As filed with the Securities and Exchange Commission on August 8, 2013

                                                     Registration No. 333-188648
================================================================================
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-1

                                  Amendment #2

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                                   VETRO, INC.
             (Exact name of registrant as specified in its charter)

                                      5461
                          (Primary Standard Industrial
                           Classification Code Number)

           Nevada                                                33-1226144
(State or Other Jurisdiction of                                 (IRS Employer
Incorporation or Organization)                               Identification No.)

                                   Vetro, Inc.
                                Jicinska, 2285/4
                          Prague, Czech Republic 13000
                               Tel. +420228880935
                            Email: vetroinc@yahoo.com
          (Address and telephone number of principal executive offices)

                              INCORP SERVICES, INC.
                         2360 CORPORATE CIRCLE, STE. 400
                          Henderson, Nevada 89074-7722
                               Tel. (702) 866-2500
            (Name, address and telephone number of agent for service)

Approximate  date of  commencement  of proposed  sale to the public:  As soon as
practicable after this Registration Statement becomes effective.

If any of the  securities  being  registered on this Form are to be offered on a
delayed or continuous  basis  pursuant to Rule 415 under the  Securities  Act of
1933, please check the following box: [X]

If this form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the  Securities  Act,  check the following box and list the
Securities  Act  registration   statement   number  of  the  earlier   effective
registration statement for the same offering: [ ]

If this form is a post-effective  registration  statement filed pursuant to Rule
462(c) under the Securities Act, check the following box and list the Securities
Act  registration   statement  number  of  the  earlier  effective  registration
statement for the same offering: [ ]

If this form is a post-effective  registration  statement filed pursuant to Rule
462(d) under the Securities Act, check the following box and list the Securities
Act  registration   statement  number  of  the  earlier  effective  registration
statement for the same offering: [ ]

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 accelerated  filer,"  "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act. (check one):

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



                         CALCULATION OF REGISTRATION FEE
======================================================================================================
                                                                                  
Title of Each Class                          Proposed Maximum       Proposed Maximum        Amount of
of Securities To          Amount To Be        Offering Price       Aggregate Offering     Registration
  Be Registered          Registered (1)         Per Share               Price (2)             Fee
------------------------------------------------------------------------------------------------------
Common Stock,
$0.001 per share          8,000,000               $0.01                 $80,000             $10.91
------------------------------------------------------------------------------------------------------
TOTAL                     8,000,000               $  --                 $80,000             $10.91
======================================================================================================

(1)  In the event of a stock split, stock dividend or similar transaction
     involving our common stock, the number of shares registered shall
     automatically be increased to cover the additional shares of common stock
     issuable pursuant to Rule 416 under the Securities Act of 1933, as amended.
(2)  Estimated solely for the purpose of calculating the registration fee
     pursuant to Rule 457(a) of the Securities Act.

THE REGISTRANT HEREBY AMENDS THIS  REGISTRATION  STATEMENT ON SUCH DATE OR DATES
AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT  SHALL FILE
A FURTHER AMENDMENT WHICH SPECIFICALLY  STATES THAT THIS REGISTRATION  STATEMENT
SHALL  THEREAFTER  BECOME  EFFECTIVE  IN  ACCORDANCE  WITH  SECTION  8(A) OF THE
SECURITIES  ACT OF 1933,  OR  UNTIL  THE  REGISTRATION  STATEMENT  SHALL  BECOME
EFFECTIVE ON SUCH DATE AS THE  COMMISSION,  ACTING PURSUANT TO SECTION 8(A), MAY
DETERMINE.
================================================================================

                                   PROSPECTUS

THE  INFORMATION IN THIS  PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED.  WE MAY
NOT SELL  THESE  SECURITIES  UNTIL THE  REGISTRATION  STATEMENT  FILED  WITH THE
SECURITIES AND EXCHANGE COMMISSION IS EFFECTIVE. THIS PROSPECTUS IS NOT AN OFFER
TO  SELL  THESE  SECURITIES  AND IT IS NOT  SOLICITING  AN  OFFER  TO BUY  THESE
SECURITIES IN ANY STATE WHERE THE OFFER OR SALE IS NOT PERMITTED.

                                   VETRO, INC.
                        8,000,000 SHARES OF COMMON STOCK
                                 $0.01 PER SHARE

This is the initial offering of common stock of Vetro, Inc. and no public market
currently  exists for the securities  being offered.  We are offering for sale a
total of  8,000,000  shares of common stock at a fixed price of $0.01 per share.
There is no minimum number of shares that must be sold by us for the offering to
proceed,  and we will  retain the  proceeds  from the sale of any of the offered
shares.  Because there is no minimum to our offering, if we fail to raise enough
capital to commence operations, investors could lose their entire investment and
will  not be  entitled  to a  refund.  The  offering  is  being  conducted  on a
self-underwritten,  best  efforts  basis,  which  means our  President,  Tatiana
Fumioka,  will attempt to sell the shares.  We are making this offering  without
the involvement of underwriters or broker-dealers.  Ms. Fumioka will not receive
any  compensation  or  commission on the proceeds from the sale of our shares on
our  behalf,  if any.  The shares  will be offered at a fixed price of $0.01 per
share for a period of two hundred and forty (240) days from the  effective  date
of this prospectus.  The offering shall terminate on the earlier of (i) when the
offering period ends (240 days from the effective date of this prospectus), (ii)
the date when the sale of all  8,000,000  shares is  completed,  (iii)  when the
Board of  Directors  decides  that it is in the best  interest of the Company to
terminate the offering prior the completion of the sale of all 8,000,000  shares
registered under the Registration Statement of which this Prospectus is part. We
do not reserve the right to extend the offering beyond the 240-day period.

               Offering Price         Expenses         Proceeds to Company
               --------------         --------         -------------------
Per share          $  0.01             $ 0.001             $ 0.009
Total              $80,000             $ 8,000             $72,000

Vetro,  Inc.  is a  development  stage  company  and has  recently  started  its
operation. To date we have been involved primarily in organizational activities.
We do not have  sufficient  capital for  operations.  Our auditor has  expressed
substantial  doubt  as to our  ability  to  continue  as a  going  concern.  Any
investment in the shares offered herein involves a high degree of risk. Sales of
less than 4,000,000 shares will fail to generate  sufficient  proceeds to enable
us to  implement  our business  plan within the next 12 months.  You should only
purchase shares if you can afford a loss of your investment.

Any funds that we raise from our  offering of  8,000,000  shares of common stock
will be immediately available for our use and will not be returned to investors.
We do not have any arrangements to place the funds received from our offering of
8,000,000  shares  of  common  stock in an  escrow,  trust or  similar  account.
Accordingly,  if we file for bankruptcy protection or a petition for involuntary
bankruptcy is filed by creditors  against us, your funds will become part of the
bankruptcy estate and administered according to the bankruptcy laws.

There  has been no  market  for our  securities  and a public  market  may never
develop,  or, if any market does develop,  it may not be  sustained.  Our common
stock is not traded on any exchange or on the over-the-counter market. After the
effective date of the registration  statement  relating to this  prospectus,  we
hope to have a market  maker file an  application  with the  Financial  Industry
Regulatory  Authority  ("FINRA") for our common stock to be eligible for trading
on the  Over-the-Counter  Bulletin Board. To be eligible for quotation,  issuers
must remain  current in their  quarterly and annual  filings with the SEC. If we
are not able to pay the expenses  associated  with our reporting  obligations we
will not be able to apply for quotation on the OTC Bulletin Board. We do not yet
have a market  maker who has  agreed to file such  application.  There can be no
assurance  that our common  stock will ever be quoted on a stock  exchange  or a
quotation  service  or that any market  for our stock  will  develop.  We are an
"emerging growth company" as defined in the Jumpstart Our Business  Startups Act
("JOBS Act").


THE PURCHASE OF THE SECURITIES  OFFERED THROUGH THIS PROSPECTUS  INVOLVES A HIGH
DEGREE OF RISK.  YOU SHOULD  CAREFULLY  READ AND  CONSIDER  THE  SECTION OF THIS
PROSPECTUS  ENTITLED  "RISK  FACTORS"  ON PAGES 5 THROUGH  12 BEFORE  BUYING ANY
SHARES OF VETRO, INC.'S COMMON STOCK.


NEITHER THE SEC NOR ANY STATE SECURITIES  COMMISSION HAS APPROVED OR DISAPPROVED
OF THESE  SECURITIES OR PASSED UPON THE ADEQUACY OR ACCURACY OF THIS PROSPECTUS.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.


                   SUBJECT TO COMPLETION, DATED AUGUST 7, 2013


The following  table of contents has been designed to help you find  information
contained in this prospectus. We encourage you to read the entire prospectus.

                                TABLE OF CONTENTS


PROSPECTUS SUMMARY                                                            3
RISK FACTORS                                                                  5
USE OF PROCEEDS                                                              12
DETERMINATION OF OFFERING PRICE                                              13
DILUTION                                                                     13
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS                   15
DESCRIPTION OF BUSINESS                                                      21
LEGAL PROCEEDINGS                                                            24
DIRECTORS, EXECUTIVE OFFICERS, PROMOTER AND CONTROL PERSONS                  24
EXECUTIVE COMPENSATION                                                       26
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                               26
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT               27
PLAN OF DISTRIBUTION                                                         29
DESCRIPTION OF SECURITIES                                                    29
INDEMNIFICATION                                                              30
INTERESTS OF NAMED EXPERTS AND COUNSEL                                       30
EXPERTS                                                                      30
AVAILABLE INFORMATION                                                        30
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
 FINANCIAL DISCLOSURE                                                        30
INDEX TO THE FINANCIAL STATEMENTS                                            31


WE HAVE NOT  AUTHORIZED  ANY  DEALER,  SALESPERSON  OR OTHER  PERSON TO GIVE ANY
INFORMATION OR REPRESENT  ANYTHING NOT CONTAINED IN THIS PROSPECTUS.  YOU SHOULD
NOT RELY ON ANY  UNAUTHORIZED  INFORMATION.  THIS  PROSPECTUS IS NOT AN OFFER TO
SELL OR BUY ANY  SHARES  IN ANY  STATE  OR  OTHER  JURISDICTION  IN  WHICH IT IS
UNLAWFUL.  THE  INFORMATION IN THIS  PROSPECTUS IS CURRENT AS OF THE DATE ON THE
COVER. YOU SHOULD RELY ONLY ON THE INFORMATION CONTAINED IN THIS PROSPECTUS.

                                       2

             A CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This  prospectus  contains  forward-looking  statements  which  relate to future
events or our future  financial  performance.  In some cases,  you can  identify
forward-looking  statements by terminology such as "may",  "should",  "expects",
"plans",  "anticipates",  "believes",  "estimates",  "predicts",  "potential" or
"continue" or the negative of these terms or other comparable terminology. These
statements   are  only   predictions   and  involve  known  and  unknown  risks,
uncertainties  and other  factors,  including the risks in the section  entitled
"Risk Factors," that may cause our or our industry's  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
these forward-looking statements.

While these forward-looking  statements, and any assumptions upon which they are
based,  are made in good faith and reflect our current  judgment  regarding  the
direction of our business,  actual  results will almost  always vary,  sometimes
materially, from any estimates, predictions,  projections,  assumptions or other
future  performance  suggested  herein.  Except as required by  applicable  law,
including the securities  laws of the United States,  we do not intend to update
any of the  forward-looking  statements  to conform  these  statements to actual
results.

                               PROSPECTUS SUMMARY

AS USED IN THIS PROSPECTUS,  UNLESS THE CONTEXT OTHERWISE REQUIRES,  "WE," "US,"
"OUR," AND "VETRO,  INC." REFERS TO VETRO,  INC. THE FOLLOWING  SUMMARY DOES NOT
CONTAIN ALL OF THE INFORMATION THAT MAY BE IMPORTANT TO YOU. YOU SHOULD READ THE
ENTIRE  PROSPECTUS  BEFORE MAKING AN INVESTMENT  DECISION TO PURCHASE OUR COMMON
STOCK.

                                   VETRO, INC.

Vetro,  Inc.  was  founded in the State of Nevada on August 15,  2012.  We are a
development stage company and intend to sell crepes in Czech Republic. We intend
to use the net proceeds  from this  offering to develop our business  operations
(See "Description of Business" and "Use of Proceeds").  To implement our plan of
operations  we  require a  minimum  of  $40,000  for the next  twelve  months as
described  in our Plan of  Operations.  We  expect  our  operations  to begin to
generate revenues during months10-12 after completion of this offering. However,
there is no assurance  that we will  generate any revenue in the first 12 months
after completion our offering or ever generate any revenue.

Being a development stage company, we have very limited operating history. If we
do not  generate  any  revenue we may need a minimum  of  $10,000 of  additional
funding to pay for ongoing SEC filing requirements. We do not currently have any
arrangements  for  additional  financing.  Our principal  executive  offices are
located at Jicinska,  2285/4,  Prague, Czech Republic 13000. Our phone number is
+420228880935.


From  inception  until the date of this  filing,  we have had limited  operating
activities.  Our financial  statements from inception  (August 15, 2012) through
May 31,  2013,  reports no revenues  and a net loss of $4,241.  Our  independent
registered  public  accounting firm has issued an audit opinion for Vetro,  Inc.
which  includes a statement  expressing  substantial  doubt as to our ability to
continue as a going  concern.  To date, we have  developed our business plan and
entered into a Lease  Agreement  with David Novak on April 17,  2013.  As of the
date of this prospectus,  Tatiana Fumioka,  our sole officer and director,  owns
100% of the company's  stocks.  She will continue to own after completion of the
offering sufficient shares to control the operations of the company.


As of the date of this  prospectus,  there is no public  trading  market for our
common stock and no assurance that a trading market for our securities will ever
develop.

We do not anticipate earning revenues until we enter into commercial  operation.
Since we are presently in the development stage of our business,  we can provide
no assurance that we will successfully assemble, construct and sell any products
or services related to our planned activities.

                                       3

THE OFFERING

The Issuer:                  VETRO, INC.

Securities Being Offered:    8,000,000 shares of common stock.

Price Per Share:             $0.01

Nature of the Offering:      The offering is a  self-underwritten,  best-efforts
                             offering with no minimum subscription requirement.

Duration of the Offering:    The  shares  will be  offered  for a period  of two
                             hundred  and forty  (240)  days from the  effective
                             date  of  this   prospectus.   The  offering  shall
                             terminate  on the earlier of (i) when the  offering
                             period  ends (240 days from the  effective  date of
                             this  prospectus),  (ii) the date  when the sale of
                             all 8,000,000  shares is completed,  (iii) when the
                             Board of  Directors  decides that it is in the best
                             interest of the Company to  terminate  the offering
                             prior the  completion  of the sale of all 8,000,000
                             shares registered under the Registration  Statement
                             of which this Prospectus is part. We do not reserve
                             the right to extend the offering beyond the 240-day
                             period.

Gross Proceeds:              $80,000

Securities Issued and
Outstanding:                 There are  8,000,000  shares of common stock issued
                             and outstanding as of the date of this  prospectus,
                             held by our  sole  officer  and  director,  Tatiana
                             Fumioka.

                             If we are  successful  at selling all the shares in
                             this  offering,  we  will  have  16,000,000  shares
                             issued and outstanding.

Subscriptions:               All   subscriptions   once   accepted   by  us  are
                             irrevocable.

Registration Costs;          We estimate our total offering  registration  costs
                             to be approximately $8,000.

Risk Factors:                See "Risk  Factors"  and the other  information  in
                             this prospectus for a discussion of the factors you
                             should consider before deciding to invest in shares
                             of our common stock.

                                       4

SUMMARY FINANCIAL INFORMATION

The  tables  and  information  below  are  derived  from our  audited  financial
statements for the period from August 15, 2012  (Inception) to February 28, 2013
and our  unaudited  financial  statements  for the period  from  August 15, 2012
(Inception) to May 31, 2013.

FINANCIAL SUMMARY

                                                           February 28, 2013 ($)
                                                           ---------------------
                                                                 (Audited)
Cash and Deposits                                                  8,136
Total Assets                                                       8,136
Total Liabilities                                                    317
Total Stockholder's Equity                                         7,819

STATEMENT OF OPERATIONS

                                                              Accumulated From
                                                               August 15, 2012
                                                               (Inception) to
                                                           February 28, 2013 ($)
                                                           ---------------------
                                                                 (Audited)
Total Expenses                                                       181
Net Loss for the Period                                             (181)
Net Loss per Share                                                    --

FINANCIAL SUMMARY

                                                               May 31, 2013 ($)
                                                               ----------------
                                                                (Unaudited)
Cash and Deposits                                                  4,076
Total Assets                                                       4,076
Total Liabilities                                                    317
Total Stockholder's Equity                                         3,759

STATEMENT OF OPERATIONS


                                                               Accumulated From
                                                               August 15, 2012
                                                                (Inception) to
                                                               May 31, 2013 ($)
                                                               ----------------
                                                                (Unaudited)
Total Expenses                                                     4,241
Net Loss for the Period                                           (4,241)
Net Loss per Share                                                    --


                                  RISK FACTORS

An  investment  in our common stock  involves a high degree of risk.  You should
carefully  consider the risks described below and the other  information in this
prospectus  before  investing in our common stock. If any of the following risks
occur,  our  business,  operating  results  and  financial  condition  could  be
seriously harmed. The trading price of our common stock, when and if we trade at
a later date,  could decline due to any of these risks,  and you may lose all or
part of your investment.

RISKS ASSOCIATED TO OUR BUSINESS

OUR  INDEPENDENT  AUDITOR  HAS ISSUED A GOING  CONCERN  OPINION;  OUR ABILITY TO
CONTINUE  IS  DEPENDENT  ON OUR  ABILITY  TO RAISE  ADDITIONAL  CAPITAL  AND OUR
OPERATIONS  COULD BE  CURTAILED IF WE ARE UNABLE TO OBTAIN  REQUIRED  ADDITIONAL
FUNDING WHEN NEEDED.

                                       5


The  accompanying  financial  statements  have been  prepared  assuming that the
Company will continue as a going  concern.  For the period August 15, 2012 (date
of  inception)  through May 31, 2013 we had a net loss of $4,241.  As of May 31,
2013, the Company has not emerged from the  development  stage.  Our independent
auditor has expressed substantial doubt about our ability to continue as a going
concern. In view of these matters,  recoverability of any asset amounts shown in
the  accompanying  financial  statements is dependent  upon our ability to begin
operations and to achieve a level of profitability.  We need at least $40,000 to
continue as a going concern.


WE ARE SOLELY  DEPENDENT  UPON THE FUNDS TO BE RAISED IN THIS  OFFERING TO START
OUR BUSINESS,  THE PROCEEDS OF WHICH MAY BE INSUFFICIENT TO ACHIEVE REVENUES AND
PROFITABLE OPERATIONS.  WE MAY NEED TO OBTAIN ADDITIONAL FINANCING WHICH MAY NOT
BE AVAILABLE.

Our current  operating  funds are less than  necessary  to complete our intended
operations  in  development  of our  business.  We need the  proceeds  from this
offering to start our operations as described in the "Plan of Operation" section
of this prospectus.  As of May 31, 2013, we had cash in the amount of $4,076 and
liabilities  of $317.  As of this  date,  we have no  income  and just  recently
started our  operation.  The proceeds of this offering may not be sufficient for
us to achieve  revenues and profitable  operations.  We need additional funds to
achieve a sustainable sales level where ongoing  operations can be funded out of
revenues.  There is no assurance that any additional financing will be available
or if available, on terms that will be acceptable to us.

WE ARE A DEVELOPMENT STAGE COMPANY AND HAVE COMMENCED LIMITED  OPERATIONS IN OUR
BUSINESS.  WE EXPECT TO INCUR  SIGNIFICANT  OPERATING LOSSES FOR THE FORESEEABLE
FUTURE.

We were incorporated on August 15, 2012 and to date have been involved primarily
in organizational  activities.  We have commenced  limited business  operations.
Accordingly, we have no way to evaluate the likelihood that our business will be
successful.  Potential  investors should be aware of the  difficulties  normally
encountered  by new companies and the high rate of failure of such  enterprises.
The likelihood of success must be considered in light of the problems, expenses,
difficulties,  complications  and  delays  encountered  in  connection  with the
operations that we plan to undertake.  These potential problems include, but are
not  limited  to,  unanticipated  problems  relating  to the ability to generate
sufficient cash flow to operate our business,  and additional costs and expenses
that may exceed current  estimates.  We anticipate  that we will incur increased
operating   expenses  without  realizing  any  revenues.   We  expect  to  incur
significant  losses  into  the  foreseeable  future.  We  recognize  that if the
effectiveness  of our business plan is not  forthcoming,  we will not be able to
continue  business  operations.  There  is no  history  upon  which  to base any
assumption  as to the  likelihood  that  we  will  prove  successful,  and it is
doubtful that we will generate any operating revenues or ever achieve profitable
operations.  If we are unsuccessful in addressing these risks, our business will
most likely fail.

WE HAVE YET TO EARN  REVENUE  AND OUR  ABILITY  TO  SUSTAIN  OUR  OPERATIONS  IS
DEPENDENT  ON OUR  ABILITY TO RAISE  FINANCING.


We have accrued net losses of $4,241 for the period from our inception on August
15, 2012 to May 31,  2013,  and have no revenues as of this date.  Our future is
dependent  upon our  ability  to obtain  financing  and upon  future  profitable
operations in development  of our business.  Further,  the finances  required to
fully develop our plan cannot be predicted with any certainty and may exceed any
estimates we set forth. If we fail to raise sufficient  capital when needed,  we
will not be able to  complete  our  business  plan.  As a result  we may have to
liquidate our business and you may lose your investment. You should consider our
independent  registered  public  accountant's  comments when  determining  if an
investment in Vetro, Inc. is suitable.


                                       6

We require  minimum  funding of  approximately  $40,000 to conduct our  proposed
operations for a period of one year. If we are not able to raise this amount, or
if we  experience a shortage of funds prior to funding we may utilize funds from
Tatiana  Fumioka,  our sole officer and director,  who has informally  agreed to
advance funds to allow us to pay for professional  fees,  including fees payable
in  connection  with the filing of this  registration  statement  and  operation
expenses.  However,  Ms. Fumioka has no formal commitment,  arrangement or legal
obligation  to advance or loan funds to the company.  After one year we may need
additional financing. If we do not generate any revenue we may need a minimum of
$10,000 of additional funding to pay for ongoing SEC filing requirements.  We do
not currently have any arrangements for additional financing.

If we are  successful  in  raising  the  funds  from this  offering,  we plan to
commence activities to continue our operations. We cannot provide investors with
any  assurance  that we will be able to raise  sufficient  funds to continue our
business plan according to our plan of operations.

IF WE ARE UNABLE TO ARRANGE  PLACEMENTS WITH A SIGNIFICANT  NUMBER OF PROPERTIES
FOR THE USE OF THEIR  FACILITIES FOR OUR CREPE MAKING MACHINES OUR BUSINESS WILL
FAIL.

The success of our business requires that we enter into leasing  agreements with
various public venues  respecting  the use of their  facilities for placement of
our crepe making  machines.  If we are unable to conclude  agreements  with such
venues,  or if any agreements we reach with them are not on favorable terms that
allow us to generate profit,  our business will fail. To date, we have one lease
agreements  with an owner of a building in Prague,  Czech  Republic to place our
crepe machine.

OUR BUSINESS WILL SUFFER IF WE ARE UNSUCCESSFUL IN NEGOTIATING LEASE RENEWALS.

In the future,  our business  will be highly  dependent  upon the renewal of our
lease contracts with property owners and management companies.  If we are unable
to  secure  long-term  exclusive  leases  on  favorable  terms or at all,  or if
property owners or management  companies choose to vacate properties as a result
of economic downturns that will negatively impact our business.

IF WE ARE UNABLE TO ATTRACT ENOUGH CUSTOMERS TO BUY OUR CREPES OUR BUSINESS WILL
FAIL.

Since our revenue comes from people buying our crepes, we need to attract enough
customers to justify the purchase  and  maintenance  costs for each crepe making
machine. If we are unable to attract enough customers, our business will fail.

IF WE ARE UNABLE TO REPAIR OUR CREPE  MAKING  MACHINES  IN A TIMELY  FASHION OUR
BUSINESS MAY FAIL.

It is crucial to repair all out of order  machines in a timely  manner as an out
of service crepe machine will not generate revenue. As some of our machine parts
are  costly  and rare,  such  parts,  if  broken,  may need to be  ordered  from
overseas. If we are not able to obtain replacement parts or perform repairs in a
timely fashion, our business may fail due to loss of revenue.

WE ARE  DEPENDENT  UPON  CONSUMER  TASTES FOR THE  SUCCESS OF OUR CREPE  SELLING
BUSINESS.

Our crepes  acceptance  by  potential  consumers  will  depend upon a variety of
unpredictable factors, including:

     -    Public taste, which is always subject to change;
     -    The  quantity  and  popularity  of other  fast-food  available  to the
          public;
     -    The fact that the  location as well as  production  and sales  methods
          chosen for our crepes may be ineffective.

                                       7

For any of these reasons, our crepe selling business can be unsuccessful.  If we
are unable to sell crepes at the level which is commercially successful,  we may
not be able to recoup our expenses and/or generate sufficient  revenues.  In the
event that we are unable to generate sufficient revenues,  we may not be able to
continue operating as a viable business and an investor could suffer the loss of
a significant portion or all of his investment in our company.

IF WE ARE NOT ABLE TO EFFECTIVELY RESPOND TO COMPETITION, OUR BUSINESS MAY FAIL.

The biggest threat to our success is competition due to low barriers of entry in
crepe selling market and the potential loss of use in those properties where our
machines have been placed.  If other fast-food  companies start offering similar
or same  product,  this could  potentially  result in less venue  prospects  for
placement  of our crepe  machines and cause  potential  loss of use for existing
properties  where our machines  have been placed due to better terms  offered by
our competitors.

Also,  there  are many  various  sized  fast-food  companies  in the  restaurant
business.   Some  of  these  competitors  have  established  businesses  with  a
substantial number of venues and valuable  contacts.  We will attempt to compete
against  these  groups by offering  unique  product in places with high  traffic
flow. We cannot assure you that such a business plan will be successful, or that
competitors will not copy our business strategy.

BECAUSE  OUR  PRINCIPAL  ASSETS ARE  LOCATED  OUTSIDE  OF THE UNITED  STATES AND
TATIANA  FUMIOKA,  OUR SOLE DIRECTOR AND OFFICER,  RESIDES OUTSIDE OF THE UNITED
STATES,  IT MAY BE DIFFICULT  FOR AN INVESTOR TO ENFORCE ANY RIGHT BASED ON U.S.
FEDERAL SECURITIES LAWS AGAINST US AND/OR MS. FUMIOKA,  OR TO ENFORCE A JUDGMENT
RENDERED BY A UNITED STATES COURT AGAINST US OR MS. FUMIOKA.

Our principal  operations  and assets are located  outside of the United States,
and Tatiana  Fumioka,  our sole  officer and director is a  non-resident  of the
United  States.  Therefore,  it may be difficult to effect service of process on
Ms.  Fumioka in the  United  States,  and it may be  difficult  to  enforce  any
judgment  rendered  against Ms.  Fumioka.  As a result,  it may be  difficult or
impossible for an investor to bring an action against Ms. Fumioka,  in the event
that an investor  believes that such investor's rights have been infringed under
the U.S.  securities  laws, or  otherwise.  Even if an investor is successful in
bringing  an action of this kind,  the laws of Czech  Republic  may render  that
investor unable to enforce a judgment  against the assets of Ms.  Fumioka.  As a
result,  our shareholders may have more difficulty in protecting their interests
through actions against our management, director or major shareholder,  compared
to shareholders of a corporation doing business and whose officers and directors
reside within the United States.

Additionally,  because of our assets are located  outside of the United  States,
they will be outside of the  jurisdiction of United States courts to administer,
if we become subject of an insolvency or bankruptcy proceeding.  As a result, if
we declare  bankruptcy  or  insolvency,  our  shareholders  may not  receive the
distributions  on  liquidation  that they would  otherwise be entitled to if our
assets  were  to be  located  within  the  United  States  under  United  States
bankruptcy laws.

BECAUSE WE WILL SELL OUR PRODUCTS IN FOREIGN  CURRENCY  INSTEAD OF UNITED STATES
DOLLARS, OUR BUSINESS WILL BE EFFECTED BY CURRENCY RATE FLUCTUATIONS.

Because we plan to sell our products in Czech Republic in Czech Korunas, we will
be affected by changes in foreign  exchange rates.  To protect our business,  we
may  enter  into  foreign  currency  exchange  contracts  with  major  financial
institutions to hedge the overseas purchase  transactions and limit our exposure
to those  fluctuations.  If we are not able to  successfully  protect  ourselves
against  those  currency  rate  fluctuations,  then our profits on the  products
subject to those fluctuations would also fluctuate and could cause us to be less
profitable or incur losses, even if our business is doing well.

                                       8

WE DEPEND TO A  SIGNIFICANT  EXTENT ON CERTAIN KEY PERSON,  THE LOSS OF WHOM MAY
MATERIALLY AND ADVERSELY AFFECT OUR COMPANY.

Currently,  we have only one employee who is also our sole officer and director.
We depend entirely on Tatiana Fumioka for all of our operations. The loss of Ms.
Fumioka  would have a substantial  negative  effect on our company and may cause
our  business to fail.  Ms.  Fumioka has not been  compensated  for her services
since our  incorporation,  and it is highly  unlikely  that she will receive any
compensation unless and until we generate substantial revenues. There is intense
competition for skilled  personnel and there can be no assurance that we will be
able to attract and retain qualified  personnel on acceptable terms. The loss of
Ms.  Fumioka's  services could prevent us from completing the development of our
plan of operation and our business. In the event of the loss of services of such
personnel, no assurance can be given that we will be able to obtain the services
of adequate replacement personnel.

We do not have any  employment  agreements or maintain key person life insurance
policies  on our  officer  and  director.  We do not  anticipate  entering  into
employment agreements with her or acquiring key man insurance in the foreseeable
future.

BECAUSE OUR SOLE  OFFICER AND DIRECTOR  WILL OWN 50% OR MORE OF OUR  OUTSTANDING
COMMON  STOCK,  SHE  WILL  MAKE  AND  CONTROL  CORPORATE  DECISIONS  THAT MAY BE
DISADVANTAGEOUS TO MINORITY SHAREHOLDERS.

Ms. Fumioka, our sole officer and director,  currently owns 100% of common stock
of our  company,  and  she  will  own 50% of  common  stocks  if all the  shares
registered  as part of this  offering  are  sold.  Accordingly,  she  will  have
significant  influence in determining the outcome of all corporate  transactions
or other matters, including the election of directors,  mergers,  consolidations
and the sale of all or  substantially  all of our assets,  and also the power to
prevent or cause a change in control.  The  interests of Ms.  Fumioka may differ
from the  interests  of the  other  stockholders  and may  result  in  corporate
decisions that are disadvantageous to other shareholders.

BECAUSE OUR SOLE OFFICER AND DIRECTOR WILL ONLY BE DEVOTING  LIMITED TIME TO OUR
OPERATIONS,  OUR  OPERATIONS  MAY BE  SPORADIC  WHICH  MAY  RESULT  IN  PERIODIC
INTERRUPTIONS OR SUSPENSIONS OF OPERATIONS.  THIS ACTIVITY COULD PREVENT US FROM
ATTRACTING  ENOUGH CUSTOMERS AND RESULT IN A LACK OF REVENUES WHICH MAY CAUSE US
TO CEASE OPERATIONS.

Tatiana  Fumioka,  our sole officer and director  will only be devoting  limited
time to our operations.  She will be devoting  approximately  20 hours a week to
our  operations.  Because  our sole  office and  director  will only be devoting
limited  time to our  operations,  our  operations  may be sporadic and occur at
times which are convenient to her. As a result,  operations may be  periodically
interrupted or suspended which could result in a lack of revenues and a possible
cessation of operations.

OUR SOLE OFFICER AND DIRECTOR HAS NO EXPERIENCE  MANAGING A PUBLIC COMPANY WHICH
IS REQUIRED TO ESTABLISH  AND MAINTAIN  DISCLOSURE  CONTROL AND  PROCEDURES  AND
INTERNAL CONTROL OVER FINANCIAL REPORTING.

We have never operated as a public company.  Tatiana  Fumioka,  our sole officer
and director has no  experience  managing a public  company which is required to
establish and maintain  disclosure  controls and procedures and internal control
over  financial  reporting.  As  a  result,  we  may  not  be  able  to  operate
successfully as a public company, even if our operations are successful. We plan
to comply with all of the various rules and regulations,  which are required for
a public  company that is reporting  company  with the  Securities  and Exchange
Commission. However, if we cannot operate successfully as a public company, your
investment may be materially adversely affected.

                                       9

AS AN "EMERGING  GROWTH COMPANY" UNDER THE JOBS ACT, WE ARE PERMITTED TO RELY ON
EXEMPTIONS FROM CERTAIN DISCLOSURE REQUIREMENTS.

We qualify as an "emerging  growth company" under the JOBS Act. As a result,  we
are  permitted  to, and intend to, rely on  exemptions  from certain  disclosure
requirements.  For so long as we are an emerging growth company,  we will not be
required to:

     -    have  an  auditor  report  on our  internal  controls  over  financial
          reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;
     -    comply with any requirement  that may be adopted by the Public Company
          Accounting  Oversight Board regarding mandatory audit firm rotation or
          a supplement to the auditor's report providing additional  information
          about  the  audit  and the  financial  statements  (i.e.,  an  auditor
          discussion and analysis);
     -    submit certain executive  compensation matters to shareholder advisory
          votes, such as "say-on-pay" and "say-on-frequency;" and
     -    disclose  certain  executive  compensation  related  items such as the
          correlation   between  executive   compensation  and  performance  and
          comparisons of the Chief  Executive's  compensation to median employee
          compensation.

In addition,  Section 107 of the JOBS Act also provides that an emerging  growth
company can take advantage of the extended transition period provided in Section
7(a)(2)(B) of the Securities  Act for complying  with new or revised  accounting
standards.  In other words, an emerging growth company can delay the adoption of
certain  accounting  standards  until those  standards  would otherwise apply to
private  companies.  We have  elected to take  advantage of the benefits of this
extended  transition  period.  Our  financial  statements  may  therefore not be
comparable to those of companies that comply with such new or revised accounting
standards.

We will remain an "emerging  growth  company" for up to five years, or until the
earliest of (i) the last day of the first  fiscal year in which our total annual
gross  revenues  exceed  $1  billion,  (ii)  the  date  that we  become a "large
accelerated filer" as defined in Rule 12b-2 under the Securities Exchange Act of
1934,  which would occur if the market value of our ordinary shares that is held
by  non-affiliates  exceeds $700 million as of the last business day of our most
recently  completed  second  fiscal  quarter  or (iii) the date on which we have
issued more than $1 billion in  non-convertible  debt during the preceding three
year period.

Until such time,  however,  we cannot  predict if investors will find our common
stock less attractive because we may rely on these exemptions. If some investors
find our common stock less  attractive  as a result,  there may be a less active
trading market for our common stock and our stock price may be more volatile.

RISKS ASSOCIATED WITH THIS OFFERING

BECAUSE  THERE IS NO ESCROW,  TRUST OR SIMILAR  ACCOUNT,  THE OFFERING  PROCEEDS
COULD BE SEIZED  BY  CREDITORS  OR BY A TRUSTEE  IN  BANKRUPTCY,  IN WHICH  CASE
INVESTORS WOULD LOSE THEIR ENTIRE INVESTMENT.

No  minimum or maximum  amount of shares are being in this  offering.  Any funds
that we raise from our  offering  of  8,000,000  shares of common  stock will be
immediately  available for our use and will not be returned to investors.  We do
not have any  arrangements  to place the funds  received  from our  offering  of
8,000,000 shares of common stock in an escrow, trust or similar account.
 Accordingly, if we file for bankruptcy protection or a petition for involuntary
bankruptcy is filed by creditors  against us, your funds will become part of the
bankruptcy estate and administered according to the bankruptcy laws.

                                       10

OUR  PRESIDENT,  MS.  FUMIOKA DOES NOT HAVE ANY PRIOR  EXPERIENCE  OFFRERING AND
SELLING  SECURITIES , AND OUR OFFERING  DOES NOT REQUIRE A MIMIMUM  AMOUNT TO BE
RAISED. AS A RESULT OF THIS WE MAY NOT BE ABLE TO RAISE ENOUGH FUNDS TO COMMENCE
AND SUSTAIN OUR BUSINESS AND INVESTORS MAY LOSE THEIR ENTIRE INVESTMENT.

Ms.  Fumioka does not have any  experience  conducting  a  securities  offering.
Consequently, we may not be able to raise any funds successfully. Also, the best
effort  offering does not require a minimum  amount to be raised.  If we are not
able to raise  sufficient  funds,  we may not be able to fund our  operations as
planned,  and our business  will suffer and your  investment  may be  materially
adversely affected. Our inability to successfully conduct a best-effort offering
could be the basis of your losing your entire investment in us.

BECAUSE THE OFFERING PRICE HAS BEEN ARBITRARILY SET BY THE COMPANY,  YOU MAY NOT
REALIZE A RETURN ON YOUR INVESTMENT UPON RESALE OF YOUR SHARES.

The  offering  price and other terms and  conditions  relative to the  Company's
shares have been  arbitrarily  determined by us and do not bear any relationship
to  assets,  earnings,  book  value or any other  objective  criteria  of value.
Additionally,  as the  Company  was  formed  on August  15,  2012 and has only a
limited  operating  history and no earnings,  the price of the offered shares is
not based on its past  earnings  and no  investment  banker,  appraiser or other
independent third party has been consulted concerning the offering price for the
shares or the  fairness of the offering  price used for the shares,  as such our
stockholders  may not be able to receive a return on their  investment when they
sell their shares of common stock.

WE ARE SELLING THIS OFFERING  WITHOUT AN  UNDERWRITER  AND MAY BE UNABLE TO SELL
ANY SHARES.

This  offering  is  self-underwritten,  that is, we are not going to engage  the
services  of an  underwriter  to sell the  shares;  we intend to sell our shares
through our President,  who will receive no  commissions.  There is no guarantee
that she will be able to sell any of the  shares.  Unless she is  successful  in
selling at least half of the shares and we receive the proceeds in the amount of
$40,000  from  this  offering,  we may  have to seek  alternative  financing  to
implement our business plan.

THE  REGULATION  OF  PENNY  STOCKS  BY THE  SEC AND  FINRA  MAY  DISCOURAGE  THE
TRADABILITY OF THE COMPANY'S SECURITIES.

The shares being offered are defined as a penny stock under the  Securities  and
Exchange  Act of  1934,  as  amended  (the  "Exchange  Act"),  and  rules of the
Commission.  The  Exchange  Act and such  penny  stock  rules  generally  impose
additional sales practice and disclosure requirements on broker-dealers who sell
our  securities  to persons  other than certain  accredited  investors  who are,
generally,  institutions with assets in excess of $8,000,000 or individuals with
net worth in excess of $1,000,000 or annual income exceeding  $200,000 ($300,000
jointly with spouse),  or in transactions not recommended by the  broker-dealer.
For  transactions  covered by the penny stock rules,  a broker  dealer must make
certain mandated  disclosures in penny stock transactions,  including the actual
sale or purchase price and actual bid and offer quotations,  the compensation to
be received by the broker-dealer  and certain  associated  persons,  and deliver
certain disclosures  required by the Commission.  Consequently,  the penny stock
rules may make it difficult for you to resell any shares you may purchase, if at
all.

DUE TO THE LACK OF A TRADING MARKET FOR OUR SECURITIES,  YOU MAY HAVE DIFFICULTY
SELLING ANY SHARES YOU PURCHASE IN THIS  OFFERING.

We are not registered on any market or public stock exchange. There is presently
no demand for our common stock and no public  market exists for the shares being
offered  in this  prospectus.  We plan to  contact  a market  maker  immediately
following the  completion of the offering and apply to have the shares quoted on
the  Over-the-Counter  Bulletin  Board  ("OTCBB").  The  OTCBB  is  a  regulated

                                       11

quotation service that displays  real-time  quotes,  last sale prices and volume
information in over-the-counter  securities.  The OTCBB is not an issuer listing
service,  market  or  exchange.  Although  the OTCBB  does not have any  listing
requirements,  to be eligible for  quotation  on the OTCBB,  issuers must remain
current in their filings with the SEC or applicable regulatory authority.  If we
are not able to pay the expenses  associated  with our reporting  obligations we
will not be able to apply for quotation on the OTC Bulletin Board. Market makers
are not  permitted to begin  quotation of a security  whose issuer does not meet
this  filing  requirement.  Securities  already  quoted on the OTCBB that become
delinquent in their  required  filings will be removed  following a 30 to 60 day
grace  period if they do not make their  required  filing  during that time.  We
cannot guarantee that our application will be accepted or approved and our stock
listed and quoted for sale.  As of the date of this  filing,  there have been no
discussions  or  understandings  between  Vetro,  Inc. and anyone  acting on our
behalf, with any market maker regarding participation in a future trading market
for our securities. If no market is ever developed for our common stock, it will
be difficult for you to sell any shares you purchase in this offering. In such a
case,  you may find  that you are  unable  to  achieve  any  benefit  from  your
investment or liquidate your shares without  considerable  delay,  if at all. In
addition, if we fail to have our common stock quoted on a public trading market,
your common stock will not have a quantifiable value and it may be difficult, if
not impossible, to ever resell your shares, resulting in an inability to realize
any value from your investment.

WE WILL INCUR  ONGOING  COSTS AND EXPENSES  FOR SEC  REPORTING  AND  COMPLIANCE.
WITHOUT REVENUE WE MAY NOT BE ABLE TO REMAIN IN COMPLIANCE,  MAKING IT DIFFICULT
FOR INVESTORS TO SELL THEIR SHARES, IF AT ALL.

The estimated  cost of this  registration  statement is $8,000.  We will have to
utilize  funds from  Tatiana  Fumioka,  our sole officer and  director,  who has
verbally agreed to loan the company funds to complete the registration  process.
After the effective date of this prospectus, we will be required to file annual,
quarterly and current reports,  or other information with the SEC as provided by
the  Securities  Exchange  Act.  We plan to contact a market  maker  immediately
following  the close of the offering and apply to have the shares  quoted on the
OTC Electronic Bulletin Board. To be eligible for quotation, issuers must remain
current in their  filings with the SEC. In order for us to remain in  compliance
we will require future revenues to cover the cost of these filings,  which could
comprise  a  substantial  portion of our  available  cash  resources.  The costs
associated  with  being a publicly  traded  company in the next 12 month will be
approximately  $10,000.  If we are unable to  generate  sufficient  revenues  to
remain in  compliance  it may be difficult  for you to resell any shares you may
purchase,  if at all.  Also,  if we are not able to pay the expenses  associated
with our reporting obligations we will not be able to apply for quotation on the
OTC Bulletin Board.

WE MAY BE EXPOSED TO POTENTIAL RISKS AND SIGNIFICANT EXPENSES RESULTING FROM THE
REQUIREMENTS  UNDER SECTION 404 OF THE SARBANES-OXLEY ACT OF 2002 IF WE CEASE TO
BE AN EMERGING GROWTH COMPANY.

We will be required,  pursuant to Section 404 of the Sarbanes-Oxley Act of 2002,
to include  in our annual  report our  assessment  of the  effectiveness  of our
internal  control  over  financial  reporting.  We expect  to incur  significant
continuing  costs,  including  accounting  fees and staffing  costs, in order to
maintain compliance with the internal control requirements of the Sarbanes-Oxley
Act of 2002. Development of our business will necessitate ongoing changes to our
internal control  systems,  processes and information  systems.  If our business
develops  and grows,  our current  design for internal  control  over  financial
reporting  will not be  sufficient to enable  management  to determine  that our
internal  controls  are  effective  for  any  period,  or on an  ongoing  basis.
Accordingly,  as we develop  our  business,  such  development  and growth  will
necessitate  changes to our internal control systems,  processes and information
systems, all of which will require additional costs and expenses.

In the future,  if we fail to complete the annual  Section 404  evaluation  in a
timely manner,  we could be subject to regulatory  scrutiny and a loss of public
confidence  in our  internal  controls.  In  addition,  any failure to implement
required  new  or  improved  controls,  or  difficulties  encountered  in  their

                                       12

implementation, could harm our operating results or cause us to fail to meet our
reporting  obligations.  However, as an "emerging growth company," as defined in
the JOBS Act, our  independent  registered  public  accounting  firm will not be
required to formally attest to the  effectiveness  of our internal  control over
financial  reporting  pursuant to Section 404 of the  Sarbanes-Oxley Act of 2002
until the later of the year  following  our first annual  report  required to be
filed with the SEC, or the date we are no longer an emerging growth company.  At
such time, our independent  registered public accounting firm may issue a report
that is  adverse  in the event it is not  satisfied  with the level at which our
controls are documented, designed or operating.

THE COMPANY'S  INVESTORS  MAY SUFFER FUTURE  DILUTION DUE TO ISSUANCES OF SHARES
FOR VARIOUS CONSIDERATIONS IN THE FUTURE.

Our Articles of  Incorporation  authorizes the issuance of 75,000,000  shares of
common stock, par value $.001 per share, of which 8,000,000 shares are currently
issued and  outstanding.  If we sell the 8,000,000  shares being offered in this
offering,  we would have 16,000,000 shares issued and outstanding.  As discussed
in the  "Dilution"  section  below,  the  issuance of the shares of common stock
described  in  this  prospectus  will  result  in  substantial  dilution  in the
percentage of our common stock held by our existing  shareholders.  The issuance
of common stock for future services or  acquisitions or other corporate  actions
may have the effect of diluting  the value of the shares held by our  investors,
and might have an adverse effect on any trading market for our common stock.

                                 USE OF PROCEEDS

Our offering is being made on a self-underwritten  and "best-efforts"  basis: no
minimum number of shares must be sold in order for the offering to proceed.  The
offering  price per share is $0.01.  The following  table sets forth the uses of
proceeds  assuming  the sale of 25%,  50%,  75% and 100%,  respectively,  of the
securities  offered for sale by the Company.  We reserve the right to change the
use of proceeds,  provided that such reservation is due to certain contingencies
that are discussed  specifically  and the alternatives to such use in that event
are  indicated  in an  amended  prospectus  reflecting  the  same.  There  is no
assurance that we will raise the full $80,000 as  anticipated.  If we raise less
than 50% of the offering proceeds,  we will not be able to implement our plan of
operations.


                                                                               
GROSS PROCEEDS                          $20,000          $40,000          $60,000          $80,000
Offering expenses                       $ 8,000          $ 8,000          $ 8,000          $ 8,000
NET PROCEEDS                            $12,000          $32,000          $52,000          $72,000
Lease Agreements                        $ 4,800          $ 8,000          $14,400          $20,800
Purchase of crepe making equipment      $ 3,000          $ 6,000          $12,000          $18,000
Set up crepe machines                   $   500          $ 1,000          $ 2,000          $ 3,000
Marketing and advertising               $   700          $ 6,000          $11,000          $17,000
SEC reporting and compliance            $ 3,000          $10,000          $10,000          $10,000
Miscellaneous expenses                  $    --          $ 1,000          $ 2,600          $ 3,200


The above figures represent only estimated costs. If necessary, Tatiana Fumioka,
our  president and  director,  has verbally  agreed to loan the Company funds to
complete the registration  process.  Also, these loans would be necessary if the
proceeds  from this  offering  will not be  sufficient to implement our business
plan and maintain reporting status and quotation on the OTC Electronic  Bulletin
Board  when  and if  our  common  stocks  become  eligible  for  trading  on the
Over-the-Counter  Bulletin Board.  Ms. Fumioka will not be paid any compensation
or anything  from the  proceeds of this  offering.  There is no due date for the
repayment of the funds advanced by Ms. Fumioka.  Ms. Fumioka will be repaid from
revenues of operations if and when we generate revenues to pay the obligation.

                                       13

                        DETERMINATION OF OFFERING PRICE

The  offering  price of the shares has been  determined  arbitrarily  by us. The
price does not bear any  relationship to our assets,  book value,  earnings,  or
other established  criteria for valuing a privately held company. In determining
the  number  of  shares  to be  offered  and the  offering  price,  we took into
consideration  our  cash on hand  and the  amount  of  money  we  would  need to
implement  our business  plan.  Accordingly,  the  offering  price should not be
considered an indication of the actual value of the securities.

                  DILUTION OF THE PRICE YOU PAY FOR YOUR SHARES

Dilution  represents  the  difference  between  the  offering  price and the net
tangible book value per share immediately after completion of this offering. Net
tangible  book  value  is  the  amount  that  results  from  subtracting   total
liabilities and intangible assets from total assets. Dilution arises mainly as a
result of our arbitrary  determination of the offering price of the shares being
offered.  Dilution  of the value of the shares you  purchase is also a result of
the lower book value of the shares held by our existing stockholders.

As of May 31, 2013,  the net  tangible  book value of our shares of common stock
was  $3,759 or  approximately  $0.0005  per share  based upon  8,000,000  shares
outstanding.

IF 100% OF THE SHARES ARE SOLD:

Upon  completion of this offering,  in the event all of the shares are sold, the
net  tangible  book value of the  16,000,000  shares  then  outstanding  will be
$75,759 or  approximately  $0.005 per share.  The net tangible book value of the
shares held by our existing  stockholders will be increased by $0.0045 per share
without any additional  investment on their part. Investors in the offering will
incur an immediate dilution from $0.01 per share to $0.005 per share.

After completion of this offering,  if 8,000,000  shares are sold,  investors in
the  offering  will own 50% of the total number of shares then  outstanding  for
which they will have made cash  investment of $80,000,  or $0.01 per share.  Our
existing  stockholders  will  own  50%  of  the  total  number  of  shares  then
outstanding,  for which they have made  contributions of cash totaling $8,000 or
$0.001 per share.

IF 75% OF THE SHARES ARE SOLD:

Upon  completion of this offering,  in the event 75% of the shares are sold, the
net  tangible  book value of the  14,000,000  shares  then  outstanding  will be
$55,759 or  approximately  $0.004 per share.  The net tangible book value of the
shares held by our existing  stockholders will be increased by $0.0035 per share
without any additional  investment on their part. Investors in the offering will
incur an immediate dilution from $0.01 per share to $0.004 per share.

After   completion  of  this  offering   investors  in  the  offering  will  own
approximately  42.86% of the total number of shares then  outstanding  for which
they will have made cash investment of $60,000, or $0.01 per share. Our existing
stockholders  will own  approximately  57.14% of the total number of shares then
outstanding,  for which they have made  contributions of cash totaling $8,000 or
$0.001 per share.

IF 50% OF THE SHARES ARE SOLD:

Upon  completion of this offering,  in the event 50% of the shares are sold, the
net  tangible  book value of the  12,000,000  shares  then  outstanding  will be
$35,759 or  approximately  $0.003 per share.  The net tangible book value of the
shares held by our existing  stockholders will be increased by $0.0025 per share
without any additional  investment on their part. Investors in the offering will
incur an immediate dilution from $0.01 per share to $0.003 per share.

After   completion  of  this  offering   investors  in  the  offering  will  own
approximately  33.33% of the total number of shares then  outstanding  for which
they will have made cash investment of $40,000, or $0.01 per share. Our existing
stockholders  will own  approximately  66.67% of the total number of shares then
outstanding,  for which they have made  contributions of cash totaling $8,000 or
$0.001 per share.

                                       14

IF 25% OF THE SHARES ARE SOLD:

Upon  completion of this offering,  in the event 25% of the shares are sold, the
net  tangible  book value of the  10,000,000  shares  then  outstanding  will be
$15,759 or  approximately  $0.0016 per share. The net tangible book value of the
shares held by our existing  stockholders will be increased by $0.0011 per share
without any additional  investment on their part. Investors in the offering will
incur an immediate dilution from $0.01 per share to $0.0016 per share.

After completion of this offering  investors in the offering will own 20% of the
total  number  of shares  then  outstanding  for which  they will have made cash
investment of $20,000,  or $0.01 per share. Our existing  stockholders  will own
80% of the total  number of shares  then  outstanding,  for which they have made
contributions of cash totaling $8,000 or $0.001 per share.

The following  table compares the  differences of your  investment in our shares
with the investment of our existing stockholders.

EXISTING STOCKHOLDERS IF ALL OF THE SHARES ARE SOLD:
  Price per share                                                   $     0.001
  Net tangible book value per share before offering                 $    0.0005
  Potential gain to existing shareholders                           $    80,000
  Net tangible book value per share after offering                  $     0.005
  Increase to present stockholders in net tangible book value
  per share after offering                                          $    0.0045
  Capital contributions                                             $     8,000
  Number of shares outstanding before the offering                    8,000,000
  Number of shares after offering assuming the sale of the maximum
  number of shares                                                   16,000,000
  Percentage of ownership after offering                                     50%

PURCHASERS OF SHARES IN THIS OFFERING IF ALL SHARES SOLD
  Price per share                                                   $      0.01
  Dilution per share                                                $     0.005
  Capital contributions                                             $    80,000
  Number of shares after offering held by public investors            8,000,000
  Percentage of capital contributions by existing shareholders             9.09%
  Percentage of capital contributions by new investors                    90.91%
  Percentage of ownership after offering                                     50%

PURCHASERS OF SHARES IN THIS OFFERING IF 75% OF SHARES SOLD
  Price per share                                                   $      0.01
  Dilution per share                                                $     0.006
  Capital contributions                                             $    60,000
  Number of shares after offering held by public investors            6,000,000
  Percentage of capital contributions by existing shareholders            11.76%
  Percentage of capital contributions by new investors                    88.24%
  Percentage of ownership after offering                                  42.86%

PURCHASERS OF SHARES IN THIS OFFERING IF 50% OF SHARES SOLD
  Price per share                                                   $      0.01
  Dilution per share                                                $     0.007
  Capital contributions                                             $    40,000
  Number of shares after offering held by public investors            4,000,000
  Percentage of capital contributions by existing shareholders            16.67%
  Percentage of capital contributions by new investors                    83.33%
  Percentage of ownership after offering                                  33.33%


PURCHASERS OF SHARES IN THIS OFFERING IF 25% OF SHARES SOLD

  Price per share                                                   $      0.01
  Dilution per share                                                $    0.0084
  Capital contributions                                             $    20,000
  Number of shares after offering held by public investors            2,000,000
  Percentage of capital contributions by existing shareholders            28.57%
  Percentage of capital contributions by new investors                    71.43%
  Percentage of ownership after offering                                     20%

                                       15

            MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

You should read the following discussion and analysis of our financial condition
and results of operations  together with our consolidated  financial  statements
and the related notes and other financial information included elsewhere in this
prospectus. Some of the information contained in this discussion and analysis or
set forth elsewhere in this  prospectus,  including  information with respect to
our  plans  and  strategy  for our  business  and  related  financing,  includes
forward-looking  statements  that involve  risks and  uncertainties.  You should
review  the "Risk  Factors"  section  of this  prospectus  for a  discussion  of
important  factors that could cause actual results to differ materially from the
results described in or implied by the forward-looking  statements  contained in
the following discussion and analysis.

We qualify as an "emerging  growth company" under the JOBS Act. As a result,  we
are  permitted  to, and intend to, rely on  exemptions  from certain  disclosure
requirements.  For so long as we are an emerging growth company,  we will not be
required to:

     *    have  an  auditor  report  on our  internal  controls  over  financial
          reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;
     *    provide an auditor  attestation with respect to management's report on
          the effectiveness of our internal controls over financial reporting;
     *    comply with any requirement  that may be adopted by the Public Company
          Accounting  Oversight Board regarding mandatory audit firm rotation or
          a supplement to the auditor's report providing additional  information
          about  the  audit  and the  financial  statements  (i.e.,  an  auditor
          discussion and analysis);
     *    submit certain executive  compensation matters to shareholder advisory
          votes, such as "say-on-pay" and "say-on-frequency;" and
     *    disclose  certain  executive  compensation  related  items such as the
          correlation   between  executive   compensation  and  performance  and
          comparisons of the CEO's compensation to median employee compensation.

In addition,  Section 107 of the JOBS Act also provides that an emerging  growth
company can take advantage of the extended transition period provided in Section
7(a)(2)(B) of the Securities  Act for complying  with new or revised  accounting
standards.  In other words, an emerging growth company can delay the adoption of
certain  accounting  standards  until those  standards  would otherwise apply to
private  companies.  We have  elected to take  advantage of the benefits of this
extended  transition  period.  Our  financial  statements  may  therefore not be
comparable to those of companies that comply with such new or revised accounting
standards.

We will remain an "emerging  growth  company" for up to five years, or until the
earliest of (i) the last day of the first  fiscal year in which our total annual
gross  revenues  exceed  $1  billion,  (ii)  the  date  that we  become a "large
accelerated filer" as defined in Rule 12b-2 under the Securities Exchange Act of
1934,  which would occur if the market value of our ordinary shares that is held
by  non-affiliates  exceeds $700 million as of the last business day of our most
recently  completed  second  fiscal  quarter  or (iii) the date on which we have
issued more than $1 billion in  non-convertible  debt during the preceding three
year period.  However,  even if we no longer  qualify for the  exemptions for an
emerging growth company, we may still be, in certain  circumstances,  subject to
scaled  disclosure  requirements as a smaller  reporting  company.  For example,
smaller reporting companies, like emerging growth companies, are not required to
provide a  compensation  discussion and analysis under Item 402(b) of Regulation
S-K or auditor attestation of internal controls over financial reporting.

Our cash  balance is $4,076 as of May 31,  2013.  We believe our cash balance is
not  sufficient  to fund our  operations  for any  period of time.  We have been
utilizing  and  may  utilize  funds  from  Tatiana  Fumioka,  our  Chairman  and
President,  who has  informally  agreed to advance  funds to allow us to pay for
offering  costs,  filing fees,  and  professional  fees. As of May 31, 2013, Ms.
Fumioka  advanced  us $317.  Ms.  Fumioka,  however,  has no formal  commitment,
arrangement  or legal  obligation  to advance or loan funds to the  company.  In
order to implement our plan of operations  for the next twelve month period,  we
require a minimum of $40,000 of funding from this offering.  Being a development
stage  company,  we have very limited  operating  history.  After twelve  months

                                       16

period  we  may  need  additional  financing.  We  do  not  currently  have  any
arrangements  for  additional  financing.  Our principal  executive  offices are
located at Jicinska,  2285/4,  Prague, Czech Republic 13000. Our phone number is
+420228880935.

We are a development  stage company and have  generated no revenue to date.  Our
full business plan entails activities described in the Plan of Operation section
below.  Long term financing beyond the maximum aggregate amount of this offering
may be required to expand our business.  The exact amount of funding will depend
on the scale of our development and expansion.  We do not currently have planned
our expansion,  and we have not decided yet on the scale of our  development and
expansion and on exact amount of funding needed for our long term financing.  If
we do not  generate  any revenue we may need a minimum of $10,000 of  additional
funding  at the  end of the  twelve  month  period  described  in our  "Plan  of
Operation" below to maintain a reporting status.

Our independent registered public accountant has issued a going concern opinion.
This means that there is  substantial  doubt that we can continue as an on-going
business for the next twelve months unless we obtain  additional  capital to pay
our bills.  This is because we have not  generated  revenues and no revenues are
anticipated  until we complete  our initial  business  development.  There is no
assurance we will ever reach that stage.

To meet our need for cash we are  attempting to raise money from this  offering.
We believe that we will be able to raise enough money  through this  offering to
continue our proposed  operations but we cannot  guarantee that once we continue
operations  we will  stay in  business  after  doing  so.  If we are  unable  to
successfully  find  customers  we may  quickly  use up the  proceeds  from  this
offering and will need to find alternative sources. At the present time, we have
not made any  arrangements  to raise  additional  cash,  other than through this
offering.

If we need  additional  cash and cannot raise it, we will either have to suspend
operations until we do raise the cash, or cease operations entirely.  Even if we
raise $80,000 from this  offering,  it will last one year,  but we may need more
funds for business  operations  in the next year,  and we will have to revert to
obtaining additional money.

PLAN OF OPERATION

We intend to sell Crepes.  We have not  generated any revenues and our principal
business  activities  to date  consist of creating a business  plan and entering
into the Lease  Agreement  on April 17,  2013 with  David  Novak,  an owner of a
building in Prague, Czech Republic to place our crepe making machine.

After the  effectiveness  of our  registration  statement by the  Securities and
Exchange  Commissions,  we intend to concentrate our efforts on raising capital.
During this period,  our operations will be limited due to the limited amount of
funds on hand. We will not be conducting any product research or development. We
do not  expect  to  purchase  or  sell  plant  or  significant  equipment.  Upon
completion of our public offering,  our specific goal is to profitably place and
operate our donut making machines. Our plan of operations is as follows:

COMPLETE OUR PUBLIC OFFERING

We  expect  to  complete  our  public   offering   within  240  days  after  the
effectiveness  of our  registration  statement  by the  Securities  and Exchange
Commissions. We intend to concentrate our efforts on raising capital during this
period.  Our  operations  will be limited due to the limited  amount of funds on
hand. Upon completion of our public offering, our specific goal is to profitably
sell our  services.  Our  plan of  operations  following  the  completion  is as
follows:

                                       17

SEARCH FOR POTENTIAL LEASING PROPERTIES WITH HIGH TRAFFIC FLOW
TIME FRAME: 1ST - 3RD MONTHS.
NO MATERIAL COSTS.

As soon as we  complete  our public  offering,  we plan to start  searching  for
potential leasing spaces with high traffic flow in Prague,  Czech Republic where
we can  potentially  place our  crepe  making  machines.  Our sole  officer  and
director,  Tatiana  Fumioka will handle these  duties.  We intend to contact and
visit as many  properties as possible to find the most suitable and  potentially
profitable premises for placing our machines.  We plan to consider coffee shops,
bakeries,  mall kiosks,  storefronts  (indoor or outdoor),  sports arenas,  food
courts,  entertainment complexes,  high schools,  fundraising events and outdoor
events such as carnivals, festivals, fairs to place our crepe making machines.

On April 17, 2013 we executed a Lease  Agreement with David Novak, an owner of a
building  in Prague,  Czech  Republic to place our crepe  making  machine in his
premises. As of today, it is the only lease agreement we have signed.

NEGOTIATE AND CONCLUDE AGREEMENTS WITH PROPERTY OWNERS
TIME FRAME: 3RD - 5TH MONTHS.
MATERIAL COSTS: $4,800 - $20,800

During this period,  we intend to begin  negotiations  with property  owners and
managers in view of securing  leasing  agreements for the use of their premises.
If we sell all the shares in the offering, our goal during this stage will be to
enter into four leasing  agreements  with malls,  stores at crowded  streets and
other  premises  granting us permission  to set up our crepe making  machines at
their  premises.  As of the  date of  this  prospectus  we  executed  one  Lease
Agreement. The annual rent pursuant to the Agreement is $4,800. Therefore, if we
sell 25% of the shares in this offering our leasing  expenses in the next twelve
months following  completion of this offering will be $4,800.  If we sell 50% of
the shares and lease additional space, our leasing expenses, assuming that a new
lease  agreement will start in fifth month and based on $4,800 annual rate, will
be  $8,000.  If we sell 75% and 100% of the shares in this  offering,  the lease
expenses will be $14,400 and $20,800 accordingly.

Search for new potential properties for our machines and negotiating  agreements
with the owners are ongoing  matters that will  continue  during the life of our
operations as we will need to rotate less  profitable  machines to new places as
well as keep looking for new locations. We cannot guarantee that we will be able
to find successful  placements for any machines,  in which case our business may
fail and we will have to cease our operations. Even if we are able to obtain the
planned number of placements at the end of the twelve month period,  there is no
guarantee  that we will be able to  attract  enough  customers  to  justify  our
expenditures as well as the ongoing expenses of maintenance and rental fees.

PURCHASE CREPE MAKING MACHINES AND EQUIPMENT
TIME FRAME: 5TH - 8TH MONTHS.
ESTIMATED COST $3,000 - $18,000

Depending on the number of placements  that we manage to secure during the first
four  months  and if we sell at least  25% of the  shares in this  offering,  we
intend to  purchase,  deliver and place one crepe making  machine.  The material
costs for that will be approximately  $3,000. If we sell 50%, 75% or 100% of the
shares in this offering we intend to continue  negotiations with property owners
to enter into more leasing  agreements  and plan to purchase 2, 4 and 6 machines
accordingly.  The exact number of purchased  machines will depend on the success
of our business and availability of leasing spaces and funds.

SET UP AND TEST CREPE MAKING MACHINES
TIME FRAME: 8TH - 10TH MONTHS.
ESTIMATED COST: $500 - $3,000

Once we receive our crepe making machines and necessary equipment we plan to set
them up and  test  them at  their  locations.  We will  need to hire  part  time
specialists   such  as  electrician  or  mechanic  and  movers.   It  will  cost
approximately  $500 per each  location.  We also need to hire employees who will
make and sell our crepes.

                                       18

COMMENCE MARKETING CAMPAIGN.
TIME FRAME: 10TH - 12TH MONTHS.
ESTIMATED COST $700 - $17,000

If we sell at least 25% of the shares we plan to  commence  marketing  campaign.
Initially, marketing will be conducted by our sole officer and director, Tatiana
Fumioka.  In the fast food  business,  various  business  strategies are used to
increase the popularity of the products. We plan to offer free testing which may
ignite prospective  customers to by our crepes.  Other marketing strategies will
involve taking the machines to various events, such as fund raising,  carnivals,
festivals,  fairs and sports events.  We intend also design bright  stickers and
signs and place them at leasing spaces to draw attention of potential customers.
If we sell 25% of shares in this offering,  we intend to spend at least $700 for
marketing  campaign.  If we sell 50% of  shares in this  offering,  we intend to
spend at least $6,000 for marketing campaign. We estimate our marketing costs to
be $17,000 if we sell 100% of the shares in this offering.

In  summary,  during  1st-10th  month we  should  have  entered  into new  lease
agreements,  purchased crepe making machines and necessary equipment. After this
point we should be ready to start more significant  operations and start selling
our services.  During months 10-12 we will be developing our marketing campaign.
There is no assurance  that we will  generate any revenue in the first 12 months
after completion our offering or ever generate any revenue.

Tatiana Fumioka,  our president will be devoting  approximately twenty hours per
week to our operations. We believe that it should be enough while we do not have
significant.  Once we expand  operations,  and are able to attract more and more
customers to use our  services,  Ms.  Fumioka has agreed to commit more time as.
Because Ms. Fumioka will only be devoting  limited time to our  operations,  our
operations  may be sporadic and occur at times which are convenient to her. As a
result,  operations may be  periodically  interrupted  or suspended  which could
result in a lack of revenues and a cessation of operations.

ESTIMATED EXPENSES FOR THE NEXT TWELVE MONTH PERIOD

         The following  provides an overview of our  estimated  expenses to fund
our plan of operation over the next twelve months.



                                             If 25%            If 50%            If 75%           If 100%
         Description                      shares sold       shares sold       shares sold       shares sold
         -----------                      -----------       -----------       -----------       -----------
                                              Fees              Fees              Fees              Fees
                                                                                      
SEC reporting and compliance                $  3,000          $ 10,000          $ 10,000          $ 10,000
Lease Agreements                            $  4,800          $  8,000          $ 14,400          $ 20,800
Purchase of crepe making equipment          $  3,000          $  6,000          $ 12,000          $ 18,000
Set up crepe machines                       $    500          $  1,000          $  2,000          $  3,000
Marketing and advertising                   $    700          $  6,000          $ 11,000          $ 17,000
Other expenses                                    --          $  1,000          $  2,600          $  3,200
                                            --------          --------          --------          --------
      Total                                 $ 12,000          $ 32,000          $ 52,000          $ 72,000
                                            ========          ========          ========          ========


If we sell 50% shares in this  offering our cash  reserves will be sufficient to
meet our obligations for the next twelve-month  period. If we sell less than 50%
shares in this  offering,  we will  need to seek  additional  funding.  The most
likely  source of this  additional  capital  is through  the sale of  additional
shares of common stock or advances from our sole officer and  director.  Tatiana
Fumioka, our sole officer and director,  has agreed to loan the Company funds to
meet our  obligations  and complete our 12-months  business plan.  However,  Ms.
Fumioka has no firm  commitment,  arrangement or legal  obligation to advance or
loan funds to the Company.

                                       19

OFF-BALANCE SHEET ARRANGEMENTS

We have no 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,  capital
expenditures or capital resources.

LIMITED OPERATING HISTORY; NEED FOR ADDITIONAL CAPITAL

There is no  historical  financial  information  about us upon  which to base an
evaluation of our performance.  We are in start-up stage operations and have not
generated  any  revenues.  We  cannot  guarantee  we will be  successful  in our
business  operations.   Our  business  is  subject  to  risks  inherent  in  the
establishment of a new business enterprise,  including limited capital resources
and  possible  cost  overruns  due to price and cost  increases  in services and
products.

We have no assurance that future financing will be available to us on acceptable
terms. If financing is not available on satisfactory  terms, we may be unable to
continue,  develop or expand our  operations.  Equity  financing could result in
additional dilution to existing shareholder.

RESULTS OF OPERATIONS

FROM INCEPTION ON AUGUST 15, 2012 TO MAY 31, 2013


During the period we  incorporated  the  company,  prepared a business  plan and
executed a Lease  Agreement  with David Novak,  an owner of a building in Prague
dated  April  5,  2013.  Our  loss  since  inception  is  $4,241.  We  have  not
meaningfully commenced our proposed business operations and will not do so until
we have completed this offering.


Since  inception,  we have sold  8,000,000  shares  of common  stock to our sole
officer and director for net proceeds of $8,000.

LIQUIDITY AND CAPITAL RESOURCES

As of May 31 2013,  the Company had $4,076 cash and our  liabilities  were $317,
comprising  $317 owed to Tatiana  Fumioka,  our sole officer and  director.  The
available  capital reserves of the Company are not sufficient for the Company to
remain  operational.  The  company's  cash will be located in the US in our bank
account,  but some current assets will be located offshore.  Because some assets
will be  located  outside  of the  United  States,  they will be  outside of the
jurisdiction  of United States  courts to administer if we become  subject of an
insolvency or bankruptcy  proceeding.  As a result, if we declare  bankruptcy or
insolvency,  our shareholders  may not receive the  distributions on liquidation
that they would otherwise be entitled to if our assets were to be located within
the United States under United States bankruptcy laws.

Since  inception,  we have sold  8,000,000  shares of common  stocks to our sole
officer and director,  at a price of $0.001 per share, for aggregate proceeds of
$8,000.

We are attempting to raise funds to proceed with our plan of operation.  We will
have to utilize funds from Tatiana Fumioka,  our sole officer and director,  who
has  verbally  agreed to loan the  company  funds to complete  the  registration
process.  However,  Ms. Fumioka has no formal  commitment,  arrangement or legal
obligation  to  advance  or loan  funds  to the  company.  To  proceed  with our
operations  within 12 months,  we need a minimum of $40,000.We  cannot guarantee
that we will be able to sell all the shares  required  to satisfy  our 12 months
financial requirement. If we are successful, any money raised will be applied to
the items set forth in the Use of Proceeds section of this  prospectus.  We will
attempt to raise at least the minimum  funds  necessary to proceed with our plan
of  operation.  In a long  term  we may  need  additional  financing.  We do not

                                       20

currently have any arrangements for additional  financing.  Obtaining additional
funding  will be  subject  to a number  of  factors,  including  general  market
conditions,  investor  acceptance of our business plan and initial  results from
our business operations.  These factors may impact the timing,  amount, terms or
conditions of additional  financing  available to us. There is no assurance that
any additional  financing will be available or if available,  on terms that will
be acceptable to us.

Our  auditors  have  issued a "going  concern"  opinion,  meaning  that there is
substantial doubt if we can continue as an on-going business for the next twelve
months  unless  we  obtain  additional  capital.  No  substantial  revenues  are
anticipated  until we have  completed  the  financing  from  this  offering  and
implemented  our plan of  operations.  Our only  source for cash at this time is
investments  by others in this  offering.  We must raise cash to  implement  our
strategy and stay in business.  The amount of the offering  will likely allow us
to operate  for at least one year and have the  capital  resources  required  to
cover the  material  costs  with  becoming  a publicly  reporting.  The  company
anticipates over the next 12 months the cost of being a reporting public company
will be approximately $10,000.

We will have to meet all the financial  disclosure  and  reporting  requirements
associated with being a publicly  reporting  company.  The Company's  management
will have to spend additional time on policies and procedures to make sure it is
compliant with various regulatory  requirements,  especially that of Section 404
of the  Sarbanes-Oxley  Act of 2002. This additional  corporate  governance time
required  of  management  could  limit  the  amount  of time  management  has to
implement is business plan and impede the speed of its operations.  However,  we
are not  required to comply with  Section  404(b) of the  Sarbanes-Oxley  Act of
2002, pursuant to the JOBS Act, until we cease to be an emerging growth company.

Should the Company fail to sell less than 50% of its shares under this  offering
the Company would be forced to scale back or abort completely the implementation
of its 12-month plan of operation.

                             DESCRIPTION OF BUSINESS

GENERAL

Vetro,  Inc.  was  incorporated  in the State of Nevada on August  15,  2012 and
established  a fiscal year end of  February  28. We do not have  revenues,  have
minimal   assets  and  have   incurred   losses  since   inception.   We  are  a
development-stage  company  formed to  commence  operations  in the  business of
selling  crepes.  We have recently  started our operation.  As of today, we have
developed our business  plan,  and executed a Lease  Agreement with David Novak,
dated April 17, 2013. We maintain our  statutory  registered  agent's  office at
2360 Corporate Circle,  Suite 400, Henderson,  Nevada 89074. Our business office
is located at Jicinska,  2285/4,  Prague,  Czech Republic  13000.  Our telephone
number is +420228880935 .


From  inception  until  the date of this  filing we have had  limited  operating
activities,  primarily  consisting of the  incorporation  of our company and the
initial equity funding by our sole officer and director. We received our initial
funding of $8,000 through the sale of common stock to Tatiana Fumioka,  our sole
officer and director,  who purchased  8,000,000  shares at $0.001 per share. Our
financial  statements from inception on August 15, 2012 through our first fiscal
period  ended May 31,  2013  report no  revenues  and a net loss of $4,241.  Our
independent auditor has issued an audit opinion for our Company which includes a
statement expressing  substantial doubt as to our ability to continue as a going
concern.


We intend to use the net  proceeds  from this  offering to develop our  business
operations.  To implement our plan of operations we require a minimum funding of
$40,000 for the next  twelve  months.  After  twelve  months  period we may need
additional financing. If we do not generate any revenue we may need a minimum of

                                       21

$10,000  of  additional  funding  to pay for SEC  filing  requirements.  Tatiana
Fumioka,  our sole officer and director,  has agreed to loan the Company  funds,
however,  he has no firm commitment,  arrangement or legal obligation to advance
or loan funds to the Company.

Our operations to date have been devoted  primarily to start-up and  development
activities, which include:

     1.   Formation of the Company;

     2.   Development of our business plan; and
     3.   Execution  of a Lease  Agreement  with  David  Novak,  an  owner  of a
          building in Prague, dated April 17, 2013.

We intend to sell  crepes in Prague,  Czech  Republic.  Czech  cuisine  has both
influenced and been influenced by the cuisine of surrounding countries.  Many of
the cakes and  pastries  that are popular in Central  Europe  originated  within
Czech  lands.  Contemporary  Czech  cuisine is more meat based than in  previous
periods;  the current  abundance  of farmable  meat has enriched its presence in
regional  cuisine.  Traditionally,   meat  had  been  reserved  for  once-weekly
consumption.  The body of Czech meals typically consists of two or more courses:
the first course is traditionally  soup, the second course is the main dish, and
supplementary courses such as dessert or compote may follow.

We intend to place our crepe making  machines in public venues with high traffic
flow such as malls,  sport and amusement  centers and stores at crowded streets.
We focus on crepe  making  machines  because  crepes are classic food and do not
lose its  popularity.  Our crepe  making  machine  requires  a small area of the
premises.  Our  challenge is to convince the owners or managers of the potential
premises to conclude leasing agreements with us. However,  there is no guarantee
that the  property  owners  will  agree to the  placement  of our  donut  making
machines and we will ever generate revenues.

PRODUCT

A crepe is a type of very thin  pancake,  usually made from or buckwheat  flour.
The word is of French origin,  deriving from the Latin CRISPA, meaning "curled".
While crepes are often  associated  with , a region in the  northwest of France,
their  consumption is widespread in France and Quebec.  Crepes are served with a
variety of fillings.  Crepes are made by pouring a thin liquid batter onto a hot
frying pan or flat circular hot plate, often with a trace of butter on the pan's
surface.  The batter is spread  evenly  over the  cooking  surface of the pan or
plate  either by tilting  the pan or by  distributing  the batter with an offset
spatula. There are also specially designed crepe makers with a heatable circular
surface  that can be dipped in the batter and  quickly  pulled out to produce an
ideal  thickness  and evenness of cooking.  Common  savoury  fillings for crepes
served for lunch or dinner are cheese,  ham, and eggs,  ratatouille,  mushrooms,
artichoke (in certain regions), and various meat products.  When sweet, they can
be eaten as part of  breakfast  or as a  dessert.  They can be filled and topped
with various sweet toppings,  often  including  sugar  (granulated or powdered),
maple syrup, lemon juice, whipped cream, fruit spreads, custard, and sliced soft
fruits or confiture.

A creperie may be a takeaway  restaurant or stall,  serving  crepes as a form of
fast food or street food, or may be a more formal  sit-down  restaurant or cafe.
Creperies  are typical of Brittany in France;  however,  creperies  can be found
throughout France and in many other countries.  Because a crepe may be served as
both  a main  meal  or a  dessert,  creperies  may be  quite  diverse  in  their
selection.

MARKETING

Initially, marketing will be conducted by our sole officer and director, Tatiana
Fumioka.  In the fast food  business,  various  business  strategies are used to
increase the popularity of the products. We plan to offer free testing which may
ignite prospective  customers to by our crepes.  Other marketing strategies will
involve taking the machines to various events, such as fund raising,  carnivals,
festivals,  fairs and sports events.  We intend also design bright  stickers and
signs and place them at leasing spaces to draw attention of potential customers.

                                       22

We intend also to implement word of mouth  advertising  into our business model.
We believe a huge  marketing  opportunity  on the internet is spreading  word of
mouth,  a form of free  advertising.  We believe the  internet  has provided the
biggest medium to spread word of mouth and social networking sites have been the
place  where  everyone  has  come  together.  These  days,  companies  have  the
capabilities of increased speed at which the message comes across.  Bloggers and
journalists can post their thoughts and reviews of products,  and then people in
all corners of the world can read it  immediately.  Twitter is a good example of
this.  If a company  wants to release a  statement  to the  media,  they can use
Twitter as a tool to do it. Afterwards,  people can use twitter to respond,  and
everybody has access to all information as well as the abilities to connect with
each  other  and  start  forums  and  conversations.  Not  only is word of mouth
considered  free  advertising,  but we  believe  it is one of the most  powerful
advertising tools out there.

COMPETITION

The biggest threat to our success is competition due to low barriers of entry in
crepe selling market and the potential loss of use in those properties where our
machines have been placed.  If other fast-food  companies start offering similar
or same  product,  this could  potentially  result in less venue  prospects  for
placement  of our crepe  machines and cause  potential  loss of use for existing
properties  where our machines  have been placed due to better terms  offered by
our competitors.  There are many domestic and international companies that offer
different fast food products.  We will be in direct  competition with them. Many
large companies will be able to provide well-known and loved food options to the
potential  customers.  Many of these companies have a greater,  more established
customer  base than us. We will likely lose  business to such  companies.  Also,
many of these companies will be able to offer better prices for similar products
than us which may also cause us to lose potential customers.

We have not yet entered the market and have no market  penetration to date. Once
we have entered the market,  we will be one of many participants in the business
of providing fast food products.  Many  established,  yet well financed entities
are  currently  active  in  the  business.   Nearly  all  our  competitors  have
significantly   greater   financial   resources,   experience,   and  managerial
capabilities  than us. We are,  consequently,  at a competitive  disadvantage in
being able to provide such  product and become a successful  company in the fast
food  industry.  Therefore,  we may not be able to establish  itself  within the
industry at all.

LEASE AGREEMENT

We have executed a Lease  Agreement on April 17, 2013 with David Novak, an owner
of a building in Prague, Czech Republic to place our crepe making machine in his
premises. The material terms of the Contract are the following:

     1.   The Leased Premises area covers approximately 8 (eight) square meters.
          The Leased Premises is located on the first floor of the building.
     2.   The  Agreement  shall  be for a term of two  (2)  years,  starting  on
          September 1, 2013 and ending on August 31, 2015.
     3.   Vetro,  Inc.  is given an option to renew the Lease for an  additional
          term of two (2) years by giving the Lessor written notice on or before
          ninety (90) days  before the  expiration  of the primary  term of this
          lease. The renewal lease is to be upon the same terms, covenants,  and
          conditions  contained  in this Lease  except as to Rent as provided in
          Paragraph 3of the Lease.
     4.   For the first year of the agreement the annual rent is $4,800  dollars
          plus  applicable  taxes  payable  in advance on the first day of every
          month, in twelve (12) equal and consecutive  installments of $400 each
          plus applicable taxes.
     5.   For the second year of the agreement the annual rent is $6,000 dollars
          plus  applicable  taxes  payable  in advance on the first day of every
          month, in twelve (12) equal and consecutive  installments of $500 each
          plus applicable taxes.

                                       23

     6.   A late  charge of $10 per day shall be paid as  additional  rental for
          any rental  payment  delivered  or  received  more than three (3) days
          after the  first day of any  calendar  month  during  the term of this
          lease.
     7.   Lessor  agrees to provide,  at its  expense,  to or for the  Premises,
          adequate heat,  electricity,  water,  air  conditioning,  ventilation,
          replacement  light tubes,  trash removal service,  and sewage disposal
          service,  in such  quantities  and at such  times as is  necessary  to
          Lessee's comfortable and reasonable use of the Premises.
     8.   Any holding over after the  expiration of the term of this lease shall
          be deemed to constitute a tenancy from month to month only,  and shall
          be on the same terms and conditions as specified in this Lease.

A copy of the  Lease  Agreement  filed  as  Exhibit  10.1  to this  registration
statement.

INSURANCE

We do not maintain any insurance and do not intend to maintain  insurance in the
future.  Because  we do not  have  any  insurance,  if we are  made a party of a
products  liability  action,  we may not have  sufficient  funds to  defend  the
litigation.  If that occurs a judgment  could be rendered  against us that could
cause us to cease operations.

EMPLOYEES

We are a development  stage company and currently have no employees,  other than
our sole officer, Tatiana Fumioka.

OFFICES

Our  business  office is located at Jicinska,  2285/4,  Prague,  Czech  Republic
13000.  This is the office  provided  by our  President  and  Director,  Tatiana
Fumioka.  Our  phone  number  is  +420228880935.  We do not pay any  rent to Ms.
Fumioka and there is no agreement to pay any rent in the future.  We  anticipate
being able to use this space for free until we generate  revenue,  attract  more
customers,  expand  operations,  and as a result need to expand our  office.  We
believe that our current space is sufficient for our operations.

GOVERNMENT REGULATION

We will be required  to comply with all  regulations,  rules and  directives  of
governmental  authorities  and  agencies  applicable  to  our  business  in  any
jurisdiction  which  we  would  conduct  activities.  We  do  not  believe  that
regulation will have a material impact on the way we conduct our business.

                                LEGAL PROCEEDINGS

During the past ten years,  none of the  following  occurred with respect to the
President of the Company:  (1) any  bankruptcy  petition filed by or against any
business of which such person was a general partner or executive  officer either
at the time of the  bankruptcy  or within two years prior to that time;  (2) any
conviction  in a criminal  proceeding  or being  subject  to a pending  criminal
proceeding  (excluding traffic  violations and other minor offenses);  (3) being
subject to any order, judgment or decree, not subsequently  reversed,  suspended
or  vacated,  of  any  court  of  any  competent  jurisdiction,  permanently  or
temporarily enjoining, barring, suspending or otherwise limiting his involvement
in any type of business,  securities or banking activities;  and (4) being found
by a  court  of  competent  jurisdiction  (in a  civil  action),  the SEC or the
commodities  futures  trading  commission  to have  violated  a federal or state
securities or commodities law, and the judgment has not been reversed, suspended
or vacated.

We are not currently a party to any legal  proceedings,  and we are not aware of
any pending or potential legal actions.

                                       24

           DIRECTORS, EXECUTIVE OFFICERS, PROMOTER AND CONTROL PERSONS

The name, age and titles of our executive officer and director are as follows:

Name and Address of Executive
  Officer and/or Director         Age                 Position
  -----------------------         ---                 --------
Tatiana Fumioka                   33    President, Treasurer, Secretary and
Jicinska, 2285/4,                       Director (Principal Executive, Financial
Prague, Czech Republic 13000            and Accounting Officer)

TATIANA  FUMIOKA  has  acted as our  President,  Treasurer,  Secretary  and sole
Director  since our  incorporation  on August 15, 2012. Ms. Fumioka owns 100% of
the outstanding shares of our common stock. As such, it was unilaterally decided
that Ms. Fumioka was going to be our sole President,  Chief  Executive  Officer,
Treasurer, Chief Financial Officer, Chief Accounting Officer, Secretary and sole
member of our board of directors.  Ms. Fumioka  graduated  from Baikal  National
University of Economics and Law in 2002. She obtained a bachelor degree in Human
Resources. From 2007 Ms. Fumioka has been self-employed and operates business of
providing a variety of services in the area of  individual  and group tourism in
Prague,  Czech  Republic.  Ms. Fumioka  intends to devote 20 hours a week of her
time to  planning  and  organizing  activities  of  Vetro,  Inc.  Once we expand
operations,  and are able to attract more customers to purchase our product, Ms.
Fumioka has agreed to commit more time as  required.  Because Ms.  Fumioka  will
only be devoting limited time to our operations,  our operations may be sporadic
and occur at times which are  convenient to her. As a result,  operations may be
periodically  interrupted or suspended  which could result in a lack of revenues
and a cessation of operations.

During the past ten years,  Ms.  Fumioka  has not been the subject to any of the
following events:

     1. Any  bankruptcy  petition  filed by or against any business of which Ms.
Fumioka was a general  partner or  executive  officer  either at the time of the
bankruptcy or within two years prior to that time.

     2. Any  conviction  in a criminal  proceeding or being subject to a pending
criminal proceeding.

     3. An order, judgment, or decree, not subsequently  reversed,  suspended or
vacated,  or any court of competent  jurisdiction,  permanently  or  temporarily
enjoining,  barring,  suspending or otherwise limiting Ms. Fumioka's involvement
in any type of business, securities or banking activities.

     4. Found by a court of  competent  jurisdiction  (in a civil  action),  the
Securities and Exchange Commission or the Commodity Future Trading Commission to
have violated a federal or state securities or commodities law, and the judgment
has not been reversed, suspended or vacated.

     5. Was the  subject of any order,  judgment  or  decree,  not  subsequently
reversed,  suspended  or  vacated,  of any Federal or State  authority  barring,
suspending  or  otherwise  limiting for more than 60 days the right to engage in
any  activity  described  in  paragraph  (f)(3)(i)  of  this  section,  or to be
associated with persons engaged in any such activity;

     6. Was found by a court of competent  jurisdiction  in a civil action or by
the  Commission  to have violated any Federal or State  securities  law, and the
judgment  in such  civil  action  or  finding  by the  Commission  has not  been
subsequently reversed, suspended, or vacated;

                                       25

     7. Was the  subject  of, or a party to, any  Federal or State  judicial  or
administrative order,  judgment,  decree, or finding, not subsequently reversed,
suspended or vacated, relating to an alleged violation of:

     i.   Any Federal or State securities or commodities law or regulation; or
     ii.  Any law or regulation  respecting financial  institutions or insurance
          companies  including,  but not limited to, a  temporary  or  permanent
          injunction, order of disgorgement or restitution,  civil money penalty
          or  temporary  or  permanent  cease-and-desist  order,  or  removal or
          prohibition order; or
     iii. Any law or  regulation  prohibiting  mail or wire  fraud  or  fraud in
          connection with any business entity; or

     8.  Was  the  subject  of,  or a party  to,  any  sanction  or  order,  not
subsequently reversed, suspended or vacated, of any self-regulatory organization
(as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any
registered entity (as defined in Section 1(a)(29) of the Commodity  Exchange Act
(7  U.S.C.  1(a)(29))),  or any  equivalent  exchange,  association,  entity  or
organization  that has  disciplinary  authority  over  its  members  or  persons
associated with a member.

TERM OF OFFICE

Each of our directors is appointed to hold office until the next annual  meeting
of our stockholders or until her respective  successor is elected and qualified,
or until she  resigns or is removed in  accordance  with the  provisions  of the
Nevada Revised Statues. Our officers are appointed by our Board of Directors and
hold office until removed by the Board or until their resignation.

DIRECTOR INDEPENDENCE

Our board of directors is currently composed of one member, Tatiana Fumioka, who
does not qualify as an  independent  director in  accordance  with the published
listing  requirements  of the NASDAQ  Global  Market.  The  NASDAQ  independence
definition  includes a series of objective  tests,  such as that the director is
not, and has not been for at least three years,  one of our  employees  and that
neither the director, nor any of his family members has engaged in various types
of business dealings with us. In addition, our board of directors has not made a
subjective  determination as to each director that no relationships exist which,
in the opinion of our board of directors,  would  interfere with the exercise of
independent judgment in carrying out the responsibilities of a director,  though
such subjective  determination is required by the NASDAQ rules. Had our board of
directors made these determinations,  our board of directors would have reviewed
and discussed  information  provided by the directors and us with regard to each
director's business and personal activities and relationships as they may relate
to us and our management.

COMMITTEES OF THE BOARD OF DIRECTORS

Our Board of Directors has no committees.  We do not have a standing nominating,
compensation or audit committee.

                             EXECUTIVE COMPENSATION

MANAGEMENT COMPENSATION

The following  tables set forth certain  information  about  compensation  paid,
earned or accrued for services by our Executive Officer from inception on August
15, 2012 until February 28, 2013:

                                       26

SUMMARY COMPENSATION TABLE




                                                                          Non-Equity   Nonqualified
                                                                          Incentive     Deferred       All
  Name and                                                                   Plan        Compen-      Other
 Principal                                            Stock      Option    Compen-       sation       Compen-
  Position         Year       Salary($)  Bonus($)   Awards($)   Awards($)  sation($)    Earnings($)  sation($)  Totals($)
------------       ----       ---------  --------   ---------   ---------  ---------    -----------  ---------  ---------
                                                                                   
Tatiana          August 15,      -0-       -0-         -0-         -0-       -0-            -0-         -0-        -0-
Fumioka,         2012 to
President,       February 28,
Secretary and    2013
Treasurer



There are no current employment agreements between the company and its officer.

Ms. Fumioka currently devotes  approximately twenty hours per week to manage the
affairs of the Company.  She has agreed to work with no remuneration  until such
time as the company receives sufficient revenues necessary to provide management
salaries.  At this time, we cannot accurately  estimate when sufficient revenues
will  occur  to  implement  this  compensation,   or  what  the  amount  of  the
compensation will be.

There are no annuity,  pension or retirement benefits proposed to be paid to the
officer or director or employees in the event of retirement at normal retirement
date pursuant to any presently  existing plan provided or  contributed to by the
company or any of its subsidiaries, if any.

DIRECTOR COMPENSATION

The following table sets forth director compensation as of February 28, 2013:



                    Fees
                   Earned                           Non-Equity      Nonqualified     All
                     or                              Incentive        Deferred      Other
                   Paid in    Stock      Option        Plan         Compensation   Compen-
    Name           Cash($)   Awards($)  Awards($)  Compensation($)   Earnings($)   sation($)  Total($)
    ----           -------   ---------  ---------  ---------------   -----------   ---------  --------
                                                                            
Tatiana Fumioka      -0-        -0-        -0-          -0-              -0-          -0-        -0-


                 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Tatiana Fumioka will not be paid for any underwriting services that she performs
on our behalf with respect to this offering.

On February 28, 2013, we issued a total of 8,000,000 shares of restricted common
stock to Tatiana  Fumioka,  our sole  officer and director in  consideration  of
$8,000.  Further,  Ms. Fumioka has advanced funds to us. As of May 31, 2013, Ms.
Fumioka  advanced us $317.  Ms.  Fumioka will not be repaid from the proceeds of
this  offering.  There is no due date for the repayment of the funds advanced by
Ms. Fumioka.  Ms. Fumioka will be repaid from revenues of operations if and when
we generate  revenues to pay the obligation.  There is no assurance that we will
ever generate  revenues from our operations.  The obligation to Ms. Fumioka does
not bear interest.  There is no written agreement  evidencing the advancement of
funds by Ms.  Fumioka or the repayment of the funds to Ms.  Fumioka.  The entire
transaction  was oral.  Ms.  Fumioka is providing us office space free of charge
and we have a verbal  agreement  with Ms.  Fumioka that, if necessary,  she will
loan the company funds to complete the registration process.

                                       27

Ms.  Fumioka  intends  to  devote  20 hours a week of her time to  planning  and
organizing  activities of Vetro,  Inc. Once we expand operations and are able to
attract more customers to purchase our product, Ms. Fumioka has agreed to commit
more time as required. Because Ms. Fumioka will only be devoting limited time to
our  operations,  our  operations  may be sporadic  and occur at times which are
convenient to her. As a result,  operations may be  periodically  interrupted or
suspended  which  could  result  in a  lack  of  revenues  and  a  cessation  of
operations.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT


The following  table sets forth  certain  information  concerning  the number of
shares of our common stock owned  beneficially as of August 7, 2013 by: (i) each
person  (including  any group) known to us to own more than five percent (5%) of
any class of our voting securities, (ii) our director, and or (iii) our officer.
Unless  otherwise  indicated,  the stockholder  listed possesses sole voting and
investment power with respect to the shares shown.




                      Name and Address of          Amount and Nature of
Title of Class          Beneficial Owner           Beneficial Ownership        Percentage
--------------          ----------------           --------------------        ----------
                                                                       
Common Stock        Tatiana Fumioka                 8,000,000 shares of           100%
                    Jicinska, 2285/4, Prague,       common stock (direct)
                    Czech Republic 13000



(1) A  beneficial  owner of a security  includes  any person  who,  directly  or
indirectly, through any contract, arrangement,  understanding,  relationship, or
otherwise has or shares:  (i) voting power, which includes the power to vote, or
to direct the voting of shares;  and (ii) investment  power,  which includes the
power to dispose  or direct the  disposition  of shares.  Certain  shares may be
deemed  to be  beneficially  owned by more than one  person  (if,  for  example,
persons  share the  power to vote or the power to  dispose  of the  shares).  In
addition,  shares are deemed to be beneficially  owned by a person if the person
has the right to acquire the shares (for  example,  upon  exercise of an option)
within 60 days of the date as of which the information is provided. In computing
the  percentage  ownership of any person,  the amount of shares  outstanding  is
deemed to include  the amount of shares  beneficially  owned by such person (and
only such person) by reason of these  acquisition  rights. As of August 7, 2013,
there were 8,000,000 shares of our common stock issued and outstanding.


                              PLAN OF DISTRIBUTION

We are registering 8,000,000 shares of our common stock for sale at the price of
$0.01 per share.

This  offering  is being made by us without the use of outside  underwriters  or
broker-dealers.  The shares of common stock to be sold by us will be sold on our
behalf by Tatiana Fumioka, our sole executive officer and director. She will not
receive commissions,  proceeds or other compensation from the sale of any shares
on our behalf.  We intend to offer our securities  pursuant to this registration
statement to shareholders in Russia and Europe.

This  offering  is  self-underwritten,  which means that it does not involve the
participation  of an underwriter or broker,  and as a result,  no broker for the
sale of our securities will be used. In the event a broker-dealer is retained by
us to participate in the offering,  we must file a  post-effective  amendment to
the registration  statement to disclose the arrangements with the broker-dealer,

                                       28

and that the broker-dealer will be acting as an underwriter and will be so named
in  the  prospectus.   Additionally,   FINRA  must  approve  the  terms  of  the
underwriting  compensation  before  the  broker-dealer  may  participate  in the
offering.

To the extent required under the Securities Act, a  post-effective  amendment to
this   registration   statement  will  be  filed  disclosing  the  name  of  any
broker-dealers,  the  number of shares of common  stock  involved,  the price at
which the common  stock is to be sold,  the  commissions  paid or  discounts  or
concessions  allowed  to  such  broker-dealers,   where  applicable,  that  such
broker-dealers  did not conduct any  investigation to verify the information set
out or  incorporated by reference in this prospectus and other facts material to
the transaction.

We are subject to  applicable  provisions  of the Exchange Act and the rules and
regulations  under  it,  including,   without  limitation,   Rule  10b-5  and  a
distribution participant under Regulation M. All of the foregoing may affect the
marketability of the common stock.

All expenses of the registration statement including, but not limited to, legal,
accounting, printing and mailing fees are and will be borne by us.

PENNY STOCK REGULATIONS

You should note that our stock is a penny stock.  The SEC has adopted Rule 15g-9
which  generally  defines  "penny  stock" to be any equity  security  that has a
market price (as defined) less than $5.00 per share or an exercise price of less
than $5.00 per share, subject to certain exceptions.  Our securities are covered
by the penny stock rules, which impose additional sales practice requirements on
broker-dealers  who  sell  to  persons  other  than  established  customers  and
"accredited  investors".  The term  "accredited  investor"  refers  generally to
institutions with assets in excess of $5,000,000 or individuals with a net worth
in excess of $1,000,000 or annual income exceeding  $200,000 or $300,000 jointly
with their  spouse.  The penny stock rules require a  broker-dealer,  prior to a
transaction in a penny stock not otherwise  exempt from the rules,  to deliver a
standardized  risk  disclosure  document  in a form  prepared  by the SEC  which
provides information about penny stocks and the nature and level of risks in the
penny stock  market.  The  broker-dealer  also must  provide the  customer  with
current bid and offer  quotations for the penny stock,  the  compensation of the
broker-dealer  and  its  salesperson  in the  transaction  and  monthly  account
statements  showing the market value of each penny stock held in the  customer's
account.  The bid and offer  quotations,  and the  broker-dealer and salesperson
compensation  information,  must be given to the  customer  orally or in writing
prior to effecting the  transaction and must be given to the customer in writing
before or with the customer's  confirmation.  In addition, the penny stock rules
require that prior to a transaction  in a penny stock not otherwise  exempt from
these rules, the broker-dealer  must make a special written  determination  that
the penny  stock is a suitable  investment  for the  purchaser  and  receive the
purchaser's written agreement to the transaction.  These disclosure requirements
may have the effect of reducing the level of trading  activity in the  secondary
market for the stock that is subject to these penny stock  rules.  Consequently,
these penny stock  rules may affect the ability of  broker-dealers  to trade our
securities.  We believe that the penny stock rules discourage  investor interest
in and limit the marketability of our common stock.

PROCEDURES FOR SUBSCRIBING

If you decide to subscribe for any shares in this offering, you must

     -    execute and deliver a subscription agreement; and
     -    deliver a check or certified funds to us for acceptance or rejection.

All checks for subscriptions  must be made payable to "Vetro,  Inc." The Company
will deliver stock certificates attributable to shares of common stock purchased
directly to the purchasers.

RIGHT TO REJECT SUBSCRIPTIONS

We have the right to accept or reject subscriptions in whole or in part, for any
reason or for no reason. All monies from rejected subscriptions will be returned
immediately  by  us  to  the   subscriber,   without   interest  or  deductions.
Subscriptions  for  securities  will be accepted or rejected with letter by mail
within 48 hours after we receive them.

                                       29

                            DESCRIPTION OF SECURITIES

GENERAL


Our authorized  capital stock consists of 75,000,000 shares of common stock, par
value $0.001 per share. As of August 7, 2013, there were 8,000,000 shares of our
common  stock  issued  and  outstanding   those  were  held  by  one  registered
stockholder of record and no shares of preferred  stock issued and  outstanding.
Our sole officer and director, Tatiana Fumioka owns 8,000,000.


COMMON STOCK

The following is a summary of the material  rights and  restrictions  associated
with our common stock.

The  holders of our common  stock  currently  have (i) equal  ratable  rights to
dividends from funds legally  available  therefore,  when, as and if declared by
the Board of Directors of the Company; (ii) are entitled to share ratably in all
of the assets of the Company  available  for  distribution  to holders of common
stock upon liquidation,  dissolution or winding up of the affairs of the Company
(iii) do not have preemptive, subscription or conversion rights and there are no
redemption or sinking fund provisions or rights applicable thereto; and (iv) are
entitled  to one  non-cumulative  vote per share on all  matters on which  stock
holders may vote.  Please  refer to the  Company's  Articles  of  Incorporation,
Bylaws and the  applicable  statutes of the State of Nevada for a more  complete
description  of  the  rights  and   liabilities  of  holders  of  the  Company's
securities.

PREFERRED STOCK

We do not have an authorized class of preferred stock.

WARRANTS

We have not issued and do not have any  outstanding  warrants to purchase shares
of our common stock.

OPTIONS

We have not issued and do not have any outstanding options to purchase shares of
our common stock.

CONVERTIBLE SECURITIES

We have not issued and do not have any outstanding  securities  convertible into
shares of our common stock or any rights convertible or exchangeable into shares
of our common stock.

DIVIDEND POLICY

We have  never  declared  or paid any cash  dividends  on our common  stock.  We
currently intend to retain future earnings,  if any, to finance the expansion of
our business. As a result, we do not anticipate paying any cash dividends in the
foreseeable future.

                                INDEMNIFICATION

Under our  Articles  of  Incorporation  and  Bylaws of the  corporation,  we may
indemnify  an  officer  or  director  who is  made a  party  to any  proceeding,
including a lawsuit, because of his position, if he acted in good faith and in a
manner  he  reasonably  believed  to be in our  best  interest.  We may  advance
expenses  incurred in defending a proceeding.  To the extent that the officer or
director is  successful  on the merits in a  proceeding  as to which he is to be
indemnified,  we must  indemnify  him against all expenses  incurred,  including
attorney's fees. With respect to a derivative action, indemnity may be made only
for expenses actually and reasonably  incurred in defending the proceeding,  and
if the  officer  or  director  is  judged  liable,  only by a court  order.  The
indemnification is intended to be to the fullest extent permitted by the laws of
the State of Nevada.

                                       30

Regarding  indemnification  for liabilities  arising under the Securities Act of
1933,  which may be permitted to directors or officers  under Nevada law, we are
informed  that,  in the  opinion  of the  Securities  and  Exchange  Commission,
indemnification  is  against  public  policy,  as  expressed  in the Act and is,
therefore, unenforceable.

                     INTERESTS OF NAMED EXPERTS AND COUNSEL

No expert or counsel named in this  prospectus  as having  prepared or certified
any part of this  Prospectus or having given an opinion upon the validity of the
securities  being  registered or upon other legal matters in connection with the
registration  or offering  of the common  stock was  employed  on a  contingency
basis, or had, or is to receive, in connection with the offering,  a substantial
interest  directly  or  indirectly,  in the  Company  or any of its  parents  or
subsidiaries.  Nor was any such person connected with Vetro,  Inc. or any of its
parents or subsidiaries as a promoter, managing or principal underwriter, voting
trustee, director, officer, or employee.

                                     EXPERTS

Thomas J. Harris,  CPA, our independent  registered  public accounting firm, has
audited our financial  statements  included in this prospectus and  registration
statement  to the extent and for the periods  set forth in their  audit  report.
Thomas J.  Harris,  CPA has  presented  its report  with  respect to our audited
financial statements.

                                  LEGAL MATTERS

Thomas E. Puzzo,  Esq.  has opined on the validity of the shares of common stock
being offered hereby.

                              AVAILABLE INFORMATION

We have not previously  been required to comply with the reporting  requirements
of the  Securities  Exchange  Act.  We have  filed  with the SEC a  registration
statement on Form S-1 to register the securities offered by this prospectus. For
future  information  about us and the securities  offered under this prospectus,
you may refer to the registration  statement and to the exhibits filed as a part
of the  registration  statement.  In addition,  after the effective date of this
prospectus,  we will be required to file annual,  quarterly and current reports,
or other  information  with the SEC as provided by the Securities  Exchange Act.
You may read and copy any reports,  statements or other  information  we file at
the SEC's public reference facility maintained by the SEC at 100 F Street, N.E.,
Washington,  D.C. 20549. Our SEC filings are available to the public through the
SEC Internet site at www.sec.gov.

                CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
                       ACCOUNTING AND FINANCIAL DISCLOSURE

We have had no  changes  in or  disagreements  with our  independent  registered
public accountant.

                              FINANCIAL STATEMENTS

Our fiscal year end is February 28. We will provide audited financial statements
to our  stockholders  on an annual basis;  the statements will be prepared by us
and audited by Thomas J. Harris, CPA.

Our  financial  statements  from  inception to February  28,  2013,  immediately
follow:

                                       31

                          INDEX TO FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm                    F-1

Financial Statements

  Balance Sheet - February 28, 2013                                        F-2

  Statement of Operations - August 15, 2012 (inception) through
  February 28, 2013                                                        F-3

  Statement of Stockholders' Equity -  August 15, 2012 (inception)
  through February 28, 2013                                                F-4

  Statement of Cash Flows -  August 15, 2012 (inception) through
  February 28, 2013                                                        F-5

Notes to Financial Statements                                              F-6

                                       31

                                THOMAS J. HARRIS
                           CERTIFIED PUBLIC ACCOUNTANT
                          3901 STONE WAY N., SUITE 202
                                SEATTLE, WA 98103
                                  206.547.6050


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors
Vetro, Inc.

We have audited the  accompanying  balance sheet of Vetro,  Inc. (A  Development
Stage  Company)  as  of  February  28,  2013,  and  the  related  statements  of
operations,  stockholders'  equity and cash flows for the period then ended, and
the period August 15, 2012  (inception)  to February 28, 2013.  These  financial
statements   are  the   responsibility   of  the   Company's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audit.

We conducted our audits in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements  are free of material  misstatement.  The company is not  required to
have,  nor were we engaged to perform,  an audit of its  internal  control  over
financial reporting.  Our audit included  consideration of internal control over
financial  reporting  as  a  basis  for  designing  audit  procedures  that  are
appropriate  in the  circumstances,  but not for the  purpose of  expressing  an
opinion on the  effectiveness  of the company's  internal control over financial
reporting.  Accordingly,  we express  no such  opinion.  An audit also  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial   statements,   assessing  the  accounting  principles  used  and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of Vetro,  Inc. (A  Development
Stage  Company) as of February  28, 2013 and the results of its  operations  and
cash  flows for the  periods  then ended and August  15,  2012  (inception),  to
February 28, 2013 in conformity with generally accepted accounting principles in
the United States of America.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue as a going  concern.  As  discussed  in Note #1 to the  financial
statements,  the company has had significant operating losses; a working capital
deficiency  and its need for new  capital  raise  substantial  doubt  about  its
ability to continue  as a going  concern.  Management's  plan in regard to these
matters is also  described in Note #1. The  financial  statements do not include
any adjustments that might result from the outcome of this uncertainty.


/s/ Thomas J. Harris
--------------------
Seattle, Washington
March 22, 2013

                                      F-1

VETRO, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET

                                                                    February 28,
                                                                       2013
                                                                     --------
                                     ASSETS
Current Assets
  Cash                                                               $  8,136
                                                                     --------
      Total current assets                                              8,136
                                                                     --------

Total assets                                                         $  8,136
                                                                     ========
                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current  Liabilities
  Loan from shareholder                                              $    317
                                                                     --------
      Total current liabilities                                           317
                                                                     --------

Total liabilities                                                         317
                                                                     --------
Stockholders' Equity
  Common stock, $0.001 par value, 75,000,000 shares authorized;
   8,000,000 shares issued and outstanding                              8,000
  Additional paid-in-capital                                               --
  Deficit accumulated during the development stage                       (181)
                                                                     --------
Total stockholders' equity                                              7,819
                                                                     --------

Total liabilities and stockholders' equity                           $  8,136
                                                                     ========


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

                                      F-2

VETRO, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS

                                                                For the period
                                                                from inception
                                                            (August 15, 2012) to
                                                              February 28, 2013
                                                              -----------------

Revenues                                                          $       --
Cost of revenue                                                           --
                                                                  ----------
Gross profit                                                              --
Operating expenses                                                       181
                                                                  ----------
Loss before income tax                                                  (181)
                                                                  ----------
Income taxes                                                              --
                                                                  ----------

Net loss                                                          $     (181)
                                                                  ==========

Loss per share - Basic and Diluted                                $    (0.00)
                                                                  ==========
Weighted Average Shares-Basic and Diluted                          4,121,212
                                                                  ==========


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

                                      F-3

VETRO, INC.
A DEVELOPMENT STAGE COMPANY)
STATEMENT OF STOCKHOLDERS' EQUITY



                                                                                     Deficit
                                                                                   Accumulated
                                      Number of                     Additional       During
                                       Common                         Paid-in      Development
                                       Shares           Amount        Capital         Stage         Total
                                       ------           ------        -------         -----         -----
                                                                                   
Balance at inception                         --       $     --       $     --       $     --      $     --

Common shares issued for cash at
 $0.001 on November 19, 2012          8,000,000          8,000             --             --         8,000

Net loss                                                                                (181)         (181)
                                     ----------       --------       --------       --------      --------

Balance as of February 28, 2013       8,000,000       $  8,000       $     --       $   (181)     $  7,819
                                     ==========       ========       ========       ========      ========



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

                                      F-4

VETRO, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS

                                                                For the period
                                                                from inception
                                                            (August 15, 2012) to
                                                              February 28, 2013
                                                              -----------------
Operating Activities
  Net loss                                                        $   (181)
                                                                  --------
      Net cash used in operating activities                           (181)
                                                                  --------
Financing Activities
  Proceeds from issuance of common stock                             8,000
  Proceeds from loan from shareholder                                  317
                                                                  --------
      Net cash provided by financing activities                      8,317
                                                                  --------

Net increase in cash                                                 8,136

Cash at beginning of the period                                         --
                                                                  --------

Cash at end of the period                                         $  8,136
                                                                  ========
Supplemental cash flow information:

Cash paid for:
  Interest                                                        $     --
                                                                  ========
  Taxes                                                           $     --
                                                                  ========


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

                                      F-5

                                   VETRO, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                FEBRUARY 28, 2013

NOTE 1 - ORGANIZATION AND BUSINESS OPERATIONS

Organization and Description of Business
VETRO,  INC. (the  "Company")  was  incorporated  under the laws of the State of
Nevada on August 15,  2012 and  intends to sell  crepes in Czech  Republic.  The
interim  financial  statements  include all adjustments  that, in the opinion of
management,  are  necessary  in  order  to make  the  financial  statements  not
misleading.The  Company is in the  development  stage as defined under Financial
Accounting  Standards Board ("FASB") Accounting  Standards  Codification ("ASC")
915-205 "Development-Stage  Entities." Since inception through February 28, 2013
the Company has not generated any revenue and has accumulated losses of $181.

Going Concern
The  financial  statements  have been  prepared on a going  concern  basis which
assumes  the  Company  will be able to  realize  its assets  and  discharge  its
liabilities  in the normal course of business for the  foreseeable  future.  The
Company has incurred losses since inception  resulting in an accumulated deficit
of $181 as of  February  28,  2013 and  further  losses are  anticipated  in the
development of its business which raises  substantial  doubt about the Company's
ability to  continue  as a going  concern.  The  ability to  continue as a going
concern is dependent upon the Company  generating  profitable  operations in the
future  and/or to obtain the  necessary  financing to meet its  obligations  and
repay its  liabilities  arising from normal  business  operations when they come
due.  Management  intends to finance operating costs over the next twelve months
with existing cash on hand and loans from directors and/or private  placement of
common stock. These financial statements do not include any adjustments relating
to the recoverability  and classification of recorded asset amounts,  or amounts
and classification of liabilities that might result from this uncertainty.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation
The  accompanying  financial  statements  have been prepared in accordance  with
generally accepted  accounting  principles ("GAAP") as promulgated in the United
States of America.

Cash and Cash Equivalents
For purposes of the  statement of cash flows,  the Company  considers all highly
liquid  instruments  purchased with an original maturity of three months or less
to be cash equivalents.

The Company's bank accounts are deposited in insured institutions. The funds are
insured up to $250,000. At February 28, 2013 the Company's bank deposits did not
exceed the insured amounts.

                                      F-6

Basic and Diluted Income (Loss) Per Share
The Company computes loss per share in accordance with "ASC-260", "Earnings
per Share" which requires  presentation  of both basic and diluted  earnings per
share  on the face of the  statement  of  operations.  Basic  loss per  share is
computed by dividing net loss available to common  shareholders  by the weighted
average number of outstanding common shares during the period.  Diluted loss per
share gives effect to all dilutive  potential common shares  outstanding  during
the period.  Dilutive  loss per share  excludes all  potential  common shares if
their effect is anti-dilutive.

Income Taxes
The Company follows the liability  method of accounting for income taxes.  Under
this method,  deferred  income tax assets and liabilities are recognized for the
estimated tax  consequences  attributable  to differences  between the financial
statement  carrying  values and their  respective  income  tax basis  (temporary
differences).  The effect on  deferred  income tax assets and  liabilities  of a
change in tax rates is  recognized  in income in the period  that  includes  the
enactment date.

Advertising Costs
The  Company's  policy  regarding  advertising  is to expense  advertising  when
incurred. The Company incurred advertising expense of $0 during the period ended
February 28, 2013.

Recent Accounting Pronouncements
The  FASB  issued  Accounting  Standards  Update  (ASU)  No.2012-02  Intangibles
Goodwill and Other (Topic 350): Testing  Indefinite-Lived  Intangible Assets for
Impairment,  on July 27,  2012,  to simplify  the testing for a drop in value of
intangible  assets such as trademarks,  patents,  and distribution  rights.  The
amended standard reduces the cost of accounting for indefinite-lived  intangible
assets,  especially  in cases where the  likelihood  of  impairment  is low. The
changes  permit  businesses  and other  organizations  to first  use  subjective
criteria to determine if an intangible  asset has lost value.  The amendments to
U.S. GAAP will be effective for fiscal years starting after  September 15, 2012.
Early  adoption is permitted.  The adoption of this ASU will not have a material
impact on our financial statements.

Fair Value of Financial Instruments

FASB ASC 820 "Fair Value Measurements and Disclosures"  establishes a three-tier
fair value hierarchy,  which prioritizes the inputs in measuring fair value. The
hierarchy  prioritizes the inputs into three levels based on the extent to which
inputs used in measuring fair value are observable in the market.

These tiers include:

Level 1: defined as observable inputs such as quoted prices in active markets;

Level 2: defined as inputs other than quoted  prices in active  markets that are
either directly or indirectly  observable;  and

                                      F-7

Level 3:  defined  as  unobservable  inputs in which  little  or no market  data
exists, therefore requiring an entity to develop its own assumptions.

The  carrying  amounts of  financial  assets and  liabilities,  such as cash and
accrued liabilities  approximate their fair values because of the short maturity
of these instruments.

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 the financial  statements and the
reported  amount of revenues and expenses  during the reporting  period.  Actual
results could differ from those estimates.

NOTE 3 - COMMON STOCK

The Company has 75,000,000  common shares  authorized with a par value of $0.001
per share.  On November 19, 2012,  the Company  issued  8,000,000  shares of its
common stock at $0.001 per share for total proceeds of $8,000. During the period
August 15, 2012  (inception)  to February 28, 2013,  the Company sold a total of
8,000,000 shares of common stock for total cash proceeds of $8,000.

NOTE 4 - RELATED PARTY TRANSACTIONS

Since inception  through  February 28, 2013 the Director loaned the Company $317
to pay for incorporation costs and bank expenses. As of February 28, 2013, total
loan  amount was $317.  The loan is  non-interest  bearing,  due upon demand and
unsecured.

NOTE 5 - SUBSEQUENT EVENTS

In  accordance  with  ASC  855-10,  the  Company  has  analyzed  its  operations
subsequent  to February  28, 2013 to the date these  financial  statements  were
issued, and has determined that it does not have any material  subsequent events
to disclose in these financial statements.

                                      F-8

VETRO, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS



                                                                          May 31,         February 28,
                                                                           2013               2013
                                                                         --------           --------
                                                                        (Unaudited)
                                                                                      
                                     ASSETS

Current Assets
  Cash                                                                   $  4,076           $  8,136
                                                                         --------           --------
      Total current assets                                                  4,076              8,136
                                                                         --------           --------

Total assets                                                             $  4,076           $  8,136
                                                                         ========           ========
                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current  Liabilities
  Loan from shareholder                                                  $    317           $    317
                                                                         --------           --------
      Total current liabilities                                               317                317
                                                                         --------           --------

Total liabilities                                                             317                317
                                                                         --------           --------
Stockholders' Equity
  Common stock, $0.001 par value, 75,000,000 shares authorized;
   8,000,000 shares issued and outstanding                                  8,000              8,000
  Additional paid-in-capital                                                   --                 --
  Deficit accumulated during the development stage                         (4,241)              (181)
                                                                         --------           --------
Total stockholders' equity                                                  3,759              7,819
                                                                         --------           --------

Total liabilities and stockholders' equity                               $  4,076           $  8,136
                                                                         ========           ========



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

                                      F-9

VETRO, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
(Unaudited)



                                                                       For the period
                                                  Three months         from inception
                                                     ended          (August 15, 2012) to
                                                     May 31,              May 31,
                                                      2013                 2013
                                                   ----------           ----------
                                                                  
Revenues                                           $       --           $       --
Cost of revenue                                            --                   --
                                                   ----------           ----------
Gross profit                                               --                   --
Operating expenses                                      4,060                4,241
                                                   ----------           ----------
Loss before income tax                                 (4,060)              (4,241)
                                                   ----------           ----------
Income taxes                                               --                   --
                                                   ----------           ----------

Net loss                                           $   (4,060)          $   (4,241)
                                                   ==========           ==========

Loss per share - Basic and Diluted                 $    (0.00)
                                                   ==========

Weighted Average Shares-Basic and Diluted           8,000,000
                                                   ==========



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

                                      F-10

VETRO, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(Unaudited)



                                                                       For the period
                                                  Three months         from inception
                                                     ended          (August 15, 2012) to
                                                     May 31,              May 31,
                                                      2013                 2013
                                                   ----------           ----------
                                                                  
Operating Activities
  Net loss                                         $  (4,060)           $  (4,241)
                                                   ---------            ---------
      Net cash used in operating activities           (4,060)              (4,241)
                                                   ---------            ---------
Financing Activities
  Proceeds from issuance of common stock                  --                8,000
  Proceeds from loan from shareholder                     --                  317
                                                   ---------            ---------
      Net cash provided by financing activities           --                8,317
                                                   ---------            ---------

Net increase (decrease) in cash                       (4,060)               4,076

Cash at beginning of the period                        8,136                   --
                                                   ---------            ---------

Cash at end of the period                          $   4,076            $   4,076
                                                   =========            =========
Supplemental cash flow information:

Cash paid for:
  Interest                                         $      --            $      --
                                                   =========            =========
  Taxes                                            $      --            $      --
                                                   =========            =========


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

                                      F-11

                                   VETRO, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                  MAY 31, 2013
                                   (Unaudited)


NOTE 1 - ORGANIZATION AND BUSINESS OPERATIONS

Organization and Description of Business
VETRO,  INC. (the  "Company")  was  incorporated  under the laws of the State of
Nevada on August 15,  2012 and  intends to sell  crepes in Czech  Republic.  The
Company  is in the  development  stage as  defined  under  Financial  Accounting
Standards  Board ("FASB")  Accounting  Standards  Codification  ("ASC")  915-205
"Development-Stage  Entities." Since inception  through May 31, 2013 the Company
has not generated any revenue and has accumulated  losses of $4,241. The interim
financial statements include all adjustments that, in the opinion of management,
are necessary in order to make the financial statements not misleading.

Going Concern
The  financial  statements  have been  prepared on a going  concern  basis which
assumes  the  Company  will be able to  realize  its assets  and  discharge  its
liabilities  in the normal course of business for the  foreseeable  future.  The
Company has incurred losses since inception  resulting in an accumulated deficit
of  $4,241  as of May  31,  2013  and  further  losses  are  anticipated  in the
development of its business which raises  substantial  doubt about the Company's
ability to  continue  as a going  concern.  The  ability to  continue as a going
concern is dependent upon the Company  generating  profitable  operations in the
future  and/or to obtain the  necessary  financing to meet its  obligations  and
repay its  liabilities  arising from normal  business  operations when they come
due.  Management  intends to finance operating costs over the next twelve months
with existing cash on hand and loans from directors and/or private  placement of
common stock. These financial statements do not include any adjustments relating
to the recoverability  and classification of recorded asset amounts,  or amounts
and classification of liabilities that might result from this uncertainty.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation
The  accompanying  financial  statements  have been prepared in accordance  with
generally accepted  accounting  principles ("GAAP") as promulgated in the United
States of America.

Cash and Cash Equivalents
For purposes of the  statement of cash flows,  the Company  considers all highly
liquid  instruments  purchased with an original maturity of three months or less
to be cash equivalents.

The Company's bank accounts are deposited in insured institutions. The funds are
insured up to  $250,000.  At May 31, 2013 the  Company's  bank  deposits did not
exceed the insured amounts.

                                      F-12

Basic and Diluted Income (Loss) Per Share
The Company computes loss per share in accordance with "ASC-260", "Earnings
per Share" which requires  presentation  of both basic and diluted  earnings per
share  on the face of the  statement  of  operations.  Basic  loss per  share is
computed by dividing net loss available to common  shareholders  by the weighted
average number of outstanding common shares during the period.  Diluted loss per
share gives effect to all dilutive  potential common shares  outstanding  during
the period.  Dilutive  loss per share  excludes all  potential  common shares if
their effect is anti-dilutive.

Income Taxes
The Company follows the liability  method of accounting for income taxes.  Under
this method,  deferred  income tax assets and liabilities are recognized for the
estimated tax  consequences  attributable  to differences  between the financial
statement  carrying  values and their  respective  income  tax basis  (temporary
differences).  The effect on  deferred  income tax assets and  liabilities  of a
change in tax rates is  recognized  in income in the period  that  includes  the
enactment date.

Advertising Costs
The  Company's  policy  regarding  advertising  is to expense  advertising  when
incurred. The Company incurred advertising expense of $0 during the period ended
May 31, 2013.

Recent Accounting Pronouncements
The  FASB  issued  Accounting  Standards  Update  (ASU)  No.2012-02  Intangibles
Goodwill and Other (Topic 350): Testing  Indefinite-Lived  Intangible Assets for
Impairment,  on July 27,  2012,  to simplify  the testing for a drop in value of
intangible  assets such as trademarks,  patents,  and distribution  rights.  The
amended standard reduces the cost of accounting for indefinite-lived  intangible
assets,  especially  in cases where the  likelihood  of  impairment  is low. The
changes  permit  businesses  and other  organizations  to first  use  subjective
criteria to determine if an intangible  asset has lost value.  The amendments to
U.S. GAAP will be effective for fiscal years starting after  September 15, 2012.
Early  adoption is permitted.  The adoption of this ASU will not have a material
impact on our financial statements.

Fair Value of Financial Instruments

FASB ASC 820 "Fair Value Measurements and Disclosures"  establishes a three-tier
fair value hierarchy,  which prioritizes the inputs in measuring fair value. The
hierarchy  prioritizes the inputs into three levels based on the extent to which
inputs used in measuring fair value are observable in the market.

These tiers include:

Level 1: defined as observable inputs such as quoted prices in active markets;

                                      F-13

Level 2: defined as inputs other than quoted  prices in active  markets that are
either directly or indirectly  observable;  and

Level 3:  defined  as  unobservable  inputs in which  little  or no market  data
exists, therefore requiring an entity to develop its own assumptions.

The  carrying  amounts of  financial  assets and  liabilities,  such as cash and
accrued liabilities  approximate their fair values because of the short maturity
of these instruments.

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 the financial  statements and the
reported  amount of revenues and expenses  during the reporting  period.  Actual
results could differ from those estimates.

NOTE 3 - COMMON STOCK

The Company has 75,000,000  common shares  authorized with a par value of $0.001
per share.  On November 19, 2012,  the Company  issued  8,000,000  shares of its
common stock at $0.001 per share for total proceeds of $8,000. During the period
August 15, 2012  (inception)  to February 28, 2013,  the Company sold a total of
8,000,000 shares of common stock for total cash proceeds of $8,000.

NOTE 4 - RELATED PARTY TRANSACTIONS

Since inception through May 31, 2013 the Director loaned the Company $317 to pay
for incorporation costs and bank expenses. As of May 31, 2013, total loan amount
was $317. The loan is non-interest bearing, due upon demand and unsecured.

NOTE 5 - SUBSEQUENT EVENTS

In  accordance  with  ASC  855-10,  the  Company  has  analyzed  its  operations
subsequent to May 31, 2013 to the date these  financial  statements were issued,
and has  determined  that it does not have any  material  subsequent  events  to
disclose in these financial statements.

                                      F-14

                                   PROSPECTUS

                        8,000,000 SHARES OF COMMON STOCK

                                   VETRO, INC.

                      DEALER PROSPECTUS DELIVERY OBLIGATION

UNTIL  _____________  ___, 20___, ALL DEALERS THAT EFFECT  TRANSACTIONS IN THESE
SECURITIES  WHETHER OR NOT  PARTICIPATING  IN THIS OFFERING,  MAY BE REQUIRED TO
DELIVER A PROSPECTUS.  THIS IS IN ADDITION TO THE DEALERS' OBLIGATION TO DELIVER
A  PROSPECTUS  WHEN  ACTING AS  UNDERWRITERS  AND WITH  RESPECT TO THEIR  UNSOLD
ALLOTMENTS OR SUBSCRIPTIONS.


                                     PART II

                   INFORMATION NOT REQUIRED IN THE PROSPECTUS

ITEM 13. OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION

The  estimated  costs  (assuming  all shares are sold) of this  offering  are as
follows:

       SEC Registration Fee                                    $    10.91
       Auditor Fees and Expenses                               $ 3,500.00
       Legal Fees and Expenses                                 $ 2,000.00
       EDGAR fees                                              $ 1,000.00
       Transfer Agent Fees                                     $ 1,500.00
                                                               ----------
       TOTAL                                                   $ 8,010.91
                                                               ==========

(1) All amounts are estimates, other than the SEC's registration fee.

ITEM 14. INDEMNIFICATION OF DIRECTOR AND OFFICERS

Vetro,  Inc.'s  Bylaws  allow  for the  indemnification  of the  officer  and/or
director  in  regards  each such  person  carrying  out the duties of his or her
office.   The  Board  of  Directors  will  make   determination   regarding  the
indemnification  of the  director,  officer or employee  as is proper  under the
circumstances  if he has met the applicable  standard of conduct set forth under
the Nevada Revised Statutes.

As to indemnification  for liabilities arising under the Securities Act of 1933,
as amended,  for a director,  officer and/or person  controlling Vetro, Inc., we
have been informed that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy and unenforceable.

ITEM 15. RECENT SALES OF UNREGISTERED SECURITIES

Since inception,  the Registrant has sold the following securities that were not
registered under the Securities Act of 1933, as amended.

Name and Address                     Date              Shares      Consideration
----------------                     ----              ------      -------------

Tatiana Fumioka                November 19, 2012     8,000,000       $8,000.00
Jicinska, 2285/4
Prague, Czech Republic 13000

We issued the  foregoing  restricted  shares of common stock to our sole officer
and director  pursuant to Section 4(2) of the  Securities  Act of 1933.  He is a
sophisticated  investor, is our sole officer and director,  and is in possession
of all material information relating to us. Further, no commissions were paid to
anyone in connection  with the sale of the shares and general  solicitation  was
not made to anyone.

                                      II-1

ITEM 16. EXHIBITS


Exhibit
Number                    Description of Exhibit
------                    ----------------------

  3.1            Articles of Incorporation of the Registrant *
  3.2            Bylaws of the Registrant *
  5.1            Opinion of Thomas E. Puzzo, Esq. *
 10.1            Lease agreement, dated April 17, 2013*
 10.2            Form of subscription agreement *
 23.1            Consent of Thomas J. Harris, CPA
 23.2            Consent of Thomas E. Puzzo, Esq. (contained in exhibit 5.1) *


----------
*  Previously filed


ITEM 17. UNDERTAKINGS

The undersigned Registrant hereby undertakes:

     (a)(1) To file,  during any period in which  offers or sales of  securities
are being made, a post-effective amendment to this registration statement to:

     (i)  Include any prospectus  required by Section 10(a)(3) of the Securities
          Act of 1933;

     (ii)To reflect  in the  prospectus  any facts or events  arising  after the
          effective  date of the  registration  statement  (or the  most  recent
          post-effective  amendment  thereof)  which,  individually  or  in  the
          aggregate, represent a fundamental change in the information set forth
          in the  registration  statement.  Notwithstanding  the foregoing,  any
          increase  or decrease  in volume of  securities  offered (if the total
          dollar  value of  securities  offered  would not exceed that which was
          registered)  and  any  deviation  from  the  low  or  high  end of the
          estimated  maximum  offering  range  may be  reflected  in the form of
          prospectus   filed  with  the  Commission   pursuant  to  Rule  117(b)
          (ss.230.117(b)  of this chapter) if, in the aggregate,  the changes in
          volume  and price  represent  no more than 20%  change in the  maximum
          aggregate offering price set forth in the "Calculation of Registration
          Fee" table in the effective registration statement.

     (iii)To  include  any  material  information  with  respect  to the plan of
          distribution not previously disclosed in the registration statement or
          any material change to such information in the registration statement;

     (2) That, for the purpose of determining any liability under the Securities
Act of 1933,  each  such  post-effective  amendment  shall be deemed to be a new
registration  statement  relating to the  securities  offered  therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

     (3) To remove from registration by means of a post-effective  amendment any
of the securities being registered which remain unsold at the termination of the
offering.

     (4) That, for the purpose of determining liability under the Securities Act
of 1933 to any purchaser:

     (i)Ifthe  registrant  is  subject  to  Rule  430C,  each  prospectus  filed
          pursuant to Rule 117(b) as part of a registration  statement  relating
          to an offering,  other than  registration  statements  relying on Rule
          430B or other than prospectuses  filed in reliance on Rule 430A, shall
          be deemed to be part of and included in the registration  statement as
          of the date it is first used after effectiveness.  Provided,  however,
          that no statement made in a registration  statement or prospectus that
          is  part  of  the  registration   statement  or  made  in  a  document
          incorporated or deemed incorporated by reference into the registration
          statement or  prospectus  that is part of the  registration  statement
          will, as to a purchaser  with a time of contract of sale prior to such

                                      II-2

          first  use,  supersede  or modify any  statement  that was made in the
          registration statement or prospectus that was part of the registration
          statement or made in any such document  immediately prior to such date
          of first use.

     (5) That, for the purpose of determining  liability of the registrant under
the Securities Act of 1933 to any purchaser in the initial  distribution  of the
securities:  The undersigned registrant undertakes that in a primary offering of
securities  of  the  undersigned   registrant   pursuant  to  this  registration
statement,  regardless of the underwriting method used to sell the securities to
the purchaser,  if the securities are offered or sold to such purchaser by means
of any of the following  communications,  the  undersigned  registrant will be a
seller to the purchaser and will be considered to offer or sell such  securities
to such purchaser:

     (i)  Any preliminary prospectus or prospectus of the undersigned registrant
          relating to the offering required to be filed pursuant to Rule 117;

     (ii) Any free writing prospectus relating to the offering prepared by or on
          behalf of the  undersigned  registrant  or used or  referred to by the
          undersigned registrant;

     (iii)The  portion  of any other free  writing  prospectus  relating  to the
          offering  containing   material   information  about  the  undersigned
          registrant  or  our  securities  provided  by  or  on  behalf  of  the
          undersigned registrant; and

     (iv) Any other  communication  that is an offer in the offering made by the
          undersigned  registrant to the purchaser.  Insofar as  indemnification
          for  liabilities  arising under the Securities Act of 1933 (the "Act")
          may be permitted to our directors,  officers and  controlling  persons
          pursuant to the provisions  above, or otherwise,  we have been advised
          that in the opinion of the SEC such  indemnification is against public
          policy  as  expressed  in  the  Securities  Act,  and  is,  therefore,
          unenforceable.

In the event that a claim for  indemnification  against such liabilities,  other
than the  payment by us of expenses  incurred  or paid by one of our  directors,
officers,  or controlling  persons in the successful defense of any action, suit
or  proceeding,  is asserted by one of our directors,  officers,  or controlling
persons in connection with the securities being  registered,  we will, unless in
the opinion of our counsel the matter has been settled by controlling precedent,
submit  to a  court  of  appropriate  jurisdiction  the  question  whether  such
indemnification is against public policy as expressed in the Securities Act, and
we will be governed by the final adjudication of such issue.

                                      II-3

                                   SIGNATURES


Pursuant to the  requirements  of the Securities Act of 1933, the registrant has
duly  caused  this  registration  statement  to be signed  on its  behalf by the
undersigned,  thereunto duly authorized in the City of Prague, Czech Republic on
August 7, 2013.

                                      VETRO, INC.

                                      By: /s/ Tatiana Fumioka
                                         ---------------------------------------
                                      Name:  Tatiana Fumioka
                                      Title: President, Treasurer and Secretary
                                             (Principal Executive, Financial and
                                             Accounting Officer)

In  accordance  with  the  requirements  of the  Securities  Act of  1933,  this
registration statement was signed by the following persons in the capacities and
on the dates stated.


     Signature                            Title                       Date
     ---------                            -----                       ----


/s/ Tatiana Fumioka       President, Treasurer, Secretary and     August 7, 2013
------------------------- Director (Principal Executive,
Tatiana Fumioka           Financial and Accounting Officer)




                                      II-4

                                 EXHIBIT INDEX


Exhibit
Number                        Description of Exhibit
------                        ----------------------

  3.1           Articles of Incorporation of the Registrant *
  3.2           Bylaws of the Registrant *
  5.1           Opinion of Thomas E. Puzzo, Esq. *
 10.1           Lease agreement, dated April 17, 2013*
 10.2           Form of subscription agreement *
 23.1           Consent of Thomas J. Harris, CPA
 23.2           Consent of Thomas E. Puzzo, Esq. (contained in exhibit 5.1) *


----------
*  Previously filed