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, 2010






TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934


For the
transition period from ___ to _____





Commission
File Number 333-149546





FTOH
CORP.


(Formerly
Tri-Mark MFG, Inc.)


(Exact
name of registrant as specified in its charter)





Delaware
              (State
      or other jurisdiction of incorporation or organization)
            
            20-8069359
              (I.R.S.
      Employer Identification No.)





1453
3rd
Street, Santa Monica, CA 90401
 (Address
of principal executive offices)




800-521-0770


(Issuer's
telephone number)





101
      Middlesex Turnpike, Ste. 6, Burlington, MA 01803(Former
      name or former address, if changed since last report)


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
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.


YES x   NO






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





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





Large
accelerated filer 
                                                                Accelerated
filer 





Non-accelerated
filer 
                                                                Smaller
reporting company x


(Do not
check if a smaller reporting company)





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 shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date:  75,953,303 shares as of
November 8, 2010









Table
of Contents




PagePart
      I –
            Financial
      Information
            3Item
      1. Financial Statements
            3Item
      2. Management’s Discussion and Analysis of Financial Condition and Results
      of Operations
            10Item
      3. Quantitative and Qualitative Disclosures about Market
    Risk
            11Item
      4. Controls and Procedures
            11Part
      II –
            Other
      InformationItem
      1. Legal Proceedings
            12Item
      1A. Risk Factors
            12Item
      2. Unregistered Sales of Equity Securities and Use of
    Proceeds
            12Item
      3. Defaults upon Senior Securities
            12Item
      4. [Removed and Reserved]
            12Item
      5. Other Information
            12Item
      6. Exhibits
            12





2




ITEM
1. FINANCIAL STATEMENTS.





FTOH
CORP. (formerly Tri-Mark MFG, Inc.)


CONDENSED
BALANCE SHEETS (Unaudited)




September
      30,
              
              
              December
      31,2010
              
              
              2009ASSETSCurrent
      assets:Cash
              
              $
              -
              
              
              $
              83,994Accounts
      receivable
              
              
              -
              
              
              
              8,158Total
      current assets
              
              
              -
              
              
              
              92,152Property
      and equipment, net of accumulated depreciationof
      $106,487 for 2010, and $66,600 for 2009
              
              
              162,013
              
              
              
              121,900TOTAL
      ASSETS
              
              $
              162,013
              
              
              $
              214,052LIABILITIES
      AND STOCKHOLDERS' EQUITYCurrent
      liabilities:Accounts
      payable
              
              $
              -
              
              
              $
              8,187Accrued
      expenses
              
              
              -
              
              
              
              6,100Advances
      from officer
              
              
              93,210
              
              
              
              63,412Total
      current liabilities
              
              
              93,210
              
              
              
              77,699Stockholders'
      equity:Common
      stock, $0.001 par value; 25,000,000 shares authorized;9,000,700
      shares issued and outstanding
              
              
              9,001
              
              
              
              9,001Additional
      paid-in capital
              
              
              251,174
              
              
              
              251,174Accumulated
      deficit
              
              
              (191,372
              )
              
              
              (123,822
              )Total
      stockholders' equity
              
              
              68,803
              
              
              
              136,353TOTAL
      LIABILITIES AND STOCKHOLDERS' EQUITY
              
              $
              162,013
              
              
              $
              214,052




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




3




FTOH
CORP. (formerly Tri-Mark MFG, Inc.)


CONDENSED
STATEMENTS OF OPERATIONS (Unaudited)




For
      the three months ended
              
              
              For
      the nine months endedSeptember
      30,
              
              
              September
      30,2010
              
              
              2009
              
              
              2010
              
              
              2009Sales
              
              $
              -
              
              
              $
              -
              
              
              $
              50,991
              
              
              $
              -Cost
      of sales
              
              
              -
              
              
              
              -
              
              
              
              34,250
              
              
              
              -Gross
      profit
              
              
              -
              
              
              
              -
              
              
              
              16,741
              
              
              
              -Selling,
      general and administrative
              
              
              38,620
              
              
              
              8,050
              
              
              
              83,491
              
              
              
              23,600Operating
      loss
              
              
              (38,620
              )
              
              
              (8,050
              )
              
              
              (66,750
              )
              
              
              (23,600
              )Interest
      and other expenses
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -Net
      loss before income taxes
              
              
              (38,620
              )
              
              
              (8,050
              )
              
              
              (66,750
              )
              
              
              (23,600
              )Provision
      for taxes
              
              
              -
              
              
              
              -
              
              
              
              800
              
              
              
              800Net
      loss
              
              $
              (38,620
              )
              
              $
              (8,050
              )
              
              $
              (67,550
              )
              
              $
              (24,400
              )Net
      loss per share - basic and diluted
              
              $
              (0.00
              )
              
              $
              (0.00
              )
              
              $
              (0.01
              )
              
              $
              (0.00
              )Weighted
      average number of common shares outstanding - basic and
      diluted
              
              
              9,000,700
              
              
              
              8,000,000
              
              
              
              9,000,700
              
              
              
              8,000,000




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




4




FTOH
CORP. (formerly Tri-Mark MFG, Inc.)


CONDENSED
STATEMENTS OF CASH FLOWS (Unaudited)




For
      nine months ended September 30,
                
                2010
                
                
                2009CASH
      FLOW FROM OPERATING ACTIVITIES:Net
      loss
                
                $
                (67,550
                )
                
                $
                (24,400
                )Adjustments
      to reconcile net loss to net cash used in operating
      activities:Depreciation
                
                
                39,887
                
                
                
                16,650(Increase)
      decrease in operating assets:Accounts
      receivable
                
                
                8,158
                
                
                
                -Increase
      (decrease) in operating liabilities:Accounts
      payable and accrued expenses
                
                
                (14,287
                )
                
                
                1,750Net
      cash used in operating activities
                
                
                (33,792
                )
                
                
                (6,000
                )CASH
      FLOW FROM INVESTING ACTIVITIES:Purchase
      of property and equipment
                
                
                (80,000
                )
                
                
                -Net
      cash used in investing activities
                
                
                (80,000
                )
                
                
                -CASH
      FLOW FROM FINANCING ACTIVITIES:Proceeds
      from officer advances
                
                
                32,098
                
                
                
                6,000Repayments
      of advance from officer
                
                
                (2,300
                )
                
                
                -Net
      cash provided by financing activities
                
                
                29,798
                
                
                
                6,000NET
      DECREASE IN CASH
                
                
                (83,994
                )
                
                
                -CASH
      BALANCE AT BEGINNING OF PERIOD
                
                
                83,994
                
                
                
                106CASH
      BALANCE AT END OF PERIOD
                
                $
                -
                
                
                $
                106Supplemental
      Disclosures of Cash Flow Information:Taxes
      paid
                
                $
                -
                
                
                $
                -Interest
      paid
                
                $
                -
                
                
                $
                -




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




5




FTOH
CORP. (formerly Tri-Mark MFG, Inc.)


NOTES
TO CONDENSED FINANCIAL STATEMENTS (Unaudited)




NOTE
1 – NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES




Nature of Business
FTOH Corp., formerly Tri-Mark MFG, Inc., (the “Company”), was incorporated in
the State of California on December 15, 2006.  The Company designs and
manufactures low end jewelry which is marketed, wholesale and retail,
domestically.




Presentation of Interim
Information The financial information at September 30, 2010 and for the
three and nine months ended September 30, 2010 and 2009 are unaudited, but
includes all adjustments (consisting only of normal recurring adjustments) that
the Company considers necessary for a fair presentation of the financial
information set forth herein, in accordance with accounting principles generally
accepted in the United States of America (“U.S. GAAP”) for interim financial
information, and with the instructions to Form 10-Q. Accordingly, such
information does not include all of the information and footnotes required by
U.S. GAAP for annual financial statements. For further information refer to the
Financial Statements and footnotes thereto included in the Company’s Annual
Report on Form 10-K for the year ended December 31, 2009.




The
balance sheet as of December 31, 2009 has been derived from the audited
financial statements at that date but does not include all of the information
and footnotes required by U.S. GAAP for complete financial
statements.




The
results for the three and nine months ended September 30, 2010 may not be
indicative of results for the year ending December 31, 2010 or any future
periods.




Use of estimates The
preparation of the accompanying financial statements in conformity with
accounting principles generally accepted in the United States requires
management to make certain estimates and assumptions that directly affect the
results of reported assets, liabilities, revenue, and
expenses.  Actual results may differ from these
estimates.




Revenue recognition:
The Company generally recognizes product revenue when persuasive evidence of an
arrangement exists, delivery has occurred, the fee is fixed or determinable, and
collection is probable. In instances where the final acceptance of the product
is specified by the customer, revenue is deferred until all acceptance criteria
have been met. Customers’ prepayments are deferred until products are shipped
and accepted by the customers.




Accounts Receivable:
Management believes accounts receivable to be fully collectible; therefore, no
allowance for doubtful accounts has been established December 31,
2009.




Fair Value of Financial
Instruments: Management measures the financial assets and liabilities in
accordance with the requirements of FASB ASC 825 "Financial Instruments". The
carrying values of accounts receivable, accounts payable, accrued expenses, and
advances from officer approximate fair value due to the short-term maturities of
these instruments.




Property and
Equipment: Property and equipment are valued at cost. Maintenance and
repair costs are charged to expenses as incurred. Depreciation is computed on
the straight-line method based on the estimated useful lives of the assets,
generally 5 to 7 years.  Depreciation expense for the three and nine
months ended September 30, 2010 was $13,231 and $39,887, respectively.
Depreciation expense for the three and nine months ended September 30, 2009 was
$5,550 and $16,650 respectively.




Net Loss Per Share:
Basic earnings (loss) per share is computed by dividing net loss available to
common stockholders by the weighted average number of common stock outstanding
for the period.  Diluted earnings (loss) per share is computed similar
to basic earnings (loss) per share except that the denominator is increased to
include additional common shares available upon exercise of stock options and
warrants using the treasury stock method, except for periods for which no common
share equivalents are included because their effect would be anti-dilutive.
Diluted net loss per share does not differ from basic net loss per share since
potential shares of common stock are anti-dilutive for all periods
presented.  For the three and nine months ended September 30, 2010 and
2009, there were no potentially dilutive securities excluded from the
computation because they are anti-dilutive.


6




NOTE
1 – NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)




New Accounting
Pronouncements The Company does not believe any newly issued accounting
pronouncements will have any material impact on its financial
statements.




NOTE
2 – GOING CONCERN




The
Company has incurred substantial losses and has limited
revenue.  These matters raise substantial doubt about the Company’s
ability to continue as a going concern.  The Company incurred net
losses of $67,550 and $24,400 for the nine months ended September 30, 2010 and
2009, respectively. The Company had an accumulated deficit of $191,372 as of
September 30, 2010.





Management
of the Company is attempting to obtain an infusion of capital through either
public or private investment. The ability of the Company to continue as a going
concern is dependent on its ability to meet its financial obligations and the
success of its future operations.  The financial statements do not
include any adjustments that might be necessary if the Company is unable to
continue as a going concern.




NOTE
3 – BALANCE SHEETS DETAILS




September
      30,
              
              
              December
      31,2010
              
              
              2009Property
      and equipment, netMolds
              
              $
              111,000
              
              
              $
              111,0003D
      Mold and Jewelry Software
              
              
              157,500
              
              
              
              77,500Less:
      accumulated depreciation
              
              
              (106,487
              )
              
              
              (66,600
              )Property
      and equipment, net
              
              $
              162,013
              
              
              $
              121,900Accrued
      Expenses:Accrued
      professional fees
              
              $
              -
              
              
              $
              4,500Other
      accrued expenses
              
              
              -
              
              
              
              1,600Total
      accrued expenses
              
              $
              -
              
              
              $
              6,100




NOTE
4 – ADVANCES FROM OFFICERS




As of
September 30, 2010 and December 31, 2009, the Company owed $93,210 and $63,412,
respectively, to an officer of the Company. The advances are unsecured, due on
demand and have no interest provisions. Management expects to repay the full
amount during the year ended December 31, 2010; therefore, it is classified as
current on the balance sheet.




NOTE
5 – NET LOSS PER SHARE




The
following table sets forth the computation of basic and diluted net loss per
share:




7




Three
      Months Ended
                
                
                Nine
      Months EndedSeptember 30,
                
                
                September 30,
                
                
                September 30,
                
                
                September 30,2010
                
                
                2009
                
                
                2010
                
                
                2009Numerator:Net
      loss
                
                $
                (38,620
                )
                
                $
                (8,050
                )
                
                $
                (67,550
                )
                
                $
                (24,400
                )Denominator:Basic
      loss per share—weighted average shares
                
                
                9,000,700
                
                
                
                8,000,000
                
                
                
                9,000,700
                
                
                
                8,000,000Effect
      of dilutive securities:Stock
      options and warrants
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -Diluted
      loss per share—adjusted weighted average shares
                
                
                9,000,700
                
                
                
                8,000,000
                
                
                
                9,000,700
                
                
                
                8,000,000Basic
      loss per share
                
                $
                (0.00
                )
                
                $
                (0.00
                )
                
                $
                (0.01
                )
                
                $
                (0.00
                )Diluted
      loss per share
                
                $
                (0.00
                )
                
                $
                (0.00
                )
                
                $
                (0.01
                )
                
                $
                (0.00
                )




NOTE
6: Subsequent Events




Reincorporation




On October 15, 2010, the Company (then,
Tri-Mark Mfg, Inc., a California company), entered into an agreement and plan of
merger (the “Merger Agreement”) with FTOH Corp., a Delaware corporation and the
Company’s wholly owned subsidiary.  Pursuant to the Merger Agreement,
the Company was merged with and into FTOH Corp. and the California company’s
separate existence ceased (the “Merger”).  The Company’s shareholders
approved the Merger on October 15, 2010 by written consent in accordance with
California law and we approved the Merger as shareholder on behalf of FTOH
Corp.  The purpose of the Merger was to provide for a Delaware
corporate organization that would continue the Company’s business and pursue
additional opportunities.




Additionally,
pursuant to the Merger Agreement and in connection with the reincorporation into
the State of Delaware, the Company adopted additional changes to our
organization, and the following occurred:




·
            The
      Company changed its name to  “FTOH Corp.” as a result of
      amendment to the Company’s Certificate of
  Incorporation;




·
            The
      Certificate of Incorporation was amended to provide authority to issue
      190,000,000 shares of Common Stock, par value $0.0001 per share and
      10,000,000 shares of blank check preferred, par value $0.0001 per share
      (the “Preferred Stock”).  The Company may issue any class of our
      Preferred Stock in any series.  The Board of Directors shall
      have authority to establish and designate series, and to fix the number of
      shares included in each such series and the variations in the relative
      rights, preferences and limitations as between series, provided that, if
      the stated dividends and amounts payable on liquidation are not paid in
      full, the shares of all series of the same class shall share ratably in
      the payment of dividends including accumulations, if any, in accordance
      with the sums which would be payable on such shares if all dividends were
      declared and paid in full, and in any distribution of assets other than by
      way of dividends in accordance with the sums which would be payable on
      such distribution if all sums payable were discharged in
      full.  Shares of each such series when issued shall be
      designated to distinguish the shares of each series from shares of all
      other series.




·
            All
      of the Company’s property, real, personal and mixed and all debts vested
      in the Company  and all property, rights, privileges, powers and
      franchises, and all and every other interest are thereafter the property
      of the Company.




8




·
            As
      of October 28, 2010 (the record date for issuance of the dividend
      shares)(or such later date as FINRA approval is obtained), the holders of
      the Company’s common stock will be entitled to 8.344159089 shares of
      common stock of the Company as consideration and in exchange for each one
      share of our common stock and all of the common stock of the Company held
      by us shall be surrendered and
canceled.




·
            Eliminated
      certain rights in the certificate of incorporation and bylaws, including
      the right provided in the bylaws to cumulative voting in the election of
      directors, as well as changes in the time periods and notices required in
      order to call special meetings of directors and shareholders and
      increasing the potential number of directors that would comprise the
      entire board of directors from 1 to up to
15





Convertible Note
Financing





On
October 15, 2010, the Company entered into a Subscription Agreement (the
“Subscription Agreement”) with the subscribers listed therein (the
“Subscribers”).  The Subscription Agreement provides for, among other
things, the sale by the Company of convertible notes in the original aggregate
principal amount of $2,100,000 (the “Convertible Notes”).  The Company
received gross proceeds of $2,100,000 from the sale of the Convertible Notes in
escrow pending closing on the sale.




The
Convertible Notes will mature six months from the issuance date and will accrue
interest at the rate of six (6%) per annum, payable on the maturity
date.  During an Event of Default (as defined in the Convertible
Notes), the interest rate of the Convertible Notes will be increased to eighteen
(18%) percent per annum until paid in full.  In addition, upon the
occurrence of an Event of Default, all principal and interest then remaining
unpaid shall immediately become due and payable upon demand. Events of Default
include but are not limited to: (i) the Company’s failure to make payments when
due or (ii) breaches by the Company of its representations, warranties and
covenants in the Subscription Agreement.




Pursuant
to the terms of the Convertible Notes, the Subscribers have the right, so long
as the Convertible Notes are not fully repaid, to convert the Convertible Notes
into shares of the Company’s common stock at a conversion price of $1.40 per
share (giving effect to the effectiveness of our 8.344159089 for one forward
split), as may be adjusted.  The Convertible Notes contain
anti-dilution provisions, including but not limited to if the Company issues
shares of its common stock at less than $1.00 per share within 18 months after
conversion of the Notes, the conversion price of the Convertible Notes will
automatically be reduced to such lower price. The Convertible Notes contain
limitations on conversion, including the limitation that the holder may not
convert its Convertible Note to the extent that upon conversion the holder,
together with its affiliates, would own in excess of 4.99% of the Company’s
outstanding shares of common stock (subject to an increase upon at least
61-days’ notice by the Subscriber to the Company, of up to 9.99%).




Pursuant
to the terms of the Subscription Agreement, the Company agreed to file a
registration statement covering the resale of the shares of common stock
underlying the Convertible Notes no later than 180 days from the closing of the
offering and to have such registration statement declared effective no later
than 365 days from the closing of the offering.  If the Company does
not timely file the registration statement or cause it to be declared effective
by the required dates, then each Subscriber shall be entitled to liquidated
damages equal to 1% of the aggregate purchase price paid by such Subscriber for
the Convertible Notes for each month that the Company does not file the
registration statement or cause it to be declared effective.




The
Company also granted the Subscribers, until the later of one year from the
closing or so long as the Convertible Notes are outstanding, a right of first
refusal in connection with future sales by the Company of its common stock or
other securities or equity linked debt obligations, except in connection with
certain Excepted Issuances (as defined in the Subscription
Agreement).





Unregistered
Sales of Equity Securities





On
October 15, 2010 the Company issued 101,868 shares to a consultant pursuant to a
consulting agreement engaged to represent the Company in investors’
communications and public relations with existing and prospective shareholders,
brokers, dealers and other investment professionals with respect to the
Company’s current and proposed activities, and to consult with the Company’s
management concerning such activities. The issuance of the Company’s shares was
not required to be registered in reliance upon the exemption from registration
provided under Section 4(2) of the Securities Act of 1933, as
amended.




9




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





FORWARD
LOOKING STATEMENTS





Some of
the statements contained in this Form 10-Q that are not historical facts are
"forward-looking statements" which can be identified by the use of terminology
such as "estimates," "projects," "plans," "believes," "expects," "anticipates,"
"intends," or the negative or other variations, or by discussions of strategy
that involve risks and uncertainties. We urge you to be cautious of the
forward-looking statements, that such statements, which are contained in this
Form 10-Q, reflect our current beliefs with respect to future events and involve
known and unknown risks, uncertainties and other factors affecting our
operations, market growth, services, products and licenses. No assurances can be
given regarding the achievement of future results, as actual results may differ
materially as a result of the risks we face, and actual events may differ from
the assumptions underlying the statements that have been made regarding
anticipated events.





All
written forward-looking statements made in connection with this Form 10-Q that
are attributable to us or persons acting on our behalf, are expressly qualified
in their entirety by these cautionary statements. Given the uncertainties that
surround such statements, you are cautioned not to place undue reliance on such
forward-looking statements.





The safe
harbors of forward-looking statements provided by the Securities Litigation
Reform Act of 1995 are unavailable to issuers not subject to the reporting
requirements set forth under Section 13(a) or 15(d) of the Securities Exchange
Act of 1934, as amended. As we have not registered our securities pursuant to
Section 12 of the Exchange Act, such safe harbors set forth under the Reform Act
are unavailable to us.




OVERVIEW





FTOH
Corp. (“we” or the “Company”) was incorporated on December 15, 2006 in the state
of California under the name Tri-Mark Mfg, Inc.    On
October 15, 2010, the Company entered into an agreement and plan of merger with
FTOH Corp., a Delaware corporation and the Company’s wholly-owned subsidiary in
order to change its name to “FTOH Corp.” and to change the state of
incorporation of the Company from California to Delaware.  As a result
of the aforementioned merger, holders of the Company’s common stock as of
October 28, 2010 (or such later date as FINRA approval is obtained) will be
entitled to 8.344159089 shares of common stock as consideration and in exchange
for each one share of common stock held.





The
Company is a designer, marketer, and manufacturer of affordable branded jewelry
in the United States.  Since inception, we have been focusing on the
expansion of our jewelry line and getting exhibit space in the major jewelry
shows.





Our
principal executive offices are located at 1453 3rd Street,
Santa Monica, CA 90401. Our telephone number is (800) 521-0770.




RESULTS
OF OPERATIONS





Results
of Operations for the three months ended September 30, 2010 and
2009:





We earned
no revenue for the three months ended September 30, 2010 and the three months
ended September 30, 2009, respectively.





Selling,
general and administrative expenses were $38,620 for the three months ended
September 30, 2010 compared to $8,050 for the three months ended September 30,
2009.  The difference of $30,570 or 380% was primarily due to the
Company’s increased legal and administrative costs associated with the
Merger.





Our net
loss was $38,620 for the three months ended September 30, 2010 compared to
$8,050 for the three months ended September 30, 2009.  The difference
of $30,570 or 380% is primarily due to the Company’s increased legal and
administrative costs associated with the Merger.





Results
of Operations for the nine months ended September 30, 2010 and
2009:





We earned
revenue of $50,991 for the nine months ended September 30, 2010 compared to $0
for the nine months ended September 30, 2009.  In addition, the
Company had cost of revenue of $34,250 for the nine months ended September 30,
2010 compared to $0 for the nine months ended September 30, 2009.  The
increase in revenue and cost of revenue is due to the fact that the Company was
in the development stage until the fourth quarter of 2009.  Therefore,
there was no revenue or related cost of revenue for the nine months ended
September 30, 2009.





Selling,
general and administrative expenses were $83,491 for the nine months ended
September 30, 2010 compared to $23,600 for the nine months ended September 30,
2009.  The increase of $59,891 or 254% was primarily due to an
increase in personnel and depreciation expenses associated with operating the
business.  For the nine months ended September 30, 2009, the Company
was in the development stage and expenses were mainly related to legal and
accounting costs incurred for public company reporting
requirements.


10





Our net
loss was $67,550 for the nine months ended September 30, 2010 compared to
$24,400 for the nine months ended September 30, 2009.  The difference
of $43,150 or 177% is primarily due to an increase in personnel and depreciation
expenses associated with operating the business.  For the nine months
ended September 30, 2009, the Company was in the development stage and expenses
were mainly related to legal and accounting costs incurred for public company
reporting requirements.





Liquidity and Capital
Resources





During
the nine months ended September 30, 2010, we purchased new jewelry molds in the
amount of $80,000.  During the nine months ended September 30, 2009,
we did not have any investing activities.





During
the nine months ended September 30, 2010, we received proceeds from an officer
loan of $32,098 and repaid officer loans of $2,300 resulting in net cash used in
financing activities of $29,798. These amounts were used to fund operations of
the Company.





During
the nine months ended September 30, 2009, we received proceeds from an officer
loan of $6,000 resulting in net cash used in financing activities
of $6,000. These amounts were used to fund the Company’s administrative expenses
associated with public company reporting requirements.




ITEM
3.  QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET
RISK.





Not
Applicable





ITEM
4. CONTROLS AND PROCEDURES.




EVALUATION
OF DISCLOSURE CONTROLS AND PROCEDURES




Our
management is responsible for establishing and maintaining a system of
disclosure controls and procedures (as defined in Rule 13a-15(e)) under the
Exchange Act) that is designed to ensure that information required to be
disclosed by the Company in the reports that we file or submit under the
Exchange Act is recorded, processed, summarized and reported, within the time
specified in the Commission's rules and forms. Disclosure controls and
procedures include, without limitation, controls and procedures designed to
ensure that information required to be disclosed by an issuer in the reports
that it files or submits under the Exchange Act is accumulated and communicated
to the issuer's management, including its principal executive officer or
officers and principal financial officer or officers, or persons performing
similar functions, as appropriate to allow timely decisions regarding required
disclosure.




Pursuant
to Rule 13a-15(b) under the Exchange Act, the Company carried out an evaluation
with the participation of the Company's management, including the Company's
Chief Executive Officer and Chief Financial Officer, of the effectiveness of the
Company's disclosure controls and procedures (as defined under Rule 13a-15(e)
under the Exchange Act) as of the quarter ended September 30, 2010. Due to the
fact that the Company has limited personnel resources, there was a lack of
segregation of duties, which management identified as a material
weakness.  Based on this evaluation, our Chief Executive Officer and
Chief Financial Officer has concluded such controls and procedures are not
effective as of September 30, 2010 to ensure that information required to be
disclosed by the issuer in the reports that it files or submits under the Act is
recorded, processed, summarized and reported, within the time periods specified
in the Commission's rules and forms and to ensure that information required to
be disclosed by an issuer in the reports that it files or submits under the Act
is accumulated and communicated to the issuer's management, including its
principal executive and principal financial officers, or persons performing
similar functions, as appropriate to allow timely decisions regarding required
disclosure.





CHANGES
IN INTERNAL CONTROLS




Our
management, with the participation our Chief Executive Officer and Chief
Financial Officer, performed an evaluation to determine whether any change in
our internal controls over financial reporting occurred during the three month
period ended September 30, 2010. Based on that evaluation, our Chief Executive
Officer and Chief Financial Officer concluded that no change occurred in the
Company's internal controls over financial reporting during the quarter ended
September 30, 2010, that has materially affected, or is reasonably likely to
materially affect, the Company's internal controls over financial
reporting.




11





PART
II--OTHER INFORMATION





ITEM
1. LEGAL PROCEEDINGS




None





ITEM
1A. RISK FACTORS




Not
Applicable





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





None.





ITEM
3 - DEFAULTS UPON SENIOR SECURITIES




None





ITEM 4 -  [ REMOVED AND
RESERVED.]





ITEM
5 - OTHER INFORMATION





None.




ITEM
6 - EXHIBITS.




3.1
Certificate of Ownership and Merger dated October 15, 2010 (Incorporated by
Reference to the Current Report on Form 8-K filed with the SEC on October 21,
2010)




10.1
Agreement and Plan of Merger dated October 15, 2010 (Incorporated by Reference
to the Current Report on Form 8-K filed with the SEC on October 21,
2010)




10.2
Indemnification Agreement (Incorporated by Reference to the Current Report on
Form 8-K filed with the SEC on October 21, 2010)




10.3  Subscription
Agreement dated October 15, 2010 (Incorporated by Reference to the Current
Report on Form 8-K filed with the SEC on October 21, 2010)





10.4  Form
of Convertible Note (Incorporated by Reference to the Current Report on Form 8-K
filed with the SEC on October 21, 2010)





31.1
Certification by Chief Executive Officer pursuant to Section 302 of Sarbanes
Oxley Act of 2002





31.2
Certification by Chief Financial Officer pursuant to Section 302 of Sarbanes
Oxley Act of 2002





32.1
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section
1350




32.2
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section
1350




12




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.








November
      9, 2010
            FTOH
      Corp./s/ James HeckmanBy:
      James Heckman
              Title:
      Chief Executive Officer (Principal Executive Officer)/s/ Mitchell ChunBy:
      Mitchell Chun
              Title:
      Chief Financial Officer (Principal Principal Financial and Accounting
      Officer)





13




EXHIBIT
INDEX





Exhibit No.
   Description





3.1
Certificate of Ownership and Merger dated October 15, 2010 (Incorporated by
Reference to the Current Report on Form 8-K filed with the SEC on October 21,
2010)




10.1
Agreement and Plan of Merger dated October 15, 2010 (Incorporated by Reference
to the Current Report on Form 8-K filed with the SEC on October 21,
2010)




10.2
Indemnification Agreement (Incorporated by Reference to the Current Report on
Form 8-K filed with the SEC on October 21, 2010)




10.3  Subscription
Agreement dated October 15, 2010 (Incorporated by Reference to the Current
Report on Form 8-K filed with the SEC on October 21, 2010)





10.4  Form
of Convertible Note (Incorporated by Reference to the Current Report on Form 8-K
filed with the SEC on October 21, 2010)





31.1
Certification by Chief Executive Officer pursuant to Section 302 of Sarbanes
Oxley Act of 2002





31.2
Certification by Chief Financial Officer pursuant to Section 302 of Sarbanes
Oxley Act of 2002





32.1
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section
1350




32.2
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section
1350





14