and accrued expenses	176,405	47,214
Notes Payable	21,160	21,160
Payable to related party	53,145	5,600
Capital Stock to be issued	108,700	108,700
Total current liabilities	359,410	182,674
TOTAL LIABILITIES	359,410	182,674
Common stock, par value $.001 per share; 200,000,000 shares authorized, and 18,815,000 shares issued and outstanding at June 30, 2011 and December 31, 2010.	18,815	18,815
Total stockholders' Equity (Deficit)	(329,747)	(142,194)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$ 29,663	$ 40,480