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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________

 

FORM 10–Q/A

(Amendment No. 1)

 

_______________________________

 

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934.

 

For the quarterly period ended November 30, 2011

Commission File Number: 333-153172

 

NUMBEER, INC.


(Exact name of registrant as specified in its charter)

 

Nevada   26-2374319
(State or other jurisdiction)   (IRS Employer Identification No.)
of incorporation or organization)    

 

112 North Curry Street, Carson City, Nevada 89703-4934

(Address of principal executive offices and zip code)

 

(775) 321-8216

(Registrant’s telephone number, including area code) 

 

 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 S 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 larger accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check one)

 

Large accelerated filer £ Accelerated filer £
Non-accelerated filer £ Smaller reporting company S

 

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

 

The number of shares outstanding of the Registrant's Common Stock as of January 23, 2012 was 7,596,000 shares of common stock, $0.001 par value, issued and outstanding.

 
 

 

 

Explanatory Note: The sole purpose of this Amendment No 1. to Numbeer, Inc.’s Quarterly Report on Form 10-Q for the fiscal quarter ended November 30, 2011, filed with the Securities and Exchange Commission on January 23, 2012 (the “Form 10-Q”), is to provide the consolidated financial statements and related notes from the Form 10-Q formatted in XBRL (eXtensible Business Reporting Language) to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this report provides the consolidated financial statements and related notes from the Form 10-Q formatted in XBRL. No other changes have been made to the Form 10-Q.

 

Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Act of 1934, as amended, and otherwise are not subject to liability under those sections.

 


 

Item 6. Exhibits.
   
31.1 Certification of Chief Executive and Interim Chief Financial Officer pursuant to Section 302 of the Sarbanes Oxley Act of 2002*
   
32.1 Certificate of Chief Executive and Interim Chief Financial Officer pursuant to 18 U.S.C. 1350*
   
101.INS XBRL Instance Document**
   
101.SCH XBRL Taxonomy Extension Schema Document**
   
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document**
   
101.DEF XBRL Taxonomy Extension Definition Linkbase Document**
   
101.LAB XBRL Taxonomy Extension Label Linkbase Document**
   
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document**

 


*  These exhibits were previously included or incorporated by reference in Numbeer, Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended November 30, 2011, filed with the Securities and Exchange Commission on January 23, 2012.

 

**  Filed herewith.

 

 

 

 

 

SIGNATURES

 

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

 

Dated: January 26, 2012

 

  NUMBEER, INC.
       
       
  By: /s/ Michael Allan English  
  Name: Michael Allan English
  Title: President, Secretary, Treasurer, Director
  (Principal Executive Officer and Principal Financial Officer)