Item 1.01. Entry into a Material Definitive Agreement.

On October __, 2012 the Company entered into an agreement with Dr. Victor Castrano relating to the acquisition from Dr. Castrano of new nanotechnology.

The new technology involves a coating that can be applied to almost any surface, has low thermal conductivity and protects surfaces from water leaks, corrosion and rust.

Nanotechnology involves mixing microscopic particles into paints, coatings and films that can be applied to most surfaces to provide temperature resistance and increased structural integrity.

At closing, the Company will issue 101,000,000 shares of its common stock in exchange for an assignment of the new nanotechnology, and appoint Dr. Castrano as a Director and Chief Technological and Scientific Officer of the Company.

Following the appointment of Dr. Castrano as an officer and director of the Company, Jose Manuel Flores Hernandez will resign as an officer and director.

Dr. Victor M. Castrano, age 52, has been a Senior Research Consultant of CG2 NanoCoatings since 2006. Between 2002 and 2010 Dr. Castrano was the Director of the Centro de Fisica Aplicada y Tecnologia Avanzada of the Universidad Nacional Autonoma de Mexico. Dr. Castrano holds a PhD in Physics from the Universidad Nacional Autonoma de Mexico, is a member of numerous academic and industrial advisory boards related to nanotechnology, and has published over 650 articles relating to nanotechnology in various scholarly journals.

Item 3.02. Unregistered Sales of Equity Securities

The Company will rely upon the exemption from registration provided by
Section 4(2)of the Securities Act of 1933 with respect to the issuance of the shares to Dr. Castrano. Dr. Castrano is a sophisticated investor and will be provided full information regarding the Company's business and operations. There will be no general solicitation in connection with the offer or sale of the shares to be issued to Dr. Castrano. Dr. Castrano will acquire the shares for his own account. The shares cannot be sold unless pursuant to an effective registration statement or an exemption from registration.

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

See Item 1.01 above.