[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2015

[  ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934

For the transition period from ______ to _______

Commission File Number: 000-53698

TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION

(Name of small business issuer in its charter)

Chase Bank Building

150 SE 2nd Ave, Suite 403

Miami, Florida 33131

(Address of principal executive offices)

(800) 670-0448

(Registrant’s telephone number)

18851 N.E. 29^th Avenue, Suite 700,

Aventura, Florida 33180

(Former Address of Principal Executive Offices)

Copy of all Communications to:

Law Office of Andrew Coldicutt

1220 Rosecrans Street, PMB 258

San Diego, CA 92106

Phone: 619-228-4970

Info@ColdicuttLaw.com

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes [X]   No [   ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes [X]   No [   ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [   ]  No [X]

As of May 13, 2015, there were 50,798,563 shares of the registrant’s $0.001 par value common stock issued and outstanding.

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TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION*

TABLE OF CONTENTS

Special Note Regarding Forward-Looking Statements

Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”). This information may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Technology Applications International Corporation (the “Company”), to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that these projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied by the forward-looking statements as a result of various factors. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.

*Please note that throughout this Quarterly Report, and unless otherwise noted, the words "we,"”TAIC,” “NUUU,” “Renuell Int’l,” “Rejuvel Int’l Inc.,” “NueEarth, Inc.,” "our," "us," the "Company," refers to Technology Applications International Corporation.

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ITEM 1. FINANCIAL STATEMENTS

TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION

Condensed Consolidated Financial Statements

(Expressed in US dollars)

March 31, 2015 (unaudited)

Financial Statement Index

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

5

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

6

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

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1.  Nature of Operations and Basis of Presentation

Nature of Operations

Technology Applications International Corporation (“Technology”) was incorporated on October 14, 2009 under the laws of Florida.  Rejuvel Int’l, Inc. and NueEarth, Inc., Technology’s wholly owned subsidiaries and Technology, collectively, are referred to here-in as the “Company”.  The Company is engaged in developing market entry technology products and services into early and mainstream technology products and services.  Through our subsidiaries, we are focused on developing and manufacturing a line of technologically advanced skin care products and providing environmental management solutions that use electron particle accelerator technology.

The consolidated financial statements include the accounts of Technology Applications International Corporation and its wholly owned subsidiaries, Rejuvel Int’l, Inc. and NueEarth, Inc.  All significant inter-company accounts and transactions have been eliminated in consolidation.

Basis of Presentation and Going Concern Considerations

The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements.  In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included.  Operating results for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2015.

For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014.

The accompanying financial statements have been presented on the basis that it is a going concern which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.  The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs.  The Company’s ability to continue as a going concern is highly dependent upon management’s ability to increase near-term operating cash flows and obtain additional working capital through the issuance of debt and or equity.  If the Company is unable to obtain adequate capital, it could be forced to cease operations.

These consolidated financial statements present the financial condition, and results of operations and cash flows of the operating companies.

Development Stage Risk

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Since its inception, the Company has been dependent upon the receipt of capital investment to fund its operating activities.  In addition to the normal risks associated with a new business venture, there can be no assurance that the Company’s business plans will be successfully executed.  The Company’s ability to execute its business plans is dependent on its ability to obtain additional debt and equity financing and achieving a profitable level of operations.  There can be no assurance that sufficient financing will be obtained or that we will achieve a profitable level of operations.

Recent Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies that are adopted by us as of the specified effective date.  Unless otherwise discussed, we believe that the impact of recently issued standards that are not yet effective will not have a material impact on our consolidated financial position or results of operations upon adoption.

2.  Inventories

Inventories are stated at the lower of cost or market value.  The Company reduces the value of its inventories to market value when the value is believed to be less than the cost of the item.

No reserves for inventory have been deemed necessary at March 31, 2015 and December 31, 2014.

3.  Machinery and Equipment

Machinery and equipment are recorded at cost.  Expenditures for maintenance and repairs are charged to earnings as incurred whereas additions, renewals and betterments are capitalized.  When machinery and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations.  Depreciation of machinery and equipment is provided using the straight-line method over the assets estimated useful lives of approximately 5 to 7 years.  Leasehold improvements, if any, are amortized on a straight-line basis over the term of the lease or the estimated useful lives, whichever is shorter.

Machinery and equipment, as of March 31, 2015 and December 31, 2014, consisted of the following:

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Depreciation expense for the three month periods ended March 31, 2015 and 2014 were $1,484 and $1,182, respectively.

4.  Convertible Debenture

On March 23, 2015, the Company issued a $100,000 convertible debenture. The maturity date is September 23, 2015. The convertible debentures bear interest at a rate of eight-percent (8%) per annum.  Until the ninetieth day after the issuance date the Company may pay the principal at a cash redemption premium of 130%, in addition to outstanding interest, without the Holder’s consent; from the 90^th day after the issuance date to the maturity date, the Company may pay the principal at a cash redemption premium of 135%, in addition to outstanding interest, without the Holder’s consent. After maturity date the Company may not repay the Note, in whole or in part, under any circumstance without obtaining the Holder’s consent. If the Company requests to repay the Note after the maturity date and obtain the Holder’s consent to do so, the Company must pay the Note’s outstanding principal at a cash redemption premium of 150%, in addition to outstanding interest.  At the Holder’s option, principle and unpaid accrued interest shall be convertible into common stock at a rate of a 40% discount to the lowest price during the previous twenty trading days to the date of conversion.

The Compound derivative comprises certain derivative features embedded in the host convertible debenture contracts including the conversion feature and warrants both of which contain anti-dilution protections.  These instruments were combined into one compound derivative and bifurcated from the host instrument at fair value.  The Company applied the Black-Scholes Merton valuation technique to fair value these derivatives because this technique embodies all of the assumptions necessary to fair value these compound derivative instruments.  Since the derivative financial instruments are required to be recorded, both initially, and subsequently, at fair value, there were insufficient proceeds to allocate any amount to the convertible debentures and, accordingly, it has no carrying value on the date of inception.  Additionally, proceeds were insufficient to record the fair values of the derivative financial instruments, resulting in initial interest expense of $267,253.  It should be noted that the derivative instruments will be adjusted to fair value at each reporting date.  As the Company does not have historical volatility data for its own stock, the expected volatility was based upon the Company’s peer group in the industry in which it does business.  Fair values are highly influenced by the trading stock price and volatility of the peer group, changes in our credit risk and market interest rates. The initial fair value of the derivative was $159,427, of which $100,000 was recorded as a debt discount to be amortized over the life of the note. The remaining $59,427 was immediately expensed as a derivative expense. The Company amortized $4,348 of the debt discount to interest expense during the period.

5.  Capital Stock

On January 27, 2015, the Company entered stock subscription agreement of 10,000 shares at $0.50 per share with 10,000 warrants to purchase 10,000 shares of common stock with an exercise price of 1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 2, 2015, the Company entered stock subscription agreement of 12,000 shares at $0.50 per share with 12,000 warrants to purchase 12,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 3, 2015, the Company entered stock subscription agreement for 21,600 shares at $0.50 per share.

On February 18, 2015, the Company entered stock subscription agreement of 50,000 shares at $0.50 per share with 50,000 warrants to purchase 50,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 9, 2015, the Company entered a consulting agreement whereby the Company issued 15,000 shares, valued at $.75/share or $11,250, for consulting services, on a month to month basis.

On February 19, 2015, the Company entered a consulting agreement whereby the Company issued 25,000 shares for consulting services valued at $.70/share or $17,500, on a month to month basis.

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On February 21, 2015, the Company entered stock subscription agreement of 2,000 shares at $0.50 per share with 2,000 warrants to purchase 2,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 21, 2015, the Company entered stock subscription agreement of 10,000 shares at $0.50 per share with 10,000 warrants to purchase 10,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 21, 2015, the Company entered stock subscription agreement of 2,000 shares at $0.50 per share with 2,000 warrants to purchase 2,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 23, 2015, the Company entered stock subscription agreement of 10,000 shares at $0.50 per share with 10,000 warrants to purchase 10,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 18, 2015, the Company entered a service agreement whereby the Company issued 15,000 shares for marketing solution and strategy services valued at $.70 per share or $10,500, on a month to month basis.

On March 10, 2015, the Company entered stock subscription agreement of 50,000 shares at $0.50 per share with 50,000 warrants to purchase 50,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On March 10, 2015, the Company entered stock subscription agreement of 2,000 shares at $0.50 per share with 2,000 warrants to purchase 2,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On March 14, 2015, the Company entered an independent contractor agreement whereby the Company issued 100,000 shares for medical services valued at $.82 per share or $82,000. This amount will be amortized over the contract period of one year.

On March 14, 2015, the Company entered an independent contractor agreement whereby the Company issued 10,000 shares for medical services valued at $.82 per share or $8,200. This amount will be amortized over the contract period of one year.

Due to a ratchet provision, the warrants issued during 2015 were accounted for as a derivative and fair valued using the Black Scholes valuation model. The initial valuation was $72,401.

Stock Purchase Warrants

The following table summarizes all warrant activity for the year ended December 31, 2014 and three months ended March 31, 2015:

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6. Fair Value Measurements

On a recurring basis, we measure certain financial assets and liabilities based upon the fair value hierarchy as described in the Company’s significant accounting policies in Note 1.  The following table presents information about the Company’s liabilities measured at fair value as of March 31, 2015 and December 31, 2014

The fair value changes in the fair value of recurring fair value measurements using significant unobservable inputs (Level 2), relate solely to the derivative liability as follows:

7.  Related Parties

An affiliate of the Company, the Company’s president, has been funding operations of the Company by making payments directly to third parties or advancing monies to the Company.    These amounts bear no interest and are payable on demand.  Amounts due to the affiliate at March 31, 2015 and December 31, 2014 are $269,600 and $270,747, respectively.

During June 2012, the Company borrowed $125,000 from an affiliate.  The loan bears interest at 10% per annum and is unsecured and payable upon demand. The outstanding balance as of March 31, 2015 is $77,401 and accrued interest is $23,845.

On August 28, 2014, the Company authorized the purchase of 64,666,619 shares of common stock from affiliate at $0.001 per share and signed an unsecured promissory note for a total of $64,667 to affect the purchase. The loan bears interest at 6% per annum and is unsecured and payable upon demand.  The Company has paid $0 towards the loan amount as of March 31, 2015.  The outstanding balance as of March 31, 2015 is $64,667 and accrued the interest is $2,291.

On August 28, 2014, the Company authorized the purchase of 3,000,000 shares of common stock from shareholder at $0.005 per share and signed a promissory note for a total of $15,000 to affect the purchase. The loan bears interest at 6% per annum and is unsecured and payable upon demand.  The Company has paid $0 towards the loan amount as of March 31, 2015.  The outstanding balance as of March 31, 2015 is $15,000 and accrued the interest $531.

8.  Significant Agreement

On or about February 26, 2015, the Company entered into a distribution agreement (“Distribution Agreement”) with Yontem Cosmetics Dis Tic. Ltd. Sti (“Yontem”) a Turkish company; thereby, naming Turkey (the “Territory”) as an

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exclusive territory for Yontem.  The terms of the Distribution Agreement, expects that Yontem will sell a minimum of 1,000 1.7oz units per month during the 1st year, 2,000 1.7oz units per month during the second year of operation and 3,000 units per month in the third year upon the establishment of the company by Yontem. The Distribution Agreement is for an initial period of three years and then the two parties will evaluate the progress of the Distribution Agreement. The Distribution Agreement can then be renewed for an additional five-five year periods. The Distribution Agreement also states that in order to maintain exclusivity on the Territory the quota numbers must be met, and that if they are not met then Yontem will lose exclusivity to the Territory.

9. Commitments and Contingencies

The Company leases its corporate office space under a month to month lease.

On September 10, 2014, the Company signed the office lease agreement. Commencement date is October 1, 2014 and lease term is 26 months. Monthly rental fee is $3,297 plus tax. The rent for October and November 2014 are free. Security deposit is $3,297 plus tax, which is $3,537. The first month for December 2014 and the last month rent are paid in 2014 amounting $7,056. Rental payment will be $42,333 in 2015 and $38,806 in 2016.

During August 2012, the Company entered into a two-year commission agreement whereby it will pay a $35 commission for each product sold.  The agreement will automatically renew in one-year increments unless cancelled in writing sixty-days prior to expiration.

As of March 31, 2015 and through the date of these financial statements, the Company has no insurance policies in place.  As of the date of these financial statements, the Company has not been advised of any liability or claims against it.

10.  Subsequent Events

On April 1, 2015, the Company issued a $125,000 convertible redeemable note. The maturity date is March 31, 2016. The convertible debentures bear interest at a rate of eight-percent (8%) per annum.  The Convertible price is equal to 58% of lowest trading price of the common stock as reported on the national Quotations Bureau OTCQB exchange which the Company’s shares are traded or any exchange upon which the common stock may be traded in the future, for the twenty prior trading days including the day upon which a Notice of Conversion is received by the company. The Company received money on April 1, 2015.

On April 8, 2015, the Company entered stock subscription agreement of 20,000 shares at $0.50 per share with 50,000 warrants to purchase 50,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On April 16, 2015, the Company entered a consulting agreement whereby the Company issued 125,000 shares for consulting services.

On April 16, 2015, the Company entered a consulting agreement whereby the Company issued 30,000 shares for consulting services.

On April 22, 2015, the Company entered a consulting agreement whereby the Company will issue 300,000 shares for consulting services, for a period of six months. 150,000 shares will issued within 30 days of the date of agreement and another 150,000 shares will issued on or before the 150^th day from the effective date if the agreement has not been terminated.

Pursuant to Accounting Standards Codification 855-10, the Company has evaluated all events or transactions that have occurred from March 31, 2015 through the filing with the SEC.   

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FORWARD-LOOKING STATEMENTS

This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, or implied, by those forward-looking statements. You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms. These statements are only predictions. In evaluating these statements, you should consider various factors which may cause our actual results to differ materially from any forward-looking statements. Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.

RESULTS OF OPERATIONS

Working Capital

Cash Flows

Results for the Quarter Ended March 31, 2015 Compared to the Quarter Ended March 31, 2014

Operating Revenues

The Company’s revenues were $70,356 for the three months ended March 31, 2015 compared to $2,268 for the same period in 2014.  This represents an increase of $68,088 or 3002% which is attributable to the Company’s efforts to develop the product and create relationships with major retailers.

Cost of Revenues

The Company’s cost of revenues was $9,173 for the three months ended March 31, 2015 compared to $2,920 for the same period in 2014.  This represents an increase of $6,253 or 214% which is directly attributable to the increase in the production of our skin cream and revenues.

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Gross Profit

For the three months ended March 31, 2015, the Company’s gross profit increased to $61,183 or 9384% from $(652) for the same period in 2014.  As a percentage of sales, gross profit was 87%. Gross profit was higher this three month period due to the increased sales of our skin cream.

General and Administrative Expenses

General and administrative expenses consisted primarily of consulting fees, professional fees, travel and meals and entertainment relating to being a public company.  For the three months ended March 31, 2015 and March 31, 2014, general and administrative expenses increased to $272,145 from $128,728 for the same period in 2014 representing an increase of $143,417 or 111%.  The change is primarily attributable to increases in consulting, professional fees and general administrative expenses appropriate for a publicly reporting company.

Other Income (Expense)

Other income (expense) consisted of a gain on derivative valuation, derivative expense and interest expense.  The gain on derivative valuation is directly attributable to a change in the fair value of derivatives related to the warrants issued with common stock during the quarter, and the change in fair value of the derivative liability from June 30, 2014, through March 31, 2015.  The decrease in derivative expense relates to the warrants issued during the period when compared to the prior year. Interest expense is primarily attributable to the accretion of the debt discount on convertible debentures for the three months ended March 31, 2015.  For the three months ended March 31, 2015, there was a $39,826 gain on derivative valuation and $(10,117) of interest expense during the period.  There was a $(1,926,797) loss on derivative valuation and $(79,782) of interest expense for the same period in 2014.

Net Income

Our net loss for the three months ended March 31, 2015, was $(244,807) compared with a net loss of $(2,387,773) for the three months ended March 31, 2014, a decrease of $2,142,966 or 90%.  The net loss is influenced by the matters discussed above.

Quarterly Developments

On or about February 26, 2015, the Company entered into a distribution agreement (“Distribution Agreement”) with Yontem Cosmetics Dis Tic. Ltd. Sti (“Yontem”) a Turkish company; thereby, naming Turkey (the “Territory”) as an exclusive territory for Yontem.  The terms of the Distribution Agreement, expects that Yontem will sell a minimum of 1,000 1.7oz units per month during the 1^st year, 2,000 1.7oz units per month during the second year of operation and 3,000 units per month in the third year upon the establishment of the company by Yontem. The Distribution Agreement is for an initial period of three years and then the two parties will evaluate the progress of the Distribution Agreement. The Distribution Agreement can then be renewed for an additional five-five year periods. The Distribution Agreement also states that in order to maintain exclusivity on the Territory the quota numbers must be met, and that if they are not met then Yontem will lose exclusivity to the Territory.

A copy of the Distribution Agreement was filed with the SEC as part of our Annual report on Form 10-K, as Exhibit 10.11, and is incorporated herein by this reference.

Subsequent Events

On May 1, 2015, Technology Applications International Corporation, with the approval of its board of directors and its majority shareholders by written consent in lieu of a meeting, and will file Articles of Amendment (the “Articles of Amendment”) with the Secretary of State of Florida. As a result when the Articles of Amendment are filed, the Company will change its name to “Rejuvel Bio-Sciences, Inc.” The Articles of Amendment will specify that the effective date of the Name Change with the Florida Secretary of State is May 1, 2015; however, the effectiveness of the Name Change is subject to approval by FINRA.

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Going Concern

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities. For these reasons, our auditors stated in their report on our audited financial statements that there is substantial doubt about our ability to continue as a going concern without further financing.

Future Financings

We will continue to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.

Impact of Inflation

We believe that the rate of inflation has had a negligible effect on our operations.

Off-Balance Sheet Arrangements

We have no significant 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 that are material to stockholders.

Critical Accounting Policies

Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.

We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. A complete summary of these policies is included in the notes to our financial statements. In general, management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.

Recently Issued Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

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

ITEM 4.  CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms.  Disclosure controls and procedures include, without

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limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management carried out an evaluation under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 ("Exchange Act").  Based upon that evaluation, our Principal Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures were not effective as of March 31, 2015, due to the material weaknesses resulting from the Board of Directors not currently having any independent members and no director qualifies as an audit committee financial expert as defined in Item 407(d)(5)(ii) of Regulation S-K, and controls were not designed and in place to ensure that all disclosures required were originally addressed in our financial statements.  Please refer to our Annual Report on Form 10-K as filed with the SEC on April 15, 2014 and the Amendment to the Form 10-K filed with the SEC on April 24, 2014, for a complete discussion relating to the foregoing evaluation of Disclosures and Procedures.

Changes in Internal Control over Financial Reporting

Our management has also evaluated our internal control over financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of our last evaluation.

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

PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which our director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

ITEM 1A.  RISK FACTORS

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

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

1. Quarterly Issuances:

On January 27, 2015, the Company entered stock subscription agreement of 10,000 shares at $0.50 per share with 10,000 warrants to purchase 10,000 shares of common stock with an exercise price of 1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 2, 2015, the Company entered stock subscription agreement of 10,000 shares at $0.50 per share with 10,000 warrants to purchase 10,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 2, 2015, the Company entered stock subscription agreement of 2,000 shares at $0.50 per share with 2,000 warrants to purchase 2,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 3, 2015, the Company entered stock subscription agreement for 21,600 shares at $0.50 per share.

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On February 18, 2015, the Company entered stock subscription agreement of 50,000 shares at $0.50 per share with 50,000 warrants to purchase 50,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 18, 2015, the Company entered a consulting agreement whereby the Company issued 15,000 shares for consulting services, on a month to month basis.

On February 19, 2015, the Company entered a consulting agreement whereby the Company issued 25,000 shares for consulting services, on a month to month basis.

On February 21, 2015, the Company entered stock subscription agreement of 10,000 shares at $0.50 per share with 10,000 warrants to purchase 10,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 21, 2015, the Company entered stock subscription agreement of 2,000 shares at $0.50 per share with 2,000 warrants to purchase 2,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 21, 2015, the Company entered stock subscription agreement of 2,000 shares at $0.50 per share with 2,000 warrants to purchase 2,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On February 23, 2015, the Company entered stock subscription agreement of 10,000 shares at $0.50 per share with 10,000 warrants to purchase 10,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On March 6, 2015, the Company entered a service agreement whereby the Company issued 15,000 shares for marketing solution and strategy services, on a month to month basis.

On March 10, 2015, the Company entered stock subscription agreement of 50,000 shares at $0.50 per share with 50,000 warrants to purchase 50,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On March 10, 2015, the Company entered stock subscription agreement of 2,000 shares at $0.50 per share with 2,000 warrants to purchase 2,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

On March 14, 2015, the Company entered an independent contractor agreement whereby the Company issued 100,000 shares for medical services, for a period of one year.

On March 14, 2015, the Company entered an independent contractor agreement whereby the Company issued 10,000 shares for medical services, for a period of one year.

These securities were issued pursuant to Section 4(2) of the Securities Act and/or Rule 506 promulgated thereunder. The holders represented their intention to acquire the securities for investment only and not with a view towards distribution. The investors were given adequate information about us to make an informed investment decision. We did not engage in any general solicitation or advertising. We directed our transfer agent to issue the stock certificates with the appropriate restrictive legend affixed to the restricted stock.

2. Subsequent Issuances

On April 8, 2015, the Company entered stock subscription agreement of 20,000 shares at $0.50 per share with 50,000 warrants to purchase 50,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire 360 days after stock issuance date.

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On April 16, 2015, the Company entered a consulting agreement whereby the Company issued 125,000 shares for consulting services.

On April 16, 2015, the Company entered a consulting agreement whereby the Company issued 30,000 shares for consulting services.

On April 22, 2015, the Company entered a consulting agreement whereby the Company will issue 300,000 shares for consulting services, for a period of six months. 150,000 shares will issued within 30 days of the date of agreement and another 150,000 shares will issued on or before the 150^th day from the effective date if the agreement has not been terminated.

These securities were issued pursuant to Section 4(2) of the Securities Act and/or Rule 506 promulgated thereunder. The holders represented their intention to acquire the securities for investment only and not with a view towards distribution. The investors were given adequate information about us to make an informed investment decision. We did not engage in any general solicitation or advertising. We directed our transfer agent to issue the stock certificates with the appropriate restrictive legend affixed to the restricted stock.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.  MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5.  OTHER INFORMATION

On April 1, 2015, the Company issued a $125,000 convertible redeemable note. The maturity date is March 31, 2016. The convertible debentures bear interest at a rate of eight-percent (8%) per annum.  The Convertible price is equal to 58% of lowest trading price of the common stock as reported on the national Quotations Bureau OTCQB exchange which the Company’s shares are traded or any exchange upon which the common stock may be traded in the future, for the twenty prior trading days including the day upon which a Notice of Conversion is received by the company. The Company received money on April 1, 2015.

The previous is a summary of the transactions by the Company, involving sales of our securities that were not registered under the Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws.  Such offer and sale was made in reliance on Section 4(2) of the Securities Act, as a transaction by an issuer not involving any public offering of securities.  The purchasers were “accredited investors”; as such term is defined under the Rule 501 of Regulation D promulgated under the Securities Act, an entity that is known to the Company, and its management through a pre-existing business and personal relationship.  The purchaser was provided access to all material information which it requested, and all information necessary to verify such information and was afforded access to management of the registrant in connection with its securities purchase.  The purchase acquired such securities for investment and not with a view toward distribution, acknowledging such intent to the registrant. All stock certificate representing such securities that were issued contained restrictive legends, prohibiting further transfer of the stock certificates representing such securities, without such securities either being first registered or otherwise exempt from registration under the Securities Act, in any further resale or disposition.

ITEM 6.  EXHIBITS

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*To be filed by amendment. Pursuant to Rule 406T of Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.

SIGNATURES

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

TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION

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