The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM D

Notice of Exempt Offering of Securities
OMB APPROVAL
OMB Number: 3235-0076
Estimated average burden
hours per response: 4.00

1. Issuer's Identity

CIK (Filer ID Number) Previous Names
X None
Entity Type
0001592929
X Corporation
   Limited Partnership
   Limited Liability Company
   General Partnership
   Business Trust
   Other (Specify)

Name of Issuer
All Party System Co.
Jurisdiction of Incorporation/Organization
DELAWARE
Year of Incorporation/Organization
   Over Five Years Ago
X Within Last Five Years (Specify Year) 2012
   Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
All Party System Co.
Street Address 1 Street Address 2
651 CANNERY ROW, B-18
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
MONTEREY CALIFORNIA 93940 (831) 383-1409

3. Related Persons

Last Name First Name Middle Name
Davis Vanessa
Street Address 1 Street Address 2
3724 Autumn Road
City State/Province/Country ZIP/PostalCode
Elsmere KENTUCKY 41018
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Founding Executive
Last Name First Name Middle Name
Meiklejohn Benjamin
Street Address 1 Street Address 2
65 Spruce Street, #3
City State/Province/Country ZIP/PostalCode
Portland MAINE 04102
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Founding Executive
Last Name First Name Middle Name
Briscoe Tiffany Rene
Street Address 1 Street Address 2
8302 Widgeon Place, #35
City State/Province/Country ZIP/PostalCode
Laurel MARYLAND 20724
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Founding Executive
Last Name First Name Middle Name
Center Larry Carter
Street Address 1 Street Address 2
20 Westanee Drive
City State/Province/Country ZIP/PostalCode
Charleston SOUTH CAROLINA 29407-0600
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Founding Executive
Last Name First Name Middle Name
Ogle James Orlando
Street Address 1 Street Address 2
651 Cannery Row, B-18
City State/Province/Country ZIP/PostalCode
Monterey CALIFORNIA 93940
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Founding Executive and Secretary
Last Name First Name Middle Name
Wells Ernest
Street Address 1 Street Address 2
Post Office Box 20643
City State/Province/Country ZIP/PostalCode
Knoxville TENNESSEE 37940
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

President
Last Name First Name Middle Name
Jones Tony
Street Address 1 Street Address 2
5600 Post Road, Suite 115/255
City State/Province/Country ZIP/PostalCode
East Greenwich RHODE ISLAND 02818
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Ethics & Grievances Officer
Last Name First Name Middle Name
Roberts Rob
Street Address 1 Street Address 2
3200 Rosal Street, Nepo Subdivision
City State/Province/Country ZIP/PostalCode
Barangay, Angeles, Pampanga PHILIPPINES 2009
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Treasurer
Last Name First Name Middle Name
Doyle Jim
Street Address 1 Street Address 2
2121 Donald Drive, #14
City State/Province/Country ZIP/PostalCode
Moraga CALIFORNIA 94556
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Worker Board of Director
Last Name First Name Middle Name
Clark Colia
Street Address 1 Street Address 2
Post Office 7631
City State/Province/Country ZIP/PostalCode
New York NEW YORK 10150
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Worker Board of Director
Last Name First Name Middle Name
Haemmel Liz
Street Address 1 Street Address 2
2909 Kobio Drive
City State/Province/Country ZIP/PostalCode
Concord CALIFORNIA 94519
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Worker Board of Director
Last Name First Name Middle Name
Angell Joshua Paul
Street Address 1 Street Address 2
3636 East Bellevue Street
City State/Province/Country ZIP/PostalCode
Tucson ARIZONA 85716
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Worker Board of Director
Last Name First Name Middle Name
Holman Paul
Street Address 1 Street Address 2
651 Cannery Row, B-18
City State/Province/Country ZIP/PostalCode
Monterey CALIFORNIA 93940
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Worker Board of Director
Last Name First Name Middle Name
Rodregues Richard
Street Address 1 Street Address 2
Post Office Box 5132
City State/Province/Country ZIP/PostalCode
Carmel CALIFORNIA 93921
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Worker Board of Director
Last Name First Name Middle Name
Esparza Rocio
Street Address 1 Street Address 2
909 Las Flores Street
City State/Province/Country ZIP/PostalCode
Soledad CALIFORNIA 93960
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Worker Board of Director
Last Name First Name Middle Name
Pierce Dawn
Street Address 1 Street Address 2
1221 2nd Street
City State/Province/Country ZIP/PostalCode
Monterey CALIFORNIA 93940
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Worker Board of Director
Last Name First Name Middle Name
Beach Ralph
Street Address 1 Street Address 2
117 Arnold Drive #30
City State/Province/Country ZIP/PostalCode
Ladson SOUTH CAROLINA 29456
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Investor Board of Director
Last Name First Name Middle Name
Smith Rhett
Street Address 1 Street Address 2
Post Office Box 17271
City State/Province/Country ZIP/PostalCode
San Antonio TEXAS 78217
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Investor Board of Director
Last Name First Name Middle Name
Hoffman Ralph
Street Address 1 Street Address 2
1655 North California Bvld., #204
City State/Province/Country ZIP/PostalCode
Walnut Creek CALIFORNIA 94596
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Investor Board of Director
Last Name First Name Middle Name
Neri Dulce Alondra
Street Address 1 Street Address 2
1206 La Salle Avenue, Spc #67
City State/Province/Country ZIP/PostalCode
Seaside CALIFORNIA 93960
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Worker Board of Director
Last Name First Name Middle Name
Smith Rhett
Street Address 1 Street Address 2
774 Wave Street
City State/Province/Country ZIP/PostalCode
Monterey CALIFORNIA 93940
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Investor Board of Director
Last Name First Name Middle Name
Clemens Samael
Street Address 1 Street Address 2
2610 Jeffers Way, Apt. B
City State/Province/Country ZIP/PostalCode
Colorado Springs COLORADO 80118
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Vice President

4. Industry Group

   Agriculture
Banking & Financial Services
   Commercial Banking
   Insurance
   Investing
   Investment Banking
   Pooled Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
   Yes    No
   Other Banking & Financial Services
X Business Services
Energy
   Coal Mining
   Electric Utilities
   Energy Conservation
   Environmental Services
   Oil & Gas
   Other Energy
Health Care
   Biotechnology
   Health Insurance
   Hospitals & Physicians
   Pharmaceuticals
   Other Health Care
   Manufacturing
Real Estate
   Commercial
   Construction
   REITS & Finance
   Residential
   Other Real Estate
  
 Retailing
  
 Restaurants
Technology
   Computers
   Telecommunications
   Other Technology
Travel
   Airlines & Airports
   Lodging & Conventions
   Tourism & Travel Services
   Other Travel
  
 Other

5. Issuer Size

Revenue Range OR Aggregate Net Asset Value Range
   No Revenues    No Aggregate Net Asset Value
X $1 - $1,000,000    $1 - $5,000,000
   $1,000,001 - $5,000,000    $5,000,001 - $25,000,000
   $5,000,001 - $25,000,000    $25,000,001 - $50,000,000
   $25,000,001 - $100,000,000    $50,000,001 - $100,000,000
   Over $100,000,000    Over $100,000,000
   Decline to Disclose    Decline to Disclose
   Not Applicable    Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

   Rule 504(b)(1) (not (i), (ii) or (iii))
   Rule 504 (b)(1)(i)
   Rule 504 (b)(1)(ii)
   Rule 504 (b)(1)(iii)
   Rule 505
   Rule 506(b)
X Rule 506(c)
   Securities Act Section 4(a)(5)
   Investment Company Act Section 3(c)
   Section 3(c)(1)    Section 3(c)(9)  
   Section 3(c)(2)    Section 3(c)(10)
   Section 3(c)(3)    Section 3(c)(11)
   Section 3(c)(4)    Section 3(c)(12)
   Section 3(c)(5)    Section 3(c)(13)
   Section 3(c)(6)    Section 3(c)(14)
   Section 3(c)(7)

7. Type of Filing

   New Notice Date of First Sale 2014-03-05    First Sale Yet to Occur
X Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
   Yes X No

9. Type(s) of Securities Offered (select all that apply)

   Equity    Pooled Investment Fund Interests
   Debt    Tenant-in-Common Securities
   Option, Warrant or Other Right to Acquire Another Security    Mineral Property Securities
   Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security X Other (describe)
Voting Common Stocks and Ownership Preferred Stocks

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
   Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $100 USD

12. Sales Compensation

Recipient
Recipient CRD Number X None
All Party System Co. None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
651 Cannery Row, B-18
City State/Province/Country ZIP/Postal Code
Monterey CALIFORNIA 93940
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		 X All States
X Foreign/non-US

13. Offering and Sales Amounts

Total Offering Amount $180,000 USD
or    Indefinite
Total Amount Sold $12,514 USD
Total Remaining to be Sold $167,486 USD
or    Indefinite

Clarification of Response (if Necessary):

Purchase of preferred or common shares can be one of the eighteen whole share units at $10,000. each, a .1 (1/10th) fraction unit for $1,000.00 cents each or a .01 (1/100th) fraction unit for $100. each.

14. Investors

X
 Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
0
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
4

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions $20 USD
X Estimate
Finders' Fees $20 USD
X Estimate

Clarification of Response (if Necessary):

There will be a $20. fee for transactions to persons other than All Party System Co. board members and executives. New investors may elect their own name to the company's board and the fee is deferred. http://www.allpartysystem.com

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$3,600 USD
X Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of:  (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Regulation D for one of the reasons stated in Rule 505(b)(2)(iii) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer Signature Name of Signer Title Date
All Party System Co. All Party System Co. James Ogle Founding Executive and Secretary 2014-03-10

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.