13G Filing: 31 Group LLC and Intercloud Systems, Inc. (ICLD)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G/A
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT
TO §240.13d-2

Check the appropriate box to designate
the rule pursuant to which this Schedule is filed:

¨ Rule
13d-1(b)

þ Rule
13d-1(c)

¨ Rule 13d-1(d)

(Page 1 of 9 Pages)

The information required on the remainder
of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of
1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).