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 March 31, 2014


[  ]  Transition Report Under Section 13 or 15(d) of the Securities Exchange Act Of 1934


For the transition period from __________ to __________


Commission File Number:    000-52942


BLUE LINE PROTECTION GROUP, INC.

(Exact name of registrant as specified in its charter)



(Mark One)

[X]NEVADA

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

For the quarterly period ended: September 30, 201320-5543726

Or

[  ]

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: 000-52942

THE ENGRAVING MASTERS, INC.

(Exact name of registrant as specified in its charter)

Nevada

20-5543728

(State or other jurisdiction

of incorporation or organization)

(I.R.S. Employer Identification No.)

3717 W. Woodside, Spokane, WA

99208

(Address of principal executive offices)

(Zip Code)

(509) 599-2728

(Registrant's telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)


Indicate by check mark1350 Independence St.

Lakewood, CO  80215

(Address of principal executive offices, including Zip Code)



(800) 844-5576

(Issuer’s telephone number, including area code)


(Former name or former address if changed since last report)

Check whether the issuer (1) has filed all reports required to be filed by Sectionsection 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 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  [X]  No   [  ]   No [X]


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


Large accelerated filer  [ ]

Accelerated filer  [  ]

Non-accelerated filer  [  ]  (Do not check if a smaller reporting company)

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  [  ]  No [X]


IndicateState the number of shares outstanding of each of the issuer'sissuer’s classes of common equity, as of the latest practicable date: 120,211,532 shares of common stock as of the latest practicable date:


Common Stock, $0.001 par value

7,630,000 shares

(Class)

(Outstanding as at November 14, 2013)




THE ENGRAVING MASTERS, INC.


Table of ContentsMay 20, 2014.




Page

PART I - FINANCIAL INFORMATION

3

Unaudited Financial Statements

3

Condensed Balance Sheets

4

Condensed Statements of Operations

5

Condensed Statements of Cash Flows

6

Notes to Condensed Financial Statements

7

Management's Discussion and Analysis of Financial Condition and Results of Operations

10

Controls and Procedures

11

PART II - OTHER INFORMATION

12

Legal Proceedings

12

Exhibits and Reports on Form 8-K

12

SIGNATURES

13




































PART I - FINANCIAL INFORMATION


UnauditedItem 1. Financial Statements


The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial reporting and pursuant to the rules and regulations of the Securities and Exchange Commission ("Commission").  While these statements reflect all normal recurring adjustments which are, in the opinion of management, necessary for fair presentation of the results of the interim period, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. For further information, refer to the financial statements and footnotes thereto, which are included in the Company's December 31, 2012, Annual Reportannual report on Form 10-K, previouslymost recently filed with the Commission on April 15, 2013.9, 2014.















































3


2



BLUE LINE PROTECTION GROUP, INC.

(formerly The Engraving Masters, Inc.)

(A Development Stage Company)

Condensed Balance SheetsCONDENSED CONSOLIDATED BALANCE SHEETS




 

September 30,

 

December 31,

 

2013

 

2012

 

(unaudited)

 

(audited)

Assets

 

 

 

 

 

 

 

Current assets:

 

 

 

   Cash

$

2,859

 

$

582

      Total current assets

 

2,859

 

 

582

 

 

 

 

 

 

Total assets

$

2,859

 

$

582

 

 

 

 

 

 

Liabilities and Stockholders’ Equity (Deficit)

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

   Accounts payable

$

2,350

 

$

-

   Note payable

 

2,000

 

 

2,000

      Total current liabilities

 

4,350

 

 

2,000

 

 

 

 

 

 

Total liabilities

 

4,350

 

 

2,000

 

 

 

 

 

 

Stockholders’ equity (deficit)

 

 

 

 

 

    Preferred stock, $0.001 par value, 100,000,000 shares

 

 

 

 

 

      authorized, no shares issued and outstanding

 

-

 

 

-

    Common stock, $0.001 par value, 100,000,000 shares

 

 

 

 

 

      authorized, 7,630,000 shares issued and outstanding

 

 

 

 

 

      as of 9/30/13 and 12/31/12

 

7,630

 

 

7,630

   Additional paid-in capital

 

90,545

 

 

78,145

   Deficit accumulated during development stage

 

(99,666)

 

 

(87,193)

   Total stockholders’ equity (deficit)

 

(1,491)

 

 

(1,418)

 

 

 

 

 

 

Total liabilities and stockholders’ equity (deficit)

$

2,859

 

$

582

 

March 31,

 

December 31,

 

2014

 

2013

 

(unaudited)

 

(audited)

Assets

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

   Cash and cash equivalents

$

13,006

 

$

2,844

   Accounts receivable

 

21,263

 

 

-

   Employee advances

 

3,440

 

 

-

      Total current assets

 

37,709

 

 

2,844

 

 

 

 

 

 

Fixed assets, net

 

 

 

 

 

   Total fixed assets, net

 

94,173

 

 

-

 

 

 

 

 

 

Total assets

$

131,882

 

$

2,844

 

 

 

 

 

 

Liabilities and Stockholders’ Deficit

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

   Accounts payable

$

632

 

$

2,300

   Accrued liabilities

 

4,976

 

 

-

   Deferred revenue

 

-

 

 

-

   Notes payable

 

152,000

 

 

2,000

      Total current liabilities

 

157,608

 

 

4,300

 

 

 

 

 

 

Total liabilities

 

157,608

 

 

4,300

 

 

 

 

 

 

Stockholders’ deficit:

 

 

 

 

 

   Common stock, $0.001 par value, 1,400,000,000 shares authorized

 

 

 

 

 

     120,211,112 and 106,820,000 shares issued and outstanding

 

 

 

 

 

     as of March 31, 2014 and December 31, 2013, respectively

 

120,211

 

 

106,820

   Additional paid-in capital

 

1,231,276

 

 

(5,795)

   Subscriptions receivable

 

(1,213,462)

 

 

-

   Accumulated deficit

 

(163,751)

 

 

(102,481)

         Total stockholders’ deficit

 

(25,726)

 

 

(1,456)

 

 

 

 

 

 

Total liabilities and stockholders’ deficit

$

131,882

 

$

2,844














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


See Accompanying Notes to Financial Statements.




4


3



BLUE LINE PROTECTION GROUP, INC.

(formerly The Engraving Masters, Inc.)

(A Development Stage Company)

Condensed Consolidated Statements of Operations

(Unaudited)(unaudited)




Three Months Ended

Nine Months Ended

Inception

 

For the three months ended

September 30,

(September 11, 2006) to

 

March 31,

2013

2012

2013

2012

September 30, 2013

 

2014

 

2013

 

 

 

 

Revenue

$

-

$

-

$

-

$

-

$

-

 

$

50,662

 

$

-

Cost of revenue

 

 

(5,315)

 

 

-

 

Gross profit

 

45,347

 

-

 

 

Expenses:

 

 

Depreciation expense

 

-

 

-

 

-

 

-

 

1,521

Depreciation

 

379

 

-

Executive compensation

 

11,603

 

-

General and administrative expenses

 

2,531

 

2,688

 

12,473

 

12,322

 

98,145

 

14,678

 

5,459

Professional fees

 

25,278

 

-

Salaries and wages

 

 

54,679

 

 

-

Total expenses

 

2,531

 

2,688

 

12,473

 

12,322

 

99,666

 

 

106,617

 

 

5,459

 

 

Loss before provision for income taxes

 

(2,531)

 

(2,688)

 

(12,473)

 

(12,322)

 

(99,666)

 

(61,270)

 

(5,459)

 

 

Provision for income taxes

 

-

 

-

 

-

 

-

 

-

 

 

-

 

 

-

 

 

Net loss

$

(2,531)

$

(2,688)

$

(12,473)

$

(12,322)

$

(99,666)

 

$

(61,270)

 

$

(5,459)

 

 

Net loss per share-basic

 

$

(0.00)

 

$

(0.00)

 

Weighted average number of

 

 

common shares outstanding - basic

 

7,630,000

 

7,630,000

 

7,630,000

 

7,630,000

 

 

 

107,266,370

 

 

106,820,000

 

Net loss per share - basic

$

(0.00)

$

(0.00)

$

(0.00)

$

(0.00)

 




















See Accompanying Notes to Financial Statements.




4




BLUE LINE PROTECTION GROUP, INC.

(formerly The Engraving Masters, Inc.)

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)


 

 

For the three months ended

 

 

March 31,

 

 

2014

 

2013

 

 

 

 

 

Operating Activities

 

 

 

 

 

 

   Net loss

 

$

(61,270)

 

$

(5,459)

   Adjustments to reconcile net loss to net cash

 

 

 

 

 

 

      used by operating activities:

 

 

 

 

 

 

         Depreciation

 

 

379

 

 

-

   Changes in operating assets and liabilities:

 

 

 

 

 

 

      (Increase) in accounts receivable

 

 

(21,263)

 

 

-

      (Increase) in employee advances

 

 

(3,440)

 

 

-

      Increase in accounts payable

 

 

3,308

 

 

5,000

   Net cash used in operating activities

 

 

(82,286)

 

 

(459)

 

 

 

 

 

 

 

Investing Activities

 

 

 

 

 

 

   Purchase of fixed assets

 

 

(64,552)

 

 

-

Net cash used in investing activities

 

 

(64,552)

 

 

-

 

 

 

 

 

 

 

Financing Activities

 

 

 

 

 

 

   Donated capital

 

 

7,000

 

 

1,000

   Proceeds from notes payable

 

 

150,000

 

 

-

Net cash provided by financing activities

 

 

157,000

 

 

1,000

 

 

 

 

 

 

 

Net increase in cash

 

 

10,162

 

 

541

Cash - beginning

 

 

2,844

 

 

582

Cash - ending

 

 

13,006

 

 

1,123

 

 

 

 

 

 

 

Supplemental disclosures:

 

 

 

 

 

 

   Interest paid

 

$

-

 

$

-

   Income taxes paid

 

$

-

 

$

-

 

 

 

 

 

 

 

Non-cash transactions

 

 

 

 

 

 

   Shares issued for fixed assets

 

$

30,000

 

$

-

   Number of shares issued for fixed assets

 

 

323,078

 

 

-







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








See Accompanying Notes to Financial Statements.




5




BLUE LINE PROTECTION GROUP, INC.

(formerly The Engraving Masters, Inc.)

(A Development Stage Company)

Condensed Statements of Cash Flows

(Unaudited)




 

For the nine months ended

 

Inception

 

September 30,

 

(September 11, 2006) to

 

2013

 

2012

 

September 30, 2013

 

 

 

 

 

 

 

 

 

Operating activities

 

 

 

 

 

 

 

 

Net loss

$

(12,473)

 

$

(12,322)

 

$

(99,666)

Adjustments to reconcile net loss to

 

 

 

 

 

 

 

 

   net cash used by operating activities:

 

 

 

 

 

 

 

 

      Depreciation

 

-

 

 

-

 

 

1,521

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

   Increase in accounts payable

 

2,350

 

 

-

 

 

2,350

Net cash (used) by operating activities

 

(10,123)

 

 

(12,322)

 

 

(95,795)

 

 

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

 

 

 

   Purchase of fixed assets

 

-

 

 

-

 

 

(1,521)

Net cash (used) by investing activities

 

-

 

 

-

 

 

(1,521)

 

 

 

 

 

 

 

 

 

Financing activities

 

 

 

 

 

 

 

 

   Proceeds from notes payable

 

-

 

 

-

 

 

2,000

   Donated capital

 

12,400

 

 

12,500

 

 

56,075

   Issuances of common stock

 

-

 

 

-

 

 

42,100

Net cash provided by financing activities

 

12,400

 

 

12,500

 

 

100,175

 

 

 

 

 

 

 

 

 

Net increase (decrease) in cash

 

2,277

 

 

178

 

 

2,859

Cash - beginning of the year

 

582

 

 

314

 

 

-

Cash - end of the year

$

2,859

 

$

492

 

$

2,859

 

 

 

 

 

 

 

 

 

Supplemental disclosures:

 

 

 

 

 

 

 

 

   Interest paid

 

-

 

 

-

 

 

-

   Income taxes paid

 

-

 

 

-

 

 

-




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




6




The Engraving Masters, Inc.

(A Development Stage Company)

Notes to Condensed Consolidated Financial Statements



Note 1 - Basis of presentation


The interim financial statements included herein, presented in accordance with United States generally accepted accounting principles and stated in US dollars, have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC).  Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.


These statements reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for fair presentation of the information contained therein.  It is suggested that these interim financial statements be read in conjunction with the financial statements of the Company for the year ended December 31, 20122013 and notes thereto included in the Company's annual report on Form 10-K.  The Company follows the same accounting policies in the preparation of interim reports.


Results of operations for the interim periods are not indicative of annual results.


Note 2 - History and organization of the company


The Company was originally organized September 11, 2006 (Date of Inception) under the laws of the State of Nevada, as The Engraving Masters, Inc.  The Company iswas authorized to issue up to 100,000,000 shares of its common stock and 100,000,000 shares of preferred stock, each with a par value of $0.001 per share.


On March 14, 2014, the Company formalized the formation of Blue Line Protection Group, Inc., a Colorado corporation formed in February 2014 (“Blue Line Colorado”), as a wholly-owned subsidiary of the Company.  Blue Line Colorado provides protection, compliance and financial services to the lawful cannabis industry.


On March 15, 2014, the Company agreed to acquire all of the issued and outstanding membership interests in Blue Line Protection Group, LLC, a Colorado limited liability company (“Blue Line LLC”).  Since August 2013, Blue Line LLC has provided private security services to licensed marijuana growers and dispensaries.  The businessclosing of the acquisition will take place when we are provided with financial statements, audited as necessary and in proper form, which will be satisfactory for filing in an 8-K report with the Securities and Exchange Commission.  If the acquisition of Blue Line LLC does not occur by July 31, 2014, the agreement pertaining to the acquisition of Blue Line LLC will terminate.  As of May 20, 2014, the acquisition had not been completed.


On May 2, 2014, the Company changed its name to Blue Line Protection Group, Inc.


On May 6, 2014, the Company affected a forward stock split and a pro-rata increase in its authorized common stock on a basis of 14-to-1, whereby each shareholder will receive 14 newly issued shares of common stock for each 1 share they currently hold.  Additionally, the authorized number capital of the Company isconcurrently increased to sell engraved awards1,400,000,000 shares of $0.001 par value common stock.  All references to share and collectibles viaper share amounts in the Internet.condensed consolidated financial statements and accompanying notes thereto have been retroactively restated to reflect the forward stock split.













6



BLUE LINE PROTECTION GROUP, INC.

(formerly The Company has limited operations and in accordance with ASC 915-10, “Development Stage Entities,” the Company is considered a development stage company.  Engraving Masters, Inc.)

Notes to Condensed Consolidated Financial Statements



Note 3 - Going concern


The Company’saccompanying financial statements arehave been prepared using generally accepted accounting principles inassuming the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it towill continue as a going concern.  TheAs shown in the accompanying financial statements, the Company hadhas an accumulated deficit of $99,666. The ability($163,751) as of March 31, 2014, and had net sales of $50,662 during the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.three-month period ended March 31, 2014.  


In order to continue as a going concern, the Company will need, among other things, additional capital resources.  The Company is contemplating conducting an offering of its debt or equity securities to obtain additional operating capital.  The Company issignificantly dependent upon its ability, and will continue to attempt, to secure additional equity and/or debt financing.  The Company is currently conducting a private placement of its common stock to raise proceeds to finance its plan of operation.  There are no assurances that the Company will be successful and without sufficient financing it would be unlikely for the Company to continue as a going concern.


The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. These financial statements do not include any adjustments relating to the recoverability and classification of recorded assetassets, or the amounts or amountsof and classification of liabilities that might resultbe necessary in the event the Company cannot continue in existence.  These conditions raise substantial doubt about the Company's ability to continue as a going concern.  These financial statements do not include any adjustments that might arise from this uncertainty.



Note 4 -Accounting policies and procedures




Principles of consolidation

7




For the three months ended March 31, 2014, the consolidated financial statements include the accounts of Blue Line Protection Group, Inc. (a Nevada corporation formerly known as The Engraving Masters, Inc.

(A Development Stage Company)

Notes)(“EGRV”) and Blue Line Protection Group, Inc. (a Colorado corporation and wholly-owned subsidiary of EGRV)(“BLPG”).  All significant intercompany balances and transactions have been eliminated.   EGRV and BPLG are collectively referred herein to Condensed Financial Statements


Note 4 - Accounting Policies and Proceduresas the “Company.”


Use of estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ significantly from those estimates.


Cash and cash equivalents

For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The carrying value of these investments approximates fair value.


Accounts receivable

Accounts receivable are stated at the amount the Company expects to collect from outstanding balances and do not bear interest.  The Company provides for probable uncollectible amounts through an allowance for doubtful accounts, if an allowance is deemed necessary.  The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in the Company’s existing accounts receivable, however, changes in circumstances relating to accounts receivable may result in a requirement for additional allowances in the future.  On a periodic basis, management evaluates its accounts receivable and determines the requirement for an allowance for doubtful accounts based on its assessment of the current and collectible status of individual accounts with past due balances over 90 days.  Account balances are charged against the allowance after all collection efforts have been exhausted and the potential for recovery is considered remote.







7



BLUE LINE PROTECTION GROUP, INC.

(formerly The Engraving Masters, Inc.)

Notes to Condensed Consolidated Financial Statements



Note 4 -Accounting policies and procedures (continued)


Intangible assets

Management regularly reviews property, equipment, intangibles and other long-lived assets for possible impairment. This review occurs quarterly, or more frequently if events or changes in circumstances indicate the carrying amount of the asset may not be recoverable. If there is indication of impairment, then management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. Management believes that the accounting estimate related to impairment of its property and equipment, is a “critical accounting estimate” because: (1) it is highly susceptible to change from period to period because it requires management to estimate fair value, which is based on assumptions about cash flows and discount rates; and (2) the impact that recognizing an impairment would have on the assets reported on our balance sheet, as well as net income, could be material. Management’s assumptions about cash flows and discount rates require significant judgment because actual revenues and expenses have fluctuated in the past and are expected to continue to do so.


The Company capitalizes the costs associated with the development of the Company’s website pursuant to ASC Topic 350.  Other costs related to the maintenance of the website are expensed as incurred.  Amortization is provided over the estimated useful lives of 3 years using the straight-line method for financial statement purposes.   The Company will commence amortization once the economic benefits of the assets began to be consumed.


The Company reviews the carrying value of intangible assets for impairment whenever events and circumstances indicate that the carrying value may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition.  In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to the amount by which the carrying value exceeds the fair value.  The factors considered by management in performing this assessment include current operating results, trends and prospects, the manner in which the property is used, and the effects of obsolescence, demand, competition and other economic factors.  During the three-months ended March 31, 2014 and 2013, there was no impairment necessary.


Property and equipment

Property and equipment is recorded at cost.  Expenditures for major additions and improvements are capitalized and minor replacements, maintenance, and repairs are charged to expense as incurred.  When property and equipment is retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the results of operations for the respective period.  Depreciation is provided over the estimated useful lives of the related assets using the straight-line method for financial statement purposes.  The Company uses other depreciation methods (generally accelerated) for tax purposes where appropriate.  The estimated useful lives for significant property and equipment categories are as follows:

Automotive Vehicles

5 years

Furniture and Equipment

7 years


The Company reviews the carrying value of property and equipment for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition.  In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of assets.  The factors considered by management in performing this assessment include current operating results, trends and prospects, the manner in which the property is used, and the effects of obsolescence, demand, competition and other economic factors.  Based on this assessment there was no impairment as March 31, 2014 and 2013.  Depreciation expense for the three-months ended March 31, 2014 and 2013 totaled $379 and $0, respectively.






8



BLUE LINE PROTECTION GROUP, INC.

(formerly The Engraving Masters, Inc.)

Notes to Condensed Consolidated Financial Statements



Note 4 -Accounting policies and procedures (continued)


Revenue recognition

The Company recognizes revenue when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the service has been provided to the customer; (3) the amount of fees to be paid by the customer is fixed or determinable; (3) the product has been provided to the customer; and (4) the collection of our fees is probable.


Sales related to long-term contracts for services (such as programming, website development and maintenance) extending over several years are accounted for under the percentage-of-completion method of accounting.  Sales and earnings under these contracts are recorded based on the ratio of actual costs incurred to total estimated costs expected to be incurred related to the contract under the cost-to-cost method based budgeted milestones or tasks as designated per each contract. Anticipated losses on contracts are recognized in full in the period in which losses become probable and estimable.


For all other sales of product or services the Company recognizes revenues based on the terms of the customer agreement.  The customer agreement takes the form of either a contract or a customer purchase order and each provides information with respect to the product or service being sold and the sales price.  If the customer agreement does not have specific delivery or customer acceptance terms, revenue is recognized on the date of the customer agreement, invoice or purchase order.


Cost of Sales

The Company’s cost of revenue primarily consists of items purchased by the Company specifically purposed for the benefit of the Company’s client.


Stock-based compensation

The Company will record revenue when it is realizablerecords stock based compensation in accordance with the guidance in ASC Topic 505 and earned718, which requires the Company to recognize expenses related to the fair value of its employee stock option awards.  This eliminates accounting for share-based compensation transactions using the intrinsic value and requires instead that such transactions be accounted for using a fair-value-based method. The Company recognizes the cost of all share-based awards on a graded vesting basis over the vesting period of the award.

The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with FASB ASC 718-10 and the product has been shipped toconclusions reached by the customer.FASB ASC 505-50. Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earliest of a performance commitment or completion of performance by the provider of goods or services as defined by FASB ASC 505-50.


Advertising and marketing costs

The Company expenses all costs of advertising as incurred.  During the three-months ended March 31, 2014 and 2013, advertising and marketing costs were $0 and $0, respectively.


Loss per common share

Net loss per share is provided in accordance with FASB ASC 260-10, “Earnings per Share”.  BasicSubtopic 260-10. We present basic loss per share (“EPS”) and diluted EPS on the face of statements of operations.  Basic EPS is computed by dividing reported losses availableby the weighted average shares outstanding.  Except where the result would be anti-dilutive to income from continuing operations, diluted earnings per share has been computed assuming the conversion of the convertible long-term debt and the elimination of the related interest expense, and the exercise of stock warrants. Loss per common stockholders byshare has been computed using the weighted average number of common shares outstanding during the period.  Diluted income (loss) per share gives effectyear.






9



BLUE LINE PROTECTION GROUP, INC.

(formerly The Engraving Masters, Inc.)

Notes to all dilutive potential common shares outstanding duringCondensed Consolidated Financial Statements



Note 4 -Accounting policies and procedures (continued)


Fair Value of Financial Instruments

The carrying amounts reflected in the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive.balance sheets for cash, accounts payable and accrued expenses approximate the respective fair values due to the short maturities of these items. The Company had no dilutive common stock equivalents,does not hold any investments that are available-for-sale.


As required by the Fair Value Measurements and Disclosures Topic of the FASB ASC, fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as stock optionsquoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or warrantsindirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.


The three levels of the fair value hierarchy are described below:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;


Level 2: Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability;


Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).


Income Taxes

The Company follows FASB Codification Topic 740-10-25 (ASC 740-10-25) for recording the provision for income taxes.  Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled.  Deferred income tax expenses or benefits are based on the changes in the asset or liability each period.  If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized.  Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change.


Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods.  Deferred taxes are classified as current or non-current, depending on the classification of September 30, 2013.assets and liabilities to which they relate.  Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse.


Dividends

The Company has not yet adopted any policy regarding payment of dividends.  No dividends have been paid or declared since inception


Recent pronouncements

The Company has evaluated the recent accounting pronouncements through May 20, 2014, and believes that none of them will have a material effect on the company’s financial position, results of operations or cash flows.








10



BLUE LINE PROTECTION GROUP, INC.

(formerly The Engraving Masters, Inc.)

Notes to Condensed Consolidated Financial Statements



Note 5 - Fixed Assets


Fixed assets consisted of the following at:


 

 

March 31, 2014

 

 

December 31, 2013

 

 

 

 

 

 

Automotive vehicles

$

90,000

 

$

-

Furniture and equipment

 

4,552

 

 

-

 

 

 

 

 

 

Fixed assets, total

 

94,552

 

 

-

Less: accumulated depreciation

 

(379)

 

 

-

Fixed assets, net

 $

94,173

 

 $

-

Depreciation expenses for the three-months ended March 31, 2014 and 2013 were $379 and $0, respectively.


Note 6 - Debt and interest expense


Through September 30, 2013,March 31, 2014, a non-affiliated third-party loaned the Company an aggregate of $2,000 in cash.  The note bears no interest and is due upon demand.  


On February 21, 2014, the Company issued a Promissory Note 6to one non-affiliated person in the amount of $25,000.  The loan is due and payable on demand and bears no interest. As of March 31, 2014, the principle balance owed on this loan was $25,000.  


On February 21, 2014, the Company issued a Promissory Note to one non-affiliated entity in the amount of $100,000.  The loan is due and payable on demand and bears no interest. As of March 31, 2014, the principle balance owed on this loan was $100,000.


On March 26, 2014, the Company issued a Promissory Note to one non-affiliated person in the amount of $25,000 for cash paid to purchase a vehicle on behalf of the Company.  The loan is due and payable on demand and bears no interest.  As of March 31, 2014, the principle balance owed on this loan was $25,000.


Note 7 - Stockholders’ equity


The Company iswas originally authorized to issue 100,000,000 shares of $0.001 par value common stock and 100,000,000 shares of $0.001 par value preferred stock.  On May 6, 2014, the Company affected a forward stock split and a pro-rata increase in its authorized common stock on a basis of 14-to-1, whereby each shareholder will receive 14 newly issued shares of common stock for each 1 share they currently hold.  Additionally, the authorized number capital of the Company concurrently increased to 1,400,000,000 shares of $0.001 par value common stock.  All references to share and per share amounts in the condensed consolidated financial statements and accompanying notes thereto have been retroactively restated to reflect the forward stock split.


From the inception of the Company through September 30, 2013,March 31, 2014, an officer and director of the Company donated cash in the amount of $56,075.$63,075.  The entire amount is considered to be additional paid-in capital.


Through March 27, 2014, the Company sold an aggregate of 13,068,462 shares of its common stock for gross cash proceeds of $1,213,501.  As of September 30, 2013,March 31, 2014, the Company did not receive funds in payment of the shares and recorded subscriptions receivable totaling $1,213,501.


On March 27, 2014, the Company purchased a vehicle from a non-affiliated entity with 323,078 shares of its common stock in lieu of cash.  The value of this transaction was $30,000.


As of March 31, 2014, there have been no other issuances of common stock.




11



BLUE LINE PROTECTION GROUP, INC.

(formerly The Engraving Masters, Inc.)

Notes to Condensed Consolidated Financial Statements



Note 78 - Warrants and options


As of September 30, 2013,March 31, 2014, there were no warrants or options outstanding to acquire any additional shares of common stock.












8




The Engraving Masters, Inc.

(A Development Stage Company)

Notes to Condensed Financial Statements


Note 89 - Related party transactions


From the inception of the Company through September 30, 2013,arch 31, 2014, an officer and director of the Company donated cash in the amount of $56,075.$63,075.  The entire amount is considered to be additional paid-in capital.


The Company does not lease or rent any property.  Office services are provided without charge by an officer and director of the Company.  Such costs are immaterial to the financial statements and, accordingly, have not been reflected therein.  The officers and directors of the Company are involved in other business activities and may, in the future, become involved in other business opportunities.  If a specific business opportunity becomes available, such persons may face a conflict in selecting between the Company and their other business interests.  The Company has not formulated a policy for the resolution of such conflicts.


Note 910 - Subsequent Events


On April 14, 2014, the Company formed BLPG, Inc., a wholly-owned subsidiary, under the laws of the State of Nevada.


On May 2, 2014, the Company changed its name to Blue Line Protection Group, Inc.


On May 6, 2014, the Company affected a forward stock split and a pro-rata increase in its authorized common stock on a basis of 14-to-1, whereby each shareholder will receive 14 newly issued shares of common stock for each 1 share they currently hold.  Additionally, the authorized number capital of the Company concurrently increased to 1,400,000,000 shares of $0.001 par value common stock.  All references to share and per share amounts in the condensed consolidated financial statements and accompanying notes thereto have been retroactively restated to reflect the forward stock split.


As of May 7, 2014, the Company received cash from escrow in satisfaction of the common stock subscriptions receivable.


The Company’s Management has reviewed all material events through the date of this report in accordance with ASC 855-10, and believes there are no further material subsequent events to report.






































9


12



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


We were incorporated in Nevada on September 11, 2006.  Our original business objective was to sell engraved products and awards.  To that end, in January 2007 we entered into an agreement with The Engravers, Inc., an engraving company founded in 1982 in Spokane, Washington.  We never generated any revenues from that line of business.  Due to our lack of sufficient financial resources and inability to establish our business, we sought another business opportunity.


Forward-Looking StatementsOn March 14, 2014, we formalized the formation of Blue Line Protection Group, Inc., a Colorado corporation formed in February 2014 with the sole purpose to be a wholly-owned subsidiary of the Company (“Blue Line Inc.”).  Blue Line Inc. provides protection, compliance and financial services to the lawful cannabis industry.


This Quarterly Report contains forward-lookingOn March 15, 2014, we agreed to acquire all of the issued and outstanding membership interests in Blue Line Protection Group, LLC, a Colorado corporation (“Blue Line LLC”).  Since August 2013, Blue Line, LLC has provided private security services to licensed marijuana growers and dispensaries.  The closing of the acquisition will take place when we are provided with financial statements, aboutaudited as necessary and in proper form, which will be satisfactory for filing in an 8-K report with the Securities and Exchange Commission.  If the acquisition of Blue Line, LLC does not occur by July 31, 2014, the agreement pertaining to the acquisition of Blue Line, LLC will terminate.  As of May 20, 2014, the acquisition had not been completed.


In March 2014, we sold 13,068,454 shares of our common stock to a group of private investors at a price of $0.09 per share and issued 323,078 shares of its common stock in exchange for a vehicle, which we use for our business.


On April 14, the Company formed BLPG, Inc., a wholly-owned subsidiary, under the laws of the State of Nevada.


On May 2, 2014 our directors, pursuant to Nevada revised Statute 92A.280, amended our Articles of Incorporation to change our name from The Engraving Masters, Inc.’s business, financial condition and prospects that reflect management’s assumptions and beliefs based to Blue Line Protection Group, Inc.  The amendment was filed with the Nevada Secretary of State on information currently available.  We can give no assurance that the expectations indicated by such forward-looking statements will be realized.  If anyMay 2, 2014.


On May 6, 2014 our directors approved 14-for-1 forward stock split of our management’s assumptions should prove incorrect, or if anyissued and outstanding common stock.  Additionally, the authorized number capital of the risksCompany concurrently increased to 1,400,000,000 shares of $0.001 par value common stock.  All references to share and uncertainties underlying such expectations should materialize, The Engraving Master’s actual results may differ materially from those indicated byper share amounts in the forward-looking statements.condensed consolidated financial statements and accompanying notes thereto have been retroactively restated to reflect the forward stock split.


The key factors that are not within our controlname change and that may have a direct bearing onstock split will become effective in the over-the-counter markets following notification by FINRA of the effective date of the name change and stock split.


As of May 20, 2014 we were providing security services to 48 companies involved in Colorado’s regulated marijuana business.


Results of Operations


Due to the recent addition of new business operations and service lines, comparisons of operating results include, but arebetween the three-month periods ended March 31, 2014 and 2013 may not limited to, acceptancebe materially reflective of our services,continuing and future operations.  Prior to January 1, 2014, our ability to expand our customer base, managements’ ability to raise capitalresults of operations were immaterial.  As such, no comparison data will be presented in this management’s discussion regarding the future, the retention of key employees and changes in the regulation of our industry.period ended March 31, 2013.


There may be other risks and circumstances that management may be unable to predict.  When used in this Quarterly Report, words such as,  "believes,"Revenue"expects," "intends,""plans,""anticipates,""estimates" and similar expressions are intended to identify forward-looking statements, although there may be certain forward-looking statements not accompanied by such expressions.


Management’s Discussion and Results of OperationHow we generate revenues


During the current fiscal year, 2014, we began to generate sales from our wholly-owned Colorado subsidiary, Blue Line Protection Group, Inc., a provider of protection, compliance and financial services to the lawful cannabis industry.  We plan on becoming an online retailer of engraved productsprovide asset logistics, armed and awards, consisting of trophies, plaques, medals, statuettesarmored escorts, security training and other recognition awards capable of being engraved with various congratulatory or personal phrases, for the purpose of recognizing achievements in sports, academics or other celebrations.  Since our inception, we have worked with the singular goal of executing our business plan and establishing a base of operations.  Unfortunately, we generated no revenues in any period since our inception.  We have no sources of revenues and cannot forecast the amount, if any, of revenues we will generate for the foreseeable future.compliance verification.



13




Three months ended March 31, 2014


In the executionnormal course of our business, the bulk of our sales are paid and rendered either immediately or on a monthly basis.  These sales are recognized as revenue at the time an invoice in generated and delivered to the client.  To date, we incur depreciation expense related to our computer equipment, as well as various general and administrative costs.  General and administrative expenses mainly consist of office expenditures and accounting and legal fees.  


have no long-term, prepaid or guaranteed contracts.  During the three months ended September 30, 2013,March 31, 2014, we generated sales of $50,662 from our Blue Line Inc. operations.  


Costs of sales consist primarily of items purchased by the Company specifically purposed for the benefit of the Company’s client.  A vast majority of our services incur few direct, unique and immediately identifiable costs per client.  During the quarter ended March 31, 2014, costs of sales totaled $5,315.  After accounting for costs of sales, we realized a gross profit of $45,347, during the three months ended March 31, 2014.


Costs and Operating Expenses


Three months ended March 31, 2014


For the three months ended March 31, 2014, the components of our operating expenses were, as follows:


Depreciation.  Depreciation expense related to our furniture and armored vehicles was $379 during the quarter ended March 31, 2014.  We expect depreciation expense to increase over the next quarter due to capital expenditures on equipment and vehicles.


Executive Compensation.  Executive compensation paid to our corporate officers and directors was $11,603 during the three months ended March 31, 2014.


General and Administrative.  In the course of $2,531 consisted solely ofour operations, we incur general and administrative expenses.  Inexpenses, which are essentially the comparablecost of doing business, and encompass, without limitation, the following: business and operating licenses; taxes; general office expenses, such as postage, supplies and printing; utilities; bank charges; website costs; and other miscellaneous expenditures not otherwise classified.  During the three month periodmonths ended September 30, 2012, our expenses of $2,688 consisted solely ofMarch 31, 2014, general and administrative expenses.expenses were $14,678.  We expect general and administrative expenses to increase in line with growth in our operations.  


In the nine month period ended September 30, 2013, total expenses were $12,473 compared to $12,322 in the comparable period ended September 30, 2012.  


Aggregate operating expenses from our inception on September 11, 2006 through September 30, 2013 were $99,666, of which $1,521 is related to depreciation expense and $98,145in general and administrative expenses.Professional Fees.  We expect to continue to incur generallegal, accounting and administrative expensesconsulting fees in relation to maintaining our public reporting status with the Securities and Exchange Commission.  During the period ended March 31, 2014, we incurred $25,278 in professional fees.  We expect amounts paid for legal representation to increase substantially as we expand our operations into additional jurisdictions, which we believe will have an adverse effect on our operating results for the foreseeable future.  


Salaries and Wages.  As of March 31, 2014, we had 48 employees.  Salaries and wages paid during the quarter ended March 31, 2014 were $54,679.  We expect our staffing levels to fluctuate substantially from month-to-month; therefore, it is difficult to forecast changes in salaries and wages from period to period.


Net Loss


Our net loss for the three months ended March 31, 2014 was $61,270.  We expect to continue to incur net losses for the foreseeable future althoughand cannot assure you when, if ever, we cannot estimate the extent of these costs.


As a result of not having revenues and incurring ongoing expenses relatedwill be able to the implementationmitigate our losses or begin to achieve profitability. Our management believes that expansion of our business, we have experiencedoperations and uncertainty with regard to regulations governing the marijuana industry are likely to continue to adversely affect our operating results and will lead to net losses in all periods since our inception on September 11, 2006.  In the three month period ended September 30, 2013, our net loss totaled $2,531, compared to a net loss of $2,688 in the comparable three month period ended September 30, 2012.  During the nine month period ended September 30, 2013, we incurred a net loss of $12,473.  In the comparable nine month period ended September 30, 2012, we incurred a net loss of $12,322.  Since our inception, we have accumulated net losses in the amount of $99,666.  We anticipate incurring ongoing operating losses and cannot predict when, iffor at all, we may expect these losses to plateau or narrow.  We have not been profitable from our inception through September 30, 2013.  There is significant uncertainty projecting future profitability due to our history of losses, lack of revenues, and due to our reliance on the performance of third parties on which we have no direct control.  




10




Generating sales inleast the next 12 months is importantof operations.


Liquidity and Capital Resources


As of March 31, 2014, we had $13,006 in cash and equivalents and $21,263 in accounts receivable.  However, our total current liabilities of $157,608 greatly exceed our current assets as of March 31, 2014.  To date, we have financed our operations through the issuance of stock and debt securities, in addition to supportsales-generated revenue.  During the three months ended March 31, 2014, we experienced a net increase in cash on hand of $10,162, due primarily to proceeds from notes payable to non-affiliated persons.  



14



Factors Affecting Future Growth


We are a small company with very little historical data upon which to evaluate our business.  In order for usfuture prospects.  However, we are actively engaged in the expansion of our current revenue streams, as well as exploring entry into new and developing markets.  We are experiencing significant changes to achieve profitabilityour corporate and supportoperational structures and have been expanding our base of employees.  Over the next 12 months, we expect the number of full- and part-time employees to fluctuate substantially, though we are unable to predict the amount of such fluctuations.  Additionally, there can be no assurance that our continuing efforts will lead to profitability.  


We expect to require significant capital to continue to expand our operations and finance the purchase of capital equipment.  Without sufficient cash flow from operations we will require additional cash resources, including the sale of equity or debt securities, to meet our planned ongoing operations, we estimate that we must begin generating a minimum of $25,000 in sales incapital expenditures and working capital requirements for the next 12 months.  However, we cannot guarantee that weWe will generate any sales, let alone achieve that target.  As of the date of this quarterly report, we are a development stage company with no revenues and a limited operational history.  We have a website located at www.engravingmasters.comrequire additional cash resources due to serve as our sole method of attracting customers and generating sales.  We intend to operate solely as an online company.  All sales are expected to be realized through our website.  To date, we have not received any orders via the website.  


Our management believes that most organizations are postponing or suspending purchasing engraved award products, such as we sell.  As a result, we have decided to delay all marketing and promotional efforts.  We intended to implement search engine placement and keyword submission optimization services to increase the visibilitychanged business conditions, implementation of our website.  To date,strategy to successfully expand our operations.  If our own financial resources and then current cash-flows from operations are insufficient to satisfy our capital requirements, we have not developedmay seek to sell additional equity or implemented any marketing strategy.  


Asdebt securities or obtain additional credit facilities.  The sale of September 30, 2013, we had $2,859additional equity securities will result in dilution to our stockholders.  The incurrence of cash on hand, which our management believes these funds are not sufficientindebtedness will result in increased debt service obligations and could require us to implement our planned strategiesagree to operating and establish a base of operations over the next 12 months.  Our management expectsfinancial covenants that we will experience net cash out-flows for the fiscal year 2013, given the developmental nature of our business.  We cannot predict the stability of current or projected overhead or that we will generate sufficient revenues to maintaincould restrict our operations withoutor modify our plans to grow the need for additional capital.  Our management believes webusiness.  Financing may neednot be available in amounts or on terms acceptable to us, if at all.  Any failure by us to raise additional capital by issuing capital stock in exchange for cash in orderfunds on terms favorable to continue as a going concern.  There are no formalus, or informal agreements to attain such financing.  We cannot assure you that any financing can be obtained or, if obtained, that itat all, will be on reasonable terms.  As such, our principal accountants have expressed substantial doubt aboutlimit our ability to continue as a going concern because we have limitedexpand our business operations and have not fully commenced planned principal operations.  Ifcould harm our overall business fails, our investors may face a complete loss of their investment.  prospects.


Our management doesOther than the changes which will result from the acquisition of Blue Line Protection Group, LLC, there are no known trends, events or uncertainties that have had or that are reasonably expected to have a material impact on our revenues from continuing operations.  However, we may not expect to incur researchadequately encapsulate unforeseen economic or industry specific factors that may be beyond our control.  These external forces may restrict growth and development costs.advertising spending by our clients, which could, in turn, adversely affect our operations.


We do not havecurrently rent an approximately 2,000 square foot office at a rate of $916.67 per month.  This lease is currently on a month-to-month basis and is cancellable at any off-balance sheet arrangements.time with prior written notice by either party.  


We currently do not own any significant plant or equipment that we would seek to sell in the near future.


We have not paid for expenses on behalf of our directors.  Additionally, we believe that this fact shall not materially change.


We currently do not have any material contracts and or affiliationsfirm commitments from any person to provide us with third parties.any additional capital.


Off Balance Sheet Arrangements


We do not have any 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 or capital expenditures or capital resources that is material to an investor in our securities.


Critical Accounting Policies and Estimates


The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts in our consolidated financial statements and related notes. Our significant accounting policies are described in Note 2 to our consolidated financial statements included in our Annual Report on Form 10- K for the year ended December 31, 2013.  We have identified below our critical accounting policies and estimates that we believe require the greatest amount of judgment. These estimates and judgments have a significant impact on our consolidated financial statements. Actual results could differ materially from those estimates. The accounting policies that reflect our more significant estimates and judgments and that we believe are the most critical to fully understand and evaluate our reported financial results include the following:


1.  Property and equipment


2.  Stock-based compensation


3.  Revenue recognition


4.  Contingencies



15




Off-Balance Sheet Arrangements


We do not have any off-balance sheet arrangements.


Item 3. Quantitative and Qualitative Disclosure About Market Risks


This item is not applicable as we are currently considered a smaller reporting company.


Item 4.  Controls and ProceduresProcedures.


Evaluation of Disclosure Controls and Procedures


Our Principal Executive OfficerWe maintain a set of disclosure controls and Chief Financial Officerprocedures designed to ensure that information required to be disclosed by us in the reports filed under the Securities Exchange Act, is recorded, processed, summarized and reported within the time periods specified by the Commission’s rules and forms.  Disclosure controls are also designed with the objective of ensuring that this information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure.  We evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act)Act of 1934, as amended) as of the end of the period covered by this Report. Based on thatreport. As a result of this evaluation, it wasmanagement concluded that our disclosure controls and procedures are designed atwere effective for the period ended March 31, 2014, with the exception of the following:


Lack of Functioning Audit Committee:  We do not have an Audit Committee; our board of directors currently acts as our Audit Committee.  We do not have an independent director and out current director is not considered a reasonable assurance level and are effective to provide reasonable assurance that information we are required to disclose in the reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported“Financial Expert,” within the time periods specified inmeaning of Section 407 of the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosureSarbanes-Oxley Act.


Changes in internal controls over financial reporting  


There were no changes in our internal controls over financial reporting that occurred during the period covered by this report, which has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.






11




Limitations on Effectiveness of Controls and Procedures


In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.




















16



PART II - OTHER INFORMATION


Item 1. Legal Proceedings


We are not a party to any material legal proceedings.


ExhibitsItem 1A. Risk Factors


Not applicable.


Item 2. Unregistered Sales of Equity Securities and Reports on Form 8-KUse of Proceeds


Through March 27, 2014, the Company sold an aggregate of 13,068,034 shares of its common stock for gross cash proceeds of $1,213,462.  As of March 31, 2014, the Company did not receive funds in payment of the shares and recorded subscriptions receivable totaling $1,213,462.  These sales of stock did not involve any public offering, general advertising or solicitation.  At the time of the issuance, the purchasers had fair access to and was in possession of all available material information about our company.  Additionally, the purchasers represented their intent to acquire securities for their own account and not with a view to further distribute the shares.  The shares bear a restrictive transfer legend.  On the basis of these facts, we claim that these issuances of stock qualifies for the exemption from registration contained in Rule 506, promulgated under Regulation D of the Securities Act of 1933, for sales of securities by an issuer to accredited investors, not involving a public offering.  


On March 27, 2014, the Company purchased a vehicle from a non-affiliated entity with 323,078 shares of its common stock in lieu of cash.  The value of this transaction was $30,000.  This sale of stock did not involve any public offering, general advertising or solicitation.  At the time of the issuance, the purchaser had fair access to and was in possession of all available material information about our company.  Additionally, the purchaser represented their intent to acquire securities for its own account and not with a view to further distribute the shares.  The shares bear a restrictive transfer legend.  On the basis of these facts, we claim that this issuance of stock qualifies for the exemption from registration contained in Rule 506, promulgated under Regulation D of the Securities Act of 1933, for sales of securities by an issuer to an accredited investor, not involving a public offering.  


Item 3. Defaults Upon Senior Securities


None.


Item 4. Mine Safety Disclosures


Not applicable.


Item 5. Other Information


None.


Item 6.  Exhibits


Exhibits


Exhibit Number

Name and/or Identification of Exhibit

3

Articles of Incorporation & By-Laws

(a) Articles of Incorporation *

(b) By-Laws *

31

Rule 13a-14(a)/15d-14(a) Certifications

(a) David Uddman

(b) Jolene Uddman

32

Certification under Section 906 of the Sarbanes-Oxley Act (18 U.S.C. Section 1350)

 

 

101

Interactive Data File

 

(INS) XBRL Instance Document

 

(SCH) XBRL Taxonomy Extension Schema Document

 

(CAL) XBRL Taxonomy Extension Calculation Linkbase Document

 

(DEF) XBRL Taxonomy Extension Definition Linkbase Document

 

(LAB) XBRL Taxonomy Extension Label Linkbase Document

 

(PRE) XBRL Taxonomy Extension PresenationPresentation Linkbase Document


*  Incorporated by reference herein filed as exhibits to the Company’s Registration Statement on Form 10 previously filed with the SEC on November 28, 2007, and subsequent amendments made thereto.












12


17




SIGNATURES


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



THE ENGRAVING MASTERS, INC.

(Registrant)

Signature

Title

Date

 

BLUE LINE PROTECTION GROUP, INC.

/s/ David Uddman

President and

November 14, 2013

David Uddman

Chief Executive Officer

/s/ Jolene Uddman

Chief Financial Officer

November 14, 2013

Jolene Uddman

 

 

 

 

May 20, 2014

By: /s/ Sean Campbell

/s/ Jolene Uddman

Chief Accounting Officer

November 14, 2013

Jolene Uddman

 

Sean Campbell, Principal Executive and Financial Officer

































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