10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended October 31, 2012

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

For the transition period from _____________________ to ______________

Commission File Number: 333-162597

Prime Estates & Developments, Inc.

(Name of registrant in our charter)

Nevada	6552	27 0611758
(State or other jurisdiction of incorporation or organization)	(Primary Standard Industrial Classification Code Number)	IRS I.D.

200 South Wacker Drive, Suite 3100, Chicago, Illinois	60606
(Address of principal executive offices)	(Zip Code)

Telephone: 312.674.4529

N/A

(Former name, former address and former three months, if changed since last report)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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  ¨    No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	¨	Smaller Reporting Company	x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ¨ No x

As of November 15, 2012 there were 24,905,532 shares issued and outstanding of the registrant’s common stock.

PRIME ESTATES & DEVELOPMENTS, INC.

(A Development Stage Company)

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION	3
Item 1 – Financial Statements	3
Item 2. Management’s Discussion and Analysis or Plan of Operation	13
Item 3. Quantitative and Qualitative Disclosure about Market Risk	17
Item 4. Controls and Procedures	17
PART II — OTHER INFORMATION	18
Item 1. Legal Proceedings	18
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	18
Item 3. Defaults Upon Senior Securities	19
Item 4. Mine Safety Disclosures	19
Item 5. Other Information	19
Item 6. Exhibits	19
SIGNATURES	20

2

PART I – FINANCIAL INFORMATION

Item 1 – Financial Statements

PRIME ESTATES & DEVELOPMENTS, INC.

(A Development Stage Company)

BALANCE SHEETS

	10/31/12 (Unaudited)			07/31/12 (Audited)
ASSETS
Cash and equivalents	$	981		$	40
TOTAL ASSETS		981			40
CURRENT LIABILITIES
Accounts payable and accrued expenses	$	285		$	2,896
Salaries payable		145,000			110,000
Note payable - related party		124,739			100,266
TOTAL CURRENT LIABILITIES		270,024			213,162
SHAREHOLDERS' DEFICIT
Preferred stock, par value $0.001, authorized 100 million shares, none issued and outstanding at 10/31/12.		0			0
Common stock, par value $0.001, authorized 200 million, 24,905,532 and 24,709,282 issued and outstanding at October 31, 2012 and July 31, 2012, respectively.		24,906			24,709
Additional paid-in capital		4,126,441			4,048,332
Common stock payable		0			6,500
Deficit accumulated during the development phase		(4,420,390	)		(4,292,663	)
TOTAL SHAREHOLDERS' DEFICIT		(269,043	)		(213,122	)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	$	981		$	40

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

3

PRIME ESTATES AND DEVELOPMENTS, INC.

(A Development Stage Company)

RESULTS OF OPERATIONS

(Unaudited)

	Three Months Ended October 31,						From
	2012			2011			Inception (7/21/09) to October 31, 2012
Interest income	$	0		$	0		$	52
General and administrative expenses		126,121			159,788			4,413,320
Interest expense - related parties		1,606			597			7,122
Net operating loss		(127,727	)		(160,385	)		(4,420,390	)
NET LOSS	$	(127,727	)	$	(160,385	)	$	(4,420,390	)
Net loss per share, basic and fully diluted	$	(0.01	)	$	(0.01	)
Weighted average number of shares outstanding		24,818,412			24,601,239

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

4

PRIME ESTATES AND DEVELOPMENTS, INC.

(A Development Stage Company)

STATEMENT OF SHAREHOLDERS’ EQUITY (DEFICIT)

(Unaudited)

		Common Stock, Par Value $0.001				Additional			Common		Develop.			Total
	Date	Shares		Amount		Paid In Capital			Stock Payable		Stage Deficit			Shareholders' Deficit
Balances at inception			0	$	0	$	0				$	0		$0
Founders' shares	07/31/09		20,000,000		20,000		(20,000	)				0		0
Net loss, 7/21/09 to 7/31/09												(4,600	)	(4,600)
Balances, 7/31/09			20,000,000		20,000		(20,000	)		0		(4,600	)	(4,600)
Shares issued for services	08/04/09		101,960		102		10,094							10,196
Shares issued for cash	09/15/09		392,000		392		38,808							39,200
	02/03/10		15,000		15		14,985							15,000
Imputed interest on related-party debt							952							952
Shares issued for services	06/16/10		3,710,000		3,710		3,706,290							3,710,000
Net loss, year ended 7/31/10												(3,788,229	)	(3,788,229)
Balances, 7/31/10			24,218,960		24,219		3,751,129			0		(3,792,829	)	(17,481)

5

PRIME ESTATES AND DEVELOPMENTS, INC.

(A Development Stage Company)

STATEMENT OF SHAREHOLDERS’ EQUITY (DEFICIT)

(Unaudited)

(Continued)

		Common Stock, Par Value $0.001				Additional		Common		Develop.			Total
	Date	Shares		Amount		Paid In Capital		Stock Payable		Stage Deficit			Shareholders' Deficit
Shares issued for services	04/28/11		80,000		80		63,120						63,200
Shares issued for cash	10/30/10		56,322		56		22,473						22,529
	03/16/11		10,000		10		5,990						6,000
	03/18/11		100,000		100		59,900						60,000
	03/31/11		14,000		14		8,386						8,400
	04/01/11		35,000		35		20,965						21,000
Imputed interest on related-party debt							835						835
Net loss, year ended 7/31/11											(169,245	)	(169,245)
Balances, 7/31/11			24,514,282		24,514		3,932,798		0		(3,962,074	)	(4,762)

6

PRIME ESTATES AND DEVELOPMENTS, INC.

(A Development Stage Company)

STATEMENT OF SHAREHOLDERS’ EQUITY (DEFICIT)

(Unaudited)

(Continued)

		Common Stock, Par Value $0.001				Additional		Common		Develop.			Total
	Date	Shares		Amount		Paid In Capital		Stock Payable		Stage Deficit			Shareholders' Deficit
Services	08/12/11		100,000		100		59,900						60,000
	12/08/11		46,500		46		27,853						27,900
Cash	10/31/11		23,500		24		14,077						14,100
	03/06/12		25,000		25		9,975						10,000
Cash received for stock payable									6,500				6,500
Imputed interest on related-party debt							3,729						3,729
Net loss, year ended 7/31/12											(330,589	)	(330,589)
Balances, 7/31/12			24,709,282		24,709		4,048,332		6,500		(4,292,663	)	(213,122)

7

PRIME ESTATES AND DEVELOPMENTS, INC.

(A Development Stage Company)

STATEMENT OF SHAREHOLDERS’ EQUITY (DEFICIT)

(Unaudited)

(Continued)

		Common Stock, Par Value $0.001				Additional		Common			Develop.				Total
	Date	Shares		Amount		Paid In Capital		Stock Payable			Stage Deficit				Shareholders' Deficit
Shares issued for:
Reduction of common stock payable	08/28/12		16,250		16		6,484		(6,500	)					0
Director services	09/01/12		180,000		180		70,020								70,200
Imputed interest on related-party debt							1,606								1,606
Net loss												(127,727	)		(127,727)
Balance, 10/31/12			24,905,532	$	24,906	$	4,126,441	$	0		$	(4,420,390	)	$	(269,043)

The accompanying notes are an integral part of these financial statements

8

PRIME ESTATES AND DEVELOPMENTS, INC.

(A Development Stage Company)

STATEMENTS OF CASH FLOWS

(Unaudited)

	Three Months Ended October 31,						From
	2012			2011			Inception (7/21/09) to October 31, 2012
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(127,727	)	$	(160,385	)	$	(4,420,390	)
Adjustments to reconcile net loss with cash used in operations:
Stock based compensation		70,200			60,000			3,941,496
Stock payable for services		0			27,900			0
Imputed interest		1,606			597			7,122
Change in operating assets and liabilities:
Salaries payable		35,000			0			145,000
Prepaid expenses and other current assets		0			0			0
Accounts payable and accrued expenses		(2,611	)		6,108			285
Accrued expenses, related-party		15,000			35,000			95,000
Net cash used in operating activities		(8,532	)		(30,780	)		(231,487	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from related party note payable		9,473			5,000			47,261
Principal payments on related-party note payable		0			0			(17,522	)
Proceeds from the sale of common stock		0			14,100			202,729
Net cash provided by financing activities		9,473			19,100			232,468
Net increase (decrease) in cash		941			(11,680	)		981
Cash at beginning of period		40			15,238			0
Cash at end of period	$	981		$	3,558		$	981
SUPPLEMENTAL DISCLOSURES
Cash paid for interest		0			0			0
Cash paid for income taxes		0			0			0
ADDITIONAL DISCLOSURES OF NON-CASH FINANCING TRANSACTIONS
Reduction of Common Stock Payable		6,500			0			6,500

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

9

PRIME ESTATES & DEVELOPMENTS, INC.

NOTES TO UNAUDITED FINANCIAL STATEMENTS

OCTOBER 31, 2012

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

Prime Estates and Developments, Inc. (“Prime Estates”, “The Company”, “we”, or “us”) was incorporated in the State of Nevada on July 21, 2009 for the purpose of acquiring and operating commercial real estate and real estate related assets. On the date of its inception, the Company issued 20 million shares of its common stock to three founders which were recorded at no value (offsetting increases and decreases in Common Stock and Additional Paid in Capital).

In the opinion of management, the accompanying financial statements includes all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows for the periods presented. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. Interim results are not necessarily indicative of results for a full year.

Summary of Significant Accounting Policies

Basis of Financial Statement Presentation

The accompanying financial statements have been prepared in accordance with principles generally accepted in the United States of America.

Use of Estimates

The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported 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 reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. As of October 31, 2012 and July 31, 2012, there were no cash equivalents.

Development Stage Enterprise

The Company complies with the accounting rules related to the characterization of the Company as development stage.

Revenue Recognition

We plan to recognize revenues from real estate sales under the full accrual method which requires that revenues be recognized when the sale is consummated; when the initial and continuing investments by the buyer in the property are sufficient; All the risks and rewards of ownership reside with buyer; There is no continuing duty or involvement by the seller post-sale (after closing); and, There is no future subordination of any buyer receivable (seller financing cases).

The Company may also earn rental income and management fees. The fees are recognized as they are earned.

Impairment of Long-Lived Assets

Long-lived assets are reviewed for impairment in accordance with the accounting rules related to Property, Plant and Equipment (“Codification Topic 360”). Under these rules, long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. An impairment charge is recognized or the amount, if any, which the carrying value of the asset exceeds the fair value.

Fair Value of Financial Instruments

Financial instruments, including cash, receivables, accounts payable, and notes payable are carried at amounts which reasonably approximate their fair value due to the short-term nature of these amounts or due to variable rates of interest which are consistent with market rates. No adjustments have been made in the current period.

10

Income Taxes

The Company accounts for income taxes under the accounting rules related to income taxes (“Codification Topic 740”). Under these rules, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. There was no current or deferred income tax expense or benefits for the periods ending October 31, 2012 and July 31, 2012.

Basic and Diluted Net Loss Per Common Share

Basic and diluted net loss per share calculations are calculated on the basis of the weighted average number of common shares outstanding during the periods presented. The per share amounts include the dilutive effect of common stock equivalents in years with net income. Basic and diluted loss per share is the same due to the anti dilutive nature of potential common stock equivalents.

Stock Based Compensation

The Company accounts for stock-based employee compensation arrangements using the fair value method in accordance with the accounting provisions relating to share-based payments (“Codification Topic 718”). The company accounts for the stock options issued to non-employees in accordance with these provisions.

The Company did not grant any stock options or warrants during the periods presented.

Organizational and Offering Costs

Costs incurred to organize the Company are expensed as incurred. Offering costs incurred in connection with the Company’s common share offerings are reflected as a reduction of capital upon the receipt of the net proceeds of the offering or charged to expense if the offering is not completed. No such costs have been incurred as of October 31, 2012.

Recent Accounting Pronouncements

In October 2012, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2012-04, “Technical Corrections and Improvements” in Accounting Standards Update No. 2012-04. The amendments in this update cover a wide range of Topics in the Accounting Standards Codification. These amendments include technical corrections and improvements to the Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments in this update will be effective for fiscal periods beginning after December 15, 2012. The adoption of ASU 2012-04 is not expected to have a material impact on our financial position or results of operations.

In August 2012, the FASB issued ASU 2012-03, “Technical Amendments and Corrections to SEC Sections: Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin (SAB) No. 114, Technical Amendments Pursuant to SEC Release No. 33-9250, and Corrections Related to FASB Accounting Standards Update 2010-22 (SEC Update)” in Accounting Standards Update No. 2012-03. This update amends various SEC paragraphs pursuant to the issuance of SAB No. 114. The adoption of ASU 2012-03 is not expected to have a material impact on our financial position or results of operations.

In July 2012, the FASB issued ASU 2012-02, “Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment” in Accounting Standards Update No. 2012-02. This update amends ASU 2011-08, Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment and permits an entity first to assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test in accordance with Subtopic 350-30, Intangibles - Goodwill and Other - General Intangibles Other than Goodwill. The amendments are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted, including for annual and interim impairment tests performed as of a date before July 27, 2012, if a public entity’s financial statements for the most recent annual or interim period have not yet been issued or, for nonpublic entities, have not yet been made available for issuance. The adoption of ASU 2012-02 is not expected to have a material impact on our financial position or results of operations.

In December 2011, the FASB issued ASU 2011-12, “Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items out of Accumulated Other Comprehensive Income” in Accounting Standards Update No. 2011-05. This update defers the requirement to present items that are reclassified from accumulated other comprehensive income to net income in both the statement of income where net income is presented and the statement where other comprehensive income is presented. The adoption of ASU 2011-12 is not expected to have a material impact on our financial position or results of operations.

11

In December 2011, the FASB issued ASU No. 2011-11 “Balance Sheet: Disclosures about Offsetting Assets and Liabilities” (“ASU 2011-11”). This Update requires an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRS. The amended guidance is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. The Company is currently evaluating the impact, if any, that the adoption of this pronouncement may have on its results of operations or financial position.

NOTE 2 – GOING CONCERN

These financial statements have been prepared on a going concern basis, which implies Prime Estates will continue to meet its obligations and continue its operations for the next fiscal year. Realization value may be substantially different from carrying values as shown and these financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should Prime Estates be unable to continue as a going concern.

The Company had incurred losses and has a working capital deficit as of October 31, 2012; these factors among others raise substantial doubt about the Company’s ability to continue as a going concern.

The Company intends to acquire and operate commercial real estate but will require capital to do so. There is no guarantee that we will be able to raise the capital necessary to make our acquisitions or if, upon acquiring properties, we will be able to generate positive cash flows from operations. These factors raise substantial doubt regarding Prime Estates’ ability to continue as a going concern.

NOTE 3 – CAPITAL STRUCTURE

Common Stock

The Company is authorized to issue 200 million common shares. At July 31, 2012, we had 24,709,282 common shares issued and outstanding. Equity transactions for the fiscal year ended July 31, 2012 can be found in our Form 10-K annual report as of July 31, 2012 filed with the Securities and Exchange Commission filed October 26, 2012 and are incorporated herein by reference.

During the three months ended October 31, 2012, we issued 16,250 shares to an accredited investor for $6,500. The receipt of those funds occurred during May, 2012, and was included in Common Stock Payable on the Balance Sheet as of July 31, 2012. The issuance of these shares extinguished the balance in that category as of October 31, 2012. This accredited investor was enlisted to serve as a Director on September 1, 2012.

Also during the three months ended October 31, 2012, we issued 180,000 to a Director for services. We valued the shares at their grant date fair value, charging general and administrative expenses with $70,200.

Preferred Stock

The Company is authorized to issue 100 million shares of preferred stock which has preferential liquidation rights over common stock and is non-voting. As of October 31, 2012, no shares have been issued.

Potentially Dilutive Securities

No options, warrants or other potentially dilutive securities have been issued as of October 31, 2012.

NOTE 4 – INCOME TAXES

The Company has tax losses which may be applied against future taxable income. The potential tax benefits arising from these loss carry-forwards expire beginning in 2029 and are offset by a valuation allowance due to the uncertainty of profitable operations in the future. The estimated net tax loss carry-forward was approximately $479,000 at October 31, 2012 resulting in a potential tax benefit of approximately $186,769.

12

The significant components of the deferred tax asset as of October 31, 2012 and July 31, 2012 are as follows:

	October 31, 2012			Jul 31, 2012
Net operating loss carry-forwards		186,769			164,333
Valuation allowance		(186,769	)		(164,333	)
Net deferred tax asset	$	0		$	0

NOTE 5 – RELATED PARTY TRANSACTIONS

During the three months ended October 31, 2012, we received $9,473 from officers and directors in cash advances. These advances are not evidenced by a promissory note. We therefore impute interest expense to equity at the rate of 6% per annum. For the three months ended October 31, 2012, we imputed $1,606 in interest. From inception (July 21, 2009) to October 31, 2012, we received $29,739 in advances from related parties consisting of $24,325 of cash advances and $5,414 in expenses paid on behalf of the company. Also, from inception to October 31, 2012, we imputed $7,122 in interest on these advances.

During the three months ended October 31, 2012, we issued 16,250 shares to an accredited investor who entered into a subscription agreement with us back in May, 2012 for $6,500. The issuance of those 16,250 shares extinguished that stock payable. On September 1, 2012, this investor became a director of the Company.

Also, on September 1, 2012, we issued an additional 180,000 shares to this director for one year of services through August 31, 2013. We valued these shares at their grant date fair, recording an increase in Additional Paid Capital of $70,200 and a charge to general and administrative expense in the same amount.

NOTE 6 – AGREEMENT WITH GREEN ERA LTD.

On February 17, 2011, we entered into a license agreement with GreenEra, Ltd., (“GreenEra”), a company formed under the laws of the Cyprus Republic, to acquire the rights of exploitation of a 60,000 hectares (approximately 150,000 acres) of forest land in Novo Aripuana, State of Amazones, Brazil.  GreenEra acquired these rights from the landowner in 2009. These rights expire on December 28, 2044.

Explanation of additional rights and obligations associated with this agreement can be found in our 10-K annual report as of July 31, 2012, filed October 26, 2012 and are herein incorporated by reference.

As of October 31, 2012, we have accrued $95,000 of costs on this contract and have made no cash payments to GreenEra. For the three months ended October 31, 2012, we have imputed $1,345 of interest on the unpaid balance, charging Interest Expense and increasing Additional Paid in Capital.

NOTE 7 – SUBSEQUENT EVENTS

On the 10^th of September 2012 we signed a non-binding Memorandum of Understanding (MOU) with a) Business Leasing & Management Corp, based in Cherry Hill, NJ, and b) Mainline Land Corp, LLC, based in Spring Valley, NY. Following the MOU, on September 25^th, 2012 we entered into a Share Contribution Agreement with certain shareholders of Mainline Land Co. LLC under which the Company would issue stock in order to acquire the shares of certain shareholders of Mainline Land Co. LLC (which shares represent 100% of Mainline Land Co., LLC). Upon the closing, Mainline Land Co. LLC would become a wholly owned subsidiary of Prime Estates. On November 23^rd, 2012 we canceled this agreement with the shareholders of Mainline Land Co LLC.

We have evaluated subsequent events through the date of issuance of the financial statements.

Item 2. Management’s Discussion and Analysis or Plan of Operation.

This 10−Q contains forward-looking statements. Our actual results could differ materially from those set forth as a result of general economic conditions and changes in the assumptions used in making such forward-looking statements. The following discussion and analysis of our financial condition and results of operations should be read together with the financial statements and accompanying notes and the other financial information appearing else where in this report. The analysis set forth below is provided pursuant to applicable Securities and Exchange Commission regulations and is not intended to serve as a basis for projections of future events.

13

Overview

Prime Estates and Developments, Inc. (“Prime Estates”, “The Company”, “we”, or “us”) was incorporated in the State of Nevada on July 21, 2009 for the purpose of acquiring and operating commercial real estate and real estate related assets. Our principal office is located at 200 South Wacker Drive, Suite 3100, Chicago, Illinois 60606. Telephone: 312.674.4529.

Our Business

We intend to acquire and operate commercial real estate and real estate related-assets in Greece, Bulgaria, Romania and the United States. We intend to focus on acquiring commercial properties such as those requiring development, redevelopment or repositioning, those located in markets and submarkets with what we believe to be high growth potential and those available from sellers who are distressed or face time-sensitive deadlines.

In addition, given current economic circumstances in the real estate industry, our investment strategy may also include investments in real estate-related assets that we believe present opportunities for significant current income. Such investments may also have what we believe to be opportunities for capital gain, whether as a result of a discount purchase or related equity participations.

We may acquire a wide variety of commercial properties, including office, industrial, retail, hospitality, recreation and leisure, single-tenant, multifamily and other real properties such as forests. These properties may be existing, income-producing properties, newly constructed properties or properties under development or construction and may include multifamily properties purchased for conversion into condominiums and single-tenant properties that may be converted for multifamily use.

Assuming we raise sufficient funding, our investment strategy is designed to provide investors with a diversified portfolio of real estate assets.  Although we have reviewed the real estate markets in the countries in which we intend to acquire properties, we have no contract, agreement or commitment to acquire any property as of the date of this filing.

Specifically, we have taken the following steps in furtherance of our business plan:

We have enriched our knowledge in the real estate market in Greece, Bulgaria, Romania and the United States by studying the existing statistics on this market and by having extensive discussions with many experts of the market as follows:

· Overall we have reviewed over 40 properties or development projects in two countries, the USA and Greece.

· The types of properties we have reviewed are residential and commercial.

· Overall we have met with many real estate agents in two countries, the USA and Greece.

· We have contacted two appraisers, one in the U.S. and another one in Greece. The appraiser we contacted in Greece is able to make appraisals also in Bulgaria and in Romania. In his team he also includes other scientists such as architects, engineers, topographers and seismologists.

· We have signed Consulting Agreements with consultants that will assist the company in Management, Public Relations, Investor Relations, Strategic Planning, Corporate organization & structure, estimation, due diligence, acquisition, development, renovation, sale, and management of Real Estate properties, locating proper Real Estate, management of Real Estate, and locating and introducing buyers for Real Estate that the company wishes to lease or sell.

· In July 2010 we signed a Joint Venture Agreement with Madison Realty Advisors, LLC (“Madison”). Madison has extensive experience in the business of acquiring, financing, managing and selling commercial real estate properties for itself and third parties. Madison will actively seek commercial real estate properties for acquisition. In connection therewith, Madison will negotiate the acquisition, perform due diligence on the properties, arrange financing and close the properties. Then perform property management, asset management and be responsible for the ultimate disposition of the properties. All property acquisitions shall be subject to the approval of Prime.

14

In December 2010 we started to examine the possibility of adding forests, or signing joint venture agreements with companies or individuals that own management rights of forests, in order to take advantage of the economic benefits that can derive from these forests, including the so called “carbon credits”. A carbon credit is a generic term for any tradable certificate or permit representing the right to emit one ton of carbon dioxide or carbon dioxide equivalent.  We could sell carbon credits that derive from forestry to commercial and individual customers who are interested in lowering their carbon footprint.

Our discussions with various individuals concerning these properties and projects has included general discussions of acquiring properties directly either ourselves or in a joint venture with others or of developing properties either ourselves or in a joint venture with others, as described above.  As of the date of this filing, all such discussions have been general and we have no specific plan as to whether we will acquire or develop ourselves or jointly any specific properties or projects.

On February 17, 2011, we entered into an agreement with GreenEra, Ltd., a company formed under the laws of the Cyprus Republic, to acquire the rights of exploitation of a 60,000 hectares (approximately 150,000 acres) of forest land in Novo Aripuana, State of Amazonas, Brazil.  The property can be developed and can probably produce carbon credits that when sold could produce profits. Any profits that will be gained from the development or the sale of the carbon credits will be shared 50-50 between PMLT and the owner of the forest land. The parties agree that:

· Prime Estates will pay GreenEra $5,000 per month for approximately 34 years beginning in April 1, 2011.

· Prime Estates will obtain financing sufficient to pay for all costs associated with obtaining the carbon credits, but not to exceed $1.2 million.

· GreenEra will be the developer responsible for performing all actions necessary to obtain the credits.

GreenEra acquired the exclusive rights to develop and to obtain these carbon credits when it contracted with the landowner on December 28, 2009.  Therefore, Prime Estates & Developments Inc. has inherited the rights and obligations of that agreement which stipulates, in part:

· The landowner has the right to veto sales of any credits under $2.00.

· If GreenEra is unable to receive a carbon credit certification until December 31, 2013, or cannot sell, convey, assign, lend or sublet, carbon credits or any other rights or products the contract is voided.

Our Directors, Mr. Panagiotis Drakopoulos and Mr. Vasileios Mavrogiannis, are also shareholders but not directors or officers of GreenEra Ltd.

Until the day of this filing there has been no other development concerning the agreement with GreenEra Ltd since there was not enough financing available to proceed with the development of the forest project.

In August 18, 2011, we signed a JV with Pelion Exclusive. Pelion Exclusive will actively seek and propose investment opportunities especially in the area of distressed residential and commercial real estate properties for merger and/or acquisition. Pelion Exclusive may also assist Prime in the financing and development of real estate projects. It may also perform property management, asset management and propose possible buyers for the ultimate disposition of the properties.

On December 1, 2011, we signed an MOU with Mr. Konstantinos Gogos and Mr. Anton Spaniol with a purpose to provide energy projects (solar parks) from their own portfolio or from third parties to Prime Estates. According to the MOU the specific project(s) and the amount of shares issued for its acquisition would be determined on a new contract if and when all parties would reach an agreement. On February 1, 2012 this MOU expired with no further development.

During the first three months of 2012, we had been involved in discussions with Mave Sa, a Greek logistics company that holds real estate assets, concerning a potential business combination. However, as of the date of this report, we have not entered into any formal oral or written memorandum of understanding, letter of intent or similar non-binding understanding and have not entered into any oral or written binding agreement, commitment or understanding concerning this potential business combination. There is no assurance that we will ever enter into any formal written memorandum of understanding, letter of intent or similar non-binding understanding or any formal binding agreement, commitment or understanding concerning this potential business combination.

15

On the 10^th of September 2012 we signed a non-binding Memorandum of Understanding (MOU) with a) Business Leasing & Management Corp, based in Cherry Hill, NJ, and b) Mainline Land Corp, LLC, based in Spring Valley, NY. Following the MOU, on September 25^th, 2012 we entered into a Share Contribution Agreement with certain shareholders of Mainline Land Co. LLC under which the Company would issue stock in order to acquire the shares of certain shareholders of Mainline Land Co. LLC (which shares represent 100% of Mainline Land Co., LLC). Upon the closing, Mainline Land Co. LLC would become a wholly owned subsidiary of Prime Estates. On November 23^rd, 2012 we canceled this agreement with the shareholders of Mainline Land Co LLC.

There is no limitation in the amount of funds we may invest in either property acquisition or property development.  There is no limitation on or percentage allocation of funds or assets between property acquisition and property development or between 100% ownership or joint venture ownership.

Results of Operations

Three Months Ended October 31, 2012 versus 2011

We incurred $126,121 of general and administrative expenses for the three months ended October 31, 2012 versus $159,788 for the same period in 2011. The change from 2011 to 2012 is an offset of increases in certain expenditures and decreases in others. The principal increase over the previous year is the non-cash compensation of $70,200 associated with the issuance of shares to our newly-appointed director. The principal decreases are a non-cash issuance of shares in the previous year for legal expenses (a $60,000 reduction in the current year versus the previous year), a non-cash issuance for promotion consulting (a $27,900 reduction in the current year versus the previous year) and cash promotional expenses during the three months ended October 31, 2011 ($15,000) that we did not incur in the current year.

Our interest expense for the three months ended October 31, 2012 versus 2011 witnessed an increase from $597 to $1,606, principally due to our imputation of interest expense on outstanding GreenEra debt.

Liquidity and Capital Resources

We will need to secure a minimum of $150,000 in funds to finance our business in the next 12 months, in addition to the funds which will be used to stay public, which funds will be used as set forth below. However in order to become profitable we may still need to secure additional debt or equity funding. We hope to be able to raise additional funds from an offering of our stock in the future. However, this offering may not occur, or if it occurs, may not raise the required funding. We do not have any plans or specific agreements for new sources of funding, except for the anticipated loans from management as described below. We plan to acquire real estate assets or companies that own real estate assets and could offer liquidity to our company but until the date of this filing we have not completed any such transaction and we are not sure that there will ever close such an acquisition. We are also involved in preliminary discussions concerning joint venture or similar agreements to become involved in solar parks in Europe but we are not sure if we will ever conclude to a closing agreement with these parties. Our independent auditor’s report expresses substantial doubt about our ability to continue as a going concern.  At October 31, 2012, we had only $981 in cash in our bank account.  We anticipate our monthly burn rate for the next 12 months to be approximately $17,000 per month, including the maximum estimated $50,000 costs of staying public as described herein.  

Until we generate operating revenues or receive other financing, all our costs, which we will incur irrespective of our business development activities, including bank service fees and those costs associated with SEC requirements associated with staying public, estimated to be less than $ 50,000 annually, will be funded as a loan from our officers and directors with no interest, to the extent that funds are available to do so. Our Officers and Directors are not obligated to provide these or any other funds although they have indicated that they currently intend to do so and that they have sufficient liquid assets to meet all of these anticipated future obligations if we do not generate operating revenues or secure other funding. There is no dollar limit to the amount they have agreed to provide. For the three months ended October 31, 2012, our directors loaned the Company $9,473.

Additionally, since our inception, we have raised $202,729 for operations through the sale of our stock under transactions exempt from registration under Regulation S (see Note 3 to the financial statements).

If we fail to meet these requirements, we may lose the qualification and our securities would no longer trade on the Over The Counter Market that we trade. Further, if we fail to meet these obligations and as a consequence we fail to satisfy our SEC reporting obligations, investors will now own stock in a company that does not provide the disclosure available in quarterly and annual reports filed with the SEC and investors may have increased difficulty in selling their stock as we will be non-reporting.

16

Plan of Operation in the Next Twelve Months

Our activities currently consist of website creation, and establishing additional cooperation agreements with real estate agents to establish the flow of real estate opportunities.  We do not intend to activate a website until we acquire properties and do not intend to put investor info on the site once activated. We have not completed any closings that would result in revenue to date and there can be no assurances that any future closings will result in revenue.

Specifically, our plan of operations for the next 12 months is as follows:

· From today until the end of 2012 we plan to raise additional funds in order to be able to cover our operational expenses and have the needed financing to acquire our first pieces of real estate. We believe that the proceeds raised in our prior Private Placements will satisfy our cash requirements only until we finish our efforts for additional financing at the end of 2012. If we will not be able to raise any additional funds by the end of 2012 we do not anticipate having the ability to continue our operations. We may need to obtain debt financing to implement our business plan. However, we initially contemplate pursuing equity financing only to cover our expenses and finance our first acquisitions of real estate properties. Of course, there is no assurance that we will be able to raise any future capital in any amount and if we fail to do so investors could lose their entire investment. We estimate the cost of this equity financing if we are able to secure it to be about $6,000, primarily legal and accounting costs and filing fees associated with such an offering.

· By the end of 2012 we also plan to focus our efforts in order to locate the proper properties for acquisition and do a full estimation and due diligence on them. We also plan to collaborate with existing real estate agents in order to be able to locate more properties and receive offers from properties that are getting sold at opportunistic prices. We also plan to create collaborations with freelancers who will have specific experience and knowledge in certain specialized real estate areas such as appraisers, engineers, archeologists, etc. The freelancers will be used in case by case scenario whenever there is a need for their specialty. We wish to create such collaborations with freelancers in order to have accurate real estate estimations and development plans, and in order to have these services at discount prices. The cost that we estimate to have in order to locate the freelancers will be about $2,000.

· Moreover, by the end of 2012 we believe that we will be able to locate enough real estate opportunities and do a full estimation and due diligence on them so that we will be able to take our first decision to acquire our first property. We estimate that the cost in order to locate a property at an opportunistic price and the cost of the needed due diligence for the first property will be about $3,000.

· By the end of 2012, or the first quarter of 2013, we believe that we will be able to close our first deal, do the necessary paperwork and therefore acquire our first property. Moreover, in order to have a diversified portfolio of properties we plan to locate and acquire at least three more properties. Among the properties that we intend to buy are those that generate or will within a period of three months generate income from rent. Overall we plan to spend about 80% of the capital that we will have raised in order to acquire real estate properties in the next twelve months. Assuming that we will manage to raise about $10,000,000 until the end of 2012, we will invest about $8,000,000 in real estate assets. Specifically, we plan to invest a portion of these funds, no more than $1,200,000, in order to possibly develop the forest that we have acquired its rights in the Amazonas, Brazil. Moreover, we plan to invest up to 5% of our raised funds in more liquid types of assets such as real estate related securities, primarily such as bonds backed by real estate. We plan to keep the rest of our funds in cash. We estimate that the rest of our cash position will be enough to cover all operational expenses of the company at least until the end of the first quarter of 2013.

· As soon as we succeed with the above-mentioned targets we intend to continue our business with more efforts to raise additional funds in order to be able to acquire more real estate assets.

Item 3. Quantitative and Qualitative Disclosure about Market Risk

Not applicable.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act) that are designed to ensure that information required to be disclosed in the Company’s Securities Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

17

The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and the Chief Financial Officer have concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures were not effective.

Changes in Internal Control over Financial Reporting

There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rule 13a-15(f) under the Securities Exchange Act) during the fiscal quarter ended April 30, 2011 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

None.

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

(a)                 Unregistered Sales of Equity Securities.

During the three months ended October 31, 2012, we issued 16,250 shares to an accredited investor who entered into a subscription agreement with us back in May, 2012 for $6,500.

Also, on September 1, 2012, we issued an additional 180,000 shares to this director for one year of services through August 31, 2013.

We believed that Regulation S was available because:

· None of these issuances involved underwriters, underwriting discounts or commissions;

· We placed Regulation S required restrictive legends on all certificates issued;

· No offers or sales of stock under the Regulation S offering were made to persons in the United States;

· No direct selling efforts of the Regulation S offering were made in the United States.

In connection with the above transactions, although some of the investors may have also been accredited, we provided the following to all investors:

 · Access to all our books and records.

 · Access to all material contracts and documents relating to our operations.

 · The opportunity to obtain any additional information, to the extent we possessed such information, necessary to verify the accuracy of the information to which the investors were given access.

Prospective investors were invited to review at our offices at any reasonable hour, after reasonable advance notice, any materials available to us concerning our business. Prospective Investors were also invited to visit our offices.

(b)                 Use of Proceeds.

The proceeds of sales of securities were used to fund general operations.

18

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures.

Item 5. Other Information.

Not applicable.

Item 6. Exhibits.

(a)   Exhibits.

Exhibit No.	Document Description
31.1	Certification of CEO 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 CFO 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 CEO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.2	Certification of CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 101	Interactive data files formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Cash Flows, and (iv) the Notes to the Consolidated Financial Statements.**
	101.INS	XBRL Instance Document**
	101.SCH	XBRL Taxonomy Extension Schema Document**
	101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document**
	101.DEF	XBRL Taxonomy Extension Definition Linkbase Document**
	101.LAB	XBRL Taxonomy Extension  Label Linkbase Document**
	101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document**

*  This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 of the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in any filings.

19

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.

Prime Estates & Developments, Inc.

/s/ Panagiotis Drakopoulos
Panagiotis Drakopoulos	December 10, 2012
Chief Executive Officer

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.

SIGNATURE	NAME	TITLE	DATE
/s/ Vasileios Mavrogiannis	Vasileios Mavrogiannis	Treasurer/CFO	December 10, 2012
/s/ Panagiotis Drakopoulos	Panagiotis Drakopoulos	Chief Executive Officer	December 10, 2012

20

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Panagiotis Drakopoulos, certify that:

1. I have reviewed this report on Form 10-Q of Prime Estates & Developments, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an quarterly report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

	Prime Estates & Developments, Inc.
December 10, 2012	By:	/s/ Panagiotis Drakopoulos
		Panagiotis Drakopoulos
		Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Vasileios Mavrogiannis, certify that:

1. I have reviewed this report on Form 10-Q of Prime Estates & Developments, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an quarterly report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

December 10, 2012	By:	/s/ Vasileios Mavrogiannis
		Vasileios Mavrogiannis
		Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to 18 U.S.C. § 1350, as adopted pursuant to Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned hereby certifies that the Quarterly Report on Form 10-Q for the period ended October 31, 2012 of Prime Estates & Developments, Inc. (the “Company”) fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 and that the information contained in such Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

	Prime Estates & Developments, Inc.
December 10, 2012	By:	/s/ Panagiotis Drakopoulos
		Panagiotis Drakopoulos
		Chief Executive Officer

 A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Prime Estates & Developments, Inc. and will be retained by Prime Estates & Developments, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to 18 U.S.C. § 1350, as adopted pursuant to Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned hereby certifies that the Quarterly Report on Form 10-Q for the period ended October 31, 2012 of Prime Estates & Developments, Inc. (the “Company”) fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 and that the information contained in such Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

December 10, 2012	By:	/s/ Vasileios Mavrogiannis
		Vasileios Mavrogiannis
		Chief Financial Officer

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Prime Estates & Developments, Inc. and will be retained by Prime Estates & Developments, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

XML

CAPITAL STRUCTURE

3 Months Ended

Oct. 31, 2012

Stockholders' Equity Note [Abstract]

Stockholders' Equity Note Disclosure [Text Block]

NOTE 3 – CAPITAL STRUCTURE

Common Stock

The Company is authorized to issue 200 million common shares. At July 31, 2012, we had 24,709,282 common shares issued and outstanding. Equity transactions for the fiscal year ended July 31, 2012 can be found in our Form 10-K annual report as of July 31, 2012 filed with the Securities and Exchange Commission filed October 26, 2012 and are incorporated herein by reference.

During the three months ended October 31, 2012, we issued 16,250 shares to an accredited investor for $6,500. The receipt of those funds occurred during May, 2012, and was included in Common Stock Payable on the Balance Sheet as of July 31, 2012. The issuance of these shares extinguished the balance in that category as of October 31, 2012. This accredited investor was enlisted to serve as a Director on September 1, 2012.

Also during the three months ended October 31, 2012, we issued 180,000 to a Director for services. We valued the shares at their grant date fair value, charging general and administrative expenses with $70,200.

Preferred Stock

The Company is authorized to issue 100 million shares of preferred stock which has preferential liquidation rights over common stock and is non-voting. As of October 31, 2012, no shares have been issued.

Potentially Dilutive Securities

No options, warrants or other potentially dilutive securities have been issued as of October 31, 2012.

XML

GOING CONCERN

3 Months Ended

Oct. 31, 2012

Going Concern [Abstract]

Going Concern [Text Block]

NOTE 2 – GOING CONCERN

These financial statements have been prepared on a going concern basis, which implies Prime Estates will continue to meet its obligations and continue its operations for the next fiscal year. Realization value may be substantially different from carrying values as shown and these financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should Prime Estates be unable to continue as a going concern.

The Company had incurred losses and has a working capital deficit as of October 31, 2012; these factors among others raise substantial doubt about the Company’s ability to continue as a going concern.

The Company intends to acquire and operate commercial real estate but will require capital to do so. There is no guarantee that we will be able to raise the capital necessary to make our acquisitions or if, upon acquiring properties, we will be able to generate positive cash flows from operations. These factors raise substantial doubt regarding Prime Estates’ ability to continue as a going concern.

XML

BALANCE SHEETS (USD $)	Oct. 31, 2012	Jul. 31, 2012
ASSETS
Cash and equivalents	$ 981	$ 40
TOTAL ASSETS	981	40
CURRENT LIABILITIES
Accounts payable and accrued expenses	285	2,896
Salaries payable	145,000	110,000
Note payable - related party	124,739	100,266
TOTAL CURRENT LIABILITIES	270,024	213,162
SHAREHOLDERS' DEFICIT
Preferred stock, par value $0.001, authorized 100 million shares, none issued and outstanding at 10/31/12.	0	0
Common stock, par value $0.001, authorized 200 million, 24,905,532 and 24,709,282 issued and outstanding at October 31, 2012 and July 31, 2012, respectively.	24,906	24,709
Additional paid-in capital	4,126,441	4,048,332
Common stock payable	0	6,500
Deficit accumulated during the development phase	(4,420,390)	(4,292,663)
TOTAL SHAREHOLDERS' DEFICIT	(269,043)	(213,122)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	$ 981	$ 40

XML

STATEMENTS OF CASH FLOWS (USD $)	3 Months Ended		39 Months Ended
	Oct. 31, 2012	Oct. 31, 2011	Oct. 31, 2012
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (127,727)	$ (160,385)	$ (4,420,390)
Adjustments to reconcile net loss with cash used in operations:
Stock based compensation	70,200	60,000	3,941,496
Stock payable for services	0	27,900	0
Imputed interest	1,606	597	7,122
Change in operating assets and liabilities:
Salaries payable	35,000	0	145,000
Prepaid expenses and other current assets	0	0	0
Accounts payable and accrued expenses	(2,611)	6,108	285
Accrued expenses, related-party	15,000	35,000	95,000
Net cash used in operating activities	(8,532)	(30,780)	(231,487)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from related party note payable	9,473	5,000	47,261
Principal payments on related-party note payable	0	0	(17,522)
Proceeds from the sale of common stock	0	14,100	202,729
Net cash provided by financing activities	9,473	19,100	232,468
Net increase (decrease) in cash	941	(11,680)	981
Cash at beginning of period	40	15,238	0
Cash at end of period	981	3,558	981
SUPPLEMENTAL DISCLOSURES
Cash paid for interest	0	0	0
Cash paid for income taxes	0	0	0
ADDITIONAL DISCLOSURES OF NON-CASH FINANCING TRANSACTIONS
Reduction of Common Stock Payable	$ 6,500	$ 0	$ 6,500

XML

SUBSEQUENT EVENTS (Details Textual)	Sep. 25, 2012
Business Acquisition, Percentage of Voting Interests Acquired	100.00%

XML

ORGANIZATION AND NATURE OF BUSINESS

3 Months Ended

Oct. 31, 2012

Organization, Consolidation and Presentation Of Financial Statements [Abstract]

Nature of Operations [Text Block]

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

Prime Estates and Developments, Inc. (“Prime Estates”, “The Company”, “we”, or “us”) was incorporated in the State of Nevada on July 21, 2009 for the purpose of acquiring and operating commercial real estate and real estate related assets. On the date of its inception, the Company issued 20 million shares of its common stock to three founders which were recorded at no value (offsetting increases and decreases in Common Stock and Additional Paid in Capital).

In the opinion of management, the accompanying financial statements includes all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows for the periods presented. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. Interim results are not necessarily indicative of results for a full year.

Summary of Significant Accounting Policies

Basis of Financial Statement Presentation

The accompanying financial statements have been prepared in accordance with principles generally accepted in the United States of America.

Use of Estimates

The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported 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 reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. As of October 31, 2012 and July 31, 2012, there were no cash equivalents.

Development Stage Enterprise

The Company complies with the accounting rules related to the characterization of the Company as development stage.

Revenue Recognition

We plan to recognize revenues from real estate sales under the full accrual method which requires that revenues be recognized when the sale is consummated; when the initial and continuing investments by the buyer in the property are sufficient; All the risks and rewards of ownership reside with buyer; There is no continuing duty or involvement by the seller post-sale (after closing); and, There is no future subordination of any buyer receivable (seller financing cases).

The Company may also earn rental income and management fees. The fees are recognized as they are earned.

Impairment of Long-Lived Assets

Long-lived assets are reviewed for impairment in accordance with the accounting rules related to Property, Plant and Equipment (“Codification Topic 360”). Under these rules, long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. An impairment charge is recognized or the amount, if any, which the carrying value of the asset exceeds the fair value.

Fair Value of Financial Instruments

Financial instruments, including cash, receivables, accounts payable, and notes payable are carried at amounts which reasonably approximate their fair value due to the short-term nature of these amounts or due to variable rates of interest which are consistent with market rates. No adjustments have been made in the current period.

Income Taxes

The Company accounts for income taxes under the accounting rules related to income taxes (“Codification Topic 740”). Under these rules, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. There was no current or deferred income tax expense or benefits for the periods ending October 31, 2012 and July 31, 2012.

Basic and Diluted Net Loss Per Common Share

Basic and diluted net loss per share calculations are calculated on the basis of the weighted average number of common shares outstanding during the periods presented. The per share amounts include the dilutive effect of common stock equivalents in years with net income. Basic and diluted loss per share is the same due to the anti dilutive nature of potential common stock equivalents.

Stock Based Compensation

The Company accounts for stock-based employee compensation arrangements using the fair value method in accordance with the accounting provisions relating to share-based payments (“Codification Topic 718”). The company accounts for the stock options issued to non-employees in accordance with these provisions.

The Company did not grant any stock options or warrants during the periods presented.

Organizational and Offering Costs

Costs incurred to organize the Company are expensed as incurred. Offering costs incurred in connection with the Company’s common share offerings are reflected as a reduction of capital upon the receipt of the net proceeds of the offering or charged to expense if the offering is not completed. No such costs have been incurred as of October 31, 2012.

Recent Accounting Pronouncements

In October 2012, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2012-04, “Technical Corrections and Improvements” in Accounting Standards Update No. 2012-04. The amendments in this update cover a wide range of Topics in the Accounting Standards Codification. These amendments include technical corrections and improvements to the Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments in this update will be effective for fiscal periods beginning after December 15, 2012. The adoption of ASU 2012-04 is not expected to have a material impact on our financial position or results of operations.

In August 2012, the FASB issued ASU 2012-03, “Technical Amendments and Corrections to SEC Sections: Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin (SAB) No. 114, Technical Amendments Pursuant to SEC Release No. 33-9250, and Corrections Related to FASB Accounting Standards Update 2010-22 (SEC Update)” in Accounting Standards Update No. 2012-03. This update amends various SEC paragraphs pursuant to the issuance of SAB No. 114. The adoption of ASU 2012-03 is not expected to have a material impact on our financial position or results of operations.

In July 2012, the FASB issued ASU 2012-02, “Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment” in Accounting Standards Update No. 2012-02. This update amends ASU 2011-08, Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment and permits an entity first to assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test in accordance with Subtopic 350-30, Intangibles - Goodwill and Other - General Intangibles Other than Goodwill. The amendments are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted, including for annual and interim impairment tests performed as of a date before July 27, 2012, if a public entity’s financial statements for the most recent annual or interim period have not yet been issued or, for nonpublic entities, have not yet been made available for issuance. The adoption of ASU 2012-02 is not expected to have a material impact on our financial position or results of operations.

In December 2011, the FASB issued ASU 2011-12, “Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items out of Accumulated Other Comprehensive Income” in Accounting Standards Update No. 2011-05. This update defers the requirement to present items that are reclassified from accumulated other comprehensive income to net income in both the statement of income where net income is presented and the statement where other comprehensive income is presented. The adoption of ASU 2011-12 is not expected to have a material impact on our financial position or results of operations.

In December 2011, the FASB issued ASU No. 2011-11 “Balance Sheet: Disclosures about Offsetting Assets and Liabilities” (“ASU 2011-11”). This Update requires an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRS. The amended guidance is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. The Company is currently evaluating the impact, if any, that the adoption of this pronouncement may have on its results of operations or financial position.

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BALANCE SHEETS [Parenthetical] (USD $)	Oct. 31, 2012	Jul. 31, 2012
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares, outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	24,905,532	24,709,282
Common stock, shares, outstanding	24,905,532	24,709,282

XML

CAPITAL STRUCTURE (Details Textual) (USD $)	0 Months Ended	3 Months Ended		39 Months Ended
	Jul. 31, 2009	Oct. 31, 2012	Oct. 31, 2011	Oct. 31, 2012	Jul. 31, 2012
Common Stock, Shares Authorized		200,000,000		200,000,000	200,000,000
Common Stock, Shares, Issued		24,905,532		24,905,532	24,709,282
Common Stock, Shares, Outstanding		24,905,532		24,905,532	24,709,282
Stock Issued During Period, Shares, New Issues	20,000,000
Stock Issued During Period, Value, New Issues	$ 0
Common Stock Payable		0		0	6,500
Stock Based Compensation		70,200	60,000	3,941,496
Preferred Stock, Shares Authorized		100,000,000		100,000,000	100,000,000
Director [Member]
Stock Issued During Period, Shares, New Issues		16,250
Stock Issued During Period, Value, New Issues		6,500
Stock Issued During Period, Shares, Issued For Services		180,000
General and Administrative Expense [Member]
Stock Based Compensation		70,200
Common Stock [Member]
Common Stock, Shares Authorized		200,000,000		200,000,000
Common Stock, Shares, Issued					24,709,282
Common Stock, Shares, Outstanding					24,709,282
Stock Issued During Period, Shares, New Issues	20,000,000
Stock Issued During Period, Value, New Issues	$ 20,000
Stock Issued During Period, Shares, Issued For Services		180,000

XML

DOCUMENT AND ENTITY INFORMATION	3 Months Ended
	Oct. 31, 2012	Nov. 15, 2012
Entity Registrant Name	PRIME ESTATES & DEVELOPMENTS INC
Entity Central Index Key	0001474167
Current Fiscal Year End Date	--07-31
Entity Filer Category	Smaller Reporting Company
Trading Symbol	pmlt
Entity Common Stock, Shares Outstanding		24,905,532
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Oct. 31, 2012
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2013

XML

INCOME TAXES (Details) (USD $)	3 Months Ended	12 Months Ended
	Oct. 31, 2012	Jul. 31, 2012
Net operating loss carryforwards	$ 186,769	$ 164,333
Valuation allowance	(186,769)	(164,333)
Net deferred tax asset	$ 0	$ 0

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RESULTS OF OPERATIONS (USD $)	3 Months Ended		39 Months Ended
	Oct. 31, 2012	Oct. 31, 2011	Oct. 31, 2012
Interest income	$ 0	$ 0	$ 52
General and administrative expenses	126,121	159,788	4,413,320
Interest expense - related parties	1,606	597	7,122
Net operating loss	(127,727)	(160,385)	(4,420,390)
NET LOSS	$ (127,727)	$ (160,385)	$ (4,420,390)
Net loss per share, basic and fully diluted (in dollars per share)	$ (0.01)	$ (0.01)
Weighted average number of shares outstanding (in shares)	24,818,412	24,601,239

XML

AGREEMENT WITH GREEN ERA LTD.

3 Months Ended

Oct. 31, 2012

Agreement Disclosure [Abstract]

Agreement Disclosure [Text Block]

NOTE 6 – AGREEMENT WITH GREEN ERA LTD.

On February 17, 2011, we entered into a license agreement with GreenEra, Ltd., (“GreenEra”), a company formed under the laws of the Cyprus Republic, to acquire the rights of exploitation of a 60,000 hectares (approximately 150,000 acres) of forest land in Novo Aripuana, State of Amazones, Brazil.  GreenEra acquired these rights from the landowner in 2009. These rights expire on December 28, 2044.

Explanation of additional rights and obligations associated with this agreement can be found in our 10-K annual report as of July 31, 2012, filed October 26, 2012 and are herein incorporated by reference.

As of October 31, 2012, we have accrued $95,000 of costs on this contract and have made no cash payments to GreenEra. For the three months ended October 31, 2012, we have imputed $1,345 of interest on the unpaid balance, charging Interest Expense and increasing Additional Paid in Capital.

XML

RELATED PARTY TRANSACTIONS

3 Months Ended

Oct. 31, 2012

Related Party Transactions [Abstract]

Related Party Transactions Disclosure [Text Block]

NOTE 5 – RELATED PARTY TRANSACTIONS

During the three months ended October 31, 2012, we received $9,473 from officers and directors in cash advances. These advances are not evidenced by a promissory note. We therefore impute interest expense to equity at the rate of 6% per annum. For the three months ended October 31, 2012, we imputed $1,606 in interest. From inception (July 21, 2009) to October 31, 2012, we received $29,739 in advances from related parties consisting of $24,325 of cash advances and $5,414 in expenses paid on behalf of the company. Also, from inception to October 31, 2012, we imputed $7,122 in interest on these advances.

During the three months ended October 31, 2012, we issued 16,250 shares to an accredited investor who entered into a subscription agreement with us back in May, 2012 for $6,500. The issuance of those 16,250 shares extinguished that stock payable. On September 1, 2012, this investor became a director of the Company.

Also, on September 1, 2012, we issued an additional 180,000 shares to this director for one year of services through August 31, 2013. We valued these shares at their grant date fair, recording an increase in Additional Paid Capital of $70,200 and a charge to general and administrative expense in the same amount.

XML

INCOME TAXES (Details Textual) (USD $)	3 Months Ended
	Oct. 31, 2012	Jul. 31, 2012
Operating Loss Carryforwards	$ 186,769	$ 164,333
Income Tax Expense (Benefit)	186,769
Expire Beginning In 2029 [Member]
Operating Loss Carryforwards	$ 479,000

XML

INCOME TAXES (Tables)

3 Months Ended

Oct. 31, 2012

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense (Benefit) [Table Text Block]

The significant components of the deferred tax asset as of October 31, 2012 and July 31, 2012 are as follows:

	October 31, 2012			Jul 31, 2012
Net operating loss carry-forwards		186,769			164,333
Valuation allowance		(186,769	)		(164,333	)
Net deferred tax asset	$	0		$	0

XML

SUBSEQUENT EVENTS

3 Months Ended

Oct. 31, 2012

Subsequent Events [Abstract]

Subsequent Events [Text Block]

NOTE 7 – SUBSEQUENT EVENTS

On the 10^th of September 2012 we signed a non-binding Memorandum of Understanding (MOU) with a) Business Leasing & Management Corp, based in Cherry Hill, NJ, and b) Mainline Land Corp, LLC, based in Spring Valley, NY. Following the MOU, on September 25^th, 2012 we entered into a Share Contribution Agreement with certain shareholders of Mainline Land Co. LLC under which the Company would issue stock in order to acquire the shares of certain shareholders of Mainline Land Co. LLC (which shares represent 100% of Mainline Land Co., LLC). Upon the closing, Mainline Land Co. LLC would become a wholly owned subsidiary of Prime Estates. On November 23^rd, 2012 we canceled this agreement with the shareholders of Mainline Land Co LLC.

We have evaluated subsequent events through the date of issuance of the financial statements.

XML

ORGANIZATION AND NATURE OF BUSINESS (Policies)

3 Months Ended

Oct. 31, 2012

Organization, Consolidation and Presentation Of Financial Statements [Abstract]

Basis of Accounting, Policy [Policy Text Block]

Basis of Financial Statement Presentation

The accompanying financial statements have been prepared in accordance with principles generally accepted in the United States of America.

Use of Estimates, Policy [Policy Text Block]

Use of Estimates

The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported 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 reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents, Policy [Policy Text Block]

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. As of October 31, 2012 and July 31, 2012, there were no cash equivalents.

Development Stage Enterprise [Policy Text Block]

Development Stage Enterprise

The Company complies with the accounting rules related to the characterization of the Company as development stage.

Revenue Recognition, Policy [Policy Text Block]

Revenue Recognition

We plan to recognize revenues from real estate sales under the full accrual method which requires that revenues be recognized when the sale is consummated; when the initial and continuing investments by the buyer in the property are sufficient; All the risks and rewards of ownership reside with buyer; There is no continuing duty or involvement by the seller post-sale (after closing); and, There is no future subordination of any buyer receivable (seller financing cases).

The Company may also earn rental income and management fees. The fees are recognized as they are earned.

Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block]

Impairment of Long-Lived Assets

Long-lived assets are reviewed for impairment in accordance with the accounting rules related to Property, Plant and Equipment (“Codification Topic 360”). Under these rules, long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. An impairment charge is recognized or the amount, if any, which the carrying value of the asset exceeds the fair value.

Fair Value of Financial Instruments, Policy [Policy Text Block]

Fair Value of Financial Instruments

Financial instruments, including cash, receivables, accounts payable, and notes payable are carried at amounts which reasonably approximate their fair value due to the short-term nature of these amounts or due to variable rates of interest which are consistent with market rates. No adjustments have been made in the current period.

Income Tax, Policy [Policy Text Block]

Income Taxes

The Company accounts for income taxes under the accounting rules related to income taxes (“Codification Topic 740”). Under these rules, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. There was no current or deferred income tax expense or benefits for the periods ending October 31, 2012 and July 31, 2012.

Earnings Per Share, Policy [Policy Text Block]

Basic and Diluted Net Loss Per Common Share

Basic and diluted net loss per share calculations are calculated on the basis of the weighted average number of common shares outstanding during the periods presented. The per share amounts include the dilutive effect of common stock equivalents in years with net income. Basic and diluted loss per share is the same due to the anti dilutive nature of potential common stock equivalents.

Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block]

Stock Based Compensation

The Company accounts for stock-based employee compensation arrangements using the fair value method in accordance with the accounting provisions relating to share-based payments (“Codification Topic 718”). The company accounts for the stock options issued to non-employees in accordance with these provisions.

The Company did not grant any stock options or warrants during the periods presented.

Costs Incurred, Policy [Policy Text Block]

Organizational and Offering Costs

Costs incurred to organize the Company are expensed as incurred. Offering costs incurred in connection with the Company’s common share offerings are reflected as a reduction of capital upon the receipt of the net proceeds of the offering or charged to expense if the offering is not completed. No such costs have been incurred as of October 31, 2012.

New Accounting Pronouncements, Policy [Policy Text Block]

Recent Accounting Pronouncements

In October 2012, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2012-04, “Technical Corrections and Improvements” in Accounting Standards Update No. 2012-04. The amendments in this update cover a wide range of Topics in the Accounting Standards Codification. These amendments include technical corrections and improvements to the Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments in this update will be effective for fiscal periods beginning after December 15, 2012. The adoption of ASU 2012-04 is not expected to have a material impact on our financial position or results of operations.

In August 2012, the FASB issued ASU 2012-03, “Technical Amendments and Corrections to SEC Sections: Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin (SAB) No. 114, Technical Amendments Pursuant to SEC Release No. 33-9250, and Corrections Related to FASB Accounting Standards Update 2010-22 (SEC Update)” in Accounting Standards Update No. 2012-03. This update amends various SEC paragraphs pursuant to the issuance of SAB No. 114. The adoption of ASU 2012-03 is not expected to have a material impact on our financial position or results of operations.

In July 2012, the FASB issued ASU 2012-02, “Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment” in Accounting Standards Update No. 2012-02. This update amends ASU 2011-08, Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment and permits an entity first to assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test in accordance with Subtopic 350-30, Intangibles - Goodwill and Other - General Intangibles Other than Goodwill. The amendments are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted, including for annual and interim impairment tests performed as of a date before July 27, 2012, if a public entity’s financial statements for the most recent annual or interim period have not yet been issued or, for nonpublic entities, have not yet been made available for issuance. The adoption of ASU 2012-02 is not expected to have a material impact on our financial position or results of operations.

In December 2011, the FASB issued ASU 2011-12, “Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items out of Accumulated Other Comprehensive Income” in Accounting Standards Update No. 2011-05. This update defers the requirement to present items that are reclassified from accumulated other comprehensive income to net income in both the statement of income where net income is presented and the statement where other comprehensive income is presented. The adoption of ASU 2011-12 is not expected to have a material impact on our financial position or results of operations.

In December 2011, the FASB issued ASU No. 2011-11 “Balance Sheet: Disclosures about Offsetting Assets and Liabilities” (“ASU 2011-11”). This Update requires an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRS. The amended guidance is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. The Company is currently evaluating the impact, if any, that the adoption of this pronouncement may have on its results of operations or financial position.

XML

ORGANIZATION AND NATURE OF BUSINESS (Details Textual)	0 Months Ended
	Jul. 31, 2009
Entity Incorporation, Date Of Incorporation	Jul. 21, 2009
Stock Issued During Period, Shares, New Issues	20,000,000

XML

AGREEMENT WITH GREEN ERA LTD (Details Textual) (USD $)	3 Months Ended
	Oct. 31, 2012	Feb. 17, 2011 Greenera, Ltd [Member] acre	Feb. 17, 2011 Greenera, Ltd [Member] hectare
Area of Real Estate Property		150,000	60,000
Contract Cost Accrued	$ 95,000
Adjustment To Additional Paid In Capital Imputed Interest On Contracts Receivable	$ 1,345

XML

STATEMENT OF SHAREHOLDERS' EQUITY (DEFICIT) (USD $)	Common Stock [Member]	Additional Paid-In Capital [Member]	Common Stock Payable [Member]	Retained Earnings [Member]	Total
Balance at Jul. 20, 2009	$ 0	$ 0		$ 0	$ 0
Balance (in shares) at Jul. 20, 2009	0
Founders' shares	20,000	(20,000)		0	0
Founders' shares (in shares)	20,000,000				20,000,000
Net loss				(4,600)	(4,600)
Balance at Jul. 31, 2009	20,000	(20,000)	0	(4,600)	(4,600)
Balance (in shares) at Jul. 31, 2009	20,000,000
Shares issued for services	102	10,094			10,196
Shares issued for services (in shares)	101,960
Shares issued for cash	392	38,808			39,200
Shares issued for cash (in shares)	392,000
Imputed interest on related-party debt		952			952
Shares issued for services (in shares)	3,710,000
Shares issued for services	3,710	3,706,290			3,710,000
Shares issued for cash	15	14,985			15,000
Shares issued for cash (in shares)	15,000
Net loss				(3,788,229)	(3,788,229)
Balance at Jul. 31, 2010	24,219	3,751,129	0	(3,792,829)	(17,481)
Balance (in shares) at Jul. 31, 2010	24,218,960
Shares issued for services	80	63,120			63,200
Shares issued for services (in shares)	80,000
Shares issued for cash	56	22,473			22,529
Shares issued for cash (in shares)	56,322
Imputed interest on related-party debt		835			835
Shares issued for cash	10	5,990			6,000
Shares issued for cash (in shares)	10,000
Shares issued for cash	100	59,900			60,000
Shares issued for cash (in shares)	100,000
Shares issued for cash	14	8,386			8,400
Shares issued for cash (in shares)	14,000
Shares issued for cash	35	20,965			21,000
Shares issued for cash (in shares)	35,000
Net loss				(169,245)	(169,245)
Balance at Jul. 31, 2011	24,514	3,932,798	0	(3,962,074)	(4,762)
Balance (in shares) at Jul. 31, 2011	24,514,282
Shares issued for services	100	59,900			60,000
Shares issued for services (in shares)	100,000
Shares issued for cash	24	14,077			14,100
Shares issued for cash (in shares)	23,500
Imputed interest on related-party debt		3,729			3,729
Shares issued for services (in shares)	46,500
Shares issued for services	46	27,853			27,900
Shares issued for cash	25	9,975			10,000
Shares issued for cash (in shares)	25,000
Cash received for stock payable			6,500		6,500
Net loss				(330,589)	(330,589)
Balance at Jul. 31, 2012	24,709	4,048,332	6,500	(4,292,663)	(213,122)
Balance (in shares) at Jul. 31, 2012	24,709,282
Imputed interest on related-party debt		1,606			1,606
Reduction of common stock payable	16	6,484	(6,500)		0
Reduction of common stock payable (in shares)	16,250
Director services	180	70,020			70,200
Director services (in shares)	180,000
Net loss				(127,727)	(127,727)
Balance at Oct. 31, 2012	$ 24,906	$ 4,126,441	$ 0	$ (4,420,390)	$ (269,043)
Balance (in shares) at Oct. 31, 2012	24,905,532

XML

INCOME TAXES

3 Months Ended

Oct. 31, 2012

Income Tax Disclosure [Abstract]

Income Tax Disclosure [Text Block]

NOTE 4 – INCOME TAXES

The Company has tax losses which may be applied against future taxable income. The potential tax benefits arising from these loss carry-forwards expire beginning in 2029 and are offset by a valuation allowance due to the uncertainty of profitable operations in the future. The estimated net tax loss carry-forward was approximately $479,000 at October 31, 2012 resulting in a potential tax benefit of approximately $186,769.

The significant components of the deferred tax asset as of October 31, 2012 and July 31, 2012 are as follows:

	October 31, 2012			Jul 31, 2012
Net operating loss carry-forwards		186,769			164,333
Valuation allowance		(186,769	)		(164,333	)
Net deferred tax asset	$	0		$	0

XML

RELATED PARTY TRANSACTIONS (Details Textual) (USD $)	0 Months Ended	3 Months Ended		39 Months Ended
	Jul. 31, 2009	Oct. 31, 2012	Oct. 31, 2011	Oct. 31, 2012
Proceeds from related party note payable		$ 9,473	$ 5,000	$ 47,261
Percentage Of Imputed Interest Expense To Equity		6.00%
Imputed interest		1,606	597	7,122
Advances From Related Parties Total				29,739
Stock Issued During Period, Shares, New Issues	20,000,000
Stock Issued During Period, Value, New Issues	0
Additional Stock Issued During Period Shares Issued For Services		180,000
Adjustments to Additional Paid in Capital, Other		70,200
Stock based compensation		70,200	60,000	3,941,496
General and Administrative Expense [Member]
Stock based compensation		70,200
Cash Advance [Member]
Advances From Related Parties Total				24,325
Expenses [Member]
Advances From Related Parties Total				5,414
Director [Member]
Stock Issued During Period, Shares, New Issues		16,250
Stock Issued During Period, Value, New Issues		$ 6,500