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

                                    FORM 10-Q

[X] Quarterly Report Pursuant To Section 13 Or 15(D) Of The Securities Exchange
    Act Of 1934

                For the quarterly period ended September 30, 2012

[ ] Transition Report Under Section 13 Or 15(D) Of The Securities Exchange
    Act Of 1934

             For the transition period from __________ to __________

                        Commission File Number 333-168897


                                 BERRY ONLY INC.
             (Exact name of registrant as specified in its charter)

            NEVADA                                                99-0360497
  (State or other jurisdiction                                (I.R.S. Employer
of incorporation or organization)                            Identification No.)

                      36 Mclean Street, Red Bank, NJ 07701
          (Address of principal executive offices, including zip code)

                                  732-865-4252
                (Issuer's telephone number, including area code)

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 (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 [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a small reporting company. See
the definitions of "large accelerated filer," "accelerated filer,"
"non-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 [X] No [ ]

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date. 3,944,000 shares of common stock as
of December 13, 2012.
<PAGE>
                          PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

The following consolidated interim unaudited financial statements of Berry Only
Inc. (the "Company") for the three month period ended September 30, 2012 are
included with this Quarterly Report on Form 10-Q:

     (a)  Consolidated Balance Sheets as at September 30, 2012 and June 30,
          2012.

     (b)  Consolidated Statement of Operations and Comprehensive Loss for (i)
          the three months ended September 30, 2012 and 2011, and (ii) the
          cumulative period from inception (June 24, 2009) to September 30,
          2012.

     (c)  Consolidated Statements of Cash Flows for (i) the three months ended
          September 30, 2012 and 2011, and (ii) the cumulative period from
          inception (June 24, 2009) to September 30, 2012.

     (d)  Condensed Notes to Financial Statements.

                                       2
<PAGE>
                                 BERRY ONLY INC.
                          (A Development Stage Company)
                                  Balance Sheet
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                  September 30,        June 30,
                                                                                      2012               2012
                                                                                    --------           --------
<S>                                                                                 <C>                <C>
                                     ASSETS

CURRENT ASSETS
  Cash and Cash Equivalents                                                         $    609           $  1,794
  Account receivable                                                                      --                 --
                                                                                    --------           --------

      TOTAL ASSETS                                                                  $    609           $  1,794
                                                                                    ========           ========

                  LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
  Accounts Payable                                                                  $  2,500           $  2,500
  Due to Officer                                                                      10,454              7,484
                                                                                    --------           --------

      Total Liabilities                                                               12,954              9,984
                                                                                    --------           --------
STOCKHOLDERS' EQUITY
  Preferred Stock, $0.001 par value, 5,000,000 shares authorized;
   none outstanding as at June 30, 2012 and 2011                                          --                 --
  Common Stock, $0.001 par value, 75,000,000 shares authorized,
   3,944,000 issued and outstanding as at September 30, 2012 and June 30, 2012         3,944              3,944
  Additional paid-in capital                                                          45,556             45,556
  Accumulated other income (loss)                                                        (87)               (87)
  Deficit                                                                            (61,758)           (57,603)
                                                                                    --------           --------

    TOTAL STOCKHOLDERS' EQUITY (DEFICIT)                                             (12,345)            (8,190)
                                                                                    --------           --------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)                                $    609           $  1,794
                                                                                    ========           ========
</TABLE>


    The accompanying notes are an integral part of these financial statements

                                       3
<PAGE>
                                 BERRY ONLY INC.
                          (A Development Stage Company)
                 Statement of Operations and Comprehensive Loss
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>

                                                                                              For the period
                                                        For the three months ended             June 24, 2009
                                                               September 30,                  (inception) to
                                                      -------------------------------          September 30,
                                                         2012                 2011                 2012
                                                      ----------           ----------           ----------
<S>                                                   <C>                  <C>                  <C>
REVENUES                                              $       --           $       --           $       --
                                                      ----------           ----------           ----------
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
  Professional Fees                                        3,780                3,162               30,492
  Other Selling General & Administrative                     375                  696               31,266
                                                      ----------           ----------           ----------
   Total Expenses                                          4,155                3,858               61,758
                                                      ----------           ----------           ----------
Operating Loss                                            (4,155)              (3,858)             (61,758)
                                                      ----------           ----------           ----------

NET INCOME (LOSS)                                         (4,155)              (3,858)             (61,758)

Currency translation adjustment                               --                   --                   --
                                                      ----------           ----------           ----------

COMPREHENSIVE LOSS                                    $   (4,155)          $   (3,858)          $  (61,758)
                                                      ==========           ==========           ==========
NET INCOME (LOSS) PER SHARE,
 BASIC AND DILUTED                                    $    (0.00)          $    (0.00)
                                                      ==========           ==========
WEIGHTED AVERAGE NUMBER OF SHARES
 OUTSTANDING, BASIC AND DILUTED                        3,944,000            5,950,000
                                                      ==========           ==========
</TABLE>


    The accompanying notes are an integral part of these financial statements

                                       4
<PAGE>
                                 BERRY ONLY INC.
                          (A Development Stage Company)
                             Statement of Cash Flows
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>

                                                                                        For the period
                                                        For the three months ended      June 24, 2009
                                                               September 30,            (inception) to
                                                      ----------------------------       September 30,
                                                         2012               2011             2012
                                                       --------           --------         --------
<S>                                                    <C>                <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net Income (Loss)                                    $ (4,155)          $ (3,858)        $(61,758)
  Adjustments to reconcile net loss to net
   cash used by operating activities:                        --                 --               --
  Changes in operating assets and liabilities:
    Accounts receivable                                      --              5,000               --
    Accounts payable                                         --                 --            2,500
                                                       --------           --------         --------
          Net cash used in operating activities          (4,155)             1,142          (59,258)
                                                       --------           --------         --------
CASH FLOWS FROM INVESTING ACTIVITIES

          Net cash used in investing activities              --                 --               --
                                                       --------           --------         --------
CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds of loan from officer                           2,970                 --           10,454
  Sale of stock for cash                                     --                 --           49,500
                                                       --------           --------         --------
          Net cash provided by Financing Activities       2,970                 --           59,954
                                                       --------           --------         --------

EFFECTS OF EXCHANGE RATES ON CASH                            --                 --              (87)
                                                       --------           --------         --------

NET INCREASE/(DECREASE) IN CASH                          (1,185)                --              609

Cash at beginning of period                               1,794              5,695               --
                                                       --------           --------         --------

CASH AT END OF PERIOD                                  $    609           $  6,837         $    609
                                                       ========           ========         ========

SUPPLEMENTAL CASH FLOW INFORMATION
  Interest paid                                        $     --           $     --         $     --
                                                       ========           ========         ========
  Income Taxes paid                                    $     --           $     --         $     --
                                                       ========           ========         ========
</TABLE>


    The accompanying notes are an integral part of these financial statements

                                       5
<PAGE>
                                 BERRY ONLY INC.
                          (A Development Stage Company)
                   Condensed Notes to the Financial Statements
                               September 30, 2012
                            (Expressed in US Dollars)

NOTE 1. BASIS OF PRESENTATION

The accompanying  unaudited interim financial statements of Berry Only Inc. (the
"Company") have been prepared in accordance with accounting principles generally
accepted  in the United  States of America and the rules of the  Securities  and
Exchange  Commission,  and  should  be  read in  conjunction  with  the  audited
financial  statements and notes thereto contained in the Company's Form 10-K for
the year ended June 30, 2012.  In the opinion of  management,  all  adjustments,
consisting of normal recurring adjustments, necessary for a fair presentation of
financial  position  and the  results  of  operations  for the  interim  periods
presented  have been  reflected  herein.  The results of operations  for interim
periods are not  necessarily  indicative  of the results to be expected  for the
full year. Notes to the financial statements which would substantially duplicate
the disclosure  contained in the audited financial statements for fiscal 2012 as
reported in Form 10-K have been omitted.

NOTE 2. GOING CONCERN

The Company's  financial  statements are prepared  using the generally  accepted
accounting  principles  applicable to a going concern,  which  contemplates  the
realization  of assets and  liquidation  of  liabilities in the normal course of
business. However, the Company has not generated any revenue and has incurred an
accumulated loss of $61,758 since inception.

Management  has taken the following  steps to revise its operating and financial
requirements,  which it believes are  sufficient to provide the Company with the
ability to continue as a going concern. The Company pursued funding through sale
of stock. It has pursued a dealership  agreement for its intended  product,  the
marketing  and  sales of  which  is  anticipated  to be  profitable.  Management
believes  that the above  actions will allow the Company to continue  operations
through the next fiscal year.  However  management cannot provide any assurances
that the Company will be successful in its retail operation.

Recoverability  of a major  portion of the recorded  asset  amounts shown in the
accompanying  balance  sheets is  dependent  upon  continued  operations  of the
Company,  which  in turn is  dependent  upon  the  Company's  ability  to  raise
additional capital, obtain financing and to succeed in its future operations. If
the  Company is unable to make it  profitable,  the  Company  could be forced to
discontinue operations.

The  financial  statements  do  not  include  any  adjustments  relating  to the
recoverability  and  classification  of  recorded  asset  amounts or amounts and
classification  of  liabilities  that might be  necessary  should the Company be
unable to continue as a going concern.

NOTE 3. RELATED ENTITIES TRANSACTIONS

Lisa Guise is president, chief financial officer, and sole director of the Board
of Directors of the Company. She is the controlling  shareholder of the Company,
having 50.42% of the outstanding voting shares.

During the quarter  ended  September 30, 2012,  the director  loaned the company
$2,970.  The full amount of the loan at September 30, 2012 is $10,454.  The loan
does not bear interest, has not maturity date and is payable on demand.

NOTE 4. SUBSEQUENT EVENTS

Events subsequent to September 30, 2012 have been evaluated through December 13,
2012,  the date these  statements  were  available  to be issued,  to  determine
whether  they should be disclosed to keep the  financial  statements  from being
misleading. Management found no subsequent event to be disclosed.

                                       6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

THE FOLLOWING DISCUSSION OF THE RESULTS OF OUR OPERATIONS AND FINANCIAL
CONDITION SHOULD BE READ IN CONJUNCTION WITH OUR FINANCIAL STATEMENTS AND THE
NOTES THERETO INCLUDED ELSEWHERE IN THIS REPORT.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This section of this report includes a number of forward-looking statements that
reflect our current views with respect to future events and financial
performance. Forward-looking statements are often identified by words like:
believe, expect, estimate, anticipate, intend, project and similar expressions,
or words which, by their nature, refer to future events. You should not place
undue certainty on these forward-looking statements, which apply only as of the
date of our report. These forward-looking statements are subject to certain
risks and uncertainties that could cause actual results to differ materially
from historical results and predictions. We are a development stage company and
have not yet generated or realized any revenues.

OVERVIEW

We were incorporated as Berry Only Inc. under the laws of Nevada on June 24,
2009. On July 8, 2010 the Company signed an exclusive dealership agreement with
Wireless Wipes, a New York corporation that manufactures a sanitizing wipe used
to clean cell phones and other mobile devices. The agreement granted the Company
the exclusive right to purchase, inventory, promote and resell the product
within Canada under certain minimum order rules. The agreement required an
annual distribution of 10,000 pouches of product. The Company was unable to
generate the required annual sales and the agreement lapsed. The Company is
seeking new business opportunities.

On November 30, 2011, David Guest voluntarily tendered his resignation as
President, Chief Executive Officer, Chief Financial Officer, Secretary and
Director of the Company. By resolution of the Board of Directors, dated November
30, 2011, pursuant to the bylaws of the Company, Lisa Guise was appointed
President, Chief Executive Officer, Chief Financial Officer, Secretary, and a
Director of the Company, effective on November 30, 2011.

Ms. Guise graduated Syracuse University. Ms. Guise received her Bachelor's of
science degree in speech communications in 1991. Over the past few years Ms.
Guise has been an independent business consultant. Her experience includes
working with management of privately-held companies to maximize productivity as
well as general corporate matters. Ms. Guise has experience in various
industries including fitness and transportation.

                                       7
<PAGE>
We are currently seeking business opportunities with established business
entities for the merger of a target business with our company. In certain
instances, a target business may wish to become a subsidiary of us or may wish
to contribute assets to us rather than merge. We are currently in negotiations
with several parties to enter into a business opportunity but we have not
entered into any definitive agreements to date and there can be no assurance
that we will be able to enter into any definitive agreements. We anticipate that
any new acquisition or business opportunities by our company will require
additional financing. There can be no assurance, however, that we will be able
to acquire the financing necessary to enable us to pursue our plan of operation.
If our company requires additional financing and we are unable to acquire such
funds, our business may fail.

We have no revenues, have achieved losses since inception, have been issued a
going concern opinion by our auditors and rely upon the sale of our securities
to fund operations. Accordingly, we will be dependent on future additional
financing in order to maintain our operations and continue seeking new business
opportunities.

OUR CURRENT BUSINESS

We are currently seeking business opportunities with established business
entities for the merger of a target business with our company. In certain
instances, a target business may wish to become a subsidiary of us or may wish
to contribute assets to us rather than merge. We are currently in negotiations
with several parties to enter into a business opportunity but we have not
entered into any definitive agreements to date and there can be no assurance
that we will be able to enter into any definitive agreements. We anticipate that
any new acquisition or business opportunities by our company will require
additional financing. There can be no assurance, however, that we will be able
to acquire the financing necessary to enable us to pursue our plan of operation.
If our company requires additional financing and we are unable to acquire such
funds, our business may fail.

Management of our company believes that there are perceived benefits to being a
reporting company with a class of publicly-traded securities. These are commonly
thought to include: (i) the ability to use registered securities to acquire
assets or businesses; (ii) increased visibility in the financial community;
(iii) the facilitation of borrowing from financial institutions; (iv) improved
trading efficiency; (v) stockholder liquidity; (vi) greater ease in subsequently
raising capital; (vii) compensation of key employees through stock options;
(viii) enhanced corporate image; and (ix) a presence in the United States
capital market.

We may seek a business opportunity with entities that have recently commenced
operations, or entities who wish to utilize the public marketplace in order to
raise additional capital in order to expand business development activities, to
develop a new product or service, or for other corporate purposes. We may
acquire assets and establish wholly-owned subsidiaries in various businesses or
acquire existing businesses as subsidiaries.

                                       8
<PAGE>
In implementing a structure for a particular business acquisition or
opportunity, we may become a party to a merger, consolidation, reorganization,
joint venture, or licensing agreement with another corporation or entity. We may
also acquire stock or assets of an existing business. Upon the consummation of a
transaction, it is likely that our present management will no longer be in
control of our company. In addition, it is likely that our officer and director
will, as part of the terms of the acquisition transaction, resign and be
replaced by one or more new officers and directors.

As of the date hereof, management has not entered into any formal written
agreements for a business combination or opportunity. When any such agreement is
reached, we intend to disclose such an agreement by filing a current report on
Form 8-K with the Securities and Exchange Commission.

We anticipate that the selection of a business opportunity in which to
participate will be complex and without certainty of success. Management
believes that there are numerous firms in various industries seeking the
perceived benefits of being a publicly registered corporation. Business
opportunities may be available in many different industries and at various
stages of development, all of which will make the task of comparative
investigation and analysis of such business opportunities extremely difficult
and complex. We can provide no assurance that we will be able to locate
compatible business opportunities.

As a development stage company, we are not able to fund our cash requirements
through our current operations. Historically, we have been able to raise a
limited amount of capital through private placements of our equity stock, but we
are uncertain about our continued ability to raise funds privately. Further, we
believe that our company may have difficulties raising capital until we locate a
prospective property through which we can pursue our plan of operation. If we
are unable to secure adequate capital to continue our acquisition efforts, our
shareholders may lose some or all of their investment and our business may fail.

RESULTS OF OPERATIONS

The following summary of our results of operations should be read in conjunction
with our financial statements included herein. Our operating results for the
three months ended September 30, 2012 and 2011 are summarized as follows:

                                                      Three Months Ended
                                                         September 30,

                                                   2012                 2011
                                                 -------              -------
     Revenue                                     $     0              $     0
     Operating Expenses                            4,155                3,858
     Net Loss                                    $ 4,155              $ 3,858

                                       9
<PAGE>
REVENUES

We have not earned any revenues to date. We are currently seeking business
opportunities with established business entities for the merger of a target
business with our company. We are presently in the development stage of our
business and we can provide no assurance that we begin earning revenues.

EXPENSES

Our expenses for the three months ended September 30, 2012 and 2011 are outlined
in the table below:

                                                      Three Months Ended
                                                         September 30,
                                                 ----------------------------
                                                   2012                 2011
                                                 -------              -------
     Professional Fees                            $ 3,780             $ 3,162
     Other Selling General & Administrative           375                 696
     TOTAL EXPENSES                               $ 4,155             $ 3,858

Professional Fees

Professional fees include our accounting and auditing expenses incurred in
connection with the preparation of our financial statements and professional
fees that we pay to our legal counsel. The decrease in our professional fees is
associated with less business activity.

We incurred operating losses in the amount of $61,758 from inception on June 24,
2009 through the period ended September 30, 2012. These operating expenses were
composed of marketing expenses, professional fees and other selling and general
and administrative expenses.

GOING CONCERN

We have not attained profitable operations and are dependent upon obtaining
financing to pursue any extensive development activities. For these reasons our
auditors stated in their report on our audited financial statements that they
have substantial doubt we will be able to continue as a going concern.

FINANCINGS AND SHARE ISSUANCE

Our operations to date have been funded by equity investment. All of our equity
funding has come from a private placement of our securities

We closed an issue of 2,000,000 shares of common stock on August 26, 2009 to our
sole officer and director, David Guest, at a price of $0.005 per share. The
total proceeds received from this offering were $10,000. These shares were

                                       10
<PAGE>
issued pursuant to Section 4(2) of the Securities Act of 1933 and are restricted
shares as defined in the Securities Act. We did not engage in any general
solicitation or advertising.

We closed an issue of 1,000,000 shares of common stock on April 29, 2010 to our
sole officer and director, David Guest, at a price of $0.01 per share. The total
proceeds received from this offering were $10,000. These shares were issued
pursuant to Section 4(2) of the Securities Act of 1933 and are restricted shares
as defined in the Securities Act. We did not engage in any general solicitation
or advertising.

On December 16, 2011 David Guest entered into an Agreement for the Purchase of
Common Stock with Lisa Guise, pursuant to which David Guest sold an aggregate of
3,000,000 shares of the Company's common stock to Lisa Guise. The purchase price
was $20,000. Lisa Guise acquired approximately 76% of the total outstanding
number of shares of common stock of the Company and the 3,000,000 shares
represent Lisa Guise's entire beneficial holdings in the Company.

We completed an offering of 2,950,000 shares of our common stock at a price of
$0.01 per share to a total of thirty three (33) purchasers on June 30, 2010. The
total amount we received from this offering was $29,500. We completed this
offering pursuant Rule 903(a) and conditions set forth in Category 3 (Rule
903(b)(3)) of Regulation S of the Securities Act of 1933.

On October 24, 2011, 33 shareholders surrendered 2,006,000 shares to the Company
for cancellation. The cancellation of the shares results in the Company having a
total of 3,944,000 shares issued and outstanding at March 31, 2012.

OFF-BALANCE SHEET ARRANGEMENTS

We have no significant off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that is material to
stockholders.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

N/A

ITEM 4. CONTROLS AND PROCEDURES

As of the end of the period covered by this Report, the Company's President, and
principal financial officer (the "Certifying Officer"), evaluated the
effectiveness of the Company's "disclosure controls and procedures," as defined
in Rule 13a-15(e) under the Securities Exchange Act of 1934. Based on that
evaluation, the officer concluded that, as of the date of the evaluation, the
Company's disclosure controls and procedures were effective to provide
reasonable assurance that the information required to be disclosed in the

                                       11
<PAGE>
Company's periodic filings under the Securities Exchange Act of 1934 is
accumulated and communicated to management to allow timely decisions regarding
required disclosure.

The Certifying Officer has also indicated that there were no changes in internal
controls over financial reporting during the Company's last fiscal quarter, and
no significant changes in our internal controls or other factors that could
significantly affect such controls subsequent to the date of their evaluation
and there were no corrective actions with regard to significant deficiencies and
material weaknesses.

Our management, including the Certifying Officer, does not expect that our
disclosure controls or our internal controls will prevent all errors and fraud.
A control system, no matter how well conceived and operated, can provide only
reasonable, not absolute, assurance that the objectives of the control system
are met. In addition, the design of a control system must reflect the fact that
there are resource constraints, and the benefits of controls must be considered
relative to their costs. Because of the inherent limitations in all control
systems, no evaluation of controls can provide absolute assurance that all
control issues and instances of fraud, if any, within a company have been
detected. These inherent limitations include the realities that judgments in
decision-making can be faulty, and that breakdowns can occur because of simple
error or mistake. Additionally, controls can be circumvented by the individual
acts of some persons, by collusion of two or more people or by management
override of the control. The design of any systems of controls also is based in
part upon certain assumptions about the likelihood of future events, and there
can be no assurance that any design will succeed in achieving its stated goals
under all potential future conditions. Because of these inherent limitations in
a cost-effective control system, misstatements due to error or fraud may occur
and not be detected.

ITEM 4(T). CONTROLS AND PROCEDURES

The information required pursuant to item 4(t) has been provided in Item 4.

                                       12
<PAGE>
                           PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 1(A) RISK FACTORS

There have been no changes to our risk factors from those disclosed in our
Annual Report on Form 10-K filed October 15, 2012.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES

We did not issue any securities without registration pursuant to the Securities
Act of 1933 during the three months ended September 30, 2012.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. MINE SAFETY DISCLOSURES

N/A

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

Exhibit
Number                       Description of Exhibit
------                       ----------------------

31   Certification of Chief Executive Officer and Chief Financial Officer
     pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of
     the Sarbanes-Oxley Act of 2002

32   Certification of Chief Executive Officer and Chief Financial Officer
     pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
     the Sarbanes-Oxley Act of 2002

101* Interactive data files pursuant to Rule 405 of Regulation S-T

* To be provided by amendment


                                       13
<PAGE>

                                   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.

BERRY ONLY INC.


By: /s/ Lisa Guise
   --------------------------------
   Lisa Guise, President,
   Chief Executive Officer and
   Chief Financial Officer Director

Date: December 13, 2012


                                       14