SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

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

              Date of Report (date of earliest event reported): March 1, 2015


                                STRAINWISE, INC.
                         -----------------------------
                 (Name of Small Business Issuer in its charter)

         Utah                       000-54231                 27-4336843
  -------------------------    -------------------       --------------------
 (State of incorporation)     (Commission File No.)        (IRS Employer
                                                          Identification No.)

                        1350 Independence St., Suite 300
                               Lakewood, CO 80215
                             ----------------------
                    (Address of principal executive offices)

      Registrant's telephone number, including area code:  (303) 736-2442

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

Check appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below)

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
    230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
    240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
    Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-14(c) under the
    Exchange Act (17 CFR 240.13e-4(c))



<PAGE>


Item 1.01   Entry into a Material Definitive Agreement.

      On January 30, 2015, three unrelated third parties collectively loaned the
Company $550,000. The loans bear interest at 25% per year, are unsecured, and
are due and payable on January 31, 2017. Interest-only payments are due each
month, with the first interest payment due on February 15, 2015. At the option
of the lenders, the loans can be converted into shares of the Company's common
stock at the rate of $1.00 per share.

      On March 1, 2015 two of the third parties loaned the Company an additional
$500,000. The terms of the new loans are the same as the loans made on January
30, 2015.

      Any of the following are an event of default which would cause all amounts
due the lenders to become immediately due and payable:

     o    the Company fails to make any interest payment when due; or

     o    the  Company  breaches  any  representation,  warranty  or covenant or
          defaults  in the timely  performance  of any other  obligation  in its
          agreements with the lenders.

      The foregoing description of the loan agreements, including events of
default, does not purport to be complete and is qualified in its entirety by
reference to the full text of the loan agreements which will be filed as
exhibits to the Company's report on Form 10-K for the year ending January 31,
2015.

Item 2.03   Creation of a Direct Financial Obligation or an Obligation
            under an Off-Balance Sheet Arrangement of a Registrant.

      See Item 1.01 of this report.








                                       2


<PAGE>


                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


Date: March 9, 2015                 STRAINWISE, INC.


                                    By:  /s/ Shawn Phillips
                                         --------------------------------------
                                         Shawn Phillips, Chief Executive Officer






























                                       3
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{"company-data": {"conformed-name": "Strainwise, Inc.", "cik": "0001400683", "assigned-sic": "8742", "irs-number": "208980078", "state-of-incorporation": "UT", "fiscal-year-end": "0131"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-52825", "film-number": "15685755"}, "business-address": {"street1": "1350 INDEPENDENCE ST.", "street2": "SUITE 300", "city": "LAKEWOOD", "state": "CO", "zip": "80215", "phone": "303-736-2442"}, "mail-address": {"street1": "1350 INDEPENDENCE ST.", "street2": "SUITE 300", "city": "LAKEWOOD", "state": "CO", "zip": "80215"}, "former-company": {"former-conformed-name": "4th Grade Films Inc", "date-changed": "20070523"}}
SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

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

              Date of Report (date of earliest event reported): March 1, 2015

                                STRAINWISE, INC.
                         -----------------------------
                 (Name of Small Business Issuer in its charter)

         Utah                       000-54231                 27-4336843
  -------------------------    -------------------       --------------------
 (State of incorporation)     (Commission File No.)        (IRS Employer
                                                          Identification No.)

                        1350 Independence St., Suite 300
                               Lakewood, CO 80215
                             ----------------------
                    (Address of principal executive offices)

      Registrant's telephone number, including area code:  (303) 736-2442

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

Check appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below)

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
    230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
    240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
    Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-14(c) under the
    Exchange Act (17 CFR 240.13e-4(c))
Item 1.01   Entry into a Material Definitive Agreement.

      On January 30, 2015, three unrelated third parties collectively loaned the
Company $550,000. The loans bear interest at 25% per year, are unsecured, and
are due and payable on January 31, 2017. Interest-only payments are due each
month, with the first interest payment due on February 15, 2015. At the option
of the lenders, the loans can be converted into shares of the Company's common
stock at the rate of $1.00 per share.

      On March 1, 2015 two of the third parties loaned the Company an additional
$500,000. The terms of the new loans are the same as the loans made on January
30, 2015.

      Any of the following are an event of default which would cause all amounts
due the lenders to become immediately due and payable:

     o    the Company fails to make any interest payment when due; or

     o    the  Company  breaches  any  representation,  warranty  or covenant or
          defaults  in the timely  performance  of any other  obligation  in its
          agreements with the lenders.

      The foregoing description of the loan agreements, including events of
default, does not purport to be complete and is qualified in its entirety by
reference to the full text of the loan agreements which will be filed as
exhibits to the Company's report on Form 10-K for the year ending January 31,
2015.

Item 2.03   Creation of a Direct Financial Obligation or an Obligation
            under an Off-Balance Sheet Arrangement of a Registrant.

      See Item 1.01 of this report.

                                       2
SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

Date: March 9, 2015                 STRAINWISE, INC.

                                    By:  /s/ Shawn Phillips
                                         --------------------------------------
                                         Shawn Phillips, Chief Executive Officer

                                       3