U.S.


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q

[X] Quarterly report under Section


 ☒QUARTERLY REPORT UNDER SECTION 13 orOR 15(d) of the Securities Exchange Act ofOF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2014

[ ] Transition report pursuant2015


 ☐TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from ______ to Section 13 or 15(d) of the Securities Exchange Act of 1934

_______


Commission File No.Number 333-191618

ADM ENDEAVORS, INC.

(Exact

 (Exact name of registrant as specified in its charter)

Nevada 45-0459323

Nevada

(State or other jurisdiction of

incorporation or organization)

incorporation)

45-0459323

(I.R.S. Employer Identification Number)

2021 N 3rd St., Bismarck, ND

(Address of principal executive offices)

58501

(Zip Code)

(701) 226-9058

(registrant’s telephone number, including area code)

No.)


2021 N. 3RD Street
Bismarck, North Dakota 58501
(Address of principal executive offices)

(701) 226-9058
(Registrant's telephone number)

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 requirementrequirements 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 [ X ]

☐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"large accelerated filer,” “accelerated filer,”" "accelerated filer" and “smaller"smaller reporting company”company" in Rule 12b-2 of the Exchange Act (Check One):

Act.
Large accelerated filer [  ]Accelerated Filer
Accelerated filer [  ]Filer
Non-accelerated filer [  ]
Non-Accelerated Filer
Smaller reporting company [X]Reporting Company


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12(b)-212b-2 of the Exchange Act). Yes [ ] ☐Yes   ☒No [ X ]

Indicate the number


As of September 30, 2015, there were 123,171,000 shares outstanding of each of the registrant’s classes ofregistrant's $0.001 par value common stock as of the latest practicable date. At November 12, 2014, the registrant had outstanding 117,795,000 shares of common stock.

1
issued and outstanding.



 TABLE OF CONTENTS  Page

  

Page

Number

FINANCIAL INFORMATION 
   
Item 1  Financial Statements3
Item 2Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 3Quantitative and Qualitative Disclosures About Market Risk16
Item 4Controls and Procedures16
Item 4TControls and Procedures16
   
II.               OTHER INFORMATION 
   
Item 1Legal Proceedings18
Item 1ARisk Factors18
Item 2Unregistered Sales of Equity Securities and Use of Proceeds18
Item 3Defaults upon Senior Securities18
Item 4Mine Safety Disclosures18
Item 5Other Information18
Item 6Exhibits19
   
SIGNATURES20


1

PART I - FINANCIAL INFORMATION

Item

ITEM 1. Financial Statements.

ADM ENDEVOURS, INC.

CONSOLIDATED BALANCE SHEETS

         
   (Unaudited)   (Audited) 
   September 30,   December 31, 
Assets:  2014   2013 
Current Assets        
Cash $22,917  $38,879 
Total Current Assets  22,917   38,879 
         
Properties and Equipment, net  33,317   3,068 
         
Total Assets $56,234  $41,947 
         
Liabilities:        
Current Liabilities        
Accrued Expenses $150,668  $144,035 
Note Payable  28,144   —   
Total Current Liabilities  178,812   144,035 
         
Total Liabilities  178,812   144,035 
         
Stockholders' Deficit:        
Preferred Stock; par value $0.001 authorized 80,000,000        
shares, Issued 0 shares, respectively  —     —   
Common Stock; par value $0.001 authorized 800,000,000        
shares, Issued 117,795,000, respectively  117,795   117,795 
Additional Paid in Capital  12,595,705   12,595,705 
Accumulated Deficit  (12,836,078)  (12,815,588)
Total Stockholders' Deficit  (122,578)  (102,088)
Total Liabilities and Stockholders' Deficit $56,234  $41,947 
         

FINANCIAL STATEMENTS


ADM ENDEAVORS, INC.
Condensed Consolidated Balance Sheets
(unaudited)
  September 30, 2015  December 31, 2014 
Assets    
     
Current assets    
Cash $24,837  $11,009 
Accounts receivable  45,304   - 
Prepaid consulting expense  378,695   - 
Total current assets  448,836   11,009 
Properties and equipment, net  22,826   28,769 
Total assets $471,662  $39,778 
         
Liabilities and Stockholders' Equity        
         
Current liabilities        
Accounts payable $58,626  $10,000 
Accrued salary  126,398   126,198 
Due related party  35,206   - 
Current portion of note payable  4,021   3,899 
Total current liabilities  224,251   140,097 
Note Payable, net of current portion  20,006   23,305 
Total liabilities  244,257   163,402 
         
Commitments and contingencies        
         
Stockholders' Equity        
Common stock to be issued  556,250   - 
Preferred stock; par value $0.001 authorized 80,000,000 shares, none issued  -   - 
Common stock; par value $0.001 authorized 800,000,000        
shares, issued 123,170,000 and 117,795,000, respectively  123,170   117,795 
Additional paid in capital  13,934,080   12,595,705 
Accumulated deficit  (14,386,095)  (12,837,124)
Total stockholders' equity (deficit)  227,405   (123,624)
Total liabilities and stockholders' equity $471,662  $39,778 
(The accompanying notes are an integral part of these unauditedCondensed consolidated financial statements.

3
statements)

ADM ENDEVOURS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
         
  Three Months Ended
September 30,
 Nine Months Ended
September 30,
  2014 2013 2014 2013
  Revenues $36,147  $44,766  $141,248  $102,030 
  Cost of Revenues  8,745   12,461   39,060   32,335 
                 
Gross Margin  27,402   32,305   102,188   69,695 
                 
Operating Expenses:                
  General and Administrative  10,420   7,067   53,425   55,778 
  Consulting  —     20,900   —     23,150 
  Officer Compensation  18,000   18,000   54,000   54,000 
  Travel  2,939   7,059   14,651   7,059 
Total Operating Expenses  31,359   53,026   122,076   139,987 
                 
Operating Income (Loss)  (3,957)  (20,721)  (19,888)  (70,292)
                 
Other Expenses                
  Interest Expense  296   —     602   —   
     Total Expenses  296   —     602   —   
                 
Gain (Loss) Before Taxes  (4,253)  (20,721)  (20,490)  (70,292)
                 
Income Tax Provisions  —     —     —     —   
                 
Net Income (Loss) $(4,253) $(20,721) $(20,490) $(70,292)
                 
Gain (Loss) per Share, Basic & Diluted $(0.00) $(0.00) $(0.00) $(0.00)
                 
Weighted Average Shares Outstanding  117,795,000   117,795,000   117,795,000   116,496,287 
                 

ADM ENDEAVORS, INC.
Condensed Consolidated Statements of Operations
 (unaudited)

  Three Months Ended September 30,  Nine Months Ended September 30, 
  2015  2014  2015  2014 
Revenues $67,980  $36,147  $248,459  $141,248 
Cost of revenues  50,993   8,745   116,692   39,060 
Gross margin  16,987   27,402   131,767   102,188 
                 
Operating expenses:                
   General and Administrative  52,409   10,420   69,847   53,425 
   Consulting expense   277,358   -   1,521,305   - 
   Officer Compensation   18,000   18,000   70,035   54,000 
   Travel   4,392   2,939   15,328   14,651 
Total operating expenses  352,159   31,359   1,676,515   122,076 
Operating Income (Loss)  (335,172)  (3,957)  (1,544,748)  (19,888)
                 
Other expenses                
   Interest Expense  280   296   4,223   602 
Total expenses  280   296   4,223   602 
Loss before taxes  (335,452)  (4,253)  (1,548,971)  (20,490)
                 
Income Tax Provision  -   -   -   - 
                 
Net Income (Loss) $(335,452) $(4,253) $(1,548,971) $(20,490)
                 
Gain (Loss) per share, basic and diluted $(0.00) $(0.00) $(0.01) $(0.00)
                 
Weighted average shares outstanding  123,170,000   117,795,000   120,150,054   117,795,000 
(The accompanying notes are an integral part of these unauditedCondensed consolidated financial statements.

ADM ENDEVOURS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
     
  Nine Months Ended
September 30,
  2014 2013
CASH FLOW FROM OPERATING ACTIVITIES:        
Net Income (Loss) for the Period $(20,490) $(70,292)
Adjustments to reconcile net loss to net cash        
used by operating activities:        
 Common stock issued for services  —     22,250 
  Depreciation  4,776   689 
Change in Operating Assets & Liabilities:        
  Increase in Accrued Expenses  6,633   52,780 
Net Cash Provided (Used) from Operating Activities  (9,081)  5,427 
         
CASH FLOWS FROM INVESTING ACTIVITIES:        
  Purchase of equipment  (35,025)  —   
Net Cash Used by Investing Activities  (35,025)  —   
         
CASH FLOWS FROM FINANCING ACTIVITIES:        
  Proceeds from note payable  30,015   —   
  Payments on note payable  (1,871)  —   
  Proceeds from Shareholder Loan  —     16,087 
  Payments on Shareholder Loan  —     (16,087)
Net Cash Provided (Used) by Financing Activities  28,144   —   
         
Net (Decrease) Increase in Cash  (15,962)  5,427 
Cash at Beginning of Period  38,879   11,362 
Cash at End of Period $22,917  $16,789 
         
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
Cash paid during the year for:        
Interest $602  $—   
Franchise and Income Taxes $—    $—   
         

statements)


ADM ENDEAVORS, INC.
Condensed Consolidated Statements of Stockholders' Deficit
(Unaudited)
  Common Shares  Common Stock  Common Stock To Be Issued  Additional Paid in Capital  Accumulated Deficit  Total 
Balance December 31, 2014 $117,795,000  $117,795  $-  $12,595,705  $(12,837,124) $(123,624)
                         
Stock issued for services $5,375,000  $5,375  $556,250  $1,338,375  $-  $1,900,000 
                         
Net loss for the year  -   -   -   -  $(1,548,971) $(1,548,971)
Balance September 30, 2015 $123,170,000  $123,170  $556,250  $13,934,080  $(14,386,095) $227,405 
(The accompanying notes are an integral part of these unauditedCondensed consolidated financial statements.

5
statements)



ADM ENDEAVORS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER

Condensed Consolidated Statements of Cash Flow
 (unaudited)

  Nine Months Ended September 30, 
  2015  2014 
CASH FLOW FROM OPERATING ACTIVITES:    
Net Loss for the period $(1,548,971  $(20,490 
Adjustments to reconcile net loss to net cash        
used by operating activities:        
 Common stock issued for services  1,521,305   - 
  Depreciation  5,943   4,776 
Change in operating assets and liabilities:        
(Increase) in accounts receivable  (45,303   - 
Due related party    35,206    - 
Increase in accounts payable and accrued salary  48,824   (15,714
Cash Flows provided by (used) in operating activities  17,004   (31,428 
         
CASH FLOWS FROM INVESTING ACTIVITIES:        
  Purchase of equipment  -   (35,025 
Net cash used in investing activities  -   (35,025 
         
CASH FLOWS FROM FINANCING ACTIVITIES:        
  Proceeds from note payable   -    30,015 
  Payments on note payable  (3,176   (1,871 
      Proceeds from Shareholder Loan   -    - 
      Payments on Shareholder Loan   -    - 
Net cash used in financing activities  (3,176   28,144 
         
Net increase (decrease) in cash  13,828   (38,309 
Cash at beginning of period  11,009   38,879 
Cash at end of period $24,837  $570 
         
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
     
Cash paid during the year for:        
Interest $4,223  $602 
Franchise and income taxes $-  $- 

(The accompanying notes are an integral part of these Condensed consolidated financial statements)

ADM ENDEAVORS, INC.
Notes to the Condensed Consolidated Financial Statements
September 30, 2014 AND 2013

(Unaudited)

2015

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

We began operations in 1988, under the ownership and control of Ardell Mees, who provided installation services to grocery decor design companies. As our reputation for excellent workmanship has grown, we have expanded our operations to serve a larger geographic region. On January 4, 2001, we incorporated in North Dakota as ADM Enterprises, Inc. On May 9, 2006, the Company changed both its name to ADM Endeavors and its domicile to the state of Nevada. On July 1, 2008, the Company acquired all of the assets of ADM Enterprises, LLC, a sole proprietorship owned by Ardell and Tammera Mees, in exchange for 10,000,000 newly issued shares of our common stock. As a result, ADM Enterprises, LLC became a wholly owned subsidiary of the Company. Even though the Company was incorporated on January 4, 2001, it had no operations until the share exchange agreement with ADM Enterprises, LLC on July 1, 2008. All business operations are those solely of the Company’sCompany's wholly owned subsidiary ADM Enterprises, LLC.

In May of 2013, the Company amended its Articles of Incorporation to provide for an increase in its’ authorized share capital. The authorized common stock increased to 800,000,000 shares at a par value of $0.001 per share and preferred stock increased to 80,000,000 at a par value of $0.001 per share.

NOTE 2 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation


The Company’saccompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

The accompanying unaudited quarterly financial statements have been prepared on a basis consistent with generally accepted accounting principles in the United States (“GAAP”) for interim financial information and pursuant to the rules of the Securities and Exchange Commission, (“SEC”).and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management, the accompanying unaudited financial statements reflect all adjustments, consisting of only normal and recurring adjustments, necessary for a fair presentation of financial position and the results of operations financial position and cash flows for the periods presented.interim period presented have been reflected herein. The results of operations for the periodsinterim period are not necessarily indicative of the results to be expected for the full year or any future period. Theseyear. Notes to the financial statements should be readwhich would substantially duplicate the disclosures contained in conjunction with the Company’s Annual Report includedaudited financial statements for the most recent fiscal period, as reported in the Form S-1 as filed with the SEC on April 23, 2014.

It is management's opinion, however, that all material adjustments (consisting of normal and recurring adjustments)10-K, have been made which are necessary for a fair financial statements presentation.  

omitted.


Principles of Consolidation

The accompanying consolidated financial statements include all of the accounts of the Company and its wholly-owned subsidiary AMD Enterprises, LLC as ofat September 30, 20142015 and December 31, 20132014 for the periods then ended. All intercompany balances and transactions have been eliminated.

Going Concern

The Company has generated limited profits and may experience losses in the near term. We willcontinue to be dependent on sales of our equity securities and debt financing to meet our cash requirements for the future proposed expansion of operations. As of September 30, 2014, we had an accumulated deficit of $12,836,078.. The Company needs to maintain a steady operating structure, ensuring that expenses are contained such that profits are consistently achieved. In order to expand the Company’sCompany's business, the Company would likely require additional financing. Management of the Company must continually develop and refine its strategies and goals in order to execute the business plan of the Company on a broad scale and expand the business.

6

Failure to raise adequate capital and generate adequate revenues could result in the Company having to curtail or cease operations. The Company's ability to raise additional capital through the future issuances of the common stock or debt is unknown. Additionally, even if the Company does raise sufficient capital to support its operating expenses and generate adequate revenues, there can be no assurances that the revenue will be sufficient to enable it to develop to a level where it will generate profits and cash flows from operations. These matters raise substantial doubt about the Company's ability to continue as a going concern; however, the accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. These financial statements do not include any adjustments relating to the recovery of the recorded assets or the classifications of the liabilities that might be necessary should the Company be unable to continue as a going concern.

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 revenues and expenses during the reporting period. Accordingly, actual results could differ from those estimates. Such estimates include management’smanagement's assessments of the carrying value of certain assets, useful lives of assets, and related depreciation and amortization methods applied.

Cash equivalents

The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. At September 30, 20142015 and December 31, 2013,2014, the Company had no cash equivalents.


Fair value of financial instruments

The Company adopted the provisions of FASB ASC 820 (the “Fair"Fair Value Topic”Topic") which defines fair value, establishes a framework for measuring fair value under GAAP, and expands disclosures about fair value measurements.

The Fair Value Topic defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. It requires that valuation techniques maximize the use of observable inputs and minimize the use of unobservable inputs. It also establishes a fair value hierarchy, which prioritizes the valuation inputs into three broad levels.

The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities:

A) Market approach—Uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. Prices may be indicated by pricing guides, sale transactions, market trades, or other sources;


B) Cost approach—Based on the amount that currently would be required to replace the service capacity of an asset (replacement cost); and


C) Income approach—Uses valuation techniques to convert future amounts to a single present amount based on current market expectations about the future amounts (includes present value techniques, and option-pricing models). Net present value is an income approach where a stream of expected cash flows is discounted at an appropriate market interest rate.

Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. An active market for an asset or liability is a market in which transactions for the asset or liability occur with significant frequency and volume to provide pricing information on an ongoing basis.


Level 2: Observable inputs other than Level 1 inputs. Example of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active.


Level 3: Unobservable inputs based on the Company’sCompany's assessment of the assumptions that are market participants would use in pricing the asset or liability.

The carrying amount of the Company’sCompany's financial assets and liabilities, such as cash, accounts receivable, prepaid expenses,consulting expense, accounts payable, accrued expenses, and deferred revenuenote payable approximate their fair value because of the short maturity of those instruments. The Company’sCompany's note payable approximate the fair value of such instruments based upon management’smanagement's best estimate of interest rates that would be available to the Company for similar financial arrangements at September 30, 20142015 and December 31, 2013 and 2012.

2014.

The Company had no assets and/or liabilities measured at fair value on a recurring basis at September 30, 20142015 and December 31, 2013, respectively, using the market and income approaches.

7
2014.

Property and Equipment

Property and equipment are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation is computed by the straight-line method over the assets estimated useful life of three (3) years for equipment, (5) years for automobile, and (7) years for furniture and fixtures. Upon sale or retirement of property and equipment, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in statements of operations.

Impairment of long-lived assets

The Company follows paragraph 360-10-05-4 of the FASB Accounting Standards Codification for its long-lived assets. The Company’sCompany's long-lived assets, such as intellectual property, are required to be reviewed for impairment annually, or whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable.

The Company assesses the recoverability of its long-lived assets by comparing the projected undiscounted net cash flows associated with the related long-lived asset or group of long-lived assets over their remaining estimated useful lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets. Fair value is generally determined using the asset’sasset's expected future discounted cash flows or market value, if readily determinable. If long-lived assets are determined to be recoverable, but the newly determined remaining estimated useful lives are shorter than originally estimated, the net book values of the long-lived assets are depreciated over the newly determined remaining estimated useful lives.

The Company determined that there were no impairments of long-lived assets as ofat September 30, 20142015 and December 31, 2013.

Commitments and contingencies

The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies.  Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated.

2014.

Revenue recognition

The Company follows paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company will recognizerecognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. In addition, the Company records allowances for accounts receivable that are estimated to not be collected.

collectible.

Stock-Based Compensation

In December 2004, the FASB issued FASB Accounting Standards Codification No. 718, Compensation – Stock Compensation.  Under FASB Accounting Standards Codification No. 718, companies are required to measure the compensation costs of share-based compensation arrangements based on the grant-date fair value and recognize the costs in the financial statements over the period during which employees are required to provide services. Share-based compensation arrangements include stock options, restricted share plans, performance-based awards, share

appreciation rights and employee share purchase plans.  As such, compensation cost is measured on the date of grant

at their fair value.  Such compensation amounts, if any, are amortized over the respective vesting periods of the option grant.  The Company applies this statement prospectively.

Equity instruments (“instruments”("instruments") issued to other than employees are recorded on the basis of the fair value of the instruments, as required by FASB Accounting Standards Codification No. 718.  FASB Accounting Standards Codification No. 505,Equity Based Payments to Non-Employees defines the measurement date and recognition period for such instruments.  In general, the measurement date is when either a (a) performance commitment, as defined, is reached or (b) the earlier of (i) the non-employee performance is complete or (ii) the instruments are vested. The measured value related to the instruments is recognized over a period based on the facts and circumstances of each particular grant as defined in the FASB Accounting Standards Codification.

Net income (loss) per share

The Company computes basic and diluted earnings per share amounts pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic earnings per share is computed by dividing net income (loss) available to common shareholders, by the weighted average number of shares of common stock outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted earnings per share is computed by dividing net income (loss) available to common shareholders by the diluted weighted average number of shares of common stock during the period. The diluted weighted average number of common shares outstanding is the basic weighted number of shares adjusted as of the first day of the year for any potentially diluted debt or equity.

There were potentially no dilutive shares outstanding as ofat September 30, 20142015 and December 31, 2013.

Subsequent events

The Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company will evaluate subsequent events through the date when the financial statements were issued.  

2014.

Recently issued accounting pronouncements

We have decided to take advantage of the exemptions provided to emerging growth companies under the JOBS Act and as a result our financial statements may not be comparable to companies that comply with public company effective dates. We may take advantage of exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies, including not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, delay compliance with new or revised accounting standards that have different effective dates for public and private companies until they are made applicable to private companies.

Company management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements.

Reliance on Key Personnel and Consultants

The Company is heavily dependent on the continued active participation of their current executive officers, employees and key personnel. The loss of any of the senior management or key employees could significantly and negatively impact the business until adequate replacements can be identified and put in place.

NOTE 3 – SHARE EXCHANGE AGREEMENT

On July 1, 2008 the Company executed a share exchange agreement with ADM Enterprises LLC whereby the Company acquired all of the outstanding stock of ADM Enterprises LLC for 10,000,000 newly issued shares of the Company’s common stock. As a result, ADM Enterprises LLC became a wholly owned subsidiary of the Company.

The Company shares the same officers, Ardell Mees and Tammera Mees, with ADM Enterprises LLC. Since the share exchange agreement was between related parties, there was no goodwill or excess consideration recorded.

9

NOTE 43 – PROPERTY AND EQUIPMENT

Fixed assets, stated at cost, less accumulated depreciation at September 30, 20142015 and December 31, 2013,2014, consisted of the following:

  September 30, 2014 December 31, 2013
Equipment $14,825  $14,825 
Automobile  89,125   54,100 
Less: Accumulated Depreciation  (70,633)  (65,857)
Property and Equipment, net $33,317  $3,068 

  September 30, 2015 December 31, 2014
Equipment $14,825  $14,825 
Trucks  89,125   89,125 
Less: Accumulated Depreciation  (81,124)  (75,181)
Property and Equipment, net $22,826  $28,769 

Depreciation expense


Depreciation expense for the nine months ended September 30, 2015 and 2014 was $5,943 and 2013 was $4,776, and $689, respectively.

NOTE 54 – NOTE PAYABLE


On March 3, 2014, the Company purchased a 2010 RV Heartland Road Warriorvehicle to use for projects that require management to work extended stays on location. The Company paid $5,000 as a down payment and financed $30,015 with 4.122% APR due on March 10, 2021. The loan calls for monthly payments of $412.


As of September 30, 2014,2015, the Company has a note payable balance of $28,144.

NOTE 6 – COMMITMENTS & CONTINGENCIES

Employment Agreement

On January 3, 2013, the Company executed a 2 year employment agreement with Ardell D. Mees, the Company’s Chief Executive Officer and Chief Financial Officer. As compensation for services, Mr. Mees is to receive an annual base salary of $72,000. For the nine months ended September 30, 2014 and 2013 the Company accrued $54,000 in compensation expense to Mr. Mees in officer compensation. In the nine months ended September 30, 2014 and 2013, the Company made cash payments to Mr. Mees against his accrued salary in the amounts of $47,547 and $0.

$24,027

NOTE 75 – RELATED PARTY TRANSACTIONS

Free office space provided by chief executive officer

The Company has been provided office space by its chief executive officer, Ardell Mees, at no cost. Management has determined that such cost is nominal and did not recognize the rent expense in its financial statements.

Share exchange agreement

During the nine months ended September 30, 2015, the Chief Executive Officer advanced the Company $35,206.


Employment Agreement
On July 1, 2008January 3, 2015, the Company executed a share exchangetwo-year employment agreement with ADM Enterprises LLC wherebyArdell D. Mees, the Company acquired allCompany's Chief Executive Officer and Chief Financial Officer. As compensation for services, Mr. Mees is to receive an annual base salary of the outstanding stock of ADM Enterprises LLC for 10,000,000 newly issued shares of the Company’s common stock. As a result, ADM Enterprises LLC became a wholly owned subsidiary of the Company. The Company shares the same officers, Ardell Mees and Tammera Mees, with ADM Enterprises LLC. Since the share exchange agreement was between related parties, there was no goodwill or excess consideration recorded.

$72,000.

NOTE 86STOCKHOLDERS’STOCKHOLDERS' EQUITY

Common and preferred shares authorized

The Company was incorporated on January 4, 2001, at which time the Company authorized 300,000,000 shares of common Stock with $0.001 par value and 30,000,000 shares of preferred Stock with $0.001 par value.

In May of 2013, the Company amended its


Our Articles of Incorporation to provide for an increase in its’ authorized share capital. The authorized common stock increased toauthorize the issuance of 800,000,000 shares at a par value of $0.001 per share and preferred stock increased to 80,000,000 at a par value of $0.001 per share.

On June 5, 2013, the Company designated 80,000,000 preferred shares as Series A Convertible Preferred Stock which has the voting power equal to 100 common shares per each share of preferred stock. Each Series A Convertible Preferred Stock is convertible into 10 common shares at any time by the holder.

Preferred shares issued

On June 10, 2013, the Company issued 20,000,000 Series A Convertible Preferred Shares to its CEO, Ardell Mees, for executive services performed on behalf of the Company. On September 20, 2013, the Company canceled the 20,000,000 preferred shares to Ardell Mees. The Board of Director’s believes it is in the Company’s best interest to cancel the 20,000,000 preferred shares because they would substantially dilute the market value of the Company’s stock if converted to common shares.

Common shares issued

On June 7, 2013, the Company issued 2,250,000 shares to a Calvin Mees, a related party consultant, for various services performed which include the development of a business plan for the expansion of the Company’s operations, preparation of news releases, investor affairs, and other business related services. The shares were valued at $0.001 per share which resulted in the Company recording a consulting expense of $2,250. The consulting services provided were completed by June 30, 2013. The consultant is a related party to the Company as he is the brother of Ardell, Mees, the Company’s CEO. The Company has had no recent sales of stock for cash nor has the Company had an independent valuation of the Company’s stock price. Therefore, management valued the shares at par value $0.001.

The Company did not issue any new shares of common stock and 80,000,000 shares of preferred stock, both $0.001 par value per share. There were 123,170,000 outstanding shares of common stock and no outstanding shares of Preferred stock at September 30, 2015.


Common shares issued and shares to issued during the second quarter of 2015

On May 8, 2015 and June 5 2015 the Company issued 5,375,000 shares of stock for services rendered and to be rendered  over various contract lives of 3, 6, and 12 months. The company also recognized 2,225,000 shares to be issued for consulting services. The Company valued these shares at the price that last raised money which was $0.25 per share. The Company recognized $1,521,305 in expense and deferred $378,695 and recognized $556,250 of stock to be issued. The stock to be issued is shown in equity.
In year 2015, the Company granted 2,225,000 shares valued at $556,250 for consulting services. The $556,250 is being amortized over the one year contract.
NOTE 7-CONCENTRATION OF CUSTOMER

For the nine months ended September 30, 2014.

2015 the Company has two customers which amounted to approximately 87% of their sales with one of the customers equaling 74.2%.

For the three months ended September 30, 2015 one customer amounted to 88.2% of the sales.

NOTE 98 – SUBSEQUENT EVENTS

Management has evaluated subsequent events pursuant to the requirements of ASC Topic 855 and has determined that no material subsequent events exist.


11ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION

Item 2. Management’s

FORWARD-LOOKING STATEMENTS

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

THE FOLLOWING DISCUSSION SHOULD BE READ TOGETHER WITH THE INFORMATION CONTAINED IN THE FINANCIAL STATEMENTS AND RELATED NOTES INCLUDED ELSEWHERE IN THIS REPORT ON FORM 10-Q.

The following discussion reflects our plan of operation. This discussion should be read in conjunction with the financial statements which are included in this Report. This discussionOperations (MD&A) contains forward-looking statements includingthat involve known and unknown risks, significant uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, or implied, by those forward-looking statements.  You can identify forward-looking statements regarding our expected financial position, business and financing plans.by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms.  These statements involve risks and uncertainties. Ourare only predictions. In evaluating these statements, you should consider various factors which may cause our actual results couldto differ materially from any forward-looking statements.  Although we believe that the results describedexceptions reflected in or implied by thesethe forward-looking statements as a resultare reasonable, we cannot guarantee future results, levels of various factors, includingactivity, performance or achievements.  Therefore, actual results may differ materially and adversely from those discussed below and elsewhereexpressed in this Report.

Unlessany forward-looking statements.  We undertake no obligation to revise or update publicly any forward-looking statements for any reason.


RESULTS OF OPERATIONS

Working Capital

   September 30, 2015  December 31, 2014 
Current Assets 448,836  11,009 
Current Liabilities  224,251   140,097 
Working Capital (Deficit)  224,585   (129,088)

Cash Flows

   
Nine months ended
September 30, 2015
  
Nine months ended
September 30, 2014
 
Cash Flows used in Operating Activities $17,004  $(9,081)
Cash Flows from (used in) Investing Activities  -   (5,000)
Cash Flows from Financing Activities  (3,176)  (1,881)
Net increase (decrease) in Cash During Period  13,828   (15,962)

Operating Revenues

For the context otherwise suggests, “we,” “our,” “us,” and similar terms, all refer to ADM Endeavors, Inc. asnine months ended September 30, 2015, the Company earned revenues of the date of this report.

To effectuate our business plan during the next twelve months, we must increase our current customer base, as well as acquire additional employees and equipment so that we may accommodate our expanded customer base. We anticipate that we will establish an online presence to increase our market visibility and corporate recognition by the second quarter of 2014, through our websites, www.admendeavors.com and www.admenterprises.net, which are currently under construction. We believe we can establish our industry presence and stimulate interest by constructing a trade show booth to market our services when we attend annual grocer tradeshows and conventions.

Going Concern

The Company’s independent auditor included an explanatory paragraph in their audit report$248,459 compared with $141,248 for the yearsnine months ended December 31, 2013September 30, 2014.  For the three months ended September 30, 2015, the company earned revenues of $67,980 compared with $36,147 ended September 30, 2014.


Operating Expenses and 2012Net Income (Loss)

For the nine months ended September 30, 2015, the Company incurred operating expenses of $1,676,515 compared with respect$122,076 for the nine months ended September 30, 2014.  The increase of $1,554,439 is due to an increase in consulting expenses of $1,521,305, an increase in officer compensation of $16,035, and offset by a decrease of $17,099 in general and administrative costs for day-to-day operations compared to the Company’s ability to continue as a going concern.

Resultsprior year.


For the three months ended September 30, 2015, the Company incurred operating expenses of operations$352,159 compared with $31,359 for the three months ended September 30, 20142014. The increase of $320,800 is due to an increase in consulting expenses of $277,358, and 2013

Revenuesan increase of $43,442 in general and administrative costs for day-to-day operations compared to the threeprior year.


For the nine months months ended September 30, 2014 were $36,147 compared to $44,766 for the three months ended September 30, 2013 which was a decrease of $8,619. The decrease in revenues was the result of2015, the Company executing less design contracts. The Company is refining its bidding techniques and believes in the long run it will be able to obtain more contracts than its competitors and providerealized a better service using its expertise and deep knowledgenet loss of the industry. The Company has been successful in driving sales through its main customer Associated Wholesale Grocers. Revenues from Associated Wholesale Grocers made up approximately 86%$1,548,971 compared with a net loss of total revenues for the three months ended September 30, 2014.

Currently, the Company has to travel to and from its only office in North Dakota to the mid-west to bid and compete for sales. The Company hopes to expand operations by opening a satellite office in the mid-western region whereby we could aggressively bid on projects easier and more efficiently. The Company also plans to mitigate the uncertainty of the U.S. economy by increasing its customer base to include mid-sized grocery chains as well.

The large national supermarket chains usually remodel their stores every (4) four to (6) six years. The Company has noticed that national chains will more typically begin remodeling projects in the second half of the year, with completion before the holiday season. The majority of the Company’s revenues are derived from Super Valu, Inc or Associated Wholesale Grocers which are 2 of many interior grocery store décor design companies. The contracts we are awarded can be anywhere from 1 week to 1 month, depending on how large the store is. It normally takes 21-30 days upon completion of projects to be paid in full.

Below is a list of planned district offices for the company and the geographical areas they will serve. Through the Company’s efforts to go public and enter the equities markets, the Company is seeking to secure additional funds from outside investors to execute its planned expanded operations in the near future. The Company has not entered into any agreements, verbal or written, with regards to securing additional funding necessary to finance planned future operations. It should be noted, that any funds raised in this offering will not go to the Company but to the CEO of the Company, Ardell Mees. In the past, Mr. Mees has funded shortfalls in capital through short term shareholder loans which bear no interest and are payable on demand. As of the date of this prospectus, there is a zero shareholder loan balance. There is currently no agreement with Mr. Mees to fund the Company with funds raised through this offering. It is estimated that each of the Company’s five targeted expansion areas will require approximately $200,000 each in startup capital for a total of $1,000,000 over a 2 year rollout period.

District LocationGeographic AreaTarget Date
Kansas City, MOMissouri, Kansas, Oklahoma, Arkansas9-1-14
Minneapolis, MNMinnesota, Iowa, Wisconsin, Northern Illinois, and the UP of Michigan3-1-15
Denver, COColorado, Wyoming, Western Nebraska, and Western Kansas9-1-15
Chicago, IllIllinois, Indiana, Michigan, and Eastern Wisconsin3-1-16
Spokane, WAWashington, California, Idaho, and Montana9-1-16

Cost of Revenues

The gross margin for the three months ended September 30, 2014 was 76% of sales compared to 72% for the three months ended September 30, 2013. The increase in gross margin was due to less subcontractor costs associated with major projects. The Company closely monitors its cost of revenues and anticipates the gross margin will decrease in the next two years as the Company expands operations. The Company believes once it gets a foothold in the mid-west with its proposed satellite office, it will generate higher revenues while increasing the current gross margin. Currently, the Company has a high travel cost due to the distance to jobsites and potential customers. With an investment in a satellite office, the Company will be able to lower its travel expenses. Currently, the greatest costs of revenues are subcontracting fees and travel costs to the mid-western USA where a majority of the large customers are located. The Company plans to hire and train a few select sales managers who would work out of the satellite office. They will then be closer to the action where they can efficiently oversee future projects. Currently, the executives of the Company are traveling long distances to oversee the majority of the larger job sites.  

Operating Activities for the three months ended September 30, 2014 and 2013

Total operating loss for the three months ended September 30, 2014 was $3,957 as compared to the operating loss for the three months ended September 30, 2013 of $20,721 which was a decrease of $16,764. The decrease in operating loss was due to less consulting fees.

General and administrative expense were $10,420 for the three months ended September 30, 2014 as compared to $7,067 for the three months ended September 30, 2013, resulting in an increase of $3,353. The increase was due to additional costs related to administrative duties.

Consulting was $0 for the three months ended September 30, 2014 as compared to $20,900 for the three months ended September 30, 2013. The decrease in consulting fees was due to the Company not contracting with any new consultants in 2014.

Officer compensation was $18,000 for the three months ended September 30, 2014 as compared to $18,000 for the three months ended September 30, 2013. This compensation expense pertains to the employment agreement with the Company’s chief executive officer.

Travel expenses were $2 939 for the three months ended September 30, 2014 as compared to $7,059 for the three months ended September 30, 2013. The decrease in travel costs was primarily due to the contracted locations being closer to our headquarters.

Results of operations for the nine months ended June 30, 2014 and 2013

Revenues$20,490 for the nine months ended September 30, 2014 were $141,2482014.


During the nine months ended September 30, 2015, the Company recorded a net loss per share of $0.01 compared to $102,030with income per share of $0.00 for the nine months ended September 30, 2013 which2014.

Liquidity and Capital Resources

As at September 30, 2015, the Company had cash and total assets of $24,837 and $471,662, respectively, compared with cash of $11,009 and total assets of $39,778 as at December 31, 2014.  The increase in total assets was attributed to a prepaid consulting expense.

As at September 30, 2015, the Company had total liabilities of $244,257 compared with total liabilities of $163,402 at December 31, 2014.  The increase in total liabilities was attributed to an increase of $39,218.$48,626 in accounts payable and due to related party $35,206 offset by a decrease of a note payable in the amount of  $3,299.

As at September 30, 2015, the Company had working capital of $300,473 compared with a working capital deficit of $129,088 as at December 31, 2014.  The increase in revenuesworking capital was due to an increase in prepaid consulting expense.

Cash Flow from Operating Activities

During the result ofperiod ended September 30, 2015, operating activities provided the Company executing more design contractswith $17,004 compared to the use of $9,081 of cash for operating activities during the period ended September 30, 2014. The increase in net cash provided by operating activities was due to its increased effortsthe fact that the Company strictly monitored operational costs due to competitively bidlack of cash.

Cash Flow from Investing Activities

During the period ended September 30, 2015, the Company did not use or accumulate cash related to investing activities, compared to $5,000 used from the period ending September 30, 2014.

Cash Flow from Financing Activities

During the period ended September 30, 2015, the Company used $3,176 in cash related to financing activities, compared to $1,881 in cash used for the period ended September 30, 2014.

Going Concern

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities.  For these reasons, our auditors stated in their report on contracts. The Company is refining its bidding technique and believes in the long run itour audited financial statements that they have substantial doubt that we will be able to obtain more contracts than its competitors and providecontinue as a better service using its expertise and deep knowledgegoing concern without further financing. 

Future Financings

We will continue to rely on equity sales of our Common Shares in order to continue to fund our business operations.  Issuances of additional shares will result in dilution to existing stockholders.  There is no assurance that we will achieve any additional sales of the industry. The Company has been successful in driving sales through its main customer Associated Wholesale Grocers. Revenues from Associated Wholesale Grocers made up approximately 89% of total revenuesequity securities or arrange for the nine months ended September 30, 2014.

Cost of Revenues

The gross margin for the nine months ended September 30, 2014 was 72% of sales compared to 68% for the nine months ended September 30, 2013. The increase in gross margin was due to less subcontractor costs associated with major projects. The Company closely monitors its cost of revenues and anticipates the gross margin will decrease in the next two years as the Company expands operations. The Company believes once it gets a foothold in the mid-west with its proposed satellite office, it will generate higher revenues while increasing the current gross margin. Currently, the Company has a high travel cost due to the distance to jobsites and potential customers. With an investment in a satellite office, the Company will be able to lower its travel expenses. Currently, the greatest costs of revenues are subcontracting fees and travel costs to the mid-western USA where a majority of the large customers are located. The Company plans to hire and train a few select sales managers who would work out of the satellite office. They will then be closer to the action where they can efficiently oversee future projects. Currently, the executives of the Company are traveling long distances to oversee the majority of the larger job sites.  

Operating Activities fdebt or the nine months ended September 30, 2014 and 2013

Total operating loss for the nine months ended September 30, 2014 was $19,888 as compared to the operating loss for the nine months ended September 30, 2013 of $70,292 which was a decrease of $50,404. The decrease in operating loss due to higher revenues and less non-cash stock for services expense.

General and administrative expense were $53,425 for the nine months ended September 30, 2014 as compared to $55,778 for the nine months ended September 30, 2013, resulting in a decrease of $2,353. The decrease was minimal due to less cost related to administrative duties.

Consulting was $0 for the nine months ended September 30, 2014 as compared to $20,900 for the nine months ended September 30, 2013. The decrease in consulting fees was due to the Company not contracting with any new consultants in 2014.

Travel expenses were $14 651 for the nine months ended September 30, 2014 as compared to $7,059 for the nine months ended September 30, 2013. The decrease in travel costs was primarily due to the contracted locations being closer to our headquarters.

Officer compensation was $54,000 for the nine months ended September 30, 2014 as compared to $54,000 for the nine months ended September 30, 2013. This compensation expense pertains to the employment agreement with the Company’s chief executive officer.

Liquidity and Capital Resources

For the nine months ended September 30, 2014 and 2013

Our cash balance is $22,917 as of September 30, 2014 as compared to $38,879 as of December 31, 2013. Management believes it will need additional funding to support operating activities in the next twelve months if the Company is to execute its planned future operations which will require it to hire and train future sales managers to work from a satellite office in the mid-western United States. Management believes this will strategically position the Company to increase revenues while controlling travel costs.

14

As of September 30, 2014, total current assets were $22,917 as compared to $38,879 at December 31, 2013. The decrease of $15,962 was from the cash balance entirely.

As of September 30, 2014, total current liabilities were $178,812 as compared to $144,035 at December 31, 2013. The increase was from the accrued salary to the Company’s Chief Executive Officer and note payable.

Operating Activities

During the nine months ended September 30, 2014, net cash used by operating activities was $9,081 as compared to the net cashed provided by operating activities for the nine months ended September 30, 2013 of $5,427.

Financing Activities

During the nine months ended September 30, 2014, net cash provided byother financing activities were $28,144 which was from a $30,015 note payable executed with the purchase of an automobile and $1,871 in payments against the note payable. During the nine months ended September 30, 2013, net cash used by financing activities were $-0- which consisted of $16,087 in proceeds from shareholder loans and $16,087 in payments toward shareholder loans.

Through the Company’s efforts to go public and enter the equities markets, the Company is seeking to secure additional funds from outside investors to execute its planned expanded operations in the near future. The Company has not entered into any agreements, verbal or written, with regards to securing additional funding necessary to finance planned future operations. In the past, Mr. Mees has funded shortfalls in capital through short term shareholder loans which bear no interest and are payable on demand. As of the date of this prospectus, there is a zero shareholder loan balance. There is currently no agreement with Mr. Mees to fund the Company with funds raised through this offering. It is estimatedour operations and other activities.


Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that each of the Company’s five targeted expansion areas will require approximately $200,000 each in start-up capital for a total of $1,000,000 over a 2 year rollout period.

Seasonality

The large national supermarket chains usually remodel their stores every (4) fourhave or are reasonably likely to (6) six years. The Company has noticed that national chains will more typically begin remodeling projects in the second half of the year, with completion before the holiday season.

Impact of Inflation

General inflation in the economy has driven the operating expenses of many businesses higher. We will continuously seek methods of reducing costs and streamlining operations while maximizing efficiency through improved internal operating procedures and controls. While we are subject to inflation as described above, our management believes that inflation currently does not have a materialcurrent or future effect on our operating results. However, inflation may become a factorfinancial condition, changes in the future.

financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.


Critical Accounting Policies


Our financial statements and accompanying notes arehave been prepared in accordance with United States generally accepted accounting principles in the United States. Preparingapplied on a consistent basis.  The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that impactaffect the reported amounts of assets and liabilities, revenue,the disclosure of contingent assets and expenses. These estimatesliabilities at the date of the financial statements and assumptions are affected by management’s applicationthe reported amounts of accounting policies. Criticalrevenues and expenses during the reporting periods.
We regularly evaluate the accounting policies include revenue recognition and impairmentestimates that we use to prepare our financial statements. A complete summary of long-lived assets.

We recognize revenue in accordance with Staff Accounting Bulletin No. 101, “Revenue Recognition in Financial Statements.” Sales are recorded when products are shipped to customers. Provisions for discounts and rebates to customers, estimated returns and allowances and other adjustments are provided forthese policies is included in the same period the related salesnotes to our financial statements.  In general, management's estimates are recorded.

We evaluate our long-lived assets for financial impairment on a regular basis in accordance with Statement of Financial Accounting Standards No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets” which evaluates the recoverability of long-lived assets not held for sale by measuring the carrying amount of the assets against the estimated discounted future cash flows associated with them. At the time such evaluations indicate that the future discounted cash flows of certain long-lived assets are not sufficient to recover the carrying value of such assets, the assets are adjusted to their fair values.

Quantitative and Qualitative Disclosures About Market Risk

We conduct all of our transactions, including those with foreign suppliers and customers, in U.S. dollars. We are therefore not directly subject to the risks of foreign currency fluctuations and do not hedge or otherwise deal in currency instruments in an attempt to minimize such risks. Demand from foreign customers and the ability or willingness of foreign suppliers to perform their obligations to us may be affected by the relative change in value of such customer or supplier’s domestic currency to the value of the U.S. dollar. Furthermore, changes in the relative value of the U.S. dollar may change the price of our products relative to the prices of our foreign competitors.

Stock-Based Compensation

We recognize compensation cost for stock-based awards based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the estimated fair value of the award on date of grant. We measure compensation cost at the grant date based on the fair value of the awardfacts and recognize compensation cost upon the probable attainment of a specified performance condition or over a service period.

circumstances.  Actual results could differ from those estimates made by management.


Recently Issued Accounting Pronouncements

In October 2012,


The Company has implemented all new accounting pronouncements that are in effect.  These pronouncements did not have any material impact on the Financial Accounting Standards Board (FASB)financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued Accounting Standards Update (ASU) 2012-04, “Technical Corrections and Improvements” in Accounting Standards Update No. 2012-04. The amendments in this update cover a wide range of Topics in the Accounting Standards Codification. These amendments include technical corrections and improvements to the Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments in this update were effective for fiscal periods beginning after December 15, 2012. The adoption of ASU 2012-04 is not expected tothat might have a material impact on ourits financial position or results of operations.

In August 2012, the FASB issued ASU 2012-03, “Technical Amendments and Corrections to SEC Sections: Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin (SAB) No. 114, Technical Amendments Pursuant to SEC Release No. 33-9250, and Corrections Related to FASB Accounting Standards Update 2010-22 (SEC Update)” in Accounting Standards Update No. 2012-03. This update amends various SEC paragraphs pursuant to the issuance of SAB No. 114. The adoption of ASU 2012-03 is not expected to have a material impact on our financial position or results of operations.

In July 2012, the FASB issued ASU 2012-02, “Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment” in Accounting Standards Update No. 2012-02. This update amends ASU 2011-08, Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment and permits an entity first to assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test in accordance with Subtopic 350-30, Intangibles - Goodwill and Other - General Intangibles Other than Goodwill. The amendments are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted, including for annual and interim impairment tests performed as of a date before July 27, 2012, if a public entity’s financial statements for the most recent annual or interim period have not yet been issued or, for nonpublic entities, have not yet been made available for issuance. The adoption of ASU 2012-02 is not expected to have a material impact on our financial position or results of operations.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.


Item

ITEM 3. Quantitative and Qualitative Disclosures about Market Risk.

There has been no material change in our market risks since the endQUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


We are a smaller reporting company as defined by Rule 12b-2 of the fiscal year 2013.

Securities Exchange Act of 1934 and are not required to provide the information under this item.

Item

ITEM 4.CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures.

16
Procedures

See Item 4(T) below.

Item 4(T). Controls and Procedures.

The term disclosure

Disclosure controls and procedures meansare controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in theour reports that it files or submitsfiled under the Exchange Act (15 U.S.C. 78a, et seq.) is recorded, processed, summarized and reported, within the time periods specified in the Commission’sSEC'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 issuerour company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’sour management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

The term internal control over financial reporting is defined as a process designed by, or under the supervision of, the issuer’s principal executive and principal financial officers, or persons performing similar functions, and effected by the issuer’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

·Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the issuer;
·Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the issuer are being made only in accordance with authorizations of management and directors of the issuer; and
·Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the issuer’s assets that could have a material effect on the financial statements.

Our management including our chief executive officer and chief financial officer, does not expect that our disclosure controls and procedures or our internal controls over financial reporting will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of inherent limitations in all control systems, internal control over financial reporting may not prevent or detect misstatements, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the registrant have been detected. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Evaluation of Disclosure and Controls and Procedures. Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Exchange Act. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States. We carried out an evaluation under the supervision and with the participation of our management, including our chief executive officerPrincipal Executive Officer and chief financial officer,Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures aspursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of the end of the period covered by this report. The evaluation was undertaken in consultation with our accounting personnel.1934 ("Exchange Act").  Based onupon that evaluation, our chief executive officerPrincipal Executive Officer and chief financial officerPrincipal Financial Officer have concluded that our disclosure controls and procedures were not effective atas of September 30, 20142015, due to the lackmaterial weaknesses resulting from the Board of accounting personnel. We intendDirectors not currently having any independent members and no director qualifies as an audit committee financial expert as defined in Item 407(d)(5)(ii) of Regulation S-K, and controls were not designed and in place to hire additional employees when we obtain sufficient capital.

ensure that all disclosures required were originally addressed in our financial statements.

Changes in Internal ControlsControl over Financial Reporting. There were no changes in the internal controls over our financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect,
Our management has also evaluated our internal control over financial reporting.

17
reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of our last evaluation.

The Company is not required by current SEC rules to include, and does not include, an auditor's attestation report. The Company's registered public accounting firm has not attested to Management's reports on the Company's internal control over financial reporting.

PART II - OTHER INFORMATION


Item

ITEM 1. Legal Proceedings.

ADM Endeavors, Inc. is not engagedLEGAL PROCEEDINGS.


We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any litigation at the present time, and managementmaterial proceeding or pending litigation.  There are no proceedings in which our director, officer or any affiliates, or any registered or beneficial shareholder, is unaware of any claimsan adverse party or complaints that could result in future litigation. Management will seekhas a material interest adverse to minimize disputes with its customers but recognizes the inevitability of legal action in today’s business environment as an unfortunate price of conducting business.

our interest.

Item

ITEM 1A. Risk Factors.

Not applicable.

RISK FACTORS.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

Item

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None that haveUNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.


1.Quarterly Issuances:

Other than as previously disclosed, we did not already been reported.

issue any unregistered securities during the quarter.

2.Subsequent Issuances:

Other than as previously disclosed, we did not issue any unregistered securities subsequent to the quarter.

Item

ITEM 3. Defaults Upon Senior Securities.

Not applicable.

DEFAULTS UPON SENIOR SECURITIES.

None.

Item

ITEM 4. Mine Safety Disclosures.

MINE SAFETY DISCLOSURES.


Not applicable.

Applicable.

Item

ITEM 5. Other Information.

None.

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OTHER INFORMATION.

None.

Item

ITEM 6. Exhibits.

   Incorporated by reference
ExhibitExhibit DescriptionFiled herewithFormPeriod endingExhibitFiling date
3.1Certificate of Incorporation S-1 3.110/8/2013
3.2By-Laws S-1 3.210/8/2013
3.3Preferred stock designation S-1 3.33/19/2014 
10.1Share Purchase Agreement S-1 10.110/8/2013
10.3Employment agreement with Ardell Mees dated January 3, 2011 S-1 10.31/23/14 
10.4Employment agreement with Ardell Mees dated January 3, 2013 S-1 10.4 1/23/14 
10.5Consulting agreement with Calvin Mees dated May 20, 2012 S-1 10.5 1/23/14 
10.6Consulting agreement with Calvin Mees dated May 20, 2013 S-1 10.6 1/23/14 
10.7Amendment to employment agreement, exhibit 10.4 S-1 10.7 3/19/14 
31.1Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 X    
31.2Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002X    
32.1Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002X    
32.2Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002X    
101.INSXBRL Instance DocumentX    
101.SCHXBRL Taxonomy Extension Schema DocumentX    
101.CALXBRL Taxonomy Extension Calculation Linkbase DocumentX    
101.LABXBRL Taxonomy Extension Label Linkbase DocumentX    
101.PREXBRL Taxonomy Extension Presentation Linkbase DocumentX    
101.DEFXBRL Taxonomy Extension Definition Linkbase DefinitionX    
       

EXHIBITS

Exhibit
Number
Description of ExhibitFiling
3.1Articles of IncorporationFiled with the SEC on October 8, 2013 as part of our Registration Statement on Form S-1.
3.2BylawsFiled with the SEC on October 8, 2013 as part of our Registration Statement on Form S-1.
10.1Share Purchase AgreementFiled with the SEC on October 8, 2013 as part of our Registration Statement on Form S-1.
10.3Employment agreement with Ardell Mees dated January 3, 2011Filed with the SEC on January 23, 2014 as part of our Registration Statement on Form S-1.
10.4Employment agreement with Ardell Mees dated January 3, 2013Filed with the SEC on January 23, 2014 as part of our Registration Statement on Form S-1.
10.5Consulting agreement with Calvin Mees dated May 20, 2012Filed with the SEC on January 23, 2014 as part of our Registration Statement on Form S-1.
10.6Consulting agreement with Calvin Mees dated May 20, 2013Filed with the SEC on January 23, 2014 as part of our Registration Statement on Form S-1.
10.7Amendment to employment agreement, Exhibit 10.4Filed with the SEC on March 19, 2014 as part of our Registration Statement on Form S-1.
31.1Certification of Principal Executive Officer Pursuant to Rule 13a-14Filed herewith.
31.2Certification of Principal Financial Officer Pursuant to Rule 13a-14Filed herewith.
32.1CEO and CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley ActFiled herewith.

*Pursuant to Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.


SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act, of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ADM ENDEAVORS, INC.

Date: November 14, 2014.

By /s/ Ardell Mees

ADM ENDEAVORS, INC.
Dated: March 8, 2016
/s/ Ardell Mees
By:  Ardell Mees
Its: Chief Executive Officer, Chief Financial Officer, Treasurer, and Director
In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the Company and Director

By /s/ Tammera Mees

Tammera Mees, Secretary, Principal Accounting Officerin the capacities and Director

on the dates indicated.
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