10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________

FORM 10-Q

[ X ] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended June 30, 2015

OR

[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from ________ to ___________

Commission file number: 333-14477

FUELSTREAM, INC.

(Name of Small Business Issuer in Its Charter)

Delaware	87-0561426
(State or Other Jurisdiction of Incorporation or Organization)	(IRS Employer Identification No.)
510 Shotgun Road, Suite 110
Fort Lauderdale, Florida	33326
(Address of Principal Executive Offices)	(Zip Code)

	(954) 423-5345
	(Issuer’s Telephone Number)
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

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 past 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, non-accelerated filer, or a smaller reporting company. See definition 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]

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

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13, or 15(d) of the Exchange Act of 1934 after the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date. As of August 17, 2015, the Company had outstanding 1,691,172 shares of common stock, par value $0.0001 per share.

Explanatory Note

The purpose of this Amendment No. 1 to the registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2015, filed with the Securities and Exchange Commission on August 19, 2015 (the “Form 10-Q”), is solely to furnish Exhibit 101 to the Form 10-Q. Exhibit 101 provides the financial statements and related notes from the Form 10-Q formatted in XBRL (Extensible Business Reporting Language).

No other changes have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date and does not modify or update in any way disclosures made in the original Form 10-Q.

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 thereunto duly authorized.

	FUELSTREAM, INC.
Date: September 9, 2015	BY: /s/ John D. Thomas__________________
	John D. Thomas
	Chief Executive Officer

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NOTE 13 - FAIR VALUE OF FINANCIAL INSTRUMENTS - Fair value measurements (Details) - USD ($)	Jun. 30, 2015	Dec. 31, 2014	Dec. 30, 2014
Liabilities:
Debt Derivative liabilities	$ 119,362	$ 372,939	$ 372,939
Level 1
Liabilities:
Debt Derivative liabilities	0
Level 2
Liabilities:
Debt Derivative liabilities	0
Level 3
Liabilities:
Debt Derivative liabilities	$ 119,362

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NOTE 12 - LINE OF CREDIT (Details Narrative)

3 Months Ended

Jun. 30, 2015

Debt Disclosure [Abstract]

Revolving line of credit

On April 20, 2015, Fuelstream, Inc. (the “Company”) announced that it had entered into that certain Revolving Senior Secured Participating Line of Credit Agreement and exhibits thereto (collectively, the “Credit Facility”) with NuVenture Fund I, LLC (“NuVenture”), in respect of a revolving credit line in the principal amount of $2,000,000 (the “Revolving Note”). The Revolving Note matures (a) one (1) year from the date of the Credit Facility unless extended by the NuVenture, in its sole and absolute discretion, for two additional periods of up to one (1) year each, or (b) at the sole discretion of NuVenture, upon the occurrence of an Event of Default, as defined in the Revolving Note, that remains uncured for fifteen (15) days. The Revolving Note bears interest at the rate of 24% per annum and, in the alternative, entitles NuVenture to receive a fee equal to 3.5% of any advance made under the Revolving Note. The Credit Facility contains representations, warranties, conditions, restrictions, and covenants of the Company that are customary in such transactions with similar companies. The balance due on the line of credit as of June 30, 2015 was $401,000. Accrued interest on the line of credit as of June 30, 2015 was $8,242.

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NOTE 6 - FUEL DEPOSITS (Details Narrative) - USD ($)	Jun. 30, 2015	Dec. 30, 2014
Notes to Financial Statements
Fuel deposits	$ 200,000	$ 0

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NOTE 14 - COMMON AND PREFERRED STOCK TRANSACTIONS (Details Narrative) - USD ($)

1 Months Ended

6 Months Ended

Aug. 31, 2015

Jun. 30, 2015

Dec. 31, 2014

Dec. 30, 2014

Preferred stock, authorized

200

200

Preferred stock, par value

$ 0.0001

$ 0.0001

Preferred stock, issued

200

200

Preferred stock, outstanding

200

200

Common stock, authorized

2,500,000,000

2,500,000,000

Common stock, par value

$ 0.0001

$ 0.0001

Common stock, issued

1,537,577

969,086

Common stock, outstanding

1,537,577

969,086

Common stock, converted

153,595

Preferred stock

Preferred stock, authorized

200

200

Preferred stock, par value

$ 0.0001

$ 0.0001

Preferred stock, issued

200

200

Preferred stock, outstanding

200

200

Conversion rights

Although the preferred stock carries no dividend, distribution, liquidation or conversion rights, each share of preferred stock carries ten million (10,000,000) votes and holders of our preferred stock are able to vote together with our common stockholders on all matters. Consequently, the holder of our preferred stock is able to unilaterally control the election of our board of directors and, ultimately, the direction of our Company.

Common stock

Common stock, authorized

2,500,000,000

Common stock, par value

$ 0.0001

Common stock, issued

1,537,577

969,086

Common stock, outstanding

1,537,577

969,086

Common stock issued because of reverse split

197,892

Convertible promissory note (1)

Common stock, value

$ 1,000

Common stock, converted

11,608

Convertible promissory note (2)

Common stock, value

$ 1,000

Common stock, converted

124,070

Convertible promissory note (3)

Common stock, value

$ 850

Common stock, converted

134,921

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NOTE 3 - ACQUISITION (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2012	Jan. 18, 2012
Aviation Fuel International, Inc.
Ownership percentage held		100.00%
Common stock issued in acquisition, shares	7,400,000
Acquisition cost allocated to loan receivable		$ 183,500
Acquisition cost allocated to notes payable		1,000,000
Goodwill recognized in acquisition		6,000,410
AFI South Africa LLC
Acquisition cost allocated to notes payable		1,356,300
Aquisition cost allocated to accounts payable		$ 536,610

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NOTE 8 - NOTES PAYABLE - Maturities of notes payable (Details)	Dec. 31, 2014 USD ($)
Maturities of notes payable are as follows:
Year Ending June 30, 2016	$ 1,034,610
Total notes payable	$ 1,034,610

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NOTE 16 - SUBSEQUENT EVENTS (Details Narrative)	1 Months Ended
	Aug. 31, 2015 shares
Subsequent Events [Abstract]
Common stock, converted	153,595

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NOTE 8 - NOTES PAYABLE (Tables)

6 Months Ended

Jun. 30, 2015

Debt Disclosure [Abstract]

Notes payable

Notes payable consisted of the following:
	June 30, 2015			December 31, 2014
Notes payable, issued on May 6, 2011, unsecured, interest at 10% per annum, due on demand.	$	59,500		$	59,500
Notes payable, issued on August 25, 2010, unsecured, interest at 10% per annum, due on demand.		172,500			172,500
Notes payable issued on October 18, 2010 to individual, unsecured, interest at 15% per annum, due on demand(1)		786,300			786,300
Notes payable issued on October 4, 2013, January 16, 2014, and January 22, 2014 to a company, unsecured, interest at 8% per annum, due on demand.		8,000			8,000
Notes payable issued on March 5, 2013 to individual, unsecured, interest at 8% per annum, due on demand.		7,500			7,500
Notes payable issued on July 1, 2013 to company, unsecured, interest at 8% per annum, due on demand		810			810
Total notes payable		1,034,610			1,034,610
Less: current portion		(1,034,610	)		(1,034,610	)
Long-term notes payable	$	—		$	—

Notes payable - maturities

Maturities of notes payable are as follows:
Year Ending June 30,		Amount
2016	$	1,034,610
Total	$	1,034,610

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NOTE 8 - NOTES PAYABLE (Details Narrative) - USD ($)

3 Months Ended

6 Months Ended

Jun. 30, 2015

Mar. 31, 2015

Jun. 30, 2015

Dec. 31, 2014

Accrued Interest

$ 210,149

$ 210,149

$ 183,108

Interest expense

$ 27,040

Notes payable

Accrued Interest

578,532

578,532

$ 505,482

Interest expense

$ 36,844

$ 73,284

Note (1)

Settlement agreement

This Note payable was assumed on the acquisition of AFI. The Company is negotiating a settlement agreement for $786,300, inclusive of all interest on the date of settlement.

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NOTE 15 - OPTIONS AND WARRANTS - Summary of stock options outstanding (Details) - $ / shares	3 Months Ended	6 Months Ended
	Mar. 31, 2015	Jun. 30, 2015
Options at October 1, 2018
Expiration Date		Oct. 01, 2018
Options, Exercise Price	$ 0.01
Stock Options Outstanding	70,000
Weighted Average Remaining Contractual Life		3 years 3 months
Stock Options Exercisable	68,306
Weighted Average Exercise Price	$ 0.01
Options at January 2, 2019
Expiration Date	Jan. 02, 2019
Options, Exercise Price	$ 1.65
Stock Options Outstanding	300,000
Weighted Average Remaining Contractual Life	3 years 5 months
Stock Options Exercisable	255,822
Weighted Average Exercise Price	$ 1.65

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NOTE 10 - CONVERTIBLE NOTES PAYABLE - RELATED PARTIES - Fair value of the embedded derivative (Details)	6 Months Ended
	Jun. 30, 2015
Related Party Transactions [Abstract]
Dividend yield:	0.00%
Volatility minimum	290.02%
Risk free rate minimum	0.00%

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NOTE 9 - CONVERTIBLE NOTES PAYABLE - RELATED PARTIES (Details Narrative) - USD ($)

12 Months Ended

Dec. 31, 2014

Dec. 31, 2013

Jun. 30, 2015

Dec. 30, 2014

Convertible promissory note

$ 325,722

$ 280,722

Convertible debenture October 1, 2013 (1)

Convertible promissory note

$ 17,000

Interest rate

10.00%

Terms

payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

Convertible debenture October 1, 2013 (2)

Convertible promissory note

$ 194,254

Interest rate

10.00%

Convertible note issued in October 2013 (2)

Terms

payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

Convertible debenture January 1, 2014

Convertible promissory note

$ 45,000

Interest rate

10.00%

Terms

payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

Convertible debenture April 1, 2014

Convertible promissory note

$ 45,000

Interest rate

10.00%

Terms

payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

Convertible debenture April 3, 2014

Convertible promissory note

$ 14,000

Interest rate

10.00%

Terms

payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

Convertible debenture May 21, 2014

Convertible promissory note

$ 4,000

Interest rate

10.00%

Terms

payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

Convertible debenture June 4, 2014

Convertible promissory note

$ 50,000

Interest rate

10.00%

Terms

payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

Convertible debenture July 1, 2014

Convertible promissory note

$ 45,000

Interest rate

10.00%

Terms

payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

Convertible debenture November 5, 2014 (1)

Convertible promissory note

$ 4,000

Interest rate

10.00%

Terms

payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

Convertible debenture November 5, 2014 (2)

Convertible promissory note

$ 45,000

Interest rate

10.00%

Terms

payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

Convertible debenture January 1, 2015

Convertible promissory note

$ 45,000

Interest rate

10.00%

Terms

payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

Convertible debenture December 1, 2014

Convertible promissory note

$ 4,000

Interest rate

10.00%

Terms

payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

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NOTE 5 - ACCOUNTS RECEIVABLE (Details Narrative)	6 Months Ended
	Jun. 30, 2015 USD ($)
Accounting Policies [Abstract]
Accounts receivable, disputed	$ 698,000

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NOTE 3 - ACQUISITION

6 Months Ended

Jun. 30, 2015

Business Combinations [Abstract]

NOTE 3 - ACQUISITION

NOTE 3 - ACQUISITION

On January 18, 2012 the Company completed the acquisition of 100% of the equity of Aviation Fuel International, Inc., a Florida corporation (“AFI”). AFI is a purchaser and reseller of aviation fuel for commercial and private aircraft. The consideration for the acquisition of AFI consisted of 7,400,000 shares of restricted common stock, loan receivable adjusted for $183,500 and a note payable in the amount of $1,000,000. As part of the acquisition, the Company recorded goodwill in the amount of $6,000,410 on June 25, 2013. The Company disaffirmed the note payable of $1,000,000. However, until the Company receives a judicially approved release, the note payable will remain on the financial statements and is included in the balance sheet as of June 30, 2015 under Notes payable-related parties. Prior to the acquisition, AFI had accumulated notes payable of $1,356,300 and accounts payable of $536,610. These liabilities have been recorded in the condensed consolidated balance sheet. These liabilities are due from AFI and were not incurred or guaranteed by the parent company, Fuelstream, Inc.

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NOTE 15 - OPTIONS - Significant assumptions (Details)	6 Months Ended	12 Months Ended
	Jun. 30, 2015	Dec. 31, 2013
Risk-free interest rate at grant date (minimum)	0.00%
Expected stock price volatility (minimum)	290.02%
Expected option life-years		6 years
Significant assumptions
Risk-free interest rate at grant date (minimum)	1.04%
Risk-free interest rate at grant date (maximum)	0.89%
Expected stock price volatility (minimum)	199.38%
Expected stock price volatility (maximum)	344.22%
Expected dividend payout	0.00%

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NOTE 13 - FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables)

6 Months Ended

Jun. 30, 2015

Fair Value Disclosures [Abstract]

Assets and liabilities at fair value

	Level 1		Level 2		Level 3		Total
Liabilities
Derivative liability		—		—	$	119,362	$	119,362
Total		—		—	$	119,362	$	119,362

Summary of changes in fair value - level 3 financial liabilities

	Debt Derivative Liability
Balance, December 31, 2014	$	372,939
Initial fair value of debt derivatives at note issuances		63,329
Extinguished derivative liability		(4,301	)
Mark-to-market at June 30, 2015 - Embedded debt derivatives		(312,605	)
Balance, June 30, 2015	$	119,362
Net gain for the period included in earnings relating to the liabilities held at June 30, 2015	$	312,605

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NOTE 11 - NOTES PAYABLE - RELATED PARTIES (Tables)

6 Months Ended

Jun. 30, 2015

Notes to Financial Statements

Notes payable - related parties

Notes payable - related parties consist of the following:
	June 30, 2015			December 31, 2014
Note payable to a related individual, secured by tangible and intangible assets of the Company, interest at 16% per annum, principal and interest due April 1, 2000, past due.  Note is convertible into common stock of the Company at $0.10 per share. Note is in default. (2)	$	1,080,973		$	1,080,973
Note payable to a related individual, interest at 8% per annum,past due. Note is in default. (1)		1,000,000			1,000,000
Notes payable to related individuals, unsecured, interest at 10%, due on demand. (3)		28,500			28,500
Notes payable to related individual, unsecured, interest at 12%, due on demand. (4)		92,633			28,633
Notes payable to related individual, unsecured, interest at 24%, due on demand. (5)		6,000			—
Total notes payable - related parties		2,208,106			2,138,106
Less: current portion		(2,208,106	)		(2,138,106	)
Long-term notes payable - related parties	$	—		$	—

Maturities of notes payable - related parties

Maturities of notes payable - related parties are as follows:
Year Ending June 30,		Amount
2016	$	2,208,106
Total	$	2,208,106

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NOTE 15 - OPTIONS (Details Narrative) - USD ($)	3 Months Ended	6 Months Ended	12 Months Ended
	Jun. 30, 2015	Jun. 30, 2015	Dec. 31, 2013
Equity [Abstract]
Granted, number of shares		0	300,000
Granted, weighted average exercise price		$ 0	$ 1.65
Options granted, immediately vested, number of shares			75,000
Expected option life-years			6 years
Fair value of the vested options charged to expenses and additional paid in capital	$ 68,434	$ 34,028

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NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES AND NATURE OF OPERATIONS (Details Narrative) - USD ($)	6 Months Ended		10 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jan. 31, 2012	May. 10, 2012
Stock based compensation	$ 68,434	$ 68,434
Joint venture with Aviation Fuel International, Inc.
Required contribution under joint venture agreement			$ 200,000
Payments made to joint venture partner			$ 183,500
Joint venture with AFI South Africa LLC
Ownership percentage held in AFI South Africa LLC				100.00%
Unaudited condensed consolidated financial statements
Stock based compensation	$ 68,434	$ 68,434

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NOTE 15 - OPTIONS (Tables)

6 Months Ended

Jun. 30, 2015

Equity [Abstract]

Changes in options outstanding to employees

	Number of Shares		Weighted Average Exercise Price
Outstanding as of January 1, 2015		370,000	$	1.34
Granted		—		—
Exercised		—		—
Cancelled		—		—
Outstanding at June 30, 2015		370,000	$	1.34

Common stock options outstanding and exercisable

	Options Outstanding						Options Exercisable
Expiration Date	Exercise Price		Number shares outstanding		Weighted Average Contractual Life (Years)		Number Exercisable		Weighted Average Exercise Price
October  1, 2018	$	0.01		70,000		3.25		68,306	$	0.01
January 2, 2019		1.65		300,000		3.50		255,822		1.65
Total				370,000				324,128

Significant assumptions

Significant assumptions:
Risk-free interest rate at grant date	1.04%-0.89	%
Expected stock price volatility	199.38%-344.22	%
Expected dividend payout	—
Expected option life-years	6

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NOTE 5 - ACCOUNTS RECEIVABLE - Accounts receivable (Details) - USD ($)	Jun. 30, 2015	Dec. 31, 2014	Dec. 30, 2014
Accounting Policies [Abstract]
Accounts receivable (on acquisition)	$ 698,000	$ 698,000
Less:allowance on accounts receivable	(670,000)	(670,000)
Accounts receivable, net	$ 28,000	$ 28,000	$ 28,000

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NOTE 2 - GOING CONCERN CONSIDERATIONS

6 Months Ended

Jun. 30, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

NOTE 2 - GOING CONCERN CONSIDERATIONS

NOTE 2 - GOING CONCERN CONSIDERATIONS

The accompanying unaudited condensed consolidated financial statements have been prepared using generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. As reported in its Annual Report on Form 10-K for the year ended December 31, 2014, the Company has an accumulated deficit of $59,219,068 from inception of the Company through December 31, 2014. It should be noted that prior to the acquisition of AFI as discussed in Note 3, the Company had an accumulated deficit of $32,105,264 as reported in its Annual Report on Form 10-K for the year ended December 31, 2011. The accumulated deficit as of June 30, 2015 was $59,562,088 and the total stockholders’ deficit at June 30, 2015 was $6,881,670 and had working capital deficit (current liabilities minus current assets) of $6,881,670, continued losses and negative cash flows from operations. These factors combined, raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans to address and alleviate these concerns are as follows:

The Company’s management continues to develop a strategy of exploring all options available to it so that it can develop successful operations and have sufficient funds, therefore, as to be able to operate over the next twelve months. The Company is attempting to improve these conditions by way of financial assistance through issuances of additional equity and by generating revenues by brokering the sale of aircraft fuel. No assurance can be given that funds will be available, or, if available, that it will be on terms deemed satisfactory to management.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually attain profitable operations. The accompanying unaudited condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result from the outcome of these uncertainties.

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NOTE 8 - NOTES PAYABLE - Notes payable (Details) - USD ($)		Jun. 30, 2015	Dec. 31, 2014	Dec. 30, 2014
Current portion		$ 1,034,610		$ 1,034,610
Total notes payable			$ 1,034,610
Notes payable, issued on May 6, 2011
Current portion		59,500	59,500
Long-term notes payable		0	0
Total notes payable		$ 59,500	$ 59,500
Unsecured interest per annum due on demand		10.00%	10.00%
Notes payable, issued on August 25, 2010
Current portion		$ 172,500	$ 172,500
Long-term notes payable		0	0
Total notes payable		$ 172,500	$ 172,500
Unsecured interest per annum due on demand		10.00%	10.00%
Notes payable, issued on October 18, 2010
Current portion	[1]	$ 786,300	$ 786,300
Long-term notes payable		0	0
Total notes payable		$ 786,300	$ 786,300
Unsecured interest per annum due on demand		15.00%	15.00%
Notes payable, issued on October 4, 2013, January 16, 2014, and January 22, 2014
Current portion		$ 8,000	$ 8,000
Long-term notes payable		0	0
Total notes payable		$ 8,000	$ 8,000
Unsecured interest per annum due on demand		8.00%	8.00%
Notes payable, issued on March 5, 2013
Current portion		$ 7,500	$ 7,500
Long-term notes payable		0	0
Total notes payable		$ 7,500	$ 7,500
Unsecured interest per annum due on demand		8.00%	8.00%
Notes payable, issued on July 1, 2013
Current portion		$ 810	$ 810
Long-term notes payable		0	0
Total notes payable		$ 810	$ 810
Unsecured interest per annum due on demand		8.00%	8.00%

[1] 1) This Note payable was assumed on the acquisition of AFI. The Company is negotiating a settlement agreement for $786,300, inclusive of all interest on the date of settlement.

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NOTE 13 - FAIR VALUE OF FINANCIAL INSTRUMENTS - Summary of changes in fair value (Details) - USD ($)	6 Months Ended
	Jun. 30, 2015	Dec. 31, 2014	Dec. 30, 2014
Fair Value Disclosures [Abstract]
Debt Derivative Liability	$ 119,362	$ 372,939	$ 372,939
Initial fair value of debt derivatives at note issuances	63,329
Extinguished derivative liability	(4,301)
Mark-to-market at December - Embedded debt derivatives	(312,605)
Net gain for the period included in earnings relating to the liabilities held at December 31, 2013	$ 312,605

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NOTE 11 - NOTES PAYABLE - RELATED PARTIES (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Mar. 31, 2015	Jun. 30, 2015	Dec. 31, 2014
Accrued interest	$ 210,149		$ 210,149	$ 183,108
Interest expense		$ 27,040
Notes payable
Interest expense	66,173
Notes payable
Accrued interest	$ 510,464		510,464	$ 380,080
Interest expense			$ 130,096

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Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Jun. 30, 2015	Dec. 30, 2014
CURRENT ASSETS
Cash and cash equivalents	$ 202,192	$ 811
Accounts receivable, net of allowance	28,000	28,000
Fuel Deposits	200,000	0
Total Current Assets	430,192	28,811
TOTAL ASSETS	430,192	28,811
CURRENT LIABILITIES
Accounts payable	965,307	959,469
Due to related parties	61,973	52,973
Accrued expenses	1,539,444	1,215,086
Convertible debenture/notes payable - short term (net of discount of $33,811 and $6,358, respectively)	656,338	634,141
Convertible notes payable - related parties	325,722	280,722
Notes payable	1,034,610	1,034,610
Notes payable - related parties	2,208,106	2,138,106
Line of Credit	401,000	0
Derivative liability	119,362	372,939
Total Current Liabilities	7,311,862	6,688,046
TOTAL LIABILITIES	7,311,862	6,688,046
STOCKHOLDERS' DEFICIT
Preferred stock, $0.0001 par value; 200 shares authorized, 200 and 200 shares issued and outstanding	0	0
Common stock, $0.0001 par value; 2,500,000,000 shares authorized, 1,537,577 and 969,086 shares issued and outstanding, respectively	154	97
Additional paid-in capital	52,680,264	52,559,736
Accumulated deficit	(59,562,088)	(59,219,068)
Total Stockholders' Deficit	(6,881,670)	(6,659,235)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 430,192	$ 28,811

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NOTE 2 - GOING CONCERN CONSIDERATIONS (Details Narrative) - USD ($)	Jun. 30, 2015	Dec. 31, 2014	Dec. 30, 2014	Dec. 31, 2011
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ 59,562,088	$ 56,219,068		$ 32,105,264
Stockholders deficit	6,881,670		$ 6,659,235
Working capital deficit	$ 6,881,670

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Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (343,020)	$ (1,820,562)
Adjustments to reconcile net loss to net cash used in operating activities:
Gain on conversion of debt	0	64,614
Common stock issued for services and finance expenses	0	175,450
Stock based compensation	68,434	68,434
Operating expenses incurred by noteholders on behalf of the Company	32,000	267,511
Non-cash interest expenses	25,828	295,912
Change in fair value of derivative liability	(312,605)	(529,123)
Amortization of debt discounts	55,048	924,585
Changes in operating assets and liabilities:
Fuel deposits	(200,000)	0
Accounts receivable	0	(3,062)
Accounts payable and accrued expenses	439,196	514,736
Due to related parties	9,000	(2,936)
Net Cash Used in Operating Activities	(226,119)	(173,669)
CASH FLOWS FROM INVESTING ACTIVITIES:	0	0
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from line of credit	401,000	0
Net proceeds from convertible notes payable	20,500	363,450
Proceeds from notes payable - related parties	6,000	0
Payments on notes payable	0	(174,000)
Net Cash Provided by Financing Activities	427,500	189,450
NET INCREASE IN CASH AND CASH EQUIVALENTS	201,381	15,781
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	811	0
CASH AND CASH EQUIVALENTS, END OF PERIOD	202,192	15,781
Cash Payments For:
Interest	146	1,725
Income taxes	0	0
Non-cash investing and financing activity:
Initial derivative liability on convertible note payable	63,329	711,413
Beneficial conversion feature on convertible note credited to additional paid in capital	$ 45,000	$ 394,452
Common stock issued for settlement of notes payable and accrued interest	0	108,000
Accrued interest converted to notes payable	$ 0	$ 130,603
Extinguished derivative liability on conversion of convertible note payable	0	281,127
Common stock issued for the conversion of debt and accrued interest	7,151	871,585
Reclassification from due to related party to note payable - related party	64,000	0
Reclassification from accounts payable to convertible note payable - related party	45,000	0
Reclassification from accounts payable to due to related party	$ 45,000	$ 0

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NOTE 9 - CONVERTIBLE DEBENTURE/NOTES PAYABLE - Embedded derivative (Details)	6 Months Ended
	Jun. 30, 2015
Dividend yield:	0.00%
Volatility minimum	290.02%
Risk free rate minimum	0.00%
Convertible debenture February 20, 2014
Dividend yield:	0.00%
Volatility maximum	270.02%
Risk free rate maximum	0.34%
Convertible debenture October 13, 2013
Dividend yield:	0.00%
Volatility maximum	277.00%
Risk free rate maximum	0.02%
Convertible debenture December 2013 and January 2014
Dividend yield:	0.00%
Volatility minimum	267.19%
Volatility maximum	268.98%
Risk free rate minimum	0.07%
Risk free rate maximum	0.10%
Convertible debenture March 31, 2014
Dividend yield:	0.00%
Volatility maximum	266.94%
Risk free rate maximum	0.10%
Convertible debenture April 1, 2014
Dividend yield:	0.00%
Volatility maximum	266.94%
Risk free rate maximum	0.05%
Convertible debenture July 9, 2014
Dividend yield:	0.00%
Volatility maximum	294.57%
Risk free rate maximum	0.07%
Convertible debenture August 29, 2014
Dividend yield:	0.00%
Volatility maximum	305.21%
Risk free rate maximum	0.03%
Convertible debenture October 1, 2014 (1)
Dividend yield:	0.00%
Volatility maximum	309.19%
Risk free rate maximum	0.02%
Convertible debenture October 1, 2014 (2)
Dividend yield:	0.00%
Volatility maximum	309.19%
Risk free rate maximum	0.02%
Convertible debenture October 1, 2014 (3)
Dividend yield:	0.00%
Volatility maximum	309.19%
Risk free rate maximum	0.02%
Convertible debenture October 1, 2014 (4)
Dividend yield:	0.00%
Volatility maximum	309.19%
Risk free rate maximum	0.02%
Convertible debenture January 6, 2015
Dividend yield:	0.00%
Volatility maximum	443.15%
Risk free rate maximum	0.18%
Convertible debentures June 16, 2015
Dividend yield:	0.00%
Volatility maximum	563.68%
Risk free rate maximum	0.28%

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NOTE 16 - SUBSEQUENT EVENTS

6 Months Ended

Jun. 30, 2015

Subsequent Events [Abstract]

NOTE 16 - SUBSEQUENT EVENTS

NOTE 16 – SUBSEQUENT EVENTS

On August 12, 2015, the Company converted into 153,595 shares of common stock, a portion of a certain convertible promissory note originally issued by the Company on January 21, 2014.

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NOTE 10 - CONVERTIBLE NOTES PAYABLE - RELATED PARTIES - Convertible notes payable (Details) - USD ($)	Jun. 30, 2015	Dec. 31, 2014	Dec. 30, 2014
Current portion	$ 325,722		$ 280,722
Convertible note issued in October 2013 (1)
Total notes payable - related parties	1,710	$ 1,710
Current portion	(1,710)	(1,710)
Long-term notes payable - related parties	0	0
Convertible note issued in October 2013 (2)
Total notes payable - related parties	42,470	42,470
Current portion	(42,470)	(42,470)
Long-term notes payable - related parties	0	0
Convertible note issued in January 2014
Total notes payable - related parties	45,000	45,000
Current portion	(45,000)	(45,000)
Long-term notes payable - related parties	0	0
Convertible note issued in April 3, 2014
Total notes payable - related parties	14,000	14,000
Current portion	(14,000)	(14,000)
Long-term notes payable - related parties	0	0
Convertible note issued in April 1, 2014
Total notes payable - related parties	45,000	45,000
Current portion	(45,000)	(45,000)
Long-term notes payable - related parties	0	0
Convertible note issued in May 21, 2014
Total notes payable - related parties	4,000	4,000
Current portion	(4,000)	(4,000)
Long-term notes payable - related parties	0	0
Convertible note issued in June 4, 2014
Total notes payable - related parties	30,542	30,542
Current portion	(30,542)	(30,542)
Long-term notes payable - related parties	0	0
Convertible note issued in July 1, 2014
Total notes payable - related parties	45,000	45,000
Current portion	(45,000)	(45,000)
Long-term notes payable - related parties	0	0
Convertible note issued in November 5, 2014 (1)
Total notes payable - related parties	4,000	4,000
Current portion	(4,000)	(4,000)
Long-term notes payable - related parties	0	0
Convertible note issued in November 5, 2014 (2)
Total notes payable - related parties	45,000	45,000
Current portion	(45,000)	(45,000)
Long-term notes payable - related parties	0	0
Convertible note issued in December 1, 2014
Total notes payable - related parties	4,000	4,000
Current portion	(4,000)	(4,000)
Long-term notes payable - related parties	0	0
Convertible note issued on January 1, 2015
Total notes payable - related parties	45,000	0
Current portion	(45,000)	0
Long-term notes payable - related parties	$ 0	$ 0

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NOTE 5 - ACCOUNTS RECEIVABLE (Tables)

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

Accounts receivable

	June 30, 2015			December 31, 2014
Accounts receivable	$	698,000		$	698,000
		698,000			698,000
Less: allowance on accounts receivable		(670,000	)		(670,000	)
Accounts receivable, net	$	28,000			28,000

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NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES AND NATURE OF OPERATIONS

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES AND NATURE OF OPERATIONS

NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES AND NATURE OF OPERATIONS

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted in accordance with such rules and regulations. The information furnished in the interim consolidated financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim consolidated financial statements be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in its Form 10-K for the year ended December 31, 2014. Operating results for the six months ended June 30, 2015 are not necessarily indicative of the results to be expected for the year ending December 31, 2015.

Organization and Nature of Operation

Fuelstream, Inc. (the “Company”) was incorporated under the laws of the State of Delaware on July 12, 1996 under the name of “Durwood, Inc.” From April 6, 1999 to April 9, 2010, the Company operated as a sports marketing firm under the name of “Sportsnuts, Inc.” On April 9, 2010, the Company changed its name to Fuelstream, Inc. and changed its business model to become a fuel transportation and logistics company.

On April 11, 2011, the Company entered into a joint venture agreement (“Joint Venture”) with Aviation Fuel International, Inc., a Florida corporation (“AFI”) and a purchaser and reseller of aviation fuel for commercial and private aircraft. The Joint Venture required the Company to contribute up to $200,000 in respect of supplying aviation fuel to various commercial aircraft via tanker trucks which were intended to be acquired by the Joint Venture. The Company ultimately contributed $183,500 in connection with the Joint Venture. On January 18, 2012, the Joint Venture was terminated upon completion of the acquisition of AFI, which is now a wholly-owned subsidiary of the Company (refer to note 3).

On May 10, 2012, the Company along with two partners formed AFI South Africa LLC (“AFI SA”), immediately the Company purchased shares of the other partners to become 100% owner of AFI SA (refer to note 3). AFI SA was effective as Limited Liability Company under the Act by the filing organization with the office of the Secretary of State of Florida on May 11, 2012. The Company has been organized for the purpose of partnering with Global Aviation for brokering the sale of Fuel for aircraft in South Africa.

Use of Estimates

The preparation of unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition

The Company recognizes revenue in accordance with Accounting Standards Codification subtopic 605-10, Revenue Recognition (“ASC 605-10”) which requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management's judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts.

ASC605-10 incorporates Accounting Standards Codification subtopic 605-25, Multiple-Element Arrangements (“ASC 605-25”). ASC 605-25 addresses accounting for arrangements that may involve the delivery or performance of multiple products, services and/or rights to use assets.

Principles of Consolidation

The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“US GAAP”) and include the Company and its wholly-owned subsidiaries. All inter-company accounts and transactions have been eliminated.

Cash

The Company considers cash to consist of cash on hand and temporary investments having an original maturity of 90 days or less that are readily convertible into cash.

Income Taxes

The Company has adopted Accounting Standards Codification subtopic 740-10, Income Taxes (“ASC 740-10”) which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Temporary differences between taxable income reported for financial reporting purposes and income tax purposes consist primarily of timing differences such as deferred officers’ compensation and stock based compensation accounting.

Net Loss per share

The Company complies with accounting and disclosure requirements of FASB ASC 260, “Earnings Per Share.” Net loss per ordinary share is computed by dividing net loss applicable to ordinary shareholders by the weighted average number of ordinary shares outstanding for the period. Common share equivalents are excluded from the diluted earnings (loss) per share computation if their effect is anti-dilutive.

Stock based compensation

The Company follows Accounting Standards Codification subtopic 718-10, Compensation (“ASC 718-10”) which requires that all share-based payments to both employees and non-employees be recognized in the income statement based on their fair values.

Stock based compensation recorded in the unaudited condensed consolidated financial statements for the six months ended June 30, 2015 and 2014 were $68,434 and $68,434, respectively.

Financial Instruments

On January 1, 2008, the Company adopted FASB ASC 820-10-50, “Fair Value Measurements.” This guidance defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follows:

- Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities inactive markets.

- Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

- Level 3 inputs to valuation methodology are unobservable and significant to the fair measurement.

The carrying amounts reported in the balance sheets for the cash and cash equivalents, receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest.

Derivative Liabilities

The Company assessed the classification of its derivative financial instruments as of June 30, 2015, which consist of convertible instruments and rights to shares of the Company’s common stock, and determined that such derivatives meet the criteria for liability classification under ASC 815.

ASC 815 generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument subject to the requirements of ASC 815. ASC 815 also provides an exception to this rule when the host instrument is deemed to be conventional, as described.

Convertible Instruments

The Company evaluates and accounts for conversion options embedded in its convertible instruments in accordance with professional standards for “Accounting for Derivative Instruments and Hedging Activities”.

Professional standards generally provide three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. Professional standards also provide an exception to this rule when the host instrument is deemed to be conventional as defined under professional standards as “The Meaning of “Conventional Convertible Debt Instrument”.

The Company accounts for convertible instruments (when it has determined that the embedded conversion options should not be bifurcated from their host instruments) in accordance with professional standards when “Accounting for Convertible Securities with Beneficial Conversion Features,” as those professional standards pertain to “Certain Convertible Instruments.” Accordingly, the Company records, when necessary, discounts to convertible notes for the intrinsic value of conversion options embedded in debt instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. Debt discounts under these arrangements are amortized over the term of the related debt to their earliest date of redemption. The Company also records when necessary deemed dividends for the intrinsic value of conversion options embedded in preferred shares based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note.

ASC 815-40 provides that, among other things, generally, if an event is not within the entity’s control could or require net cash settlement, then the contract shall be classified as an asset or a liability.

Recently adopted accounting pronouncements

In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (“ASU”) No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. The amendments in this ASU require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this ASU. The amendments are effective for financial statements issued for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. The amendments are to be applied on a retrospective basis, wherein the balance sheet of each individual period presented is adjusted to reflect the period-specific effects of applying the new guidance. We do not expect the adoption of ASU 2015-03 to have a material effect on our financial position, results of operations or cash flows.

In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which is intended to improve targeted areas of consolidation guidance for legal entities such as limited partnerships, limited liability corporations, and securitization structures (collateralized debt obligations, collateralized loan obligations, and mortgage-backed security transactions). The ASU focuses on the consolidation evaluation for reporting organizations that are required to evaluate whether they should consolidate certain legal entities. In addition to reducing the number of consolidation models from four to two, the new standard simplifies the FASB Accounting Standards Codification and improves current U.S. GAAP by placing more emphasis on risk of loss when determining a controlling financial interest, reducing the frequency of the application of related-party guidance when determining a controlling financial interest in a variable interest entity (“VIE”), and changing consolidation conclusions for companies in several industries that typically make use of limited partnerships or VIEs. The ASU will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. We do not expect the adoption of ASU 2015-02 to have a material effect on our financial position, results of operations or cash flows. 

In January 2015, the FASB issued ASU No. 2015-01, “Income Statement - Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items.” This ASU eliminates from U.S. GAAP the concept of extraordinary items. ASU 2015-01 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. A reporting entity may apply the amendments prospectively. We do not expect the adoption of ASU 2015-01 to have a material effect on our financial position, results of operations or cash flows.

In November 2014, the FASB issued ASU No. 2014-17, “Business Combinations (Topic 805): Pushdown Accounting.” This ASU provides an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. An acquired entity may elect the option to apply pushdown accounting in the reporting period in which the change-in-control event occurs. If pushdown accounting is applied to an individual change-in-control event, that election is irrevocable. ASU 2014-17 was effective on November 18, 2014. The adoption of ASU 2014-17 did not have any effect on our financial position, results of operations or cash flows.

In November 2014, the FASB issued ASU 2014-16, “Derivatives and Hedging (Topic 815).” ASU 2014-16 addresses whether the host contract in a hybrid financial instrument issued in the form of a share should be accounted for as debt or equity. ASU 2014-16 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We do not currently have issued, nor are we investors in, hybrid financial instruments. Accordingly, we do not expect the adoption of ASU 2014-16 to have any effect on our financial position, results of operations or cash flows.

In August 2014, the FASB issued ASU No. 2014-15, "Presentation of Financial Statements - Going Concern (Subtopic 205-40)". ASU 2014-15 provides guidance related to management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosure. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and for interim and annual periods thereafter. Early application is permitted. We do not expect the adoption of ASU 2014-15 to have a material effect on our financial position, results of operations or cash flows.

In June 2014, the FASB issued ASU No. 2014-12, “Compensation – Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period.” This ASU requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU 2014-12 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We do not expect the adoption of ASU 2014-12 to have a material effect on our financial position, results of operations or cash flows.

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU 2014-09 affects any entity using U.S. GAAP that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). ASU 2014-09 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. We do not expect the adoption of ASU No. 2014-09 to have a material effect on our financial position, results of operations or cash flows.

In April 2014, the FASB issued ASU No. 2014-08, "Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360) and Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity." ASU 2014-08 amends the definition for what types of asset disposals are to be considered discontinued operations, as well as amending the required disclosures for discontinued operations and assets held for sale. ASU 2014-08 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2014. The adoption of ASU 2014-08 did not have any effect on our financial position, results of operations or cash flows.

Recent accounting pronouncements issued by the FASB and the SEC did not or are not believed by management to have a material impact on the Company's present or future unaudited condensed consolidated financial statements.

Reclassification

Certain reclassifications have been made to prior periods' data to conform to the current period's presentation. These reclassifications had no effect on reported income or losses.

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Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)	Jun. 30, 2015	Dec. 30, 2014
Statement of Financial Position [Abstract]
Convertible debenture/notes payable - short term, net of discount	$ 33,811	$ 6,358
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	200	200
Preferred stock, shares issued	200	200
Preferred stock, shares outstanding	200	200
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	2,500,000,000	2,500,000,000
Common stock, shares issued	1,537,577	969,086
Common stock, shares outstanding	1,537,577	969,086

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NOTE 11 - NOTES PAYABLE - RELATED PARTIES

6 Months Ended

Jun. 30, 2015

Notes to Financial Statements

NOTE 11 - NOTES PAYABLE - RELATED PARTIES

NOTE 11 - NOTES PAYABLE - RELATED PARTIES

Notes payable - related parties consist of the following:
	June 30, 2015			December 31, 2014
Note payable to a related individual, secured by tangible and intangible assets of the Company, interest at 16% per annum, principal and interest due April 1, 2000, past due.  Note is convertible into common stock of the Company at $0.10 per share. Note is in default. (2)	$	1,080,973		$	1,080,973
Note payable to a related individual, interest at 8% per annum,past due. Note is in default. (1)		1,000,000			1,000,000
Notes payable to related individuals, unsecured, interest at 10%, due on demand. (3)		28,500			28,500
Notes payable to related individual, unsecured, interest at 12%, due on demand. (4)		92,633			28,633
Notes payable to related individual, unsecured, interest at 24%, due on demand. (5)		6,000			—
Total notes payable - related parties		2,208,106			2,138,106
Less: current portion		(2,208,106	)		(2,138,106	)
Long-term notes payable - related parties	$	—		$	—
Maturities of notes payable - related parties are as follows:
Year Ending June 30,					Amount
2016				$	2,208,106
Total				$	2,208,106

Accrued interest on notes payable – related parties as of June 30, 2015 and December 31, 2014 was $510,464 and $380,080, respectively. During the three and six months ended June 30, 2015, total interest expense to related party was $66,173 and $130,096, respectively.

1) This note was issued for the acquisition of AFI on January 28, 2012. As of June 30, 2015 and December 31, 2014, the Company had accrued interest on the note in the amount of $273,534 and $233,863, respectively.

2) This note was originally issued for $450,000. During the year ended December 31, 2013, the principle value of $450,000 along with accrued interest of $837,369 was converted to two new notes for $1,087,370 and $200,000. During the year 2013 the Company issued 2,100,000 shares of the common stock against settlement of the new note of $200,000. In the year 2014, the Company issued 3,500,000 shares of common stock for Note value of $35,000 and accrued interest of $6,650. The Balance note along with the balance accrued interest of $130,603 was transferred to another note holder-related party for $1,080,973 and $102,000 transfer to another note holder. The accrued interest as of June 30, 2015 is $220,145.

3) During the year ended December 31, 2013, one of the note holder for $15,000 along with accrued interest of $13,300 transferred its loan to a non- related party. During the year 2013 the Company issued 1,800,000 shares of the common stock to settle$28,300 of note of non- related party.

4) During the year 2014, the Company issued the note value of $26,000 in cash and $2,632 for expense incurred. During the six months ended June 30, 2015 $64,000 was reclassified from accounts payable.

5) During the six months ended June 30, 2015 the Company issued the note value of $6,000 in cash.

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Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2015	Aug. 17, 2015
Document And Entity Information
Entity Registrant Name	Fuelstream INC
Entity Central Index Key	0001024920
Document Type	10-Q/A
Document Period End Date	Jun. 30, 2015
Amendment Flag	true
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		1,691,172
Amendment Description	This amendment is for the sole purpose of filing the XBRL financial report.
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2015

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NOTE 12 - LINE OF CREDIT

6 Months Ended

Jun. 30, 2015

Debt Disclosure [Abstract]

NOTE 12 - LINE OF CREDIT

NOTE 12 – LINE OF CREDIT

On April 20, 2015, Fuelstream, Inc. (the “Company”) announced that it had entered into that certain Revolving Senior Secured Participating Line of Credit Agreement and exhibits thereto (collectively, the “Credit Facility”) with NuVenture Fund I, LLC (“NuVenture”), in respect of a revolving credit line in the principal amount of $2,000,000 (the “Revolving Note”). The Revolving Note matures (a) one (1) year from the date of the Credit Facility unless extended by the NuVenture, in its sole and absolute discretion, for two additional periods of up to one (1) year each, or (b) at the sole discretion of NuVenture, upon the occurrence of an Event of Default, as defined in the Revolving Note, that remains uncured for fifteen (15) days. The Revolving Note bears interest at the rate of 24% per annum and, in the alternative, entitles NuVenture to receive a fee equal to 3.5% of any advance made under the Revolving Note. The Credit Facility contains representations, warranties, conditions, restrictions, and covenants of the Company that are customary in such transactions with similar companies. The balance due on the line of credit as of June 30, 2015 was $401,000. Accrued interest on the line of credit as of June 30, 2015 was $8,242.

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Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Income Statement [Abstract]
NET SALES	$ 0	$ 210,174	$ 0	$ 257,588
COST OF SALES	0	184,557	0	220,895
GROSS MARGIN	0	25,617	0	36,693
OPERATING EXPENSES
Selling, general and administrative	169,934	439,789	288,244	889,922
Total Operating Expenses	169,934	439,789	288,244	889,922
LOSS FROM OPERATIONS	(169,934)	(414,172)	(288,244)	(853,229)
OTHER INCOME (EXPENSES)
Gain on conversion of debt	0	(64,614)	0	(64,614)
Gain on change in fair value of derivative liability	305,508	290,743	312,605	529,123
Interest expense (including amortization of debt discount of $18,718, $544,564, $55,048 and $924,585, respectively)	(187,998)	(832,095)	(367,381)	(1,561,070)
Total Other Income (Expenses)	117,510	(476,738)	(54,776)	(967,333)
LOSS BEFORE INCOME TAXES	(52,424)	(890,910)	(343,020)	(1,820,562)
INCOME TAX EXPENSE	0	0	0	0
NET LOSS	$ (52,424)	$ (890,910)	$ (343,020)	$ (1,820,562)
BASIC AND DILUTED:
Net loss per common share	$ (0.04)	$ (25.31)	$ (0.32)	$ (39.18)
Weighted average shares outstanding	1,182,243	35,200	1,076,253	46,465

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NOTE 6 - FUEL DEPOSITS

6 Months Ended

Jun. 30, 2015

Notes to Financial Statements

NOTE 6 - FUEL DEPOSITS

NOTE 6 - FUEL DEPOSITS

During the six months ended June 30, 2015, the Company deposited funds with a fuel vendor in order to establish a “prepay” account that is used for the purchase of fuel. The balance in these fuel deposits at June 30, 2015 was $200,000.

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NOTE 5 - ACCOUNTS RECEIVABLE

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

NOTE 5 - ACCOUNTS RECEIVABLE

NOTE 5 - ACCOUNTS RECEIVABLE

Accounts receivable at June 30, 2015 and December 31, 2014 are as follow:

	June 30, 2015			December 31, 2014
Accounts receivable	$	698,000		$	698,000
		698,000			698,000
Less: allowance on accounts receivable		(670,000	)		(670,000	)
Accounts receivable, net	$	28,000			28,000

The Company is involved in disputes with $698,000 of the above accounts receivable and has filed a lawsuit.

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NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES AND NATURE OF OPERATIONS (Policies)

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted in accordance with such rules and regulations. The information furnished in the interim consolidated financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim consolidated financial statements be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in its Form 10-K for the year ended December 31, 2014. Operating results for the six months ended June 30, 2015 are not necessarily indicative of the results to be expected for the year ending December 31, 2015.

Organization and Nature of Operation

Organization and Nature of Operation

Fuelstream, Inc. (the “Company”) was incorporated under the laws of the State of Delaware on July 12, 1996 under the name of “Durwood, Inc.” From April 6, 1999 to April 9, 2010, the Company operated as a sports marketing firm under the name of “Sportsnuts, Inc.” On April 9, 2010, the Company changed its name to Fuelstream, Inc. and changed its business model to become a fuel transportation and logistics company.

On April 11, 2011, the Company entered into a joint venture agreement (“Joint Venture”) with Aviation Fuel International, Inc., a Florida corporation (“AFI”) and a purchaser and reseller of aviation fuel for commercial and private aircraft. The Joint Venture required the Company to contribute up to $200,000 in respect of supplying aviation fuel to various commercial aircraft via tanker trucks which were intended to be acquired by the Joint Venture. The Company ultimately contributed $183,500 in connection with the Joint Venture. On January 18, 2012, the Joint Venture was terminated upon completion of the acquisition of AFI, which is now a wholly-owned subsidiary of the Company (refer to note 3).

On May 10, 2012, the Company along with two partners formed AFI South Africa LLC (“AFI SA”), immediately the Company purchased shares of the other partners to become 100% owner of AFI SA (refer to note 3). AFI SA was effective as Limited Liability Company under the Act by the filing organization with the office of the Secretary of State of Florida on May 11, 2012. The Company has been organized for the purpose of partnering with Global Aviation for brokering the sale of Fuel for aircraft in South Africa.

Use of Estimates

Use of Estimates

The preparation of unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition

Revenue Recognition

The Company recognizes revenue in accordance with Accounting Standards Codification subtopic 605-10, Revenue Recognition (“ASC 605-10”) which requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management's judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts.

ASC605-10 incorporates Accounting Standards Codification subtopic 605-25, Multiple-Element Arrangements (“ASC 605-25”). ASC 605-25 addresses accounting for arrangements that may involve the delivery or performance of multiple products, services and/or rights to use assets.

Principles of Consolidation

Principles of Consolidation

The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“US GAAP”) and include the Company and its wholly-owned subsidiaries. All inter-company accounts and transactions have been eliminated.

Cash

Cash

The Company considers cash to consist of cash on hand and temporary investments having an original maturity of 90 days or less that are readily convertible into cash.

Income Taxes

Income Taxes

The Company has adopted Accounting Standards Codification subtopic 740-10, Income Taxes (“ASC 740-10”) which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Temporary differences between taxable income reported for financial reporting purposes and income tax purposes consist primarily of timing differences such as deferred officers’ compensation and stock based compensation accounting.

Net Loss per share

Net Loss per share

The Company complies with accounting and disclosure requirements of FASB ASC 260, “Earnings Per Share.” Net loss per ordinary share is computed by dividing net loss applicable to ordinary shareholders by the weighted average number of ordinary shares outstanding for the period. Common share equivalents are excluded from the diluted earnings (loss) per share computation if their effect is anti-dilutive.

Stock based compensation

Stock based compensation

The Company follows Accounting Standards Codification subtopic 718-10, Compensation (“ASC 718-10”) which requires that all share-based payments to both employees and non-employees be recognized in the income statement based on their fair values.

Stock based compensation recorded in the unaudited condensed consolidated financial statements for the six months ended June 30, 2015 and 2014 were $68,434 and $68,434, respectively.

Financial Instruments

Financial Instruments

On January 1, 2008, the Company adopted FASB ASC 820-10-50, “Fair Value Measurements.” This guidance defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follows:

- Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities inactive markets.

- Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

- Level 3 inputs to valuation methodology are unobservable and significant to the fair measurement.

The carrying amounts reported in the balance sheets for the cash and cash equivalents, receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest.

Derivative Liabilities

Derivative Liabilities

The Company assessed the classification of its derivative financial instruments as of June 30, 2015, which consist of convertible instruments and rights to shares of the Company’s common stock, and determined that such derivatives meet the criteria for liability classification under ASC 815.

ASC 815 generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument subject to the requirements of ASC 815. ASC 815 also provides an exception to this rule when the host instrument is deemed to be conventional, as described.

Convertible Instruments

Convertible Instruments

The Company evaluates and accounts for conversion options embedded in its convertible instruments in accordance with professional standards for “Accounting for Derivative Instruments and Hedging Activities”.

Professional standards generally provide three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. Professional standards also provide an exception to this rule when the host instrument is deemed to be conventional as defined under professional standards as “The Meaning of “Conventional Convertible Debt Instrument”.

The Company accounts for convertible instruments (when it has determined that the embedded conversion options should not be bifurcated from their host instruments) in accordance with professional standards when “Accounting for Convertible Securities with Beneficial Conversion Features,” as those professional standards pertain to “Certain Convertible Instruments.” Accordingly, the Company records, when necessary, discounts to convertible notes for the intrinsic value of conversion options embedded in debt instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. Debt discounts under these arrangements are amortized over the term of the related debt to their earliest date of redemption. The Company also records when necessary deemed dividends for the intrinsic value of conversion options embedded in preferred shares based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note.

ASC 815-40 provides that, among other things, generally, if an event is not within the entity’s control could or require net cash settlement, then the contract shall be classified as an asset or a liability.

Recently adopted accounting pronouncements

Recently adopted accounting pronouncements

In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (“ASU”) No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. The amendments in this ASU require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this ASU. The amendments are effective for financial statements issued for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. The amendments are to be applied on a retrospective basis, wherein the balance sheet of each individual period presented is adjusted to reflect the period-specific effects of applying the new guidance. We do not expect the adoption of ASU 2015-03 to have a material effect on our financial position, results of operations or cash flows.

In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which is intended to improve targeted areas of consolidation guidance for legal entities such as limited partnerships, limited liability corporations, and securitization structures (collateralized debt obligations, collateralized loan obligations, and mortgage-backed security transactions). The ASU focuses on the consolidation evaluation for reporting organizations that are required to evaluate whether they should consolidate certain legal entities. In addition to reducing the number of consolidation models from four to two, the new standard simplifies the FASB Accounting Standards Codification and improves current U.S. GAAP by placing more emphasis on risk of loss when determining a controlling financial interest, reducing the frequency of the application of related-party guidance when determining a controlling financial interest in a variable interest entity (“VIE”), and changing consolidation conclusions for companies in several industries that typically make use of limited partnerships or VIEs. The ASU will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. We do not expect the adoption of ASU 2015-02 to have a material effect on our financial position, results of operations or cash flows. 

In January 2015, the FASB issued ASU No. 2015-01, “Income Statement - Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items.” This ASU eliminates from U.S. GAAP the concept of extraordinary items. ASU 2015-01 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. A reporting entity may apply the amendments prospectively. We do not expect the adoption of ASU 2015-01 to have a material effect on our financial position, results of operations or cash flows.

In November 2014, the FASB issued ASU No. 2014-17, “Business Combinations (Topic 805): Pushdown Accounting.” This ASU provides an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. An acquired entity may elect the option to apply pushdown accounting in the reporting period in which the change-in-control event occurs. If pushdown accounting is applied to an individual change-in-control event, that election is irrevocable. ASU 2014-17 was effective on November 18, 2014. The adoption of ASU 2014-17 did not have any effect on our financial position, results of operations or cash flows.

In November 2014, the FASB issued ASU 2014-16, “Derivatives and Hedging (Topic 815).” ASU 2014-16 addresses whether the host contract in a hybrid financial instrument issued in the form of a share should be accounted for as debt or equity. ASU 2014-16 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We do not currently have issued, nor are we investors in, hybrid financial instruments. Accordingly, we do not expect the adoption of ASU 2014-16 to have any effect on our financial position, results of operations or cash flows.

In August 2014, the FASB issued ASU No. 2014-15, "Presentation of Financial Statements - Going Concern (Subtopic 205-40)". ASU 2014-15 provides guidance related to management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosure. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and for interim and annual periods thereafter. Early application is permitted. We do not expect the adoption of ASU 2014-15 to have a material effect on our financial position, results of operations or cash flows.

In June 2014, the FASB issued ASU No. 2014-12, “Compensation – Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period.” This ASU requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU 2014-12 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We do not expect the adoption of ASU 2014-12 to have a material effect on our financial position, results of operations or cash flows.

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU 2014-09 affects any entity using U.S. GAAP that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). ASU 2014-09 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. We do not expect the adoption of ASU No. 2014-09 to have a material effect on our financial position, results of operations or cash flows.

In April 2014, the FASB issued ASU No. 2014-08, "Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360) and Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity." ASU 2014-08 amends the definition for what types of asset disposals are to be considered discontinued operations, as well as amending the required disclosures for discontinued operations and assets held for sale. ASU 2014-08 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2014. The adoption of ASU 2014-08 did not have any effect on our financial position, results of operations or cash flows.

Recent accounting pronouncements issued by the FASB and the SEC did not or are not believed by management to have a material impact on the Company's present or future unaudited condensed consolidated financial statements.

Reclassification

Reclassification

Certain reclassifications have been made to prior periods' data to conform to the current period's presentation. These reclassifications had no effect on reported income or losses.

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NOTE 13 - FAIR VALUE OF FINANCIAL INSTRUMENTS

6 Months Ended

Jun. 30, 2015

Fair Value Disclosures [Abstract]

NOTE 13 - FAIR VALUE OF FINANCIAL INSTRUMENTS

NOTE 13 – FAIR VALUE OF FINANCIAL INSTRUMENTS

ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs.

The following tables set forth by level within the fair value hierarchy the Company’s financial assets and liabilities that were accounted for at fair value as of June 30, 2015 and December 31, 2014. As required by ASC 820, a financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of fair value assets and liabilities and their placement within the fair value hierarchy levels. There were no transfers between fair value hierarchy levels for the periods ended June 30, 2015 and December 31, 2014.

The carrying amounts reported in the balance sheets for cash, accounts receivable, loans payable, and accounts payable and accrued expenses, approximate their fair market value based on the short-term maturity of these instruments. The following table presents assets and liabilities that are measured and recognized at fair value as of March 31, 2015 on a recurring basis:

Assets and liabilities at fair value on a recurring basis at June 30, 2015:

	Level 1		Level 2		Level 3		Total
Liabilities
Derivative liability		—		—	$	119,362	$	119,362
Total		—		—	$	119,362	$	119,362

The following table provides a summary of changes in fair value of the Company’s Level 3 financial liabilities as of June 30, 2015:

	Debt Derivative Liability
Balance, December 31, 2014	$	372,939
Initial fair value of debt derivatives at note issuances		63,329
Extinguished derivative liability		(4,301	)
Mark-to-market at June 30, 2015 - Embedded debt derivatives		(312,605	)
Balance, June 30, 2015	$	119,362
Net gain for the period included in earnings relating to the liabilities held at June 30, 2015	$	312,605

The carrying value of short term financial instruments including cash, accounts payable, accrued expenses and short-term borrowings approximate fair value due to the short period of maturity for these instruments. The long-term debentures payable approximates fair value since the related rates of interest approximate current market rates.

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NOTE 9 - CONVERTIBLE DEBENTURE/NOTES PAYABLE

6 Months Ended

Jun. 30, 2015

Debt Disclosure [Abstract]

NOTE 9 - CONVERTIBLE DEBENTURE/NOTES PAYABLE

NOTE 9 - CONVERTIBLE DEBENTURE/NOTES PAYABLE

	June 30, 2015		December 31, 2014
Convertible note issued on February 20, 2014, unsecured, zero interest if paid on or before 90 days otherwise one time interest charge of 12%, due on February 20, 2016. Unamortized debt discount of $1,328 and $2,352, respectively.	$	2,792	$	1,768
Convertible note issued on October 2013, unsecured, interest at 6%, due on October 13, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		9,912		9,912
Convertible note issued in January 2014, unsecured, interest at 8%, due on January 30, 2015. Unamortized debt discount of $-0- and $-0-, respectively.		112,150		115,000
Convertible note issued on January 2, 2014, unsecured, interest at 10%, due on June 2, 2014 (in default), convertible into common stock at 60% of the bid price on the date of conversion. Unamortized debt discount of $-0- and $-0-, respectively.		11,209		11,209
Convertible note issued on March 10, 2014, unsecured, interest at 10%, due on April 10, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		6,669		6,669
Convertible note issued on April 9, 2014, unsecured, interest at 10%, due on May 4, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		2,679		2,679
Convertible note issued on March 31, 2014, unsecured, interest at 8%, due on January 2, 2015. Unamortized debt discount of $-0- and $580, respectively.		73,310		72,730
Convertible note issued on April 1, 2014, unsecured, interest at 10%, due on September 1, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		93,000		93,000
Convertible note issued on June 4, 2014, unsecured, interest at 16%, due on April 1, 2000 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		25,000		25,000
Convertible note issued on June 1, 2014, unsecured, interest at 10%, due on December 1, 2014. Unamortized debt discount of $-0- and $-0-, respectively.		25,000		25,000

Convertible note issued on April 1, 2014, unsecured, interest at 10%, due on December 1, 2014. Unamortized debt discount of $-0- and $-0-, respectively.		25,000			25,000
Convertible note issued on May 16, 2014, unsecured, interest at 8%, due on November 16, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		1,975			1,975
Convertible note issued on June 30, 2014, unsecured, interest at 8%, due on December 30, 2014. Unamortized debt discount of $-0- and $-0-, respectively.		1,929			1,929
Convertible note issued on July 9, 2014, unsecured, interest at 10%, due on February 9, 2015. Unamortized debt discount of $-0- and $827, respectively.		4,556			3,730
Convertible note issued on August 29, 2014, unsecured, interest at 12%, due on November 1, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		1,890			1,890
Convertible note issued on October 1, 2014, unsecured, interest at 12%, due on January 1, 2015 (in default). Unamortized debt discount of $-0- and $978, respectively.		90,000			89,022
Convertible note issued on October 1, 2014, unsecured, interest at 12%, due on January 1, 2015 (in default). Unamortized debt discount of $-0- and $978, respectively.		90,000			89,022
Convertible note issued on October 1, 2014, unsecured, interest at 12%, due on January 1, 2015 (in default). Unamortized debt discount of $-0- and $155, respectively.		14,250			14,095
Convertible note issued on October 1, 2014, unsecured, interest at 12%, due on January 1, 2015 (in default). Unamortized debt discount of $-0- and $489, respectively.		45,000			44,511
Convertible note issued on January 6, 2015, unsecured, interest at 8%, due on October 10, 2015. Unamortized debt discount of $2,188 and $-0-, respectively.		3,812			—
Convertible note issued on May 20, 2015, unsecured, interest at 10%, due on demand. Unamortized debt discount of $-0- and $-0-, respectively.		15,000			—
Convertible note issued on June 16, 2015, unsecured, interest at 8%, due on June 16, 2016. Unamortized debt discount of $30,295 and $-0-, respectively.		1,205			—
Total notes payable		656,338			634,141
Less: current portion		(656,338	)		(634,141	)
Long-term convertible debenture/notes payable	$	—		$	—

Convertible debenture February 20, 2014

On February 20, 2014, the Company issued a $25,000 Convertible Promissory Note which bears interest at a rate of 12%, due on February 20, 2016 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest three day trading price for ten trading days immediately preceding the date of conversion. Any amount of principal or interest on this Note which is not paid when due shall bear interest at the rate of twenty two percent (22%) per annum from the due date thereof until the same is paid (“Default Interest”) and the note also has prepayment penalty clause.

The Company identified embedded derivatives related to the Convertible Promissory Note entered into in February 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $39,722 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	270.02	%
Risk free rate:	0.34	%

The initial fair value of the embedded debt derivative of $39,722 was allocated as a debt discount up to the proceeds of the note ($25,000) with the remainder ($14,722) charged to current period operations as interest expense for the year ended December 31, 2014. The outstanding balance as of June 30, 2015 is $4,120.

Convertible debenture October 13, 2013:

On October 13, 2013, the Company issued a $30,000 Convertible Promissory Note which bears interest at a rate of 6%, due on October 13, 2014 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest five prior trading days immediately preceding the date of conversion. Default rate of interest is 24% per annum.

The Company received a net of $26,100 from the convertible note holder; $1,500 was paid towards the legal expenses and $2,400 toward third party fees.

The Company identified embedded derivatives related to the Convertible Promissory Note entered into in October 2013. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $57,750 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	277	%
Risk free rate:	0.02	%

The initial fair value of the embedded debt derivative of $57,750 was allocated as a debt discount up to the proceeds of the note($30,000) with the remainder ($27,750) charged to current period operations as non-cash interest expense for the year ended December 31, 2013.

During the year 2014 the Company issued 15,261,282 shares for of common stock to convert note amount of $20,087. The outstanding balance as of June 30, 2015 is $9,912.

Convertible debenture December 2013 and January 2014

During the year ended December 31, 2014, the Company issued two notes for a total of $228,500 Convertible Promissory Note which bears interest at a rate of 8%, due on July 20, 2014 and January 30, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest three day trading price for ten trading days immediately preceding the date of conversion. Any amount of principal or interest on this Note which is not paid when due shall bear interest at the rate of twenty two percent (22%) per annum from the due date thereof until the same is paid (“Default Interest”) and the note also has prepayment penalty clause.

The Company identified embedded derivatives related to the Convertible Promissory Note entered into in January 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $383,457 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	267.19%-268.98	%
Risk free rate:	0.07%-0.10	%

The initial fair value of the embedded debt derivative of $383,457 was allocated as a debt discount up to the proceeds of the note ($228,500) with the remainder ($154,957) charged to current period operations as interest expense for the year ended December 31, 2014. The outstanding balance as of June 30, 2015 is $112,150.

Convertible debenture January 2, 2014

On January 2, 2014 the Company issued a $11,209 Convertible Promissory Note which bears interest at a rate of 8%, due on June 2, 2014 and is convertible into the Company’s common stock at the maker’s option, at the conversion rate of 40% of the lowest three day trading price for ten trading days immediately preceding the date of conversion. Any amount of principal or interest on this Note which is not paid when due shall bear interest at the lesser of i) 10 percent (10%) per annum or ii) the maximum rate allowed under the applicable law until paid in full or until the Note is reinstated.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $7,473 and was recorded as debt discount. The outstanding balance as of June 30, 2015 is $11,209.

Convertible debentures March 10, 2014 and April 9, 2014:

During the year ended December 31, 2014, the Company issued Convertible notes of$6,669 and $2,679 for expenses incurred. The Convertible Promissory Notes which bears interest at a rate of 10%, due on April 10, 2014 and May 9, 2014 respectively, are convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified Debt discounts of $6,629 and $1,182 related to the Convertible Promissory Note issued on March 10, 2014 and April 9, 2014 respectively. The accounting treatment of debt discount financial instruments requires that the Company record the Debt discount on notes as of the inception date of the Convertible Promissory note and amortized it over the period of note. The Company has fully amortized $6,629 and $1,182 and charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $6,669 and $2,679.

Convertible debentures March 31, 2014:

On March 31, 2014, the Company issued a $83,500 Convertible Promissory Note which bears interest at a rate of 8%, due on January 2, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on March 31, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $157,749 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	266.94	%
Risk free rate:	0.10	%

The initial fair value of the embedded debt derivative of $157,749 was allocated as a debt discount up to the proceeds of the note ($83,500) with the remainder ($74,249) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $73,310.

Convertible debentures April 1, 2014:

On April 1, 2014, the Company issued a $93,000 Convertible Promissory Note for expenses incurred. The note bears interest at a rate of 10%, due on September 9, 2014 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 75% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on April 1, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $111,104 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	266.94	%
Risk free rate:	0.05	%

The initial fair value of the embedded debt derivative of $111,104 was allocated as a debt discount up to the proceeds of the note ($93,000) with the remainder ($18,104) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $93,000.

Convertible debentures April 1, 2014 June 1, 2014 and June 4, 2014:

During the year ended December 31, 2014, the Company issued three convertible notes of $25,000 each, $50,000 for expenses incurred and $25,000 transfer of loan. One Convertible promissory note bears interest at 16% and the other two notes bears interest rate at 10%. The notes of $25,000 each which are due September 9, 2014 and December 1, 2014 are convertible into the Company’s common stock at the holder’s option at conversion price of $0.05, and the note of $25,000 which is due on demand is convertible at the conversion rate of 75% of the average of the lowest trading price for five trading days immediately preceding the date of conversion.

The Company identified Debt discount of $25,000 each related to the Convertible Promissory Note issued on April 1, 2014 and June 6, 2014. The accounting treatment of debt discount financial instruments requires that the Company record the Debt discount on note as of the inception date of the Convertible Promissory Note and amortized it over the period of note. The Company has fully amortized $50,000 and charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance for these three convertible notes payable as of June 30, 2015 is $25,000 each.

Convertible debentures May 16, 2014:

On May 16, 2014, the Company issued a Convertible note of $1,975 for expenses incurred. The Convertible Promissory Note which bears interest at a rate of 8%, due on November 16, 2014 is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified Debt discount of $1,391 related to the Convertible Promissory Note issued on May 16, 2014. The accounting treatment of debt discount financial instruments requires that the Company record the Debt discount on notes as of the inception date of the Convertible Promissory note and amortized it over the period of note. The Company has fully amortized $1,391 and charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $1,975.

Convertible debentures June 30, 2014:

On June 30, 2014, the Company issued a Convertible note of $1,929 for expenses incurred. The Convertible Promissory Note which bears interest at a rate of 8%, due on December 30, 2014 is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified Debt discount of $1,417 related to the Convertible Promissory Note issued on June 30, 2014. The accounting treatment of debt discount financial instruments requires that the Company record the Debt discount on notes as of the inception date of the Convertible Promissory note and amortized it over the period of note. The Company has fully amortized $1,417 and charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $1,929.

Convertible debentures July 9, 2014:

On July 9, 2014, the Company issued a Convertible note of $16,056 through transfer of convertible note, accrued interest and miscellaneous loans payable. The Convertible Promissory Note which bears interest at a rate of 10%, due on February 9, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on July 9, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $20,585 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	294.57	%
Risk free rate:	0.07	%

The initial fair value of the embedded debt derivative of $20,585 was allocated as a debt discount up to the proceeds of the note ($16,056) with the remainder ($4,529) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $4,556 after $11,500 converted to shares of common stock during the year ended December 31, 2014.

Convertible debentures August 29, 2014:

On August 29, 2014, the Company issued a Convertible note of$1,890 for expenses incurred. The Convertible Promissory Note which bears interest at a rate of 8%, due on December 30, 2014 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on August 29, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $3,150 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	305.21	%
Risk free rate:	0.03	%

The initial fair value of the embedded debt derivative of $3,150 was allocated as a debt discount up to the proceeds of the note ($1,890) with the remainder ($1,260) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $1,890.

Convertible debentures October 1, 2014:

On October 1, 2014, the Company issued a $90,000 Convertible Promissory Note which bears interest at a rate of 12%, due on January 1, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on October 1, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $150,000 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	309.19	%
Risk free rate:	0.02	%

The initial fair value of the embedded debt derivative of $150,000 was allocated as a debt discount up to the proceeds of the note ($90,000) with the remainder ($60,000) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $90,000.

Convertible debentures October 1, 2014:

On October 1, 2014, the Company issued a $90,000 Convertible Promissory Note which bears interest at a rate of 12%, due on January 1, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on October 1, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $150,000 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	309.19	%
Risk free rate:	0.02	%

The initial fair value of the embedded debt derivative of $150,000 was allocated as a debt discount up to the proceeds of the note ($90,000) with the remainder ($60,000) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $90,000.

Convertible debentures October 1, 2014:

On October 1, 2014, the Company issued a $14,250 Convertible Promissory Note which bears interest at a rate of 12%, due on January 1, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on October 1, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $23,750 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	309.19	%
Risk free rate:	0.02	%

The initial fair value of the embedded debt derivative of $23,750 was allocated as a debt discount up to the proceeds of the note ($14,250) with the remainder ($9,500) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $14,250.

Convertible debentures October 1, 2014:

On October 1, 2014, the Company issued a $45,000 Convertible Promissory Note which bears interest at a rate of 12%, due on January 1, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on October 1, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $75,000of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	309.19	%
Risk free rate:	0.02	%

The initial fair value of the embedded debt derivative of $75,000 was allocated as a debt discount up to the proceeds of the note ($45,000) with the remainder ($30,000) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $45,000.

Convertible debentures January 6, 2015:

On January 6, 2015, the Company issued a $6,000 Convertible Promissory Note which bears interest at a rate of 8%, due on October 10, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 50% of the average of the lowest three day trading price for twenty trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on January 6, 2015. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $11,520 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	443.15	%
Risk free rate:	0.18	%

The initial fair value of the embedded debt derivative of $11,520 was allocated as a debt discount up to the proceeds of the note ($6,000) with the remainder ($5,520) charged to current period operations as interest expense for the three months ended March 31, 2015.

The outstanding balance as of June 30, 2015 is $6,000.

Convertible debenture May 20, 2015

On May 20, 2015 the Company issued a $15,000 Convertible Promissory Note which bears interest at a rate of 10%, due on November 20, 2015 and is convertible into the Company’s common stock at the maker’s option, at the conversion rate of 60% of the lowest trading price in the five days immediately preceding the date of conversion. Any amount of principal or interest on this Note which is not paid when due shall bear interest at the lesser of i) 10 percent (10%) per annum or ii) the maximum rate allowed under the applicable law until paid in full or until the Note is reinstated.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $15,000 and was recorded as debt discount. The outstanding balance as of June 30, 2015 is $15,000.

Convertible debentures June 16, 2015:

On June 16, 2015, the Company issued a $31,500 Convertible Promissory Note which bears interest at a rate of 8%, due on June 16, 2016 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on June 16, 2015. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $51,809 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	563.68	%
Risk free rate:	0.28	%

The initial fair value of the embedded debt derivative of $51,809 was allocated as a debt discount up to the proceeds of the note ($31,500) with the remainder ($20,309) charged to current period operations as interest expense for the six months ended June 30, 2015.

The outstanding balance as of June 30, 2015 is $31,500.

At June 30, 2015, the Company adjusted the recorded fair value of the derivative liability to market on the notes resulting in noncash, non-operating gain of $312,122 for the six months ended June 30, 2015.

During the six months ended June 30, 2015 and 2014 the Company amortized $25,048 and $924,585, respectively and $18,718 and $589,564, for the three months ended June 30, 2015 and 2014, respectively, of beneficial debt discount to the operations as interest expense.

Accrued interest on convertible notes payable for the six months ended June 30, 2015 was $79,433. Interest expense of $18,539 and $33,642 has been charged to expenses for the three and six months ended June 30, 2015, respectively.

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NOTE 7 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES

6 Months Ended

Jun. 30, 2015

Payables and Accruals [Abstract]

NOTE 7 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES

NOTE 7 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES

The accounts payable of $965,307, as of June 30, 2015, includes two parties who are seeking motion for entry for final garnishment judgment. The Company has assumed these two accounts payable with the acquisition of AFI (refer to note 3). Per court order interest is calculated at rate of 6% per annum on $325,138 on one of the accounts payable and 18% on $192,061 (principal amount) of the second accounts payable. Accrued interest on accounts payable balance as of June 30, 2015 and December 31, 2014 is $210,149 and $183,108, respectively. Interest expense of $27,040 was charged to expenses during the six months ended June 30, 2015.

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NOTE 8 - NOTES PAYABLE

6 Months Ended

Jun. 30, 2015

Debt Disclosure [Abstract]

NOTE 8 - NOTES PAYABLE

NOTE 9 - CONVERTIBLE DEBENTURE/NOTES PAYABLE

	June 30, 2015		December 31, 2014
Convertible note issued on February 20, 2014, unsecured, zero interest if paid on or before 90 days otherwise one time interest charge of 12%, due on February 20, 2016. Unamortized debt discount of $1,328 and $2,352, respectively.	$	2,792	$	1,768
Convertible note issued on October 2013, unsecured, interest at 6%, due on October 13, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		9,912		9,912
Convertible note issued in January 2014, unsecured, interest at 8%, due on January 30, 2015. Unamortized debt discount of $-0- and $-0-, respectively.		112,150		115,000
Convertible note issued on January 2, 2014, unsecured, interest at 10%, due on June 2, 2014 (in default), convertible into common stock at 60% of the bid price on the date of conversion. Unamortized debt discount of $-0- and $-0-, respectively.		11,209		11,209
Convertible note issued on March 10, 2014, unsecured, interest at 10%, due on April 10, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		6,669		6,669
Convertible note issued on April 9, 2014, unsecured, interest at 10%, due on May 4, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		2,679		2,679
Convertible note issued on March 31, 2014, unsecured, interest at 8%, due on January 2, 2015. Unamortized debt discount of $-0- and $580, respectively.		73,310		72,730
Convertible note issued on April 1, 2014, unsecured, interest at 10%, due on September 1, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		93,000		93,000
Convertible note issued on June 4, 2014, unsecured, interest at 16%, due on April 1, 2000 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		25,000		25,000
Convertible note issued on June 1, 2014, unsecured, interest at 10%, due on December 1, 2014. Unamortized debt discount of $-0- and $-0-, respectively.		25,000		25,000

Convertible note issued on April 1, 2014, unsecured, interest at 10%, due on December 1, 2014. Unamortized debt discount of $-0- and $-0-, respectively.		25,000			25,000
Convertible note issued on May 16, 2014, unsecured, interest at 8%, due on November 16, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		1,975			1,975
Convertible note issued on June 30, 2014, unsecured, interest at 8%, due on December 30, 2014. Unamortized debt discount of $-0- and $-0-, respectively.		1,929			1,929
Convertible note issued on July 9, 2014, unsecured, interest at 10%, due on February 9, 2015. Unamortized debt discount of $-0- and $827, respectively.		4,556			3,730
Convertible note issued on August 29, 2014, unsecured, interest at 12%, due on November 1, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		1,890			1,890
Convertible note issued on October 1, 2014, unsecured, interest at 12%, due on January 1, 2015 (in default). Unamortized debt discount of $-0- and $978, respectively.		90,000			89,022
Convertible note issued on October 1, 2014, unsecured, interest at 12%, due on January 1, 2015 (in default). Unamortized debt discount of $-0- and $978, respectively.		90,000			89,022
Convertible note issued on October 1, 2014, unsecured, interest at 12%, due on January 1, 2015 (in default). Unamortized debt discount of $-0- and $155, respectively.		14,250			14,095
Convertible note issued on October 1, 2014, unsecured, interest at 12%, due on January 1, 2015 (in default). Unamortized debt discount of $-0- and $489, respectively.		45,000			44,511
Convertible note issued on January 6, 2015, unsecured, interest at 8%, due on October 10, 2015. Unamortized debt discount of $2,188 and $-0-, respectively.		3,812			—
Convertible note issued on May 20, 2015, unsecured, interest at 10%, due on demand. Unamortized debt discount of $-0- and $-0-, respectively.		15,000			—
Convertible note issued on June 16, 2015, unsecured, interest at 8%, due on June 16, 2016. Unamortized debt discount of $30,295 and $-0-, respectively.		1,205			—
Total notes payable		656,338			634,141
Less: current portion		(656,338	)		(634,141	)
Long-term convertible debenture/notes payable	$	—		$	—

Convertible debenture February 20, 2014

On February 20, 2014, the Company issued a $25,000 Convertible Promissory Note which bears interest at a rate of 12%, due on February 20, 2016 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest three day trading price for ten trading days immediately preceding the date of conversion. Any amount of principal or interest on this Note which is not paid when due shall bear interest at the rate of twenty two percent (22%) per annum from the due date thereof until the same is paid (“Default Interest”) and the note also has prepayment penalty clause.

The Company identified embedded derivatives related to the Convertible Promissory Note entered into in February 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $39,722 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	270.02	%
Risk free rate:	0.34	%

The initial fair value of the embedded debt derivative of $39,722 was allocated as a debt discount up to the proceeds of the note ($25,000) with the remainder ($14,722) charged to current period operations as interest expense for the year ended December 31, 2014. The outstanding balance as of June 30, 2015 is $4,120.

Convertible debenture October 13, 2013:

On October 13, 2013, the Company issued a $30,000 Convertible Promissory Note which bears interest at a rate of 6%, due on October 13, 2014 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest five prior trading days immediately preceding the date of conversion. Default rate of interest is 24% per annum.

The Company received a net of $26,100 from the convertible note holder; $1,500 was paid towards the legal expenses and $2,400 toward third party fees.

The Company identified embedded derivatives related to the Convertible Promissory Note entered into in October 2013. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $57,750 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	277	%
Risk free rate:	0.02	%

The initial fair value of the embedded debt derivative of $57,750 was allocated as a debt discount up to the proceeds of the note($30,000) with the remainder ($27,750) charged to current period operations as non-cash interest expense for the year ended December 31, 2013.

During the year 2014 the Company issued 15,261,282 shares for of common stock to convert note amount of $20,087. The outstanding balance as of June 30, 2015 is $9,912.

Convertible debenture December 2013 and January 2014

During the year ended December 31, 2014, the Company issued two notes for a total of $228,500 Convertible Promissory Note which bears interest at a rate of 8%, due on July 20, 2014 and January 30, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest three day trading price for ten trading days immediately preceding the date of conversion. Any amount of principal or interest on this Note which is not paid when due shall bear interest at the rate of twenty two percent (22%) per annum from the due date thereof until the same is paid (“Default Interest”) and the note also has prepayment penalty clause.

The Company identified embedded derivatives related to the Convertible Promissory Note entered into in January 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $383,457 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	267.19%-268.98	%
Risk free rate:	0.07%-0.10	%

The initial fair value of the embedded debt derivative of $383,457 was allocated as a debt discount up to the proceeds of the note ($228,500) with the remainder ($154,957) charged to current period operations as interest expense for the year ended December 31, 2014. The outstanding balance as of June 30, 2015 is $112,150.

Convertible debenture January 2, 2014

On January 2, 2014 the Company issued a $11,209 Convertible Promissory Note which bears interest at a rate of 8%, due on June 2, 2014 and is convertible into the Company’s common stock at the maker’s option, at the conversion rate of 40% of the lowest three day trading price for ten trading days immediately preceding the date of conversion. Any amount of principal or interest on this Note which is not paid when due shall bear interest at the lesser of i) 10 percent (10%) per annum or ii) the maximum rate allowed under the applicable law until paid in full or until the Note is reinstated.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $7,473 and was recorded as debt discount. The outstanding balance as of June 30, 2015 is $11,209.

Convertible debentures March 10, 2014 and April 9, 2014:

During the year ended December 31, 2014, the Company issued Convertible notes of$6,669 and $2,679 for expenses incurred. The Convertible Promissory Notes which bears interest at a rate of 10%, due on April 10, 2014 and May 9, 2014 respectively, are convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified Debt discounts of $6,629 and $1,182 related to the Convertible Promissory Note issued on March 10, 2014 and April 9, 2014 respectively. The accounting treatment of debt discount financial instruments requires that the Company record the Debt discount on notes as of the inception date of the Convertible Promissory note and amortized it over the period of note. The Company has fully amortized $6,629 and $1,182 and charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $6,669 and $2,679.

Convertible debentures March 31, 2014:

On March 31, 2014, the Company issued a $83,500 Convertible Promissory Note which bears interest at a rate of 8%, due on January 2, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on March 31, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $157,749 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	266.94	%
Risk free rate:	0.10	%

The initial fair value of the embedded debt derivative of $157,749 was allocated as a debt discount up to the proceeds of the note ($83,500) with the remainder ($74,249) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $73,310.

Convertible debentures April 1, 2014:

On April 1, 2014, the Company issued a $93,000 Convertible Promissory Note for expenses incurred. The note bears interest at a rate of 10%, due on September 9, 2014 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 75% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on April 1, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $111,104 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	266.94	%
Risk free rate:	0.05	%

The initial fair value of the embedded debt derivative of $111,104 was allocated as a debt discount up to the proceeds of the note ($93,000) with the remainder ($18,104) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $93,000.

Convertible debentures April 1, 2014 June 1, 2014 and June 4, 2014:

During the year ended December 31, 2014, the Company issued three convertible notes of $25,000 each, $50,000 for expenses incurred and $25,000 transfer of loan. One Convertible promissory note bears interest at 16% and the other two notes bears interest rate at 10%. The notes of $25,000 each which are due September 9, 2014 and December 1, 2014 are convertible into the Company’s common stock at the holder’s option at conversion price of $0.05, and the note of $25,000 which is due on demand is convertible at the conversion rate of 75% of the average of the lowest trading price for five trading days immediately preceding the date of conversion.

The Company identified Debt discount of $25,000 each related to the Convertible Promissory Note issued on April 1, 2014 and June 6, 2014. The accounting treatment of debt discount financial instruments requires that the Company record the Debt discount on note as of the inception date of the Convertible Promissory Note and amortized it over the period of note. The Company has fully amortized $50,000 and charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance for these three convertible notes payable as of June 30, 2015 is $25,000 each.

Convertible debentures May 16, 2014:

On May 16, 2014, the Company issued a Convertible note of $1,975 for expenses incurred. The Convertible Promissory Note which bears interest at a rate of 8%, due on November 16, 2014 is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified Debt discount of $1,391 related to the Convertible Promissory Note issued on May 16, 2014. The accounting treatment of debt discount financial instruments requires that the Company record the Debt discount on notes as of the inception date of the Convertible Promissory note and amortized it over the period of note. The Company has fully amortized $1,391 and charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $1,975.

Convertible debentures June 30, 2014:

On June 30, 2014, the Company issued a Convertible note of $1,929 for expenses incurred. The Convertible Promissory Note which bears interest at a rate of 8%, due on December 30, 2014 is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified Debt discount of $1,417 related to the Convertible Promissory Note issued on June 30, 2014. The accounting treatment of debt discount financial instruments requires that the Company record the Debt discount on notes as of the inception date of the Convertible Promissory note and amortized it over the period of note. The Company has fully amortized $1,417 and charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $1,929.

Convertible debentures July 9, 2014:

On July 9, 2014, the Company issued a Convertible note of $16,056 through transfer of convertible note, accrued interest and miscellaneous loans payable. The Convertible Promissory Note which bears interest at a rate of 10%, due on February 9, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on July 9, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $20,585 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	294.57	%
Risk free rate:	0.07	%

The initial fair value of the embedded debt derivative of $20,585 was allocated as a debt discount up to the proceeds of the note ($16,056) with the remainder ($4,529) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $4,556 after $11,500 converted to shares of common stock during the year ended December 31, 2014.

Convertible debentures August 29, 2014:

On August 29, 2014, the Company issued a Convertible note of$1,890 for expenses incurred. The Convertible Promissory Note which bears interest at a rate of 8%, due on December 30, 2014 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on August 29, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $3,150 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	305.21	%
Risk free rate:	0.03	%

The initial fair value of the embedded debt derivative of $3,150 was allocated as a debt discount up to the proceeds of the note ($1,890) with the remainder ($1,260) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $1,890.

Convertible debentures October 1, 2014:

On October 1, 2014, the Company issued a $90,000 Convertible Promissory Note which bears interest at a rate of 12%, due on January 1, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on October 1, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $150,000 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	309.19	%
Risk free rate:	0.02	%

The initial fair value of the embedded debt derivative of $150,000 was allocated as a debt discount up to the proceeds of the note ($90,000) with the remainder ($60,000) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $90,000.

Convertible debentures October 1, 2014:

On October 1, 2014, the Company issued a $90,000 Convertible Promissory Note which bears interest at a rate of 12%, due on January 1, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on October 1, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $150,000 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	309.19	%
Risk free rate:	0.02	%

The initial fair value of the embedded debt derivative of $150,000 was allocated as a debt discount up to the proceeds of the note ($90,000) with the remainder ($60,000) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $90,000.

Convertible debentures October 1, 2014:

On October 1, 2014, the Company issued a $14,250 Convertible Promissory Note which bears interest at a rate of 12%, due on January 1, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on October 1, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $23,750 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	309.19	%
Risk free rate:	0.02	%

The initial fair value of the embedded debt derivative of $23,750 was allocated as a debt discount up to the proceeds of the note ($14,250) with the remainder ($9,500) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $14,250.

Convertible debentures October 1, 2014:

On October 1, 2014, the Company issued a $45,000 Convertible Promissory Note which bears interest at a rate of 12%, due on January 1, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on October 1, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $75,000of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	309.19	%
Risk free rate:	0.02	%

The initial fair value of the embedded debt derivative of $75,000 was allocated as a debt discount up to the proceeds of the note ($45,000) with the remainder ($30,000) charged to current period operations as interest expense for the year ended December 31, 2014.

The outstanding balance as of June 30, 2015 is $45,000.

Convertible debentures January 6, 2015:

On January 6, 2015, the Company issued a $6,000 Convertible Promissory Note which bears interest at a rate of 8%, due on October 10, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 50% of the average of the lowest three day trading price for twenty trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on January 6, 2015. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $11,520 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	443.15	%
Risk free rate:	0.18	%

The initial fair value of the embedded debt derivative of $11,520 was allocated as a debt discount up to the proceeds of the note ($6,000) with the remainder ($5,520) charged to current period operations as interest expense for the three months ended March 31, 2015.

The outstanding balance as of June 30, 2015 is $6,000.

Convertible debenture May 20, 2015

On May 20, 2015 the Company issued a $15,000 Convertible Promissory Note which bears interest at a rate of 10%, due on November 20, 2015 and is convertible into the Company’s common stock at the maker’s option, at the conversion rate of 60% of the lowest trading price in the five days immediately preceding the date of conversion. Any amount of principal or interest on this Note which is not paid when due shall bear interest at the lesser of i) 10 percent (10%) per annum or ii) the maximum rate allowed under the applicable law until paid in full or until the Note is reinstated.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $15,000 and was recorded as debt discount. The outstanding balance as of June 30, 2015 is $15,000.

Convertible debentures June 16, 2015:

On June 16, 2015, the Company issued a $31,500 Convertible Promissory Note which bears interest at a rate of 8%, due on June 16, 2016 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on June 16, 2015. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $51,809 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	563.68	%
Risk free rate:	0.28	%

The initial fair value of the embedded debt derivative of $51,809 was allocated as a debt discount up to the proceeds of the note ($31,500) with the remainder ($20,309) charged to current period operations as interest expense for the six months ended June 30, 2015.

The outstanding balance as of June 30, 2015 is $31,500.

At June 30, 2015, the Company adjusted the recorded fair value of the derivative liability to market on the notes resulting in noncash, non-operating gain of $312,122 for the six months ended June 30, 2015.

During the six months ended June 30, 2015 and 2014 the Company amortized $25,048 and $924,585, respectively and $18,718 and $589,564, for the three months ended June 30, 2015 and 2014, respectively, of beneficial debt discount to the operations as interest expense.

Accrued interest on convertible notes payable for the six months ended June 30, 2015 was $79,433. Interest expense of $18,539 and $33,642 has been charged to expenses for the three and six months ended June 30, 2015, respectively.

XML

NOTE 10 - CONVERTIBLE NOTES PAYABLE - RELATED PARTIES

6 Months Ended

Jun. 30, 2015

Related Party Transactions [Abstract]

NOTE 10 - CONVERTIBLE NOTES PAYABLE - RELATED PARTIES

NOTE 10 - CONVERTIBLE NOTES PAYABLE - RELATED PARTIES

Convertible Notes payable - related parties consist of the following

	June 30, 2015			December 31, 2014
Convertible note issued in October 2013, unsecured, interest at 8%, due on demand.	$	1,710		$	1,710
Convertible note issued in October 2013, unsecured, interest at 8%, due on demand.		42,470			42,470
Convertible note issued in January 2014, unsecured, interest at 10%, due on demand.		45,000			45,000
Convertible note issued on April 3, 2014, unsecured, interest at 10%, due on demand.		14,000			14,000
Convertible note issued on April 1, 2014, unsecured, interest at 10%, due on demand.		45,000			45,000
Convertible note issued on May 21, 2014, unsecured, interest at 10%, due on demand.		4,000			4,000
Convertible note issued on June 4, 2014, unsecured, interest at 16%, due on April 1, 2000.		30,542			30,542
Convertible note issued on July 1, 2014, unsecured, interest at 10%, due on demand.		45,000			45,000
Convertible note issued on November 5, 2014, unsecured, interest at 10%, due on demand.		4,000			4,000
Convertible note issued on November 5, 2014, unsecured, interest at 10%, due on demand.		45,000			45,000
Convertible note issued on December 1, 2014, unsecured, interest at 10%, due on demand.		4,000			4,000
Convertible note issued on January 1, 2015, unsecured, interest at 10%, due on demand.		45,000			—
Total convertible notes payable - related parties		325,722			280,722
Less: current portion		(325,722	)		(280,722	)
Long-term convertible notes payable - related parties	$	—		$	—

Convertible debenture October 1, 2013

On October 1, 2013 the Company issued a $17,000 Convertible Promissory Note against the accounts payable, which bears interest at a rate of 10%, payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $15,692 and was recorded as debt discount. During the year ended December 31, 2013, debt discount of $15,692 was amortized.

During the year 2014, the Company issued 15,035,714 shares for the Conversion of note of $15,290. The outstanding balance as of June 30, 2015 is $1,710.

Convertible debenture October 1, 2013

On October 1, 2013 the Company issued a $194,254 Convertible Promissory Note against the account payable, which bears interest at a rate of 10%, payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $179,312 and was recorded as debt discount. During the year ended December 31, 2013, debt discount of $179,312 was amortized.

During the year 2014, the Company issued 340,906,979 shares for the conversion of note of $151,784. The outstanding balance as of June 30, 2015 is $42,470.

Convertible debenture January 1, 2014

On January 1, 2014 the Company issued a $45,000 Convertible Promissory Note against accounts payable, which bears interest at a rate of 10%, payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $45,000 and was recorded as debt discount. During the year ended December 31, 2014, debt discount of $45,000 was amortized. The outstanding balance as of June 30, 2015 is $45,000.

Convertible debenture April 1, 2014

On April 1, 2014 the Company issued a $45,000 Convertible Promissory Note against accounts payable, which bears interest at a rate of 10%, payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $30,000 and was recorded as debt discount. During the year ended December 31, 2014, debt discount of $30,000 was amortized. The outstanding balance as of June 30, 2015 is $45,000.

Convertible debenture April 3, 2014

On April 3, 2014 the Company issued a $14,000 Convertible Promissory Note against accounts payable, which bears interest at a rate of 10%, payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $9,333 and was recorded as debt discount. During the year ended December 31, 2014, debt discount of $9,333 was amortized. The outstanding balance as of June 30, 2015 is $14,000.

Convertible debenture May 21, 2014

On May 21, 2014 the Company issued a $4,000 Convertible Promissory Note against accounts payable, which bears interest at a rate of 10%, payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $4,000 and was recorded as debt discount. During the year ended December 31, 2014, debt discount of $4,000 was amortized. The outstanding balance as of June 30, 2015 is $4,000.

Convertible debenture June 4, 2014

On June 4, 2014 the Company issued a $50,000 Convertible Promissory Note against accounts payable, which bears interest at a rate of 10%, payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

The Company identified embedded derivatives related to the Convertible Promissory Note issued on June 4, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of these derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $46,875 of the embedded derivative. The fair value of the embedded derivative was determined using the Binomial Lattice Model based on the following assumptions:

Dividend yield:	-0-	%
Volatility	290.02	%
Risk free rate:	0.00	%

The initial fair value of the embedded debt derivative of $46,875 was allocated as a debt discount for the year ended December 31, 2014. During the year ended December 31, 2014, debt discount of $46,875 was amortized.

During the year 2014, the Company issued 19,458,498 shares for the conversion of note of $19,458. The outstanding balance as of June 30, 2015 is $30,542.

Convertible debenture July 1, 2014

On July 1, 2014 the Company issued a $45,000 Convertible Promissory Note against accounts payable, which bears interest at a rate of 10%, payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $30,000 and was recorded as debt discount. During the year ended December 31, 2014, debt discount of $30,000 was amortized. The outstanding balance as of June 30, 2015 is $45,000.

Convertible debenture November 5, 2014

On November 5, 2014 the Company issued a $4,000 Convertible Promissory Note against accounts payable, which bears interest at a rate of 10%, payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $2,667 and was recorded as debt discount. During the year ended December 31, 2014, debt discount of $2,667 was amortized. The outstanding balance as of June 30, 2015 is $4,000.

Convertible debenture November 5, 2014

On November 5, 2014 the Company issued a $45,000 Convertible Promissory Note against accounts payable, which bears interest at a rate of 10%, payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $30,000 and was recorded as debt discount. During the year ended December 31, 2014, debt discount of $30,000 was amortized. The outstanding balance as of June 30, 2015 is $45,000.

Convertible debenture December 1, 2014

On December 1, 2014 the Company issued a $4,000 Convertible Promissory Note against accounts payable, which bears interest at a rate of 10%, payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $2,667 and was recorded as debt discount. During the year ended December 31, 2014, debt discount of $2,667 was amortized. The outstanding balance as of June 30, 2015 is $4,000.

Convertible debenture January 1, 2015

On January 1, 2015 the Company issued a $45,000 Convertible Promissory Note against accounts payable, which bears interest at a rate of 10%, payable on demand and is convertible into the Company’s common stock at the holder’s option at 40% discount to the lowest trading price in five days prior to date of notice of conversion. Additionally in no event the floor price for the exercise can't go below $0.00004. If these notes are converted at this rate, the number of shares issued would be in excess of the authorized limit of share issuance. If the Borrower is unable to issue any shares under this provision due to the fact that there is an insufficient number of authorized and unissued shares available, the Holder promises not to force the Borrower to issue these shares or trigger an Event of Default, provided that Borrower takes

immediate steps required to get the appropriate level of approval from shareholders or the board of directors, where applicable to raise the number of authorized shares to satisfy the Notice of Conversion. In the event of default the Company has to pay 150% time the sum of outstanding principal and accrued interest. The note also has prepayment penalty clause.

The Company analyzed the convertible debts for derivative accounting consideration under ASC 815 “Derivatives and Hedging” and determined that derivative accounting is not applicable. The Company further analyzed the convertible debts for a beneficial conversion feature under ASC 470-20 on the date of the notes and determined that a beneficial conversion feature exists. The intrinsic value of the beneficial conversion feature was determined to be $30,000 and was recorded as debt discount. During the three and six months ended June 30, 2015, debt discount of $0 and $30,000, respectively, was amortized. The outstanding balance as of June 30, 2015 is $45,000.

For the three and six months ended June 30, 2015 interest expenses charged on the above notes is $8,578 and $17,049, respectively. Accrued interest on convertible notes payable – related parties as of June 30, 2015 and December 31, 2014 was $55,951 and $38,933, respectively.

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NOTE 9 - CONVERTIBLE DEBENTURE/NOTES PAYABLE - Convertible debenture/Notes payable (Details) - USD ($)	Jun. 30, 2015	Dec. 31, 2014
Convertible note issued on February 20, 2014
Total convertible debenture/notes payable	$ 2,292	$ 1,768
Current portion	(2,292)	(1,768)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on October 2013
Total convertible debenture/notes payable	9,912	9,912
Current portion	(9,912)	(9,912)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on January 2014
Total convertible debenture/notes payable	112,150	115,000
Current portion	(112,150)	(115,000)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on January 2, 2014
Total convertible debenture/notes payable	11,209	11,209
Current portion	(11,209)	(11,209)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on March 10, 2014
Total convertible debenture/notes payable	6,669	6,669
Current portion	(6,669)	(6,669)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on April 9, 2014
Total convertible debenture/notes payable	2,679	2,679
Current portion	(2,679)	(2,679)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on March 31, 2014
Total convertible debenture/notes payable	73,310	72,730
Current portion	(73,310)	(72,730)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on April 1, 2014 (1)
Total convertible debenture/notes payable	93,000	93,000
Current portion	(93,000)	(93,000)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on June 4, 2014
Total convertible debenture/notes payable	25,000	25,000
Current portion	(25,000)	(25,000)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on June 1, 2014
Total convertible debenture/notes payable	25,000	25,000
Current portion	(25,000)	(25,000)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on April 1, 2014 (2)
Total convertible debenture/notes payable	25,000	25,000
Current portion	(25,000)	(25,000)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on May 16, 2014
Total convertible debenture/notes payable	1,975	1,975
Current portion	(1,975)	(1,975)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on June 30, 2014
Total convertible debenture/notes payable	1,929	1,929
Current portion	(1,929)	(1,929)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on July 9, 2014
Total convertible debenture/notes payable	4,556	3,730
Current portion	(4,556)	(3,730)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on August 29, 2014
Total convertible debenture/notes payable	1,890	1,890
Current portion	(1,890)	(1,890)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on October 1, 2014 (1)
Total convertible debenture/notes payable	90,000	89,022
Current portion	(90,000)	(89,022)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on October 1, 2014 (2)
Total convertible debenture/notes payable	90,000	89,022
Current portion	(90,000)	(89,022)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on October 1, 2014 (3)
Total convertible debenture/notes payable	14,250	14,095
Current portion	(14,250)	(14,095)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on October 1, 2014 (4)
Total convertible debenture/notes payable	45,000	44,511
Current portion	(45,000)	(44,511)
Long-term convertible debenture/notes payable	0	0
Convertible note issued on January 6, 2015
Total convertible debenture/notes payable	3,812	0
Current portion	(3,812)	0
Long-term convertible debenture/notes payable	0	0
Convertible note issued on May 20, 2015
Total convertible debenture/notes payable	15,000	0
Current portion	(15,000)	0
Long-term convertible debenture/notes payable	0	0
Convertible note issued on June 16, 2015
Total convertible debenture/notes payable	1,205	0
Current portion	(1,205)	0
Long-term convertible debenture/notes payable	$ 0	$ 0

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NOTE 9 - CONVERTIBLE DEBENTURE/NOTES PAYABLE (Details Narrative) - USD ($)

6 Months Ended

Jun. 30, 2015

Dec. 31, 2015

Dec. 30, 2014

Convertible promissory note

$ 325,722

$ 280,722

Convertible note issued on February 20, 2014

Convertible promissory note

$ 25,000

Interest rate

12.00%

Terms

due on February 20, 2016 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest three day trading price for ten trading days immediately preceding the date of conversion. Any amount of principal or interest on this Note which is not paid when due shall bear interest at the rate of twenty two percent (22%) per annum from the due date thereof until the same is paid (“Default Interest”) and the note also has prepayment penalty clause.

Convertible note issued on October 2013

Convertible promissory note

$ 30,000

Interest rate

6.00%

Terms

due on October 13, 2014 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest five prior trading days immediately preceding the date of conversion. Default rate of interest is 24% per annum.

Convertible notes issued December 2013 and January 2014

Convertible promissory note

$ 228,500

Interest rate

8.00%

Terms

due on July 20, 2014 and January 30, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the lowest three day trading price for ten trading days immediately preceding the date of conversion. Any amount of principal or interest on this Note which is not paid when due shall bear interest at the rate of twenty two percent (22%) per annum from the due date thereof until the same is paid (“Default Interest”) and the note also has prepayment penalty clause.

Convertible note issued on January 2014

Interest rate

8.00%

Convertible note issued on January 2, 2014

Convertible promissory note

$ 11,209

Interest rate

10.00%

Terms

due on June 2, 2014 and is convertible into the Company’s common stock at the maker’s option, at the conversion rate of 40% of the lowest three day trading price for ten trading days immediately preceding the date of conversion. Any amount of principal or interest on this Note which is not paid when due shall bear interest at the lesser of i) 10 percent (10%) per annum or ii) the maximum rate allowed under the applicable law until paid in full or until the Note is reinstated.

Convertible note issued on March 10, 2014

Convertible promissory note

$ 6,669

Interest rate

10.00%

Terms

due on April 10, 2014 and May 9, 2014 respectively,are convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

Convertible note issued on April 9, 2014

Convertible promissory note

$ 2,679

Interest rate

10.00%

Terms

due on April 10, 2014 and May 9, 2014 respectively,are convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

Convertible note issued on March 31, 2014

Terms

due on January 2, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

Convertible note issued on March 31, 2014

Convertible promissory note

$ 83,500

Interest rate

8.00%

Convertible note issued on April 1, 2014 (1)

Convertible promissory note

$ 93,000

Interest rate

10.00%

Terms

due on September 9, 2014 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 75% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

Convertible note issued on June 4, 2014

Convertible promissory note

$ 25,000

Interest rate

16.00%

Terms

The notes of $25,000 each which are due September 9, 2014 and December 1, 2014 are convertible into the Company’s common stock at the holder’s option at conversion price of $0.05, and the note of $25,000 which is due on demand is convertible at the conversion rate of 75% of the average of the lowest trading price for five trading days immediately preceding the date of conversion.

Convertible note issued on June 1, 2014

Convertible promissory note

$ 50,000

Interest rate

10.00%

Terms

The notes of $25,000 each which are due September 9, 2014 and December 1, 2014 are convertible into the Company’s common stock at the holder’s option at conversion price of $0.05, and the note of $25,000 which is due on demand is convertible at the conversion rate of 75% of the average of the lowest trading price for five trading days immediately preceding the date of conversion.

Convertible note issued on April 1, 2014 (2)

Convertible promissory note

$ 25,000

Interest rate

10.00%

Terms

The notes of $25,000 each which are due September 9, 2014 and December 1, 2014 are convertible into the Company’s common stock at the holder’s option at conversion price of $0.05, and the note of $25,000 which is due on demand is convertible at the conversion rate of 75% of the average of the lowest trading price for five trading days immediately preceding the date of conversion.

Convertible note issued on May 16, 2014

Convertible promissory note

$ 1,975

Interest rate

8.00%

Terms

due on November 16, 2014 is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

Convertible note issued on June 30, 2014

Convertible promissory note

$ 1,929

Interest rate

8.00%

Terms

due on December 30, 2014 is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

Convertible note issued on July 9, 2014

Convertible promissory note

$ 16,056

Interest rate

10.00%

Terms

due on February 9, 2015 and is convertible into the Company’s common stock at the holder’s option,at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

Convertible note issued on August 29, 2014

Convertible promissory note

$ 1,890

Interest rate

12.00%

Terms

due on December 30, 2014 and is convertible into the Company’s common stock at the holder’s option,at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

Convertible note issued on October 1, 2014 (1)

Convertible promissory note

$ 90,000

Interest rate

12.00%

Terms

due on January 1, 2015 and is convertible into the Company’s common stock at the holder’s option,at the conversion rate of 60% of the lowest trading price for ten trading days immediately preceding the date of conversion.

Convertible note issued on October 1, 2014 (2)

Convertible promissory note

$ 90,000

Interest rate

12.00%

Terms

due on January 1, 2015 and is convertible into the Company’s common stock at the holder’s option,at the conversion rate of 60% of the lowest trading price for ten trading days immediately preceding the date of conversion.

Convertible note issued on October 1, 2014 (3)

Convertible promissory note

$ 14,250

Interest rate

12.00%

Terms

due on January 1, 2015 and is convertible into the Company’s common stock at the holder’s option,at the conversion rate of 60% of the lowest trading price for ten trading days immediately preceding the date of conversion.

Convertible note issued on October 1, 2014 (4)

Convertible promissory note

$ 45,000

Interest rate

12.00%

Terms

due on January 1, 2015 and is convertible into the Company’s common stock at the holder’s option,at the conversion rate of 60% of the lowest trading price for ten trading days immediately preceding the date of conversion.

Convertible note issued on January 6, 2014

Terms

due on October 10, 2015 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 50% of the average of the lowest three day trading price for twenty trading days immediately preceding the date of conversion.

Convertible note issued on January 6, 2015

Convertible promissory note

$ 6,000

Interest rate

8.00%

Convertible note issued on May 20, 2015

Convertible promissory note

$ 15,000

Interest rate

10.00%

Terms

due on November 20, 2015 and is convertible into the Company’s common stock at the maker’s option, at the conversion rate of 60% of the lowest trading price in the five days immediately preceding the date of conversion. Any amount of principal or interest on this Note which is not paid when due shall bear interest at the lesser of i) 10 percent (10%) per annum or ii) the maximum rate allowed under the applicable law until paid in full or until the Note is reinstated.

Convertible note issued on June 16, 2015

Convertible promissory note

$ 31,500

Interest rate

8.00%

Terms

due on June 16, 2016 and is convertible into the Company’s common stock at the holder’s option, at the conversion rate of 60% of the average of the lowest three day trading price for ten trading days immediately preceding the date of conversion.

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NOTE 15 - OPTIONS

6 Months Ended

Jun. 30, 2015

Equity [Abstract]

NOTE 15 - OPTIONS

NOTE 15 - OPTIONS

The Company has adopted FASB ASC 718, “Share-Based Payments” (“ASC 718”) to account for its stock options. The Company estimates the fair value of each stock award at the grant date by using the Black-Scholes option pricing model. The assumptions used to calculate the fair value of options granted are evaluated and revised, as necessary, to reflect market conditions and our experience. Compensation expense is recognized only for those options expect to vest, with forfeitures estimated at the date of grant based on our historical experience and future expectations.

The following table summarizes the changes in options outstanding issued to employees of the Company:

	Number of Shares		Weighted Average Exercise Price
Outstanding as of January 1, 2015		370,000	$	1.34
Granted		—		—
Exercised		—		—
Cancelled		—		—
Outstanding at June 30, 2015		370,000	$	1.34

Common stock options outstanding and exercisable as of June 30, 2015 are:

	Options Outstanding						Options Exercisable
Expiration Date	Exercise Price		Number shares outstanding		Weighted Average Contractual Life (Years)		Number Exercisable		Weighted Average Exercise Price
October  1, 2018	$	0.01		70,000		3.25		68,306	$	0.01
January 2, 2019		1.65		300,000		3.50		255,822		1.65
Total				370,000				324,128

During the year ended December 31, 2013, the Company granted 300,000 stock options with an exercise price of $1.65 out of which 75,000 were immediately vested and balance vesting over three years and expiring six years from issuance date.

The fair value of the vested portion of $34,406 and $68,434 was charged to expenses and additional paid in capital during the three and six months ended June 30, 2015, respectively.

The fair value of these stock options granted and the significant assumptions used to determine those fair values, using a Black-Scholes option-pricing model are as follows:

Significant assumptions:
Risk-free interest rate at grant date	1.04%-0.89	%
Expected stock price volatility	199.38%-344.22	%
Expected dividend payout	—
Expected option life-years	6

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NOTE 9 - CONVERTIBLE DEBENTURE/NOTES PAYABLE (Tables)

6 Months Ended

Jun. 30, 2015

Debt Disclosure [Abstract]

Convertible debenture/Notes payable

	June 30, 2015		December 31, 2014
Convertible note issued on February 20, 2014, unsecured, zero interest if paid on or before 90 days otherwise one time interest charge of 12%, due on February 20, 2016. Unamortized debt discount of $1,328 and $2,352, respectively.	$	2,792	$	1,768
Convertible note issued on October 2013, unsecured, interest at 6%, due on October 13, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		9,912		9,912
Convertible note issued in January 2014, unsecured, interest at 8%, due on January 30, 2015. Unamortized debt discount of $-0- and $-0-, respectively.		112,150		115,000
Convertible note issued on January 2, 2014, unsecured, interest at 10%, due on June 2, 2014 (in default), convertible into common stock at 60% of the bid price on the date of conversion. Unamortized debt discount of $-0- and $-0-, respectively.		11,209		11,209
Convertible note issued on March 10, 2014, unsecured, interest at 10%, due on April 10, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		6,669		6,669
Convertible note issued on April 9, 2014, unsecured, interest at 10%, due on May 4, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		2,679		2,679
Convertible note issued on March 31, 2014, unsecured, interest at 8%, due on January 2, 2015. Unamortized debt discount of $-0- and $580, respectively.		73,310		72,730
Convertible note issued on April 1, 2014, unsecured, interest at 10%, due on September 1, 2014 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		93,000		93,000
Convertible note issued on June 4, 2014, unsecured, interest at 16%, due on April 1, 2000 (in default). Unamortized debt discount of $-0- and $-0-, respectively.		25,000		25,000
Convertible note issued on June 1, 2014, unsecured, interest at 10%, due on December 1, 2014. Unamortized debt discount of $-0- and $-0-, respectively.		25,000		25,000

Embedded derivative (1)

Dividend yield:	-0-	%
Volatility	270.02	%
Risk free rate:	0.34	%

Embedded derivative (2)

Dividend yield:	-0-	%
Volatility	277	%
Risk free rate:	0.02	%

Embedded derivative (3)

Dividend yield:	-0-	%
Volatility	267.19%-268.98	%
Risk free rate:	0.07%-0.10	%

Embedded derivative (4)

Dividend yield:	-0-	%
Volatility	266.94	%
Risk free rate:	0.10	%

Embedded derivative (5)

Dividend yield:	-0-	%
Volatility	266.94	%
Risk free rate:	0.05	%

Embedded derivative (6)

Dividend yield:	-0-	%
Volatility	294.57	%
Risk free rate:	0.07	%

Embedded derivative (7)

Dividend yield:	-0-	%
Volatility	305.21	%
Risk free rate:	0.03	%

Embedded derivative (8)

Dividend yield:	-0-	%
Volatility	309.19	%
Risk free rate:	0.02	%

Embedded derivative (9)

Dividend yield:	-0-	%
Volatility	309.19	%
Risk free rate:	0.02	%

Embedded derivative (10)

Dividend yield:	-0-	%
Volatility	309.19	%
Risk free rate:	0.02	%

Embedded derivative (11)

Dividend yield:	-0-	%
Volatility	309.19	%
Risk free rate:	0.02	%

Embedded derivative (12)

Dividend yield:	-0-	%
Volatility	443.15	%
Risk free rate:	0.18	%

Embedded derivative (13)

Dividend yield:	-0-	%
Volatility	563.68	%
Risk free rate:	0.28	%

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NOTE 7 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details Narrative) - USD ($)

3 Months Ended

Mar. 31, 2015

Jun. 30, 2015

Dec. 31, 2014

Dec. 30, 2014

Accounts payable

$ 965,307

$ 959,469

Accrued interest

$ 210,149

$ 183,108

Interest expense

$ 27,040

Court order

Interest terms - court order

The Company has assumed these two accounts payable with the acquisition of AFI (refer to note 3). Per court order interest is calculated at rate of 6% per annum on $325,138 on one of the accounts payable and 18% on $192,061 (principal amount) of the second accounts payable.

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NOTE 15 - OPTIONS - Changes in options outstanding to employees (Details) - $ / shares	6 Months Ended	12 Months Ended
	Jun. 30, 2015	Dec. 31, 2013
Equity [Abstract]
Outstanding, beginning, number of shares	370,000
Granted, number of shares	0	300,000
Exercised, number of shares	0
Cancelled, number of shares	0
Outstanding, ending, number of shares	370,000
Outstanding, beginning, weighted average exercise price	$ 1.34
Granted, weighted average exercise price	0	$ 1.65
Exercised, weighted average exercise price	0
Cancelled, weighted average exercise price	0
Outstanding, ending, weighted average exercise price	$ 1.34

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Condensed Consolidated Statements of Operations (Parenthetical) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Income Statement [Abstract]
Amortization of debt discount	$ 18,718	$ 544,654	$ 55,048	$ 924,585

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NOTE 4 - LOSS CONTINGENCIES

6 Months Ended

Jun. 30, 2015

Commitments and Contingencies Disclosure [Abstract]

NOTE 4 - LOSS CONTINGENCIES

NOTE 4 - LOSS CONTINGENCIES

The Company is involved with various legal proceedings as described in Part II Item I of this Form 10-Q. The Company has evaluated these contingencies per the requirements of ASC 450-20 (previously SFAS 5, “Accounting for Contingencies”) and determined that the likelihood of loss from these proceedings are remote.

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NOTE 10 - CONVERTIBLE NOTES PAYABLE - RELATED PARTIES (Tables)

6 Months Ended

Jun. 30, 2015

Related Party Transactions [Abstract]

Convertible notes payable - related parties

	June 30, 2015			December 31, 2014
Convertible note issued in October 2013, unsecured, interest at 8%, due on demand.	$	1,710		$	1,710
Convertible note issued in October 2013, unsecured, interest at 8%, due on demand.		42,470			42,470
Convertible note issued in January 2014, unsecured, interest at 10%, due on demand.		45,000			45,000
Convertible note issued on April 3, 2014, unsecured, interest at 10%, due on demand.		14,000			14,000
Convertible note issued on April 1, 2014, unsecured, interest at 10%, due on demand.		45,000			45,000
Convertible note issued on May 21, 2014, unsecured, interest at 10%, due on demand.		4,000			4,000
Convertible note issued on June 4, 2014, unsecured, interest at 16%, due on April 1, 2000.		30,542			30,542
Convertible note issued on July 1, 2014, unsecured, interest at 10%, due on demand.		45,000			45,000
Convertible note issued on November 5, 2014, unsecured, interest at 10%, due on demand.		4,000			4,000
Convertible note issued on November 5, 2014, unsecured, interest at 10%, due on demand.		45,000			45,000
Convertible note issued on December 1, 2014, unsecured, interest at 10%, due on demand.		4,000			4,000
Convertible note issued on January 1, 2015, unsecured, interest at 10%, due on demand.		45,000			—
Total convertible notes payable - related parties		325,722			280,722
Less: current portion		(325,722	)		(280,722	)
Long-term convertible notes payable - related parties	$	—		$	—

Fair value of the embedded derivative

Dividend yield:	-0-	%
Volatility	290.02	%
Risk free rate:	0.00	%

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NOTE 10 - NOTES PAYABLE - RELATED PARTIES - Notes payable - related parties (Details) - USD ($)	Jun. 30, 2015	Dec. 31, 2014	Dec. 30, 2014
Current portion	$ 2,208,106		$ 2,138,106
Note payable to a related individual (1)
Total notes payable - related parties	1,080,973	$ 1,080,973
Current portion	(1,080,973)	(1,080,973)
Long-term notes payable - related parties	0	0
Note payable to a related individual (2)
Total notes payable - related parties	1,000,000	1,000,000
Current portion	(1,000,000)	(1,000,000)
Long-term notes payable - related parties	0	0
Note payable to a related individual (3)
Total notes payable - related parties	28,500	28,500
Current portion	(28,500)	(28,500)
Long-term notes payable - related parties	0	0
Note payable to a related individual (4)
Total notes payable - related parties	92,633	28,633
Current portion	(92,633)	(28,633)
Long-term notes payable - related parties	0	0
Notes payable to related individual (5)
Total notes payable - related parties	6,000	0
Current portion	(6,000)	0
Long-term notes payable - related parties	$ 0	$ 0

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NOTE 14 - COMMON AND PREFERRED STOCK TRANSACTIONS

6 Months Ended

Jun. 30, 2015

Equity [Abstract]

NOTE 14 - COMMON AND PREFERRED STOCK TRANSACTIONS

NOTE 14 - COMMON AND PREFERRED STOCK TRANSACTIONS

Preferred Stock

The Company is authorized to issue 200 preferred shares of $0.0001 par value. As of June 30, 2015 and December 31, 2014 the Company has 200 shares of preferred stock issued and outstanding. Although the preferred stock carries no dividend, distribution, liquidation or conversion rights, each share of preferred stock carries ten million (10,000,000) votes and holders of our preferred stock are able to vote together with our common stockholders on all matters. Consequently, the holder of our preferred stock is able to unilaterally control the election of our board of directors and, ultimately, the direction of our Company.

Common stock

The Company is authorized to issue 2,500,000,000 shares of $0.0001 par value of common stock. As of June 30, 2015 and December 31, 2014 the Company had 1,537,577 and 969,086 shares of common stock as issued and outstanding.

On December 8, 2014, our board of directors and the holder of a majority in interest of our voting capital stock approved a 1-for-2,000 reverse split of our common shares (“Reverse Split”). The Reverse Split became effective on April 6, 2015. As a result of the Reverse Split, each shareholder of record received one (1) share of common stock for each two thousand (2,000) shares of common stock they held prior to the Reverse Split, provided however, that fractions of a share were rounded up to the nearest whole share and any registered shareholder who would have otherwise held less than 200 shares following the Reverse Split was rounded up to 200 shares. Consequently, none of our registered shareholders as of the record date held less than 200 shares following the Reverse Split. This rounding up to 200 shares resulted in an additional 197,892 shares issued. These financial statements have been retroactively restated for this change in capital structure.

On June 22, 2015, the Company converted into 111,608 shares of common stock, $1,000 a portion of a certain convertible promissory note originally issued by the Company on January 21, 2014.

On June 26, 2015, the Company converted into 124,070 shares of common stock, $1,000 a portion of a certain convertible promissory note originally issued by the Company on January 21, 2014.

On June 30, 2015, the Company converted into 134,921 shares of common stock, $850 a portion of a certain convertible promissory note originally issued by the Company on January 21, 2014.

Due to rounding of adjustment for reverse stock split the Company issued 197,892 shares of common stock during the six months ended June 30, 2015.