SECURITIES AND EXCHANGE COMMISSION

                                                      Washington, D.C. 20549

                                                                FORM 8-K/A

                                                       CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

                                               Date of Report: January 18th, 2012

                                                               Abby Inc.


                                  (Exact name of registrant as specified in its charter)

                        Nevada                                 000-54734                 46-1425196           

         -------------------------------               --------------------        -----------------------

         (State or other jurisdiction of            (Commission File        (IRS Employer

           incorporation)                                    Number)                     Identification Number)

204 North Minnesota suite C    Carson City, NV  89703

                               (Address of Principal Executive Offices) (Zip Code)





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

       Check the appropriate box below if the Form 8-K filing is intended to

       simultaneously satisfy the filing obligation of the registrant under any of the

       following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR


[ ] Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17 CFR


[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange

Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange

Act (17 CFR 240.13e-4(c)


Item 1.02.  Termination of a Material Definitive Agreement.  

The Agreement between Rogers Oil and Gas and Abby has been terminated without further liability to either party.  The parties could not agree upon a definitive letter agreement,  audited financial statements were not delivered and the  Plan of Arrangement and Compromise of Rogers’ Creditor Claims (the “Plan”) to the Queen’s Bench Court located in Alberta,  was not approved by  the Trustee as contemplated.

ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Appointment of Director

On January 21, 2013 Lawson Kerster was appointed to the Board of Directors.

There are no transactions between Mr. Kerster and the Company that are reportable under Item 404(a) of Regulation S-K. There are no family relationships among our directors or executive officers.

Appointment of Officers

On January 22, 2013 Mr. Kerster took on the role of President, Secretary  Treasurer and

chief financial officer.  Mr. Kerster is a retired business man who lives in Florida. Mr. Kerster has previously been involved in the oil business regarding the raising of money and drilling for oil.

Resignation of Directors and Officers

On January 22, 2013 Thomas Forzani resigned as an officer and director of the corporation in the capacity of President, Secretary and Treasurer.  Mr. Forzani resigned due to ill health.


Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.  The following is a complete list of exhibits filed as

part of this Report.  Exhibit numbers correspond to the numbers in the exhibit

table of Item 601 of Regulation S-K.


Exhibit No.














 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, hereunto duly authorized.

                                                     ABBY INC.

                                              By: /s/ Lawson Kerster


                                             Lawson Kerster, President Date: January 28, 2013