UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549
                                -----------------

                                    FORM 10Q
                                -----------------
(Mark One)

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

                 For the quarterly period end September 30, 2013

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

            For the transition period from __________ to ___________

                        Commission file number: 000-50294

                        LEGACY TECHNOLOGY HOLDINGS, INC.
                        --------------------------------
             (Exact name of registrant as specified in its charter)

         Colorado                                     84-1426725
         --------                                     ----------
(State of Incorporation)                        (IRS Employer ID Number)

                    7609 Ralston Road, Arvada, Colorado 80002
                    -----------------------------------------
                    (Address of principal executive offices)

                                  303-422-8127
                                  ------------
                         (Registrant's Telephone number)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the past 12 months (or for such shorter  period that the registrant was required
to file such reports),  and (2) has been subject to the 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 for Regulation S-T  (ss.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  file, 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] (Do not check if a smaller reporting company)


<PAGE>



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

Indicate  the number of share  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

As of March 13, 2013,  there were 5,731,732  shares of the  registrant's  common
stock issued and outstanding.


<PAGE>


<TABLE>
<CAPTION>
<S>                                                                                    <C>

PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements       (Unaudited)                                        Page
                                                                                       ----

         Balance Sheets -September 30, 2013 and
                  December 31, 2012 (Audited)                                           1

         Statements of Operations  -
                  Three and Nine months ended September 30, 2013 and 2012 and
                  From May 8, 2008 (Inception) to September 30, 2013                    2

         Statements of Changes in Shareholders' Deficit -
                   From May 8, 2008 (Inception) to September 30, 2013                   3

         Statements of Cash Flows -
                  Nine months ended September 30, 2013 and 2012 and
                  From May 8, 2008 (Inception) to September 30, 2013                    4 - 5

         Notes to the Financial Statements                                              6

Item 2.  Management's Discussion and Analysis of Financial Condition
                  and Results of Operations                                             15

Item 3.  Quantitative and Qualitative Disclosures About Market Risk
                  - Not Applicable                                                      18

Item 4. Controls and Procedures                                                         18

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings -Not Applicable                                              19

Item 1A.  Risk Factors -  Not Applicable                                                19

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds                    20
                  -Not Applicable

Item 3.  Defaults Upon Senior Securities - Not Applicable                               20

Item 4.  Mine and Safety Disclosures                                                    20

Item 5.  Other Information - Not Applicable                                             20

Item 6.  Exhibits                                                                       21
SIGNATURES                                                                              22
</TABLE>

<PAGE>




                                                                PART I

ITEM 1. FINANCIAL STATEMENTS


<PAGE>
<TABLE>
<CAPTION>


                 LEGACY TECHNOLOGY HOLDINGS, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
<S>                                                                                   <C>                  <C>

                                                                                       September 30,         December 31,
                                                                                            2013                 2012
                                                                                      -----------------    -----------------

Assets
         Current Assets
                 Cash                                                                          $ 1,883                 $ 70
                                                                                      -----------------    -----------------
         Total Assets All Current Assets                                                       $ 1,883                 $ 70
                                                                                      =================    =================


Liabilities and Stockholders' Deficit
         Current liabilities
                 Accounts payable                                                            $ 329,203            $ 325,229
                 Accrued expenses                                                              894,997              802,269
                 Advances payable                                                               50,004               68,956
                 Notes payable                                                                  31,632               31,632
                 Convertible notes payable                                                     699,000              630,000
                                                                                      -----------------    -----------------
         Total Current Liabilities                                                           2,004,836            1,858,086
                                                                                      -----------------    -----------------
                 Convertible notes payable, long term                                           14,075                    -
                                                                                      -----------------    -----------------
         Total Liabilities                                                                   2,018,911            1,858,086

Stockholders' Deficit
         Common stock, $0.0001 par value; 100,000,000 shares                                     2,826                  373
           authorized; 28,258,860 shares issued and 5,731,772 shares issued
           issued and outstanding  at September 30, 2013 and
           3,731,772 shares issued and outstanding at December 31, 2012
         Additional paid-in capital                                                          3,082,583           (1,163,027)
         Common shares in Escrow                                                            (3,379,063)                   -
         Deficit accumulated during the development stage                                   (1,723,374)            (695,362)
                                                                                      -----------------    -----------------
                 Total Stockholders' Deficit                                                (2,017,028)          (1,858,016)
                                                                                      -----------------    -----------------
Total Liabilities and Stockholders' Deficit                                                    $ 1,883                 $ 70
                                                                                      =================    =================
See the accompanying notes to these consolidated financial statements.

</TABLE>

                                       1
<PAGE>
<TABLE>
<CAPTION>


                 LEGACY TECHNOLOGY HOLDINGS, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
<S>                                        <C>                          <C>                          <C>


                                            For the Three Months Ended   For the Nine Months Ended      May 8, 2008
                                                 September 30,                September 30,           (Inception) to
                                               2013         2012            2013         2012        September 30, 2013
                                           ---------------------------  ---------------------------  ------------------
Revenue:
       Sales                                        $ -           $ -            $ -           $ -                 $ -
                                           ---------------------------  ---------------------------  ------------------
Operational expenses:
       General and administrative               842,514        14,675        868,209        50,259           1,131,146
                                           ---------------------------  ---------------------------  ------------------
             Total operational expenses         842,514        14,675        868,209        50,259           1,131,146
                                           ---------------------------  ---------------------------  ------------------
Loss from operations                           (842,514)      (14,675)      (868,209)      (50,259)         (1,131,146)
                                           ---------------------------  ---------------------------  ------------------
Other income (expense):
       Gain on debt relief                            -             -              -             -              68,005
       Finance cost of convertible notes        (14,075)            -        (73,075)            -             (73,075)
       Interest expense                         (29,437)      (28,316)       (86,728)      (84,140)           (587,158)
                                           ---------------------------  ---------------------------  ------------------
             Total other expense                (43,512)      (28,316)      (159,803)      (84,140)           (592,228)
                                           ---------------------------  ---------------------------  ------------------
Net Loss                                     $ (886,026)    $ (42,991)   $(1,028,012)   $ (134,399)       $ (1,723,374)
                                           ===========================  ===========================  ==================
Per share information
Net (loss) per common share
       Basic                                    $ (0.04)      $ (0.01)       $ (0.09)      $ (0.03)
       Fully diluted                              (0.04)        (0.01)         (0.09)        (0.03)
                                           ---------------------------  ---------------------------
Weighted average number of common
       stock outstanding                      4,956,070     3,731,772      4,144,356     3,731,772
                                           ===========================  ===========================


See the accompanying notes to these consolidated financial statements.
</TABLE>

                                       2
<PAGE>
<TABLE>
<CAPTION>


                 LEGACY TECHNOLOGY HOLDINGS, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
                CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT
                                   (Unaudited)

<S>                                                           <C>                    <C>              <C>


                                                                                                         Additional
                                                                 Common Stock                             paid-in
                                                                 Number of shares       Amount            Capital
                                                              ------------------------------------    -----------------
Balances at December 31, 2006*                                                 -              $ -                  $ -
Net income (loss) for the year                                                 -                -                    -
                                                              -------------------    -------------    -----------------
Balances at December 31, 2007*                                                 -                -                    -

Issuance of Founders common stock - cash                               4,800,000              480                5,120
Issuance of Founders common stock - services                           4,200,000              420                3,780
Stock issued for Net Liabilities - reverse merger                      1,007,003              101           (1,197,555)
Capital contribution - related party                                           -                -               25,000
Net income (loss) for the year                                                 -                -                    -
                                                              -------------------    -------------    -----------------
Balance as of  December 31, 2008*                                     10,007,003            1,001           (1,163,655)
                                                              -------------------    ----------------------------------
Cancellation of shares                                                (6,275,231)            (628)                 628
Net income (loss) for the year                                                 -                -                    -
                                                              -------------------    -------------    -----------------
Balance as of  December 31, 2009                                       3,731,772              373           (1,163,027)
                                                              -------------------    -------------    -----------------

Net income (loss) for the year                                                 -                -                    -
                                                              -------------------    -------------    -----------------
Balance as of December 31, 2010                                        3,731,772              373           (1,163,027)
                                                              -------------------    -------------    -----------------
Net income (loss) for the year                                                 -                -                    -
                                                              -------------------    -------------    -----------------
Balance as of December 31, 2011                                        3,731,772              373           (1,163,027)
                                                              -------------------    -------------    -----------------
Net income (loss) for the year                                                 -                -                    -
                                                              -------------------    -------------    -----------------
Balance as of December 31, 2012                                        3,731,772              373           (1,163,027)
                                                              -------------------    -------------    -----------------

Issuance of shares for services                                        2,000,000              200              799,800
Issuance of common shares for acquisition in escrow                   22,527,088            2,253            3,376,810
Convertible Promissory Note Discount                                           -                -               69,000
Net income (loss) for the period                                               -                -                    -
                                                              -------------------    -------------    -----------------
Balance as of September 30, 2013                                      28,258,860          $ 2,826          $ 3,082,583
                                                              ===================    =============    =================
* As restated for reverse merger on July 18, 2008

       See the accompanying notes to these consolidated financial statements.

                                       3

</TABLE>


<PAGE>
<TABLE>
<CAPTION>

(continued)

                LEGACY TECHNOLOGY HOLDINGS, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
                CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT
                                   (Unaudited)



<S>                                                    <C>                   <C>                <C>

                                                                              Deficit accum
                                                        Common Shares            During
                                                               in              Development
                                                             Escrow               Stage              Totals
                                                        -----------------    ----------------    ----------------
Balances at December 31, 2006*                                      $ -                 $ -                 $ -
Net income (loss) for the year                                        -                   -                   -
                                                       -----------------    ----------------    ----------------
Balances at December 31, 2007*                                        -                   -                   -

Issuance of Founders common stock - cash                              -                   -               5,600
Issuance of Founders common stock - services                          -                   -               4,200
Stock issued for Net Liabilities - reverse merger                     -                   -          (1,197,454)
Capital contribution - related party                                  -                   -              25,000
Net income (loss) for the year                                        -             (98,782)            (98,782)
                                                       -----------------    ----------------    ----------------
Balance as of  December 31, 2008*                                     -             (98,782)         (1,261,436)
                                                       -----------------    ----------------    ----------------

Cancellation of shares                                                -                   -                   -
Net income (loss) for the year                                        -            (155,673)           (155,673)
                                                       -----------------    ----------------    ----------------
Balance as of  December 31, 2009                                      -            (254,455)         (1,417,109)
                                                       -----------------    ----------------    ----------------
                                                                      -
Net income (loss) for the year                                        -            (125,970)           (125,970)
                                                       -----------------    ----------------    ----------------
Balance as of December 31, 2010                                       -            (380,425)         (1,543,079)
                                                       -----------------    ----------------    ----------------

Net income (loss) for the year                                        -            (137,719)           (137,719)
                                                       -----------------    ----------------    ----------------
Balance as of December 31, 2011                                       -            (518,144)         (1,680,798)
                                                       -----------------    ----------------    ----------------

Net income (loss) for the year                                        -            (177,218)           (177,218)
                                                       -----------------    ----------------    ----------------
Balance as of December 31, 2012                                       -            (695,362)         (1,858,016)
                                                       -----------------    ----------------    ----------------

Issuance of shares for services                                       -                   -             800,000
Issuance of common shares for acquisition in escrow          (3,379,063)                  -                   -
Convertible Promissory Note Discount                                  -                   -              69,000
Net income (loss) for the period                                      -          (1,028,012)         (1,028,012)
                                                       -----------------    ----------------    ----------------
Balance as of September 30, 2013                            $(3,379,063)       $ (1,723,374)       $ (2,017,028)
                                                       =================    ================    ================

* As restated for reverse merger on July 18, 2008


        See the accompanying notes to these consolidated financial statements.
</TABLE>


                                        4
<PAGE>
<TABLE>
<CAPTION>


                 LEGACY TECHNOLOGY HOLDINGS, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<S>                                                                   <C>                <C>                <C>

                                                                                                             May 8, 2008
                                                                          For the Nine Months Ended         (Inception) to
                                                                        September 30,                             September 30,
                                                                           2013               2012               2013
                                                                      ---------------    ---------------    ---------------

Cash Flows from Operating Activities:
         Net Loss                                                       $ (1,028,012)        $ (134,399)      $ (1,723,374)
Adjustment to net loss for non-cash items:
         Finance cost of convertible promissory notes                         73,075                  -             73,075
         Stock issued for services                                           800,000                  -            800,000
         Gain on debt relief                                                       -                  -            (68,005)
         Compensatory Stock issuance                                               -                  -              4,200
Adjustments to reconcile net loss to net cash used
         in operating  activities from
         continuing operations:
         Changes in operating assets and liabilities:
           Increase in Accounts Payable and Accrued Liabilities               91,505            128,619            746,687
                                                                      ---------------    ---------------    ---------------

Net Cash Provided (Used) by Operating Activities                             (63,432)            (5,780)          (167,417)
                                                                      ---------------    ---------------    ---------------
Cash Flows from Investing Activities:

Net Cash Provided by Investing Activities                                          -                  -                  -
                                                                      ---------------    ---------------    ---------------
Cash Flows from Financing Activities:
         Capital contribution for related parties                                  -                  -             25,000
         Sale of common stock                                                      -                  -              5,600
         Funds from convertible promissory notes                              54,000                                54,000
         Proceeds from advance payables                                       11,175              5,850             80,131
                                                                      ---------------    ---------------    ---------------
Net Cash Provided (used) by Financing Activities                              65,175              5,850            164,731
                                                                      ---------------    ---------------    ---------------
Net  Increase in Cash                                                          1,743                 70             (2,686)

Cash and Cash Equivalents - Beginning of Period                                   70                  -              4,499
                                                                      ---------------    ---------------    ---------------
Cash and Cash Equivalents - End of Period                                    $ 1,813                $ -            $ 1,813
                                                                      ===============    ===============    ===============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
         Cash paid for interest expense                                          $ -                  -                  -
                                                                      ===============    ===============    ===============
         Cash paid for income taxes                                              $ -                  -                  -
                                                                      ===============    ===============    ===============
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING
        AND FINANCING ACTIVITIES:
         Common shares issued for services                                 $ 800,000                  -                  -
                                                                      ===============    ===============    ===============
         Common shares issued in reverse merger                                  $ -                $ -       $ (1,197,454)
                                                                      ===============    ===============    ===============
See the accompanying notes to these consolidated financial statements.

</TABLE>

                                       5
<PAGE>





                 LEGACY TECHNOLOGY HOLDINGS, INC. AND SUBSIDIARY
                        (A Development Stage Enterprises)
                 Notes to the Consolidated Financial Statements
                  For the Nine Months Ended September 30, 2013
                                   (Unaudited)





NOTE 1.  Business, Basis of Presentation and Significant Accounting Policies:

Business:

Legacy   Technology   Holdings,   Inc.  (the  "Company"   and/or  "Legacy")  was
incorporated in Colorado in January, 1997. The Company was originally named Life
USA,  Inc. On May 20, 2008,  the Company  changed its name to Legacy  Technology
Holdings,  Inc.  by filing an  amendment  to its Article of  Incorporation.  The
Company was organized to engage in any activity or business not in conflict with
the laws of the State of  Colorado  or of the  United  States of  America.  As a
result of the name change, the Company's trading symbol on the  Over-the-Counter
Bulletin Board was changed to "LTHO".

Neuro Nutrition, the Company's wholly owned subsidiary, was incorporated on July
23, 2004 in the State of Colorado, and has no operational activities.

World Peace, the Company's wholly owned subsidiary was incorporated in the State
of Colorado on May 8, 2008 and has had no operational activities during the nine
months ended September 30, 2013 nor during the year ended December 31, 2012.

Reorganization and Share Exchange:

On  April  4,  2013,   the  Company   entered  into  a  Plan  and  Agreement  of
Reorganization  and Share  Exchange  Agreement  ("the  Agreement")  with Genomic
Integrated Wellness Systems, Inc. ("GIWS") and GIWS's sole shareholder,  Charles
Youngren.  On November 21, 2013,  the  Agreement  was amended to include  GIWS's
additional shareholder.

The amended Agreement provides for the Company to issue 22,527,088 shares of its
restricted  common stock to be exchanged for 100% of the issued and  outstanding
equity of GIWS,  making the Company the sole shareholder of GIWS. As a result of
the issuance,  the majority  shareholder of GIWS,  Charles  Youngren,  will hold
74.76%  of  the   issued  and   outstanding   common   stock  of  the   Company,
post-acquisition.

Closing of the acquisition is contingent upon the delivery of audited  financial
statements by GIWS.  At the time of this filing,  the  transaction  has not been
closed.  On September 28, 2013, the Company did issue the  22,527,088  shares of
common stock in  connection  with the merger.  The Company holds these shares in
escrow until the closing of the  acquisition and therefor does not count them in
their issued and outstanding shares of common stock at September 30, 2013.

The Company received audit financial statements on March 31, 2013 and has closed
the transaction at that time.


                                       6
<PAGE>





Basis of Presentation:

Development Stage Enterprise

The Company has not earned any significant revenues from its limited operations.
Accordingly,  the  Company's  activities  have been  accounted for as those of a
"Development  Stage Enterprise"  Among the disclosures  required by are that the
Company's  financial  statements be  identified as those of a development  stage
company,  and that the statements of operation,  stockholders'  equity (deficit)
and cash flows disclose activity since the date of the Company's inception.

Principles of Consolidation

The  accompanying  consolidated  financial  statements  include the  accounts of
Legacy and its  wholly-owned  subsidiaries,  Neuro  Nutrition,  Inc.  and Legacy
Technology  Holdings (formerly World Peace  Technologies,  Inc.) All significant
inter-company balances and transactions have been eliminated in consolidation.

Significant Accounting Policies:

Cash and Cash Equivalents

The Company  maintains the majority of its cash  accounts at a commercial  bank.
The total cash balance is insured by the Federal Deposit  Insurance  Corporation
("FDIC")  up to $250,000  per  commercial  bank.  As of  September  30, 2013 and
December  31,  2012,  the Company had zero amounts in excess of the FDIC insured
limits.  For purposes of the statement of cash flows, the Company  considers all
cash and highly liquid  investments  with initial  maturities of three months or
less to be cash equivalents.

Estimates

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States  requires  management to make estimates
and assumptions that affects 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 revenue and expenses during the reporting
period.  Such  estimates  may be  materially  different  from  actual  financial
results.  Significant  estimates include the recoverability of long-lived assets
and the collectability of accounts receivable.

Revenue Recognition

Revenue  Recognition is recognized  when earned.  Sales revenue is recognized at
the date of shipment to customers when a formal arrangement exists, the price is
fixed  or  determinable,   the  delivery  is  completed,  no  other  significant
obligations  of the Company  exist and  collectability  is  reasonably  assured.
Payments  received before all of the relevant  criteria for revenue  recognition
are satisfied are recorded as unearned revenue.

                                       7
<PAGE>




Net Loss per Share

Basic  net  loss  per  common  share  is  calculated  by  dividing  the net loss
applicable to common shares by the weighted  average number of common and common
equivalent shares  outstanding  during the period. For the nine and three months
ended  September 30, 2013 and 2012,  there were no potential  common  equivalent
shares used in the calculation of weighted average common shares  outstanding as
the effect would be anti-dilutive because of the net loss.

Stock-Based Compensation

The Company adopted the provisions of and accounts for stock-based  compensation
using an estimate of value in accordance  with the fair value method.  Under the
fair value recognition  provisions of this statement,  stock-based  compensation
cost is  measured  at the grant date based on the fair value of the award and is
recognized  as  expense on a  straight-line  basis  over the  requisite  service
period,  which  generally  is  the  vesting  period.  The  Company  elected  the
modified-prospective  method,  under  which  prior  periods  are not revised for
comparative  purposes.  The valuation method applies to new grants and to grants
that were outstanding as of the effective date and are subsequently modified.

Fair Value of Financial Instruments

The  carrying  amount  of  accounts  payable,   accrued  expenses,   convertible
promissory  notes are considered to be  representative  of their respective fair
values because of the short-term nature of these financial instruments.

Other Comprehensive Income

The Company has no material components of other comprehensive  income (loss) and
accordingly, net loss is equal to comprehensive loss in all periods.

Income Taxes

Provision for income taxes represents actual or estimated amounts payable on tax
return filings each year.  Deferred tax assets and  liabilities are recorded for
the estimated future tax effects of temporary  differences between the tax basis
of assets and  liabilities  and  amounts  reported in the  accompanying  balance
sheets,  and for  operating  loss and tax credit carry  forwards.  The change in
deferred  tax assets and  liabilities  for the period  measures the deferred tax
provision  or benefit for the period.  Effects of changes in enacted tax laws on
deferred  tax assets and  liabilities  are  reflected as  adjustment  to the tax
provision or benefit in the period of enactment.

Recent Accounting Pronouncements

There were various other accounting standards and interpretations  issued during
the nine months ended  September 30, 2013,  none of which are expected to have a
material impact on the Company's financial position, operations or cash flows.

                                       8
<PAGE>




NOTE 2.   Going Concern:

The Company's financial  statements for the nine months ended September 30, 2013
have been prepared on a going concern basis,  which contemplates the realization
of assets and the settlement of liabilities and commitments in the normal course
of business.  The Company  reported a net loss of $1,028,012 for the nine months
ended  September  30,  2013,  and an  accumulated  deficit of  $1,723,374  as of
September  30, 2013. At September  30, 2013,  the Company had a working  capital
deficit of $2,002,953.

The future  success of the Company is likely  dependent on its ability to attain
additional  capital,  or to find an  acquisition  to add  value  to its  present
shareholders  and  ultimately,  upon its  ability  to attain  future  profitable
operations.  There can be no assurance  that the Company will be  successful  in
obtaining  such  financing,  or that it will  attain  positive  cash  flow  from
operations. Management believes that actions presently being taken to revise the
Company's operating and financial  requirements  provide the opportunity for the
Company to continue as a going concern.

NOTE 3.  Notes Payable:

         The Company's  outstanding  non-convertible  notes payable on September
30, 2013 and December 31, 2012, consisted of:

             $ 15,080     Note Payable issued to an investor. Due upon demand.
                          Interest rate is 8%

              10,353      Note payable, issued to vendor.  Due upon demand

               6,199      Other notes payable
             --------
            $ 31,632      Total notes payable outstanding on September 30, 2013
                          and December 31, 2012.
              =====

NOTE 4.  Convertible Notes Payable:

Convertible  notes  payable as of  September  30,  2013 and  December  31,  2012
consisted of the following:

         $ 50,000      Note payable 1, convertible into 151,515 shares with
                       conversion feature expiring in May 2008,
                       due September 30, 2006, incurring interest at 25%,
                       attached to the note are 151,515 warrants exercisable
                       at $0.625 per share, which expired in 2008. The note
                       is secured by a subordinated pledge of inventory and
                       accounts receivable.

         $ 25,000      Note payable 2, convertible into 50,000 shares of Neuro
                       Nutrition, Inc. with conversion feature expiring at
                       end 2007, due September 7, 2006, incurring interest
                       at 10%.

         $ 50,000      Note payable 1, convertible into 151,515 shares with
                       conversion feature expiring in May 2008,
                       due September 30, 2006, incurring interest at 25%,
                       attached to the note are 151,515 warrants exercisable
                       at $0.625 per share, which expired in 2008. The note
                       is secured by a subordinated pledge of inventory and
                       accounts receivable.

                                       9
<PAGE>





          $ 75,000      Note payable 4, convertible into 227,273 shares with
                       conversion feature expiring in May 2008,
                       due September 30, 2006, incurring interest at 25%,
                       attached to the note are 227,273 warrants exercisable
                       at $0.625 per share, which expired in 2008. The note
                       is secured by a subordinated pledge of inventory and
                       accounts receivable.

         $ 20,000      Note payable 5, convertible into 40,000 shares of Neuro
                       Nutrition, Inc. anytime at Holder's option, due
                       February 28, 2007, incurring interest at 20%,attached
                       to the note are  40,000  warrants  for Neuro
                       Nutrition,  Inc. common stock exercisable at
                       $0.65 per share.

         $ 50,000      Note payable 6, convertible into 100,000 shares of
                       Neuro Nutrition, Inc. anytime at Holder's option, due
                       February 28, 2007,  incurring  interest at 20%, attached
                       to the note are 100,000 warrants for Neuro Nutrition,
                       Inc. common stock exercisable at $0.65 per share.

         $ 75,000      Note payable 7, convertible into 150,000 shares of
                       Neuro Nutrition, Inc. with conversion feature
                       expiring in May 2008, due May 27, 2006, incurring
                       interest at 10%, attached to the note are 150,000
                       warrants for Neuro Nutrition, Inc. exercisable at $0.625
                       per share, which expired in 2008.


         $ 50,000      Note payable 8, convertible into 100,000 shares with
                       conversion feature expiring in November 2008, due
                       November 11, 2006, incurring interest at 10%, attached to
                       the note are 200,000  warrants  exercisable at $0.625 per
                       share, which expired in 2008.

         $ 50,000      Note payable 8, convertible into 100,000 shares with
                       conversion feature expiring in November 2008, due
                       November 11, 2006, incurring interest at 10%, attached to
                       the note are 200,000  warrants  exercisable at $0.625 per
                       share, which expired in 2008.

         $  5,000      Note payable 10, convertible into 10,000 shares with
                       conversion feature expiring in November 2008, due
                       November 11, 2006, incurring interest at 10%, attached to
                       the note are 20,000  warrants  exercisable  at $0.625 per
                       share, which expired in 2008.

         $ 50,000     Note payable 11, convertible into 100,000 shares anytime
                      at Holder's option, due December 7, 2006, incurring
                      interest at 10%, attached to the note are 200,000
                      warrants exercisable at $0.625 per share, which
                      expired in 2008.

                                       10
<PAGE>




         $ 25,000      Note payable 12, convertible into 50,000 shares anytime
                       at Holder's option, due February 20, 2007, incurring
                       interest at 10%, attached to the note are 100,000
                       warrants exercisable at $0.75 per share, which
                       expired in 2008.

         $  5,000      Note payable 13, convertible into 10,000 shares anytime
                       at Holder's option, due February 28, 2007, incurring
                       interest at 10%, attached to the note are 20,000
                       warrants exercisable at $0.75 per share, which
                       expired in 2008.

         $ 50,000      Note payable 14, convertible into 125,000 shares
                       anytime at Holder's option, due September 12, 2006,
                       incurring interest at 25%, attached to the note are
                       250,000 warrants exercisable at $0.75 per share,
                       which expired in 2008. This note is secured by
                       inventory and accounts receivable.

         $ 50,000      Note payable 15, convertible into 125,000 shares anytime
                       at Holder's option,  due September 12, 2006,
                       incurring  interest  at 25%,  attached to the
                       note  are  250,000  warrants  exercisable  at
                       $0.75 per share,  which expired in 2008. This
                       note is secured by inventory and accounts receivable.
         --------
         $630,000     Total Convertible notes payable. All these notes, with
         ========     the exception of notes 1, 3, 4, 14 and 15 are unsecured.

As of September 30, 2013, all of the  convertible  notes  described above are in
default.

In March 2013, the Company issued an unsecured  convertible  promissory  note in
exchange  for cash of $44,000.  In  addition,  the Company  issued an  unsecured
convertible  promissory  note in exchange  for already  outstanding  advances of
$25,000.  The  convertible  promissory  notes have a term of 1 year, an interest
rate of 8% per annum and provides for the  conversion of the note into shares of
the  Company's  common  stock at $0.07 per share.  The Company has  recognized a
finance cost of $69,000 in connection with the convertible promissory notes.

NOTE 5.  Convertible Note Payable, Long Term

In September 30, 2013,  the Company issued an unsecured  convertible  promissory
note in exchange for cash of $10,000. The convertible promissory note has a term
of 3 years,  an interest rate of 8% per annum and provides for the conversion of
the note into  shares of the  Company's  common  stock at $0.40 per  share.  The
Company  has  recognized  a  finance  cost of  $14,075  in  connection  with the
convertible promissory notes.

NOTE 6.  Stockholders' Equity (Deficit):

Common Stock:

In  September  2013,  the  Company  issued a total of  2,000,000  shares  of its
restricted  common  stock to  existing  shareholders  and its sole  officer  and
director  for  services.  The shares were  valued at a price of $0.40,  the then
market per share for an expense of $800,000.

                                       11
<PAGE>





On  April  4,  2013,   the  Company   entered  into  a  Plan  and  Agreement  of
Reorganization  and Share  Exchange  Agreement  ("the  Agreement")  with Genomic
Integrated Wellness Systems, Inc. ("GIWS") and GIWS's sole shareholder,  Charles
Youngren.  On November 21, 2013, the Agreement was amended to provide to include
GIWS's additional shareholder.

The Amended Agreement provides for the Company to issue 22,527,088 shares of its
restricted  common stock to be exchanged for 100% of the issued and  outstanding
equity of GIWS, making the Company the sole shareholder of GIWS.  Closing of the
acquisition is contingent upon the delivery of audited  financial  statements by
GIWS.

On September  28, 2013,  the Company did issue the  22,527,088  shares of common
stock in  connection  with the  anticipated  closing of the merger.  The Company
holds these shares in escrow until the closing of the  acquisition  and therefor
does not count them in their  issued and  outstanding  shares of common stock at
September 30, 2013.  The shares at this time have booked at a price of $0.15 per
share based upon the closing  market  price of April 30,  2013,  the date of the
Agreement.

The Company received audit financial statements on March 31, 2014 and has closed
the transaction at that time.

Stock Options and Warrants:

At  September  30, 2013,  the Company had stock  option and warrant  activity as
described below.

Non-employee stock options

The Company  accounts for  non-employee  stock  options  under ASC 718,  whereby
option costs are recorded based on the fair value of the consideration  received
or the fair value of the equity instruments  issued,  whichever is more reliably
measurable.  Unless otherwise  provided for, the Company covers option exercises
by issuing new shares.

The  Company's  subsidiary  Neuro  Nutrition,  Inc. at the beginning of 2010 had
140,000  common  stock  purchase  warrants  outstanding.  The warrants are to be
effectively  granted for exercise upon  conversion  by the warrant  holder of an
accompanying  note  payable  into common  stock,  which said note the holder can
convert anytime at his option.  The warrant holder has two years after effective
grant date to exercise  the  warrants,  at a price of $.625 per share.  No Neuro
Nutrition,  Inc.  warrants  were  exercised  or expired  during the three months
ended, leaving a balance of 140,000 warrants at September 30, 2013.

Employee stock options

The Company  accounts for employee stock options under ASC 718. Unless otherwise
provided for, the Company covers option  exercises by issuing new shares.  There
were no employee stock options issued or outstanding at September 30, 2013.

NOTE 7.   Taxes:

The Company is subject to foreign and domestic income taxes. The Company has had
no income, and therefore has paid no income tax.

                                       12
<PAGE>





Deferred income taxes arise from temporary timing differences in the recognition
of income and expenses for financial  reporting and tax purposes.  The Company's
deferred  tax assets  consist  entirely of the benefit from net  operating  loss
(NOL)  carry-forwards.  The NOL carry  forwards  expire in various years through
2030. The Company's deferred tax assets are offset by a valuation  allowance due
to  the  uncertainty  of  the  realization  of  the  NOL   carry-forwards.   NOL
carry-forwards may be further limited by a change in company ownership and other
provisions of the tax laws.

The Company's deferred tax assets,  valuation allowance, and change in valuation
allowance are as follows:

                         Estimated NOL
                         Carry-forward      Valuation     Net Tax
     Period Ending          benefit         Allowance     Benefit

  September 30, 2013         $347,421      $(347,421)          -
   December 31, 2012         $139,072      $(139,072)          -


NOTE 8 - Legal Proceedings:

In May 2008 a  complaint  was  filed in the  District  Court  for the  County of
Boulder, Colorado by product suppliers of the Company (the "Plaintiffs") seeking
collection  of trade  accounts due in the  approximate  amount of $127,000  plus
collection  costs.  Research of the account by Plaintiff's  counsel  effectively
reduced this amount to approximately $64,000, which is included in the Company's
balance sheet liabilities. The case is ongoing at the present time.

NOTE 9 - Subsequent Events:

Reorganization and Share Exchange:

On  April  4,  2013,   the  Company   entered  into  a  Plan  and  Agreement  of
Reorganization  and Share  Exchange  Agreement  ("the  Agreement")  with Genomic
Integrated Wellness Systems, Inc. ("GIWS") and GIWS's sole shareholder,  Charles
Youngren.  On November 21, 2013,  the  Agreement  was amended to include  GIWS's
additional shareholder.

The amended Agreement provides for the Company to issue 22,527,088 shares of its
restricted  common stock to be exchanged for 100% of the issued and  outstanding
equity of GIWS,  making the Company the sole shareholder of GIWS. As a result of
the issuance,  the majority  shareholder of GIWS,  Charles  Youngren,  will hold
74.76%  of  the   issued  and   outstanding   common   stock  of  the   Company,
post-acquisition.

Closing of the acquisition is contingent upon the delivery of audited  financial
statements by GIWS.

On September  28, 2013,  the Company did issue the  22,527,088  shares of common
stock in  connection  with the  anticipated  closing of the merger.  The Company
holds these shares in escrow until the closing of the  acquisition  and therefor
does not count them in their  issued and  outstanding  shares of common stock at
September 30, 2013.  The shares at this time have booked at a price of $0.15 per
share based upon the closing  market  price of April 30,  2013,  the date of the
Agreement.

                                       13

<PAGE>





The Company received audit financial statements on March 31, 2013 and has closed
the transaction at that time.

The Company has  evaluated it  activities  subsequent  to September 30, 2013 and
through the issuance of the financial  statements and found no other  reportable
subsequent events.

                                       14
<PAGE>




ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

The  following  discussion  should  be read in  conjunction  with our  unaudited
financial  statements and notes thereto included herein. In connection with, and
because we desire to take  advantage  of, the "safe  harbor"  provisions  of the
Private  Securities  Litigation Reform Act of 1995, we caution readers regarding
certain forward looking statements in the following  discussion and elsewhere in
this report and in any other statement made by, or on our behalf, whether or not
in future filings with the Securities and Exchange  Commission.  Forward-looking
statements are statements not based on historical  information  and which relate
to future  operations,  strategies,  financial  results  or other  developments.
Forward looking  statements are necessarily based upon estimates and assumptions
that are inherently  subject to significant  business,  economic and competitive
uncertainties and  contingencies,  many of which are beyond our control and many
of which,  with  respect to future  business  decisions,  are subject to change.
These  uncertainties and contingencies can affect actual results and could cause
actual results to differ  materially from those expressed in any forward looking
statements  made by, or on our behalf.  We  disclaim  any  obligation  to update
forward-looking statements.

The  independent  registered  public  accounting  firm's report on the Company's
financial  statements as of December 31, 2012,  and for each of the years in the
two-year period then ended,  includes a "going concern"  explanatory  paragraph,
that describes  substantial  doubt about the Company's  ability to continue as a
going concern.

PLAN OF OPERATIONS
------------------

We had we had no revenues  during the nine months ended  September  30, 2013. We
have minimal capital, minimal cash, and only our intangible assets consisting of
our business  plan,  relationships  and contacts.  We are illiquid and need cash
infusions from investors or shareholders to provide  capital,  or loans from any
sources.

The Company has focused its efforts, since July of 2009, has focused its efforts
on the completion of its past due audits and the filing of its financial reports
with the Securities and Exchange Commission (SEC). As we have come closer to the
completion  of such  efforts,  the Company has begun to focus its efforts on the
development of operations through an acquisition.

On  April  4,  2013,   the  Company   entered  into  a  Plan  and  Agreement  of
Reorganization  and Share  Exchange  Agreement  ("the  Agreement")  with Genomic
Integrated Wellness Systems, Inc. ("GIWS") and GIWS's sole shareholder,  Charles
Youngren.  On November 21, 2013,  the  Agreement  was amended to include  GIWS's
additional shareholder.

The amended Agreement provides for the Company to issue 22,527,088 shares of its
restricted  common stock to be exchanged for 100% of the issued and  outstanding
equity of GIWS,  making the Company the sole shareholder of GIWS. As a result of
the issuance,  the majority  shareholder of GIWS,  Charles  Youngren,  will hold
74.76%  of  the   issued  and   outstanding   common   stock  of  the   Company,
post-acquisition.

At the time of this filing, the transaction has not been closed.

On September  25, 2013,  the Company did issue the  22,527,088  shares of common
stock in  connection  with the  anticipated  closing of the merger.  The Company
holds these shares in escrow until the closing of the  acquisition  and therefor
does not count them in their  issued and  outstanding  shares of common stock at
September 30, 2013.  The shares at this time have booked at a price of $0.15 per
share based upon the closing  market  price of April 30,  2013,  the date of the
Agreement.

                                       15

<PAGE>





The Company received audit financial statements on March 31, 2013 and has closed
the transaction at that time.


In addition,  at closing,  the existing  officers of the Company will resign and
new officers will be appointed by GIWS's sole shareholder.  Mr. Youngren will be
appointed  the  Chief  Operating  Officer  and a  director  of the  Company.  In
addition,  as, the sole  shareholder of GIWS, Mr. Youngren will have the ability
to appoint two new directors to the Company's Board of Directors.

GIWS was  incorporated  on November 15, 2012 in the state of  Colorado,  but has
operations in Hawaii.  GIWS was formed in order to develop and  commercialize  a
web-based  genomic  preventative   medicine  solution  using  sophisticated  and
proprietary  algorithms to analyze data, on individual patient lifestyle factors
such as  biometrics,  diet,  pharmaceuticals,  endocrine  and blood  tests,  and
genetic  markers.  The aggregation of this Patient data in a Data Warehouse will
facilitate analysis via a variety of Machine Learning  Algorithms.  Discovery of
Genetic Marker  patterns,  endocrine and blood  analysis  detected  trends,  and
associations   with  individual   Patient  factors  can  facilitate   customized
Individual Patient  Preventative  Medicine solutions by health  professionals to
mitigate the expression of undesirable  Genetic  characteristics  and to enhance
the expression of desirable Genetic characteristics.

We will need  substantial  additional  capital to support our proposed  business
acquisition.  We have no revenues.  We have no committed source for any funds as
of date here. No  representation  is made that any funds will be available  when
needed.  In the event funds cannot be raised when needed,  we may not be able to
carry out our business  plan,  may never  achieve sales or royalty  income,  and
could fail in business as a result of these uncertainties.

RESULTS OF OPERATIONS
---------------------

For the Three Months Ended September 30, 2013 Compared to the Three Months Ended
September 30, 2012

During the three months ended  September 30, 2013 and 2012, we did not recognize
any revenues from our operations.  We do not expect to recognize revenues in the
near  future,  as we  work to  complete  our  proposed  acquisition  with  GIWS,
discussed above.

During the three  months  ended  September  30,  2013,  we incurred  general and
administrative  expenses of $842,514  compared to $14,675 during the nine months
ended  September 30, 2012.  The increase of $827,839 was a result of an increase
of $815,250 in consulting  expenses  combined with a $12,619 in legal  expenses.
These increases were a result of increased administrative activity in connection
with the GIWS acquisition, including a $8000,000 non-cash expense for a total of
2,000,000  shares of common stock issued to shareholders  and the Company's sole
officer and director in connection with their acquisition efforts.

During the three months  ended  September  30,  2013,  we incurred a net loss of
$886,026,  compared to $42,991 during the three months ended September 30, 2012.
The  increase of $843,035  is a result of the  $815,250  increase in general and
administrative expenses, combined with the $14,075 increase in finance costs and
the $1,121 increase in interest expenses  resulting from the $79,000 increase in
convertible promissory notes during the nine months ended September 30, 2013.

                                       16
<PAGE>




For the Nine Months Ended  September  30, 2013 Compared to the Nine Months Ended
September 30, 2012

During the nine months ended  September  30, 2013 and 2012, we did not recognize
any revenues from our operations.  We do not expect to recognize revenues in the
near  future,  as we  work to  complete  our  proposed  acquisition  with  GIWS,
discussed above.

During the nine  months  ended  September  30,  2013,  we  incurred  general and
administrative  expenses of $868,209  compared to $50,259 during the nine months
ended  September 30, 2012.  The increase of $151,950 was a result of increase of
$163,250 in consulting expenses,  offset by an $11,511 in professional fees. The
increase of $829,250 increase in consulting  expenses was a result of activities
in connection with the GIWS acquisition,  including a $8000,000 non-cash expense
for a total of 2,000,000  shares of common stock issued to shareholders  and the
Company's  sole  officer  and  director  in  connection  with their  acquisition
efforts.

During the nine  months  ended  September  30,  2013,  we incurred a net loss of
$1,028,012,  compared to $134,399  during the nine months  ended  September  30,
2012.  The increase of $893,613 is a result of the $868,209  increase in general
and  administrative  expenses  combined with a $75,663  increase in other income
(expense)  resulting from the $73,075 finance cost recognized in connection with
$79,000 in  convertible  promissory  notes issued by the Company during the nine
months ended  September  30, 2013 and an increase of $2,588 in interest  expense
resulting from the increase in convertible promissory notes.

LIQUIDITY
---------

We have nominal cash of $1,883 and no other liquid assets at September 30, 2013,
and we will be reliant upon shareholder loans or private placements of equity to
fund any kind of  operations.  We have  secured  no  sources of loans or private
placements at this time. At September 30, 2013, we had total current liabilities
$2,004,836,  consisting  of $392,203 in  accounts  payable,  $894,997 in accrued
expense,  $50,004 in advances  payable,  $31,632  notes  payable and $699,000 in
convertible notes payable.

During the nine months ended September 30, 2013, we used funds of $63,432 in our
operational  activities.  During the nine months ended  September  30, 2013,  we
recognized a net loss of $1,028,012,  which was adjusted for the $73,075 finance
cost  incurred  in  connection  with  the  Company's   issuance  of  $79,000  in
convertible promissory notes during the nine months ended September 30, 2013 and
a $800,000  non-cash  expense  related to the  issuance of  2,000,000  shares of
common stock for services.

During the nine months ended  September  30, 2012, we did used cash of $5,780 in
our operational activities.  During the nine months ended September 30, 2012, we
recognized a net loss of $134,399 and did not have any non-cash  adjustments  to
net losses.

During the nine months  ended  September  30,  2013 and 2012,  we did not use or
receive any funds from investment activities.

During the nine months ended  September 30, 2013,  we received  funds of $65,175
from our financing activities.  During the nine months ended September 30, 2012,
we received funds of $5,850 from our financing activities.

In March 2013, the Company issued an unsecured  convertible  promissory  note in
exchange  for cash of $44,000.  In  addition,  the Company  issued an  unsecured
convertible  promissory  note in exchange  for already  outstanding  advances of
$25,000.  The  convertible  promissory  notes have a term of 1 year, an interest
rate of 8% per annum and provides for the  conversion of the note into shares of
the  Company's  common  stock at $0.07 per share.  The Company has  recognized a
finance cost of $69,000 in connection with the convertible promissory notes.

                                       17
<PAGE>





In September 30, 2013,  the Company issued an unsecured  convertible  promissory
note in exchange for cash of $10,000. The convertible promissory note has a term
of 3 years,  an interest rate of 8% per annum and provides for the conversion of
the note into  shares of the  Company's  common  stock at $0.40 per  share.  The
Company  has  recognized  a  finance  cost of  $14,075  in  connection  with the
convertible promissory notes.

Short Term.

On a  short-term  basis,  Legacy  has not  generated  any  revenue  or  revenues
sufficient  to cover  operations.  For  short  term  needs the  Company  will be
dependent on receipt, if any, of offering proceeds.

Capital Resources

The Company has only common stock as its capital resource.

Legacy has no  material  commitments  for capital  expenditures  within the next
year, however if operations are commenced, substantial capital will be needed to
pay for  participation,  investigation,  exploration,  acquisition  and  working
capital.

Need for Additional Financing

Legacy does not have capital sufficient to meet its cash needs. The Company will
have to seek  loans or  equity  placements  to cover  such  cash  needs.  Once a
business acquisition is completed,  the Company's needs for additional financing
is likely to increase substantially.

No  commitments  to provide  additional  funds  have been made by the  Company's
management or other  stockholders.  Accordingly,  there can be no assurance that
any  additional  funds  will be  available  to  Legacy  to allow it to cover the
Company's expenses as they may be incurred.

ITEM 3.  QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not Applicable

ITEM 4.  CONTROLS AND PROCEDURES

The Company  maintains a system of disclosure  controls and procedures  that are
designed for the purposes of ensuring that information  required to be disclosed
in the Company's SEC reports is recorded,  processed,  summarized,  and reported
within the time  periods  specified  in the SEC rules and  forms,  and that such
information  is  accumulated  and  communicated  to  the  Company's  management,
including the Chief Executive  Officer as appropriate to allow timely  decisions
regarding required disclosure.

Management,  after  evaluating  the  effectiveness  of the Company's  disclosure
controls  and  procedures  as  defined in  Exchange  Act Rules  13a-14(c)  as of
September 30, 2013 (the  "Evaluation  Date") concluded that as of the Evaluation
Date, the Company's  disclosure controls and procedures were effective to ensure
that material information relating to the Company would be made known to them by
individuals within those entities,  particularly during the period in which this
annual report was being prepared and that  information  required to be disclosed
in the Company's SEC reports is recorded,  processed,  summarized,  and reported
within the time periods specified in the SEC's rules and forms.

                                       18
<PAGE>




MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING.

Legacy's  management is responsible for  establishing  and maintaining  adequate
internal control over financial  reporting for the company in accordance with as
defined in Rules  13a-15(f) and 15d-15(f)  under the Exchange Act. The Company's
internal  control over  financial  reporting  is designed 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.  The Company's internal control over financial
reporting includes those policies and procedures that:

(1)      pertain to the  maintenance  of records that,  in reasonable  detail,
         accurately  and fairly  reflect the transactions and dispositions of
         the Company's assets;

(2)      provide   reasonable   assurance  that  transactions  are  recorded  as
         necessary to permit  preparation of financial  statements in accordance
         with generally accepted accounting  principles,  and that the Company's
         receipts  and  expenditures  are  being  made only in  accordance  with
         authorizations of Legacy's management and directors; and

(3)      provide reasonable  assurance regarding  prevention or timely detection
         of unauthorized acquisition, use or disposition of the Company's assets
         that could have a material effect on Legacy's financial statements.

Management's  assessment  of  the  effectiveness  of the  registrant's  internal
control  over  financial  reporting is as of  September  30,  2013.  The Company
believes that internal control over financial reporting is ineffective, due to a
lack of accounting  staff.  The Company does not have the  financial  ability to
hire additional accounting staff, at this time.

Because of its inherent  limitations,  internal control over financial reporting
may not prevent or detect misstatements.  Also, projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become
inadequate  because of changes in  conditions,  or that the degree of compliance
with the policies or procedures may deteriorate.

This report does not include an attestation  report of the Company's  registered
public  accounting  firm regarding  internal  control over financial  reporting.
Management's  report was not subject to attestation by the Company's  registered
public  accounting  firm  pursuant  to  temporary  rules of the  Securities  and
Exchange  Commission that permit the Company to provide only management's report
in this annual report.

There was no change in the Company's  internal control over financial  reporting
that  occurred  during the fiscal  quarter ended  September  30, 2012,  that has
materially affected,  or is reasonably likely to materially affect, its internal
control over financial reporting.

                           PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

                NONE.



ITEM 1A.  RISK FACTORS

            Not Applicable to Smaller Reporting Companies.

                                       19
<PAGE>





ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

During the period of July 1, 2013 through  September 30, 2013,  the Company made
the following unregistered issuances of its equity securities.

<TABLE>
<CAPTION>
<S>                                                                             <C>


        DATE OF SALE            TITLE OF SECURITIES     NO. OF SHARES         CONSIDERATION          CLASS OF PURCHASER
------------------------------ ----------------------- ----------------- ------------------------- -----------------------
       September 2013              Common Shares           100,000               Services             Officer/Director
       September 2013              Common Shares           566,666               Services                Consultant
       September 2013              Common Shares           541,666               Services                Consultant
</TABLE>

Exemption From Registration Claimed

All of the above sales by the Company of its  unregistered  securities were made
by the Company in reliance upon Section 4(2) of the  Securities  Act of 1933, as
amended (the "1933 Act"). All of the individuals  and/or entities that purchased
the unregistered  securities were primarily existing shareholders,  known to the
Company and its management, through pre-existing business relationships, as long
standing  business  associates and existing  shareholders.  All purchasers  were
provided  access to all  material  information,  which they  requested,  and all
information  necessary to verify such  information  and were afforded  access to
management of the Company in connection with their purchases.  All purchasers of
the unregistered securities acquired such securities for investment and not with
a view  toward  distribution,  acknowledging  such  intent to the  Company.  All
certificates  or  agreements  representing  such  securities  that  were  issued
contained restrictive legends,  prohibiting further transfer of the certificates
or agreements representing such securities, without such securities either being
first registered or otherwise exempt from  registration in any further resale or
disposition.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

                NONE.

ITEM 4.  MINE AND SAFETY DISCLOSURE

            Not Applicable

ITEM 5.  OTHER INFORMATION

                NONE.

                                       20
<PAGE>




ITEM 6.  EXHIBITS

Exhibits.  The  following is a complete  list of exhibits  filed as part of this
Form 10-Q.  Exhibit  numbers  correspond  to the numbers in the Exhibit Table of
Item 601 of Regulation S-K.

     Exhibit               31.1 Certification of Chief Executive Officer and
                           Principal Accounting Officer pursuant to Section 302
                           of the Sarbanes-Oxley Act

     Exhibit               32.1   Certification   of  Principal   Executive  and
                           Financial  Officer  pursuant  to  Section  906 of the
                           Sarbanes-Oxley Act

                                       21
<PAGE>



                                   SIGNATURES


     Pursuant to the  requirements  of Section 12 of the Securities and Exchange
Act of 1934,  the  Registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.





                                             LEGACY TECHNOLOGY HOLDINGS, INC.
                                                    (Registrant)



Dated:   March __, 2014                    By: /s/ Redgie Green
                                           --------------------------------
                                      Redgie Green (Principal Executive Officer,
                                       President and Chief Executive Officer)