10-Q

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

[x]     Quarterly Report Pursuant to Section 13 or 15(d) Securities Exchange Act of 1934 for Quarterly Period Ended June 30, 2013

-OR-

[ ]     Transition Report Pursuant to Section 13 or 15(d) of the Securities And Exchange Act of 1934 for the transaction period from _________ to________

Commission File Number  0-49819

Global Arena Holding, Inc.

 (Exact name of registrant as specified in its charter)

Delaware	33-0931599
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

420 Lexington Avenue, New York, NY	10170
(Address of principal executive offices)	(Zip Code)

(212) 508-4700

 (Registrant's telephone number, including area code)

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

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerate filer, or a small reporting company as defined by Rule 12b-2 of the Exchange Act):

Large accelerated filer        [  ]	Non-accelerated filer             [  ]
Accelerated filer                 [  ]	Smaller reporting company   [x]

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

The number of outstanding shares of the registrant's common stock,

September 5, 2013:  Common Stock  -  24,250,979

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GLOBAL ARENA HOLDING, INC.

FORM 10-Q

For the quarterly period ended June 30, 2013

INDEX

PART 1 – FINANCIAL INFORMATION

	Page
Item 1.  Financial Statements (Unaudited)	4
Item 2.  Management's Discussion and Analysis of   Financial Condition and Results of Operations	46
Item 3.  Quantitative and Qualitative Disclosure   About Market Risk	51
Item 4.  Controls and Procedures	52

PART II – OTHER INFORMATION

Item 1.  Legal Proceedings	53
Item 1A.  Risk Factors	54
Item 2.  Unregistered Sales of Equity Securities and   Use of Proceeds	55
Item 3.  Defaults upon Senior Securities	55
Item 4.  Mine Safety Disclosures	55
Item 5.  Other Information	55
Item 6.  Exhibits	55
SIGNATURES	56

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PART I – FINANCIAL INFORMATION

This Quarterly Report includes forward-looking statements within the meaning of the Securities Exchange Act of 1934.  These statements are based on management’s beliefs and assumptions, and on information currently available to management.  Forward-looking statements include the information concerning our possible or assumed future results of operations set forth under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”  Forward-looking statements also include statements in which words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” “consider,” or similar expressions are used.

Forward-looking statements are not guarantees of future performance.  They involve risks, uncertainties, and assumptions.  Our future results and shareholder values may differ materially from those expressed in these forward-looking statements.  Readers are cautioned not to put undue reliance on any forward-looking statements.

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GLOBAL ARENA HOLDING, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

ASSETS	June 30, 2013	December 31, 2012
	(Unaudited)
Current assets
Cash	$  74,115	$   376,942
Due from clearing organization	424,206	475,861
Advances to registered representatives and employees	158,591	100,454
Prepaid expenses and other current assets	105,655	112,099
Other receivable	-	125,000
Advances - related parties	17,163	34,041
Total current assets	779,730	1,224,397
Fixed assets, net of accumulated depreciation
of $18,318 and $16,054, respectively	5,550	7,814
Other assets
Goodwill	33,900	-
Deposits with clearing organizations	50,003	50,003
Total other assets	83,903	50,003
TOTAL ASSETS	$869,183	$1,282,214

Continued on next page

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GLOBAL ARENA HOLDING, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

Continued from previous page

LIABILITIES AND STOCKHOLDERS' (DEFICIENCY)	June 30, 2013	December 31, 2012
	(Unaudited)
Current liabilities
Accounts payable and accrued expenses	$     749,174	$     516,752
Commission payable	338,557	413,244
Convertible promissory notes payable,
net of debt discount of $37,122 and $182,600
at June 30, 2013 and December 31, 2012, respectively	977,393	1,161,915
Derivative liability	877,200	905,700
Total current liabilities	2,942,324	2,997,611
Convertible promissory notes payable,
net of debt discount of $187,644 and $259,500
at June 30, 2013 and December 31, 2012, respectively	262,356	150,500
Total liabilities	3,204,680	3,148,111
Stockholders’ (deficiency)
Common stock, $0.001 par value; 100,000,000 shares	24,251	21,949
authorized; 24,250,979 and 21,948,937 shares issued and outstanding at
June 30, 2013 and December 31, 2012, respectively
Additional paid-in capital	7,801,147	6,247,736
Accumulated (deficit)	(9,933,088)	(7,976,547)
Stockholders’ (deficiency) attributable to controlling interests	(2,107,690)	(1,706,862)
Noncontrolling interests	(227,807)	(159,035)
Total stockholders’ (deficiency)	(2,335,497)	(1,865,897)
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIENCY)	$     869,183	$   1,282,214

See notes to consolidated financial statements.

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GLOBAL ARENA HOLDING, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2013 AND 2012

(UNAUDITED)

	For the three months ended June 30,		For the six months ended June 30,
	2013	2012	2013	2012
Revenues
Investment advisory fees	$               -	$      20,720	$              -	$    207,759
Commissions and other	2,516,187	1,957,105	4,633,566	4,108,173
Total revenues	2,516,187	1,977,825	4,633,566	4,315,932
Operating expenses
Commissions	1,790,821	1,301,062	3,207,524	3,131,426
Salaries and benefits	282,899	302,855	568,515	559,792
Occupancy	111,259	76,860	171,487	153,721
Business development	100,199	94,539	174,638	175,943
Professional fees	225,329	72,702	595,681	211,825
Stock-based compensation	560,025	-	720,917	-
Clearing and operations	209,752	264,132	461,070	448,009
Communication and data	31,939	28,671	57,388	57,517
Regulatory fees	43,189	42,586	75,162	91,699
Office and other	59,404	61,486	115,211	124,067
Total operating expenses	3,414,816	2,244,893	6,147,593	4,953,999
(Loss) from operations	(898,629)	(267,068)	(1,514,027)	(638,067)
Other income (expenses)
Loss on sale of GATA	-	-	(2,353)	-
Interest expense	(226,363)	(219,417)	(417,833)	(455,476)
Change in fair value of derivative liability	94,300	8,000	(91,100)	343,500
Total other (expenses)	(132,063)	(211,417)	(511,286)	(111,976)
Net (loss) before noncontrolling interests	(1,030,692)	(478,485)	(2,025,313)	(750,043)
Net (loss) attributable to noncontrolling interests	(16,096)	(7,818)	(68,772)	(15,732)
Net (loss) attributable to common stockholders	$ (1,014,596)	$ (470,667)	$ (1,956,541)	$(734,311)
(Loss) per common share, basic and diluted	$        (0.04)	$       (0.02)	$         (0.09)	$      (0.03)
Weighted average shares outstanding, basic and diluted	23,542,155	21,234,651	22,779,781	21,234,651

See notes to consolidated financial statements.

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GLOBAL ARENA HOLDING, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED JUNE 30, 2013 AND 2012

(UNAUDITED)

	2013	2012
Cash flows from operating activities
Net (loss) before noncontrolling interests	$ (2,025,313)	$ (750,043)
Adjustment to reconcile net (loss) to net cash (used in) operating activities:
Depreciation and amortization	2,264	2,557
Accretion of debt discount	323,119	382,069
Stock-based compensation	720,917	-
Change in fair value of derivative liability	91,100	(343,500)
Loss on sale of GATA	2,353	-
Change in operating assets and liabilities:
Due from clearing organization	48,807	(188,039)
Deposits with clearing organizations	-	1,587
Advances to registered representatives and employees	(58,137)	44,089
Prepaid expenses and other current assets	6,444	71,014
Commissions payable	(74,687)	164,058
Accounts payable and accrued expenses	252,932	189,170
Customer deposit	-	(12,147)
Net cash (used in) operating activities	(710,201)	(439,185)
Cash flows from investing activities
Proceeds from sale of 25% interest in GAIM	35,714	-
Proceeds from sale of GATA	495	-
Return of escrow deposit – restricted cash	-	613
Net cash provided by investing activities	36,209	613
Cash flows from financing activities
Proceeds from issuance of common stock and warrants	464,287	-
Proceeds from convertible promissory notes	40,000	440,000
Repayment of convertible promissory notes	(150,000)	-
Advances from related parties	16,878	54,048
Net cash provided by financing activities	371,165	494,048
Net change in cash	(302,827)	55,476
Cash, beginning of period	376,942	28,176
Cash, end of period	$    74,115	$     83,652

(Continued on next page)

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GLOBAL ARENA HOLDING, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED JUNE 30, 2013 AND 2012

(UNAUDITED)

	2013	2012
Supplemental disclosure of cash flow information
Cash paid for income taxes	$       8,789	$       24,435
Cash paid for interest	$   167,352	$                 -
Supplemental disclosure of non-cash investing and financing activities
Issuance of warrants in connection with debt	$               -	$    425,435
Reclassification of derivative liabilities to equity	$    119,600	$                -
Issuance of options for the purchase of MGA	$      33,900	$                -
Increase of ownership interest in GAIM	$                -	$      46,697

See notes to consolidated financial statements.

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GLOBAL ARENA HOLDING, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2013 AND 2012

(UNAUDITED)

1.  ORGANIZATION

Description of the Business

Global Arena Holding, Inc. (formerly, “Global Arena Holding Subsidiary Corp.”) (“GAHI”), was formed in February 2009, in the state of Delaware.  GAHI is a financial services firm that services the financial community through its subsidiaries as follows:

Global Arena Capital Corp. (“GACC”) is a wholly owned subsidiary that is a full service financial services company. GACC is a broker-dealer registered with the Securities and Exchange Commission (“SEC”).  The Company is also a member of the Financial Industry Regulatory Authority (“FINRA”) and the Securities Investor Protection Corp (“SIPC”). GACC is engaged in the securities business, which comprises several classes of securities transactions such as equities, corporate and municipal bonds, mutual funds, insurance and options, all of which the broker dealer executes as risk-less principal and agency transactions.  Global Arena Investment Management LLC (“GAIM”), a majority owned subsidiary, provides investment advisory services to its clients.  GAIM is registered with SEC as an investment advisor and clears all of its business through Fidelity Advisors (“Fidelity”), its correspondent broker. Global Arena Commodities Corp. (“GACOM”), a wholly owned subsidiary, provides commodities brokerage services and earns commissions. Lillybell Entertainment, LLC (“Lillybell”), a majority owned subsidiary, provides finance services to the entertainment industry.  MGA International Brokerage LLC (“MGA”), a newly acquired majority owned subsidiary and a New York limited liability company, is a full-service insurance broker.   MGA offers comprehensive life and property and casualty insurance services, solutions and advice.  Global Arena Trading Advisors, LLC (“GATA”), provides futures advisory services and earns fees. GATA is registered with the National Futures Association (NFA) as a commodities trading advisor.  On March 7, 2013, the Company sold GATA to a third party.

Reverse Merger Transaction

On January 19, 2011, China Stationery and Office Supply, Inc. (“China Stationery”) entered into an Agreement and Plan of Merger with GAHI. Upon the terms and subject to the conditions of the Merger Agreement, at the effective date of the Merger, the Company merged with and into China Stationery, with China Stationery continuing as the surviving corporation with the new name of Global Arena Holding, Inc.

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The approval of China Stationery’s board of directors and the affirmative vote of the holders of a majority of the outstanding common stock entitled to vote were obtained in order to approve and adopt the Merger Agreement. China Stationery’s sole director approved the Merger Agreement and the transactions contemplated by the Merger Agreement, at a meeting of their board of directors on January 19, 2011.

Immediately following the execution of the Merger Agreement, and as a condition and inducement to the willingness of the Company to enter into the Merger Agreement, certain stockholders, who held, as of the date of the Merger Agreement, a majority of the issued and outstanding common shares entitled to vote on the adoption of the Merger Agreement, executed and delivered to the Company a written consent approving the transactions contemplated thereby.

At the effective date of the Merger on May 18, 2011, each share of GAHI’s common stock, was cancelled and converted automatically into 1.5 common shares of China Stationery for an aggregate of 18,000,000 common shares of China Stationery and was recorded as a recapitalization of China Stationery in the form of a reverse merger.

The consolidated financial statements are issued under the name of Global Arena Holding, Inc. (formerly, China Stationery, the legal acquirer), but are a continuation of the consolidated financial statements of Global Arena Holding Subsidiary Corp. and its subsidiaries (the accounting acquirers, collectively, the “Company”).

Acquisition of Global Arena Capital Corp.

On July 13, 2012, the Company, Broad Sword Holdings, LLC, and JSM Capital Holding Corp. entered into a share purchase agreement to fully acquire GACC by purchasing the 95.1% of the shares of Global Arena Capital Corp. which it did not previously own. The change in control of ownership was authorized by the Financial Industry Regulatory Authority.

The cash consideration paid for the GACC shares was $2.00. The total aggregate purchase price, which was agreed to by the boards of directors and stockholders of JSM Capital Holding Corp. and Broad Sword Holding LLC, (the former owners of Global Arena Capital Corp), included, in addition to the $2.00, an aggregate of 12,108,001 shares in the Company previously received, as filed in the information statement issued on April 26, 2011 pursuant to section 14 (c) of the Securities Exchange Act of 1934.

The purchase was from related parties who are also major stockholders of the Company. Since the Company and GACC were under common control, this transaction was treated similar to that of a pooling and was retroactively applied to the consolidated financial statements as if GACC was owned at the inception of the periods presented. The assets and liabilities of GACC were initially recognized at their carrying values. The receivable from Broad Sword Holdings, LLC was forgiven in July 2012 at the closing date of the acquisition of the remaining outstanding shares of GACC as part of the purchase price.

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The following financial statement amounts of GACC, excluding intercompany allocations, have been included in the accompanying consolidated financial statements:

		For the three months		For the six months
		Ended June 30,2012
Total revenue	$	1,761,659	$	3,897,137
Net income (loss)	$	(31,978)	$	(94,914)

Acquisition of MGA International Brokerage LLC

On January 29, 2013, the Company entered into an agreement of sale with Marc Goldin and MGA to purchase 66.67% of the aggregate outstanding member interests of MGA, in exchange for a option to purchase 300,000 shares of the Company’s common shares.  Each option is exercisable into one common share of the Company at the exercise price of $0.25 per common share.  The exercise period is one year from the agreement date.

The acquisition was accounted for under the purchase method of accounting in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 805.  Under the purchase method of accounting, the total purchase price is allocated to the net tangible and intangible assets of MGA based on their estimated fair values.  At the acquisition date, MGA has no material net assets.  The goodwill of $33,900 arising from the acquisition consists largely of the synergies and business relationships with insurance customers expected from combining the operations of the Company and MGA.  

In accordance with SEC Regulation S-X Rule 3-05, MGA was not a significant subsidiary as of the acquisition date.  Therefore, no pro forma financial information related to the acquisition is required to be presented in accordance with SEC Regulation S-X Rule 11-01.   

Sale of Global Arena Trading Advisors, LLC

On March 7, 2013, the Company and Courtney Smith entered into a purchase agreement for the sale of the Company’s 100% interests in GATA to Courtney Smith for $500.  The related loss of $2,353 was included in the accompanying statement of operations for the six months ended June 30, 2013.  In accordance with SEC Regulation S-X Rule 3-05, GATA was not a significant subsidiary as of the disposal date.  Therefore, no pro forma financial information related to the disposal is required to be presented in accordance with SEC Regulation S-X Rule 11-01.  

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Going Concern

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern. The Company has generated recurring losses and cash flow deficits from operations since inception and has had to continually borrow to continue operations. These matters raise substantial doubt about the Company’s ability to continue as a going concern. The continued operations of the Company are dependent upon its ability to raise additional capital, obtain additional financing and/or generate positive cash flows from operations.  Management believes that it will be successful in obtaining additional financing, from which the proceeds will be primarily used to execute its operating plan. The Company plans to use its available cash to continue the development and execution of its business plan and expand its client base and services.  However, the Company can give no assurance that such financing will be available or on terms acceptable to the Company, or at all.  Should the Company not be successful in obtaining the necessary financing to fund its operations and ultimately achieve adequate profitability and cash flows from operations, the Company would need to curtail certain or all of its operating activities.

The accompanying consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Change of Reporting Entity and Basis of Accounting and Presentation

The reverse merger described in Note 1 was treated as recapitalization of the Company.  SEC Manual Item 2.6.5.4 “Reverse Acquisitions” requires that “in a reverse acquisition, the historical shareholder’s equity of the accounting acquirer prior to the merger is retroactively reclassified for the equivalent number of shares received in the merger after giving effect to any difference in par value of the registrant’s and the accounting acquirer’s stock by an offset to additional paid-in capital.”

Therefore, the consolidated financial statements have been prepared as if GAHI, formerly Global Arena Holding Subsidiary Corp. and its subsidiaries had always been the reporting company and then on the reverse acquisition date, had changed its name and reorganized its capital stock.

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The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and include the accounts of GAHI and its wholly-owned subsidiaries and majority owned subsidiaries, GACC, GAIM, GACOM, Lillybell, MGA from January 29, 2013, the date of acquisition, and GATA through March 7, 2013, the date of sale.  All significant intercompany accounts and transactions have been eliminated in consolidation.  

The unaudited interim consolidated financial statements of the Company as of June 30, 2013 and for the three and six months ended June 30, 2013 and 2012, have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the SEC which apply to interim financial statements.  Accordingly, they do not include all of the information and footnotes normally required by accounting principles generally accepted in the United States of America for annual financial statements. The interim consolidated financial information should be read in conjunction with the consolidated financial statements and the notes thereto, included in the Company’s Form 10-K for the year ended December 31, 2012, previously filed with the SEC.  In the opinion of management, the interim information contains all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the periods presented. The results of operations for the three and six months ended June 30, 2013 are not necessarily indicative of the results to be expected for future quarters or for the year ending December 31, 2013.

Revenue Recognition

The Company’s revenue recognition policies comply with SEC revenue recognition rules and FASB ASC 605-10-S99.  The Company earns revenues through various services it provides to its clients.  Advisory fees are on a contractual basis with the fee stipulated in the contract and are recognized based on the terms of the contract during the period the service is provided.  Insurance commission revenues is recognized at the later of the billing or the effective date of the related insurance policies, net of an allowance for estimated policy cancellations.

Customer security transactions and the related commission income and expenses are recorded as of the trade date.  The Company generally acts as an agent in executing customer orders to buy or sell listed and over-the-counter securities in which it does not make a market, and charges commissions based on the services the Company provides to its customers.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial

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statements and the reported amounts of revenues and expenses during the reporting periods.  Actual results could differ from those estimates.

Fair Value of Financial Instruments

FASB ASC 820, “Fair Value Measurements and Disclosures,” defines fair value as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market for that asset or liability.  The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity.

Goodwill

In accordance with FASB ASC 805 “Business Combinations” (“ASC 805”), the assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree were recognized at the acquisition date, measured at their fair values as of that date.  Goodwill represents the excess of purchase price over the fair value of net assets acquired in business combinations and is not amortized in accordance with FASB ASC 350, “Intangibles – Goodwill and Other” (“ASC 350”). ASC 350 addresses the amortization of intangible assets with defined lives and the impairment testing and recognition for goodwill and indefinite-lived intangible assets. The Company is required to evaluate the carrying value of its goodwill for potential impairment on an annual basis or more frequently if indicators arise. While the Company may use a variety of methods to estimate fair value for impairment testing, its primary methods are discounted cash flows and a market based analysis. When appropriate, the carrying value of these assets is reduced to fair value.

Cash and Cash Equivalents

The Company considers all demand and time deposits and all highly liquid investments with an original maturity of three months or less to be cash equivalents.  

Deposits with Clearing Organizations

As of June 30, 2013 and December 31, 2012, deposits with clearing organizations consisted primarily of cash deposits in accordance with the clearing arrangement.

Other Receivable

As of December 31, 2012, the other receivable of $125,000 represented the balance due from FireRock Capital, Inc. for the purchase of 714,286 shares of the Company’s common stock and membership interests representing 25% of GAIM.  Full payment was received on January 2, 2013.

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Property and Equipment

Property and equipment is recorded at cost.  Depreciation is calculated using the straight-line method based on the estimated useful lives of the related assets, which range from three to five years.  Maintenance and repairs are charged to expense as incurred; costs of major additions and betterments that extend the useful life of the asset are capitalized.  When assets are retired or otherwise disposed of, the costs and related accumulated depreciation or amortization are removed from the accounts and any gain or loss on disposal is recognized.

Impairment of Long-Lived Assets

The Company assesses the recoverability of its long lived assets when there are indications that the assets might be impaired.  When evaluating assets for potential impairment, the Company first compares the carrying amount of the asset to the asset’s estimated future cash flows (undiscounted and without interest charges).  If the estimated future cash flows used in this analysis are less than the carrying amount of the asset, an impairment loss calculation is prepared. The impairment loss calculation compares the carrying amount of the asset to the asset’s estimated future cash flows (discounted and with interest charges).

If the carrying amount exceeds the asset’s estimated futures cash flows (discounted and with interest charges), the loss is allocated to the long-lived assets of the group on a pro rata basis using the relative carrying amounts of those assets.  Based on its assessments, the Company did not incur any impairment charges for the three and six months ended June 30, 2013 and 2012.

Convertible Debt

Convertible debt is accounted for under FASB ASC 470, “Debt – Debt with Conversion and Other Options.”  The Company records a beneficial conversion feature (“BCF”) related to the issuance of convertible debt that has conversion features at fixed or adjustable rates that are in-the-money when issued and records the fair value of any warrants issued with those instruments. The BCF for the convertible instruments is recognized and measured by allocating a portion of the proceeds to the warrants and as a reduction to the carrying amount of the convertible instrument equal to the intrinsic value of the conversion features, both of which are credited to additional paid-in-capital.  The Company calculates the fair value of warrants issued with the convertible instruments using the Black-Scholes valuation method, using the same assumptions used for valuing stock options, except that the contractual life of the warrant is used.  Under these guidelines, the Company allocates the value of the proceeds received from a convertible debt transaction between the conversion feature and any other detachable instruments (such as warrants) on a relative fair value basis.  The allocated fair value is recorded as a debt discount and is accreted over the expected term of the convertible debt as interest expense.  

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The Company accounts for modifications of its Embedded Conversion Features (ECF’s) in accordance with the FASB ASC 470-50-40-12 and 40-15 through 16 which requires the modification of a convertible debt instrument that changes the fair value of an embedded conversion feature and the subsequent recognition of interest expense or the associated debt instrument when the modification does not result in a debt extinguishment pursuant to FASB ASC 470-50-40/55.

Derivative Financial Instruments

In connection with the issuance of certain warrants that include price protection reset or anti-dilution provisions, the Company determined that these provision features are embedded derivative instruments pursuant to FASB ASC 815 “Derivatives and Hedging.”  These embedded derivatives are adjusted to fair value at each balance sheet date with the change recognized in operations.

Advertising Costs

Advertising costs are expensed as incurred.  Advertising costs, which are included in business development expenses, were deemed to be de minimus for the three and six months ended June 30, 2013 and 2012.

Stock-Based Compensation

The fair value of stock options and stock warrants issued to third party consultants and to employees, officers and directors is recorded in accordance with the measurement and recognition criteria of FASB ASC 505-50, “Equity-Based Payments to Non-Employees” and FASB ASC 718, “Compensation – Stock Based Compensation,” respectively.

The options and warrants are valued using the Black-Scholes valuation method. This model is affected by the Company’s stock price as well as assumptions regarding a number of subjective variables.  These subjective variables include, but are not limited to the Company’s expected stock price volatility over the term of the awards, and actual and projected stock option and warrants exercise behaviors.

Because the Company’s stock options and warrants have characteristics different from those of its traded stock, and because changes in the subjective input assumptions can materially affect the fair value estimate, in management’s opinion, the existing models do not necessarily provide a reliable single measure of the fair value of such stock options and warrants.

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Noncontrolling Interests

The Company accounts for its less than 100% interest in consolidated subsidiaries in accordance with FASB ASC 810, “Consolidation,” and accordingly the Company presents noncontrolling interests as a component of equity on its consolidated balance sheets and reports noncontrolling interests’ share of net income or loss under the heading “net income (loss) attributable to noncontrolling interests” in the consolidated statements of operations.

Income Taxes

The Company accounts for income taxes in accordance with FASB ASC 740, “Income Taxes,” which requires the recognition of deferred income taxes for differences between the basis of assets and liabilities for financial statement and income tax purposes.  Deferred tax assets and liabilities represent the future tax consequences for those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled.  Deferred taxes are also recognized for operating losses that are available to offset future taxable income.  Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized.  As of June 30, 2013 and December 31, 2012, the Company had deferred tax assets of approximately $4,000,000 and $3,233,000, respectively, for net operating loss carryforwards, which were fully reserved by a valuation allowance due to the significant uncertainty with respect to its future realization.

The Company follows the provisions of FASB ASC 740-10-25, which prescribes a recognition threshold and measurement attribute for the recognition and measurement of tax positions taken or expected to be taken in income tax returns.  FASB ASC 740-10-25 also provides guidance on de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, and accounting for interest and penalties associated with tax positions. The Company is generally no longer subject to federal, state and local income tax examinations by tax authorities for tax years prior to 2009.  

3.  RECENTLY ISSUED ACCOUNTING STANDARDS

In February 2013, FASB issued Accounting Standards Update 2013-04, “Liabilities (Topic 405): Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation Is Fixed at the Reporting Date” (a consensus of the FASB Emerging Issues Task Force). This guidance requires an entity to measure obligations resulting from joint and several liability arrangements for which the total amount of the obligation within the scope of this guidance is fixed at the reporting date. This stipulates that (1) it will include the amount the entity agreed to pay for the arrangement between them and the other entities that are also obligated to the liability

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and (2) any additional amount the entity expects to pay on behalf of the other entities. The objective of this update is to provide guidance for the recognition, measurement, and disclosure of obligations resulting from joint and several liability arrangements. The amendments in this update are effective for fiscal periods (and interim reporting periods within those years) beginning after December 15, 2013. This standard is not expected to have a material impact on the Company’s results of operations or financial position.

In February 2013, FASB issued Accounting standards update 2013-02, “Comprehensive Income Topic 220): Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income.” This update requires an entity to provide information about the amount reclassified out of accumulated other comprehensive income by component. The entity is also required to disclose significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting periods. For other amounts that are not required under U.S. GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other discourses required under U.S. GAAP that provide additional detail about those amounts. The objective in this Update is to improve the reporting of reclassifications out of accumulated other comprehensive income. The amendments in this update should be applied prospectively for reporting periods beginning after December 15, 2012. This update did not have a material impact on the Company’s results of operations or financial position.

4.  NET INCOME (LOSS) PER SHARE

The Company computes net income (loss) per common share in accordance with FASB ASC 260, “Earnings Per Share” (“ASC 260”) and SEC Staff Accounting Bulletin No. 98 (“SAB 98”).  Under the provisions of ASC 260 and SAB 98, basic net income (loss) per common share is computed by dividing the amount available to common shareholders by the weighted average number of shares of common stock outstanding during the period.  Diluted income per share includes the effect of dilutive common stock equivalents from the assumed exercise of options, warrants, convertible preferred stock and convertible notes. The Company’s common stock equivalents were excluded in the computation of diluted net (loss) per share since their inclusion would be anti-dilutive.  These common stock equivalents may dilute future earnings per share.  Total shares issuable upon the exercise of outstanding warrants and conversion of convertible promissory notes for the six months ended June 30, were as follows:

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	2013	2012
Warrants	14,781,675	5,393,210
Convertible debts	4,559,896	3,596,068
Stock options	2,375,000	-
Common stock equivalents	21,716,571	8,989,278

5.  DERIVATIVE FINANCIAL INSTRUMENTS

In October 2010, in connection with a subscription agreement, the Company issued 2,231,250 warrants to an investor. The warrants have a term of three years. Per the terms of the subscription agreement, in the event the Company, at any time while all or any portion of these warrants are outstanding, sells any shares of common stock per share, or issue common stock equivalents at a conversion price, less than the warrant exercise price, the warrant price will be adjusted accordingly. In accordance with the provisions of ASC 815-40, these warrants are subject to derivative accounting treatment under ASC 815-10 and are recorded as a liability which is revalued at fair value each reporting date. Any change in fair value is recorded as non-operating, non-cash income or expense for each reporting period at each balance sheet date.  The Company reassesses the classification at each balance sheet date.  If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. The Company used the Black-Scholes valuation method to value the derivative instruments at inception and on subsequent valuation dates. The derivatives were extinguished on January 1, 2013 upon a mutual agreement reached between the Company and the warrants holder. However, prior to extinguishment, the fair value of the derivatives measured using the Black-Scholes valuation method was $119,600, resulting in a gain of $3,800 recorded in the statements of consolidated operations for the six months ended June 30, 2013.

On December 31, 2012, in connection with an extension of the maturity date of certain convertible notes which were due on May 31, 2012 (see Note 8), the Company issued the holder a warrant to purchase shares of common stock of the Company not exceeding 9.99% of the issued and outstanding shares and potential issuable shares related to outstanding options, warrants and convertible debt of the Company.  The Company determined that the anti-dilution provision feature of the warrant to be an embedded derivative instrument.  This derivative is adjusted to fair value at each balance sheet with the changes in fair value recognized in operations.  The Company uses the Black-Scholes valuation method to value the derivative instruments at inception and on subsequent valuation dates.  Weighted average assumptions used to estimate fair values are as follows:

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	June 30, 2013	Issuance, December 31, 2012
Expected volatility	190%	140%
Risk free interest rate	0.34%	0.25%
Expected life (years)	1.50	2

For the three months ended June 30, 2013 and 2012, the Company recognized a change in the derivative liabilities of $94,300 and $0, respectively, and $(94,900) and $0 for the six months then ended, respectively, in other income (expense) related to this warrant derivative instrument.

6.  FAIR VALUE MEASUREMENTS

FASB ASC 820 specifies a hierarchy of valuation techniques based upon whether the inputs to those valuation techniques reflect assumptions other market participants would use based upon market data obtained from independent sources (observable inputs).  In accordance with FASB ASC 820, the following summarizes the fair value hierarchy:

Level 1 Inputs – Unadjusted quoted market prices for identical assets and liabilities in an active market that the Company has the ability to access.

Level 2 Inputs – Inputs other than the quoted prices in active markets that are observable either directly or indirectly.

Level 3 Inputs – Inputs based on prices or valuation techniques that are both unobservable and significant to the overall fair value measurements.

ASC 820 requires the use of observable market data, when available, in making fair value measurements. When inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurements.  Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. The Company’s assessment of the significance of particular inputs to these fair measurements requires judgment and considers factors specific to each asset or liability.

Cash, due from clearing organization, other receivables, advances to registered representatives and employees, accounts payable and accrued expenses, commission payable – The carrying amounts reported in the consolidated balance sheets for these items are a reasonable estimate of fair value.

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Convertible promissory notes payable – Convertible promissory notes payable is recorded at amortized cost.  The carrying amount approximated fair value.

Derivative financial instruments – The fair value of liabilities for warrants with dilutive price reset or anti-dilution provisions is determined utilizing the Black-Scholes valuation method.

The following table presents the Company’s assets and liabilities required to be reflected within the fair value hierarchy as of June 30, 2013 and December 31, 2012.

June 30, 2013	Level 1	Level 2	Level 3	Total
Derivative financial instruments - warrants	$        -	$        -	$  877,200	$  877,200
December 31, 2012	Level 1	Level 2	Level 3	Total
Derivative financial instruments - warrants	$        -	$        -	$  905,700	$  905,700

The following table presents the Level 3 reconciliation of the beginning and ending balances of the fair value measurements using significant unobservable inputs for the derivative warrants:

Balance, January 1, 2013	$  905,700
Fair value of warrants exercised	-
Cancellation of derivative liability	(119,600)
Change in fair value included in other (income) loss	91,100
Balance, June 30, 2013	$  877,200

7. STOCK OPTIONS PLAN

On July 17, 2012, the Board of Directors approved the issuance of non-qualified stock options for the purchase of an aggregate of 1,725,000 shares of common stock under the Company’s 2011 Stock Awards Plan (“Plan”) to certain employees, officers and directors.  The Plan was adopted by the Board of Directors on June 27, 2011.  The purpose of the Plan is to attract, retain and motivate employees, directors and persons

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affiliated with the Company and to provide such participants with additional incentive and reward opportunities.  Provided by the Plan, the awards may be in the form of Incentive Stock Options, options that do not constitute Incentive Stock Options, Stock Appreciation Rights, Restricted Stock Awards, Phantom Stock Awards, or any combination of the foregoing.  The total number of shares of Stock reserved and available for distribution under the Plan increased to 3,000,000, pursuant to a December 2012 vote by Proxy by holders of a majority of the shares of GAHI.  The options are exercisable at $0.45 per common share and expire three years after their issuance.  The options are to vest over a two-to-three-year period with a fair value of approximately $500,000 at the grant date to be recognized over the vesting period.

Weighted average assumptions used to estimate the fair value of stock options on the date of grant are as follows:

	July 17, 2012
Expected dividend yield	-
Expected stock price volatility	130%
Risk free interest rate	0.32%
Expected life (years)	3 years

The stock-based compensation related to the Plan, included in stock compensation expense in the consolidated statements of operations, was $60,554 and $0 for the three months ended June 30, 2013 and 2012, and $121,108 and $0 for the six months then ended, respectively.

On December 27, 2012, GAHI granted to an employee, an option to purchase 350,000 shares of common stock. The options are exercisable at $0.45 per common share and expire on July 17, 2015.  The options are to vest 50% in July 2013 and 100% in July 2014 with a fair value of approximately $58,000 at the grant date to be recognized over the vesting period. Weighted average assumptions used to estimate the fair value of stock options on the date of grant are as follows:

	December 27, 2012
Expected dividend yield	-
Expected stock price volatility	140%
Risk free interest rate	0.25%
Expected life (years)	2.5 years

The stock-based compensation related to the options, included in stock compensation expense in the consolidated statements of operations, was $9,146 and $0 for the three months ended June 30, 2013 and 2012, and $18,284 and $0 for the six months then ended, respectively

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As disclosed in Note 1, on January 29, 2013, in connection with the acquisition of MGA, the Company issued an option to purchase 300,000 shares of common stock exercisable at $0.25 per common share, which expires on January 28, 2014.  The options vested on the grant date, with a fair value of approximately $34,000 at the grant date recognized in the quarter ended March 31, 2013.

Weighted average assumptions used to estimate the fair value of stock options on the date of grant are as follows:

	January 29, 2013
Expected dividend yield	-
Expected stock price volatility	120%
Risk free interest rate	0.15%
Expected life (years)	1 year

The Company will issue new shares of common stock upon the exercise of stock options.  The following is a summary of stock option activity:

	Shares	Weighted Average Exercise Price	Weighted- Average Remaining Contractual Life	Aggregate Intrinsic Value
Outstanding at December 31, 2012	2,075,000	$  0.45	2.5 years	$         -
Granted	300,000	0.25	0.58 years	6,821
Exercised	-	-	-	-
Cancelled and expired	-	-	-	-
Forfeited	-	-	-	-
Outstanding at June 30, 2013	2,375,000	$  0.44	1.94 years	$        -
Vested and expected to vest at June 30, 2013	300,000	$  0.25	0.58 years	$          -
Exercisable at June 30, 2013	300,000	$  0.25	0.58 years	$          -

The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the quoted price of the Company’s common stock. There were no options exercised during the three and six months ended June 30, 2013.

As of June 30, 2013, approximately $307,300 of total unrecognized compensation costs will be recognized through 2015.

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8.  CONVERTIBLE PROMISSORY NOTES

a.

On March 31, 2011 and June 1, 2011, the Company sold and issued convertible promissory notes in the principal aggregate amount of $150,000 at a stated interest rate of 12% per annum.  In addition the Company granted warrants to purchase 785,714 shares of common stock at an exercise price of $0.35 per share.  The warrants have a life of 5 years and were fully vested on the date of the grant.  In addition, the warrant agreement has a cashless exercise provision.   The convertible promissory notes were to mature on September 30, 2011.  The holder of the note is entitled to convert all or a portion of the convertible notes plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.  

The gross proceeds from the sale of the notes of $150,000 were recorded net of a discount of $150,000.  The debt discount was comprised of $93,000 for the relative fair value of the warrants and $57,000 for the beneficial conversion feature of the notes. The debt discount was accreted as additional interest expense ratably over the term of the convertible notes.

On August 10, 2011 and August 31, 2011 the Company sold and issued convertible promissory notes in the principal aggregate amount of $76,500 at a stated interest rate of 12% per annum. The notes were to mature on September 30, 2011 and the due date was extended.  The holder of the notes is entitled to convert all or a portion of the convertible notes plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the notes of $76,500 were recorded net of a discount of $11,000.  The debt discount is comprised of the beneficial conversion feature of the notes. The debt discount was accreted as additional interest expense ratably over the original term of the convertible notes.

On August 31, 2011 in anticipation of the maturity date of the notes, the Company issued 75,715 of warrants to the note holder to extend the maturity date of the above disclosed notes to January 2012.  The warrants are exercisable at $0.35 per share, have a life of 5 years and were fully vested on the date of the grant.  In addition, the warrant agreement has a cashless exercise provision.  Accordingly, the Company recorded the fair value of the warrants of $23,000 as debt discount and charged it to interest expense ratably over the extended term of the convertible note.

On November 22, 2011, the Company sold and issued promissory notes in the principal amount of $75,000 at a stated interest rate of 12% per annum.  In addition the Company granted warrants to purchase 214,286 shares of common stock at an exercise price of $0.35 per share.  The warrants have a life of 5 years and were fully vested on the date of the grant.  In addition, the warrant agreement has a cashless exercise provision.  The

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convertible promissory notes were to mature on February 22, 2012. The holder of the notes is entitled to convert all or a portion of the convertible notes plus any unpaid interest, at the lender’s sole option into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the notes of $75,000 were recorded net of a discount of $75,000.  The debt discount was comprised of $50,000 for the relative fair value of the warrants and $25,000 for the beneficial conversion feature of the note.  The debt discount was accreted as additional interest expense ratably over the term of the convertible notes.

On January 23, 2012, the Company sold and issued a convertible promissory note in the principal amount of $50,000 at a stated interest rate of 12% per annum. In addition, the Company granted warrants to purchase 142,858 shares of common stock at an exercise price of $0.35 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. In addition, the warrant agreement has a cashless exercise provision.  The convertible was to mature on March 12, 2012. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $50,000 were recorded net of a discount of $50,000. The debt discount was comprised of $27,000 for the relative fair value of the warrants and $23,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the term of the convertible note.

On January 31, 2012, all notes sold and issued to the lender, in the total principal amount of $351,500, were extended to April 23, 2012 in consideration of a $10,000 payment due. On April 23, 2012, all notes were extended to May 30, 2012 in consideration of an additional $10,000 payment due.  As of the effective date of December 31, 2012, the Company and the holder agreed to an additional extension of the notes until May 31, 2013.  The extension agreement provides that (1) $118,000 (of which $3,000 is offset as provided in the extension agreement) be paid on or before January 10, 2013, representing the payment for all accrued interest and other fees as of December 31, 2012; (2) $150,000 on or before March 31, 2013; (3) $100,000 on or before April 11, 2013; (4) $98,500 on or before April 30, 2013; and (5) all accrued interest be payable commencing with the first interest payment due on January 31, 2013 and continuing until and including the maturity date.  The extension agreement also provides that the holder has the right to purchase shares of common stock of the Company at a per share price of $0.001 for a period of two years from December 31, 2012.  In addition, if the holder exercises the options, for the period from December 31, 2012 to January 17, 2014, the Company without any further consideration or action by the holder, shall issue additional shares so that at all times the holder shall own 9.99% of the issued and outstanding shares of the Company.  The extension agreement grants the Company a right to repurchase the option from the holder for $3,000 between June 1 and June 3, 2013, which the Company did not excise.  The total beneficial ownership by the holder cannot exceed 9.99% of the outstanding

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shares of the Company’s common stock.  The Company paid the $115,000 by January 2013.  However, the Company has not yet made the second and third payments. The Company is negotiating with the lender for a future extension.

b.

On March 24, 2011, the Company sold and issued a convertible promissory note in the principal amount of $50,000 at a stated interest rate of 12% per annum.  In addition the Company granted warrants to purchase 100,000 shares of common stock at an exercise price of $0.35 per share.  The warrants have a life of 5 years and were fully vested on the date of the grant.  The convertible note matured on November 24, 2011, and was extended to September 30, 2012, a second time to December 12, 2012, a third time to June 15, 2013 and a fourth time until December 15, 2013.  The holder of the note is entitled to convert all or a portion of the note plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $50,000 was recorded net of a discount of $40,700.  The debt discount was comprised of $19,000 for the relative fair value of the warrants and $21,700 for the beneficial conversion feature of the note.  The debt discount was charged to interest expense ratably over the original term of the convertible note.

The Company repaid $25,000 of the principal in November 2012 and paid $10,000 of interest in July 2012.

c.

On August 30, 2011 and September 14, 2011, the Company sold and issued convertible promissory notes in the principal aggregate amount of $50,000 at a stated interest rate of 12% per annum.  The convertible notes were to mature on November 25, 2011 and December 14, 2011, respectively. The holder of the notes is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the notes of $50,000 were recorded net of a discount of $7,200.  The debt discount was comprised of the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the term of the convertible note.

On November 24, 2011 and December 14, 2011, in anticipation of the maturity date of these notes, the Company issued 100,000 of warrants to the note holders to extend the maturity date to September 30, 2012.  The warrants are exercisable at $0.35 per share, have a life of 5 years and were fully vested on the date of the grant.  Accordingly, the Company recorded the limited fair value of the warrants of $50,000 as debt discount, which was accreted as additional interest expense ratably over the term of the convertible note.  The notes were extended a second time to December 14, 2012, a third time to June 15, 2013 and a fourth time until December 15, 2013.

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On February 29, 2012, the Company sold and issued a convertible promissory note in the principal amount of $35,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 70,000 shares of common stock at an exercise price of $0.45 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note originally matured on April 14, 2012, was extended until May 30, 2012, a second time until September 5, 2012, a third time until December 14, 2012 and a fourth time until June 15, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

The gross proceeds from the sale of the note of $35,000 were recorded net of a discount of $32,000. The debt discount was comprised of $16,000 for the relative fair value of the warrants and $16,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

Effective June 12, 2013, the Company and the holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 163,074 shares of common stock.  An approximate expense of $18,000 equal to the fair value of shares to be transferred in excess of the fair value of shares issuable pursuant to the original conversion terms was recognized in the consolidated statements of operations for the three and six months ended June 30, 2013.  The shares were issued as of June 30, 2013.

d.

On September 29, 2011, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum.  In addition the Company granted warrants to purchase 71,429 shares of common stock at an exercise price of $0.35 per share. The warrants have a life of 5 years and were fully vested on the date of the grant.  The convertible note originally matured on December 29, 2011, was extended to June 30, 2012 and a second time to September 20, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $25,000.  The debt discount was comprised of $13,000 for the relative fair value of the warrants and $12,000 for the beneficial conversion feature of the note.  The debt discount was charged to interest expense ratably over the term of the note.

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e.

On September 29, 2011, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 71,429 shares of common stock at an exercise price of $0.35 per share.  The warrants have a life of 5 years and were fully vested on the date of the grant.  The convertible note originally matured on December 29, 2011, was extended to June 30, 2012 and a second time to September 20, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $25,000.  The debt discount was comprised of $13,000 for the relative fair value of the warrants and $12,000 for the beneficial conversion feature of the note.  The debt discount was accreted as additional interest expense ratably over the term of the convertible note.

On May 31, 2012, the Company sold and issued a convertible promissory note in the principal amount of $50,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 250,000 shares of common stock at an exercise price of $0.55 per share, which warrants have a life of 3 years and warrants to purchase 111,111 shares of common stock at an exercise price of $0.75 per share, which warrants have a life of 5 years. The warrants were fully vested on the date of the grant. The convertible note matured on July 30, 2012 and was extended until September 20, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

The gross proceeds from the sale of the note of $50,000 were recorded net of a discount of $50,000. The debt discount was comprised of $36,000 for the relative fair value of the warrants and $14,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

On September 21, 2012, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 55,556 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matures on September 20, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

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The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $18,900. The debt discount was comprised of $10,000 for the relative fair value of the warrants and $8,900 for the beneficial conversion feature of the note. The debt discount is being accreted as additional interest expense ratably over the term of the convertible note.

f.

On September 16, 2011 and November 10, 2011, the Company sold and issued convertible promissory notes in the principal aggregate amount of $50,000 at a stated interest rate of 12% per annum, which were to mature on December 16, 2011 and February 10, 2012.  The notes were extended to September 30, 2012 and a second time to March 16, 2013, respectively.  The Company is negotiating a further extension of the notes with the holder.  The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $50,000 were recorded net of a discount of $38,900. The debt discount was comprised of the beneficial conversion feature of the note. The debt discount was charged to interest expense ratably over the original term of the convertible notes.

g.

On September 30, 2011, the Company sold and issued a promissory note in the principal amount of $75,000 bearing interest at 8% per annum.  The note matures and was payable in full on October 31, 2011.  On October 12, 2011, the Company entered into an agreement with the note holder to amend the promissory note to include a conversion option.  The Company received additional cash proceeds of $175,000 and issued a convertible promissory note of $250,000.  The note has a maturity date of October 13, 2013 and has a stated interest rate of 8% per annum.  In addition, the Company granted to the note holder warrants to purchase 500,000 shares of common stock at an exercise price of $0.45 per share.  The warrants have a life of three years and are fully vested on the date of the grant. The note is convertible into common stock at an amended conversion price of $0.30 per share.

The gross proceeds from the sale of the note of $250,000 were recorded net of a discount of $250,000.  The debt discount was comprised of $105,000 for the relative fair value of the warrants and $145,000 for the beneficial conversion feature of the note.  The debt discount is being accreted as additional interest expense ratably over the term of the convertible note.

On March 15, 2012, the Company sold and issued a convertible promissory note in the principal amount of $80,000 at a stated interest rate of 8% per annum. In addition, the Company granted warrants to purchase 160,000 shares of common stock at an exercise price of $0.45 per share. The warrants have a life of 5 years and were fully vested on the

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date of the grant. The convertible note matured on March 15, 2013. The holder of the note was entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.30 per share.

The gross proceeds from the sale of the note of $80,000 were recorded net of a discount of $80,000. The debt discount was comprised of $36,000 for the relative fair value of the warrants and $44,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the term of the convertible note. The Company repaid all principal and accrued interest in March and April 2013.

h.

On March 20, 2012, the Company sold and issued a convertible promissory note in the principal amount of $70,000 at a stated interest rate of 8% per annum. In addition, the Company granted warrants to purchase 140,000 shares of common stock at an exercise price of $0.45 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matured on March 20, 2013. The holder of the note was entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.30 per share.

The gross proceeds from the sale of the note of $70,000 were recorded net of a discount of $70,000. The debt discount was comprised of $32,000 for the relative fair value of the warrants and $38,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the term of the convertible note.

The Company repaid all principal and accrued interest in March and April, 2013.

i.

On November 9, 2011, the Company sold and issued a convertible promissory note in the principal amount of $30,000 at a stated interest rate of 12% per annum.  In addition the Company granted warrants to purchase 110,000 shares of common stock at an exercise price of $0.35 per share.  The warrants have a life of 5 years and were fully vested on the date of the grant.  The convertible note matured on February 9, 2012, was extended to September 30, 2012, a second time until December 14, 2012, a third time until June 15, 2013 and a fourth time until December 15, 2013.  The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $30,000 were recorded net of a discount of $30,000. The debt discount was comprised of $22,000 for the relative fair value of the warrants and $8,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

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j.

On February 10, 2012, the Company sold and issued a convertible promissory note in the principal amount of $30,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 60,000 shares of common stock at an exercise price of $0.35 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matured on September 30, 2012 and was extended until December 14, 2012, a second time until June 15, 2013 and a third time until December 15, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $30,000 were recorded net of a discount of $30,000. The debt discount was comprised of $14,000 for the relative fair value of the warrants and $16,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

On June 29, 2012, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 50,000 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note originally matured on December 31, 2012. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $22,978. The debt discount was comprised of $11,000 for the relative fair value of the warrants and $11,978 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

On December 31, 2012, in anticipation of the maturity date of the note, the Company issued 50,000 of warrants to the holders to extend the maturity date to June 15, 2013.  The warrants are exercisable at $0.35 per share, have a life of 5 years and were fully vested on the date of the grant.  Accordingly, the Company recorded the fair value of the warrants of $10,800 as debt discount, which is being accreted as additional interest expense ratably over the term of the convertible note.  

Effective June 12, 2013, the Company and the holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 111,933 shares of common stock.  An approximate expense of $12,000 equal to the fair value of shares to be transferred in

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excess of the fair value of shares issuable pursuant to the original conversion terms was recognized in the consolidated statements of operations for the three and six months ended June 30, 2013.  The shares were issued as of June 30, 2013.

On September 27, 2012, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 50,000 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note originally matured on December 14, 2012. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $18,900. The debt discount was comprised of $10,000 for the relative fair value of the warrants and $8,900 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

On December 14, 2012, in anticipation of the maturity date of the note, the Company issued 50,000 of warrants to the note holders to extend the maturity date to June 15, 2013.  The warrants are exercisable at $0.35 per share, have a life of 5 years and were fully vested on the date of the grant.  Accordingly, the Company recorded the fair value of the warrants of $10,800 as debt discount, which was accreted as additional interest expense ratably over the extended term of the convertible note.  

Effective June 12, 2013, the Company and the holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 108,781 shares of common stock.  An approximate expense of $12,000 equal to the fair value of shares to be transferred in excess of the fair value of shares issuable pursuant to the original conversion terms was recognized in the consolidated statements of operations for the three and six months ended June 30, 2013.  The shares were issued as of June 30, 2013.

k.

On April 27, 2012, the Company sold and issued a convertible promissory note in the principal amount of $75,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 125,000 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matured on August 1, 2012, was extended until September 5, 2012, and was extended a second time until December 3, 2012, a third time until June 15, 2013. During three months ended June 2013, an oral agreement extends it until December 15, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of

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common stock at a conversion price of $0.3825 per share.

The gross proceeds from the sale of the note of $75,000 were recorded net of a discount of $67,647. The debt discount was comprised of $30,000 for the relative fair value of the warrants and $37,647 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

On June 29, 2012, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 41,250 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matured on October 1, 2012 and was extended until December 3, 2012, a second time until June 15, 2013 and a third time until December 15, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.3825 per share.

The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $22,810. The debt discount was comprised of $10,000 for the relative fair value of the warrants and $12,810 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the term of the convertible note.

l.

On July 12, 2012, the Company sold and issued a convertible promissory note in the principal amount of $50,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 111,112 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note originally matured on April 15, 2013 and was extended until June 15, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

The gross proceeds from the sale of the note of $50,000 were recorded net of a discount of $39,700. The debt discount was comprised of $21,000 for the relative fair value of the warrants and $18,700 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

Effective June 10, 2013, the Company and the holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 222,704 shares of common stock.  An approximate expense of $35,000 equal to the fair value of shares to be transferred in

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excess of the fair value of shares issuable pursuant to the original conversion terms was recognized in the consolidated statements of operations for the three and six months ended June 30, 2013.  The shares have not been issued as of June 30, 2013.

m.

On August 6, 2012, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 50,000 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note originally matured on February 6, 2013 and was extended until June 15, 2013. The holder of the note originally was entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $18,900. The debt discount was comprised of $10,000 for the relative fair value of the warrants and $8,900 for the beneficial conversion feature of the note. The debt discount is being accreted as additional interest expense ratably over the original term of the convertible note.

Effective April 30, 2013, the Company and the holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 109,151 shares of common stock.  An approximate expense of $17,000 equal to the fair value of shares to be transferred in excess of the fair value of shares issuable pursuant to the original conversion terms was recognized in the consolidated statements of operations for the three and six months ended June 30, 2013.  The shares were issued as of June 30, 2013.

n.

On August 7, 2012, the Company sold and issued a convertible promissory note in the principal amount of $20,000 at a stated interest rate of 12% per annum. The convertible note originally matured on February 7, 2013 and was extended until June 15, 2013. Pursuant to the note, the holder of the note originally was entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

Effective March 31, 2013, the Company and the holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 86,400 shares of common stock.  An approximate expense of $12,000 equal to the fair value of shares to be transferred in excess of the fair value of shares issuable pursuant to the original conversion terms was recognized in the consolidated statements of operations for the six months ended June 30, 2013.  The shares were issued as of June 30, 2013.

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o.

On October 12, 2012, the Company sold and issued a convertible promissory note in the principal amount of $50,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 100,000 shares of common stock at an exercise price of $0.50 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matures on October 13, 2014. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $50,000 were recorded net of a discount of $26,857. The debt discount was comprised of $17,000 for the relative fair value of the warrants and $9,857 for the beneficial conversion feature of the note. The debt discount is being accreted as additional interest expense ratably over the term of the convertible note.

p.

On October 22, 2012, the Company sold and issued a convertible promissory note in the principal amount of $400,000 at a stated interest rate of 12% per annum.  Pursuant to this note, the Company received $360,000 in 2012 and $40,000 in 2013. In addition the Company granted warrants to purchase 1,052,632 shares of common stock at an exercise price of $0.38 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matures on October 22, 2014. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $360,000 received during 2012 were recorded net of a discount of $260,571. The debt discount was comprised of $156,000 for the relative fair value of the warrants and $104,571 for the beneficial conversion feature of the note. The debt discount is being accreted as additional interest expense ratably over the term of the convertible note.

On March 26, 2013, the Company received the remaining $40,000 pursuant to the promissory note.  

The intrinsic value for the outstanding convertible promissory notes as of June 30, 2013 and December 31, 2012 was approximately $0 and $0, respectively.

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9.  STOCKHOLDERS’ EQUITY

In 2009, the Company entered into a private placement offering for $2,000,000 (40 units).  Each unit consisted of 90,000 shares of common stock and warrants to purchase 45,000 shares of common stock.  The warrants were exercisable in whole or in part during the three-year period following issuance at an exercise price of $1.00 per share.  The shares of common stock into which the warrants are exercisable will have the same registration rights as all other shares of common stock sold in the offering.

Under the terms of the agreement, the Company could sell up to an additional 20 units to cover investor over-subscriptions, if any.  The purchase price for each unit was $50,000, although subscriptions for lesser amounts could be accepted at the discretion of the Company’s management.

For the year ended December 31, 2010, under the private placement offering as described above, the Company sold 5.2 net units consisting of 927,000 shares of common stock with 463,500 warrants for net proceeds of $515,000.

The Company also entered into a separate subscription agreement during the year ended December 31, 2010 to sell 2,625,000 shares of common stock and warrants to purchase 2,231,250 shares of common stock for net proceeds of $700,000; 1,115,625 warrants are exercisable in whole or in part during the three-year period following issuance at an exercise price of $0.31 per share and the remaining 1,115,625 warrants are exercisable at $0.35 per share.  The warrants had a dilutive provision whereby in the event the Company sells shares of common stock for consideration less than the stated exercise price then the warrant price will be adjusted accordingly to the terms of the agreement.  

The Company determined that the reset provision is a derivative liability and under FASB ASC 815. The Company was required to classify the warrants as a derivative liability and mark to market through earnings at the end of each reporting period. On January 1, 2013, the reset provision was removed (see Note 5).

During the year ended December 31, 2010, the Company repurchased from investors 459,000 shares of the Company’s common stock and 229,500 warrants for $255,000. Accordingly, the Company cancelled the 459,000 shares of common stock and 229,500 warrants associated with these shares.

As described in Note 1, on May 18, 2011, each share of the Company’s common stock was cancelled and converted automatically into the right to receive 1.5 common shares of China Stationery.  The above shares reflect the effect of the 1:1.5 stock split.

During 2011, the Company issued 908,027 shares of common stock for the exercise of warrants for $290,000.  Upon the exercise of warrants, the Company reclassified $170,700 of the derivative liability to equity.

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On May 18, 2011 the Company modified 1,633,500 of warrants previously granted pursuant to the 2009 private placement memorandum.  The Company reset the term of the warrants to three years as of the date of the reverse merger.  The Company recorded a charge of $110,400 for the modification of the award which has been charged as interest expense.

On July 1, 2011, the Company entered into a stock option agreement with a vendor to purchase 100,000 shares of common stock at a price of $0.50 per share.  The option agreement had a life of 30 days and was fully vested on the date of the grant.  On July 7, 2011 the options were exercised for services provided by the vendor.  Due to the nature of the transaction, the Company recorded a charge of $50,000 as a share issuance for the fair value of the services provided.

On July 10, 2011 a holder exercised 785,714 warrants using the cashless exercise provision. Accordingly, the Company issued 673,007 shares of common stock for the exercise of the warrants, which represented the net shares with respect to the cashless exercise provision.

On July 28, 2011 the Company issued 144,093 shares of common stock for the exercise of warrants for $50,000. Upon the exercise of warrants the Company reclassified $22,200 of the derivative liability to equity.

On November 28, 2011, the Company entered into a subscription agreement to sell 714,286 shares of common stock and warrants to purchase 187,500 shares of common stock for net proceeds of $250,000.  The warrants are exercisable in whole or in part during the five-year period following issuance at an exercise price of $0.45 per share.

On December 14, 2011, the Company entered into another subscription agreement to sell 285,715 shares of common stock for net proceeds of $100,000.

On October 22, 2012, the Company issued a warrant to purchase 150,000 shares of common stock at $0.45 per share for a period of five years to a consultant pursuant to a consulting agreement.  The Company recorded a charge of $38,700.

On December 18, 2012, the Company issued a warrant to purchase 400,000 shares of common stock at $0.50 per share for a period of five years to a consultant pursuant to a consulting agreement.  The Company recorded a charge of $83,900.

On December 31, 2012, GAHI and GAIM entered into a securities purchase agreement (the “Purchase Agreement”) with FireRock Capital, Inc. (“FireRock”), pursuant to which FireRock purchased 714,286 shares of the Company’s common stock and membership

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interests representing 25% of GAIM for gross proceeds of $250,000.  As of December 31, 2012, the unpaid proceeds of $125,000 was included in other receivable on the consolidated balance sheets.  The receivable was collected on January 2, 2013.

On January 2, 2013, GAHI granted to a consultant of GAIM, an option to purchase 1,000,000 shares of common stock. The warrants are exercisable at $0.25 per common share and expire on January 1, 2021.  400,000 warrants vested immediately upon signing the independent contractor agreement, with a fair value of approximately $91,000 at the grant date recognized in the quarter ended March 31, 2013. 50,000 warrants vest for every $25,000,000 assets under management (“AUM”) (up to 600,000 warrants for $300,000,000 AUM) brought into the Company.  Each of the 50,000 warrants is measured at its then-current lowest aggregate fair value at each of interim reporting dates.  Changes in the lowest aggregate fair values result in a change in the measure of compensation cost.

On January 29, 2013, in connection with the acquisition of MGA (see Note 1), the Company issued an option to purchase 300,000 shares of common stock, valued at $33,900 at the acquisition date, to purchase the Company’s common shares.  

On March 31, 2013, the Company and a convertible debt holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 86,400 shares of common stock.  The shares have been issued as of June 30, 2013 (see Note 8).

On April 30, 2013, the Company and a convertible debt holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 109,151 shares of common stock.  The shares have been issued as of June 30, 2013 (see Note 8).

On June 10, 2013, the Company and a convertible debt holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 222,704 shares of common stock.  The shares have not been issued as of June 30, 2013 (see Note 8).

On June 12, 2013, the Company and a convertible debt holder entered into an agreement to amend two notes to set the conversion price of the notes to $0.25 per share, and the holder elected to convert the principal and interest into 220,714 shares of common stock.  The shares have been issued as of June 30, 2013 (see Note 8).

On June 12, 2013, the Company and a convertible debt holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 163,074 shares of common stock.  The shares have been issued as of June 30, 2013 (see Note 8).

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In March 2013, the Company entered into a private placement offering for $1,500,000 (30 units).  Each unit consists of 200,000 shares of common stock and warrants to purchase 100,000 shares of common stock.  The warrants are exercisable in whole or in part during the three-year period following issuance at an exercise price of $0.50 per share.  The shares of common stock into which the warrants are exercisable will have the same registration rights as all other shares of common stock sold in the offering.  The purchase price for each unit is $50,000, although subscriptions for lesser amounts could be accepted at the discretion of the Company’s management.

During the three months and six months ended June 30, 2013, under the private placement offering as described above, the Company sold 4.5 net units consisting of 900,000 shares of common stock with 450,000 warrants for net proceeds of $225,000, and 7.5 net units consisting of 1,500,000 shares of common stock with 750,000 warrants for net proceeds of $375,000, respectively.

10.  WARRANTS

The following tables summarize the warrants activities:

	Shares		Weighted Average Exercise Price	Weighted- Average Exercisable	Aggregate Intrinsic Value
Outstanding at December 31, 2012		10,604,173	$  0.50	10,604,173	$         -
Granted		4,177,502	0.26	4,177,502	38,834
Exercised		-	-	-	-
Cancelled and surrendered		-	-	-	-
Outstanding at June 30, 2013		14,781,675	$  0.46	14,781,675	$         -

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Exercise Price	Average Number Outstanding	Average Contractual Life	Average Exercise price	Warrants Exercisable
0.001 $0.25 to $0.75	3,669,166 9,479,009	1.55 3.5	$   0.001    0.41	3,669,166 9,479,009
$0.67	1,633,500	0.88	$     0.67	1,633,500
	14,781,675	-	-	14,781,675

11.  NON-CONTROLLING INTEREST

As of June 30, 2013, the Company had three operating subsidiaries which were not wholly owned.  The Company had a 67% equity interest in Lillybell, a 67% equity interest in MGA and a 75% equity interest in GAIM. As of June 30, 2013 and December 31, 2012, the third party non-controlling interests were $(227,807) and $(159,035), respectively.

12.  RELATED PARTIES

The Company had a month-to-month agreement with Broad Sword Holdings, LLC, one of the Company’s stockholders, whereby Broad Sword Holdings, LLC provided office space to the Company, which was terminated in April, 2013. Broad Sword Holdings, LLC and prior landlord entered into a lease settlement agreement with payment of $75,000, based on the payment schedule as follows (1) $35,000 on or before April 1, 2013; (2) $10,000 on or before May 15, 2013; (3) $10,000 on or before June 15, 2013; (4) $10,000 on or before July 15, 2013; (5) $10,000 on or before August 15, 2013. The Company agreed to pay these amounts to Broad Sword Holdings, LLC. The Company made the first payment but has not yet made the remaining payments. During the three months ended June 30, 2013 and 2012, the Company was charged approximately $111,000 and $76,000, respectively, for office space. During the six months ended June 30, 2013 and 2012, the Company was charged approximately $171,000 and $153,000, respectively, for office space.

Advances – related parties in part represents a receivable from Global Arena Master Fund, Ltd.  Global Arena Master Fund, Ltd. is an alternative investment vehicle which invests the funds of Global Arena Macro Fund, Ltd., an alternative investment vehicle owned by investors purchasing shares in the fund.  The Company will earn a management fee for its services.  Those advances are non-interest bearing and payable on demand.  At June 30, 2013 and December 31, 2012, the receivable was approximately $0 and $14,000 from Global Arena Master Fund, Ltd., respectively.

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Advances – related parties also represents advances to Broad Sword Holdings, LLC.  Those advances are non-interest bearing and payable on demand.  At June 30, 2013 and December 31, 2012, the receivable was approximately $16,000 and $20,000, respectively.

13.  COMMITMENTS AND CONTINGENCIES

Litigation

The Company may be involved in legal proceedings in the ordinary course of business. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance.

In early July 2012, GACOM advised the National Futures Association (“NFA”) that Interactive Brokers, LLC, a futures commission merchant that carries GACOM’s introduced futures accounts, had established an account structure that did not comply with Commodity Futures Trading Commission regulations.  The Company has cooperated fully with NFA’s audit.  In late August 2012, the staff of NFA informed the Company that NFA has made a preliminary determination to recommend an action against the Company in connection therewith.  

On March 1, 2013, as a result of the audit commenced in August 2012 as described in the preceding paragraph, the NFA filed a complaint with its Business Conduct Committee against GACOM, and its former president, an NFA associate and a principal and a registered associated person of GACOM.  The complaint generally alleged that GACOM and/or the former president, as appropriate, acted as a futures commission merchant without maintaining the appropriate registration, failed to ensure that a third party who provided leads and customer referrals to GACOM had not used misleading promotional material to generate such leads, failed to conduct adequate due diligence to determine whether an entity with which GACOM conducted business required CFTC registration or NFA membership, failed to implement an adequate anti-money laundering program, and committed certain supervisory failures.  GACOM and the former president deny the allegations set forth in the Complaint and intend to vigorously defend against such claims.  Nonetheless, in the event that the NFA determines that GACOM and/or the former president committed such violations, each of GACOM and the former president could be subject to significant penalties, including, without limitation, expulsion for a specified period from NFA membership and suspension for a specified period from association with an NFA member, respectively.  The Management is unable to determine the impact, if any, the complaint or any final determination may have on GACOM’s business; however, if it is finally determined that GACOM and/or the former president committed any such violations, such determination could have a material adverse impact on the Company’s businesses and its consolidated financial statements.

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In addition, certain directors, officers, employees and/or registered representatives of GACC have been called before FINRA for on-the-record interviews in connection with certain FINRA inquiries.  At this time, GACC’s management is unable to determine what will be the ultimate outcome of such inquiries, including whether any formal investigation, proceeding or action will be instituted against GACC or certain of its directors, officers, employees and/or registered representatives relating to allegations of FINRA rule violations, and if so, whether any such investigation, proceeding or action will materially impact the Company’s consolidated financial statements.

GACC is currently involved in an arbitration with an individual formerly associated with it  The individual (“Claimant”) alleges that GACC and various of its registered representatives (“Respondents”) engaged in a concerted course of action to wrest from him his book of business by wrongfully terminating an Office of Supervisory Jurisdiction Agreement (“OSJ Agreement”). The Claimant has been barred from the securities industry for egregious violations of securities laws, rules and regulations that occurred prior to him joining GACC. The Statement of Claim purports to seek recovery based on theories of fraud, fraudulent inducement, unfair competition, breach of contract, tortuous interference and unjust enrichment, among other things. Claimant alleges and seeks five million five hundred thousand ($5,500,000) in damages. The Respondents interposed a Statement of Answer denying Claimant’s allegations and claims. In addition, GACC has asserted counterclaims for fraud, breach of contract, business defamation, indemnification and other claims as well, which arise out of his failure to properly disclose all his regulatory issues in inducing GACC to establish a business relationship with him and his conduct after he joined GACC. Respondents have vigorously contested the Claimant’s claims and will continue doing so as they believe those claims are patently without merit. GACC also will continue prosecuting its counterclaims. Evidentiary hearings were originally set for January 2013, but were thereafter adjourned to July 2013 and subsequently adjourned again. Evidentiary hearings are presently scheduled for November 25, 2013 and November 26, 2013.Management is unable to determine the ultimate outcome of the arbitration and the impact, if any, to the Company’s financial statements at this time.

In October 2012, GACC received a complaint from a customer’s attorney alleging excessive commissions and one or more sales practice violations, but principally sounding in an alleged failure to execute stop loss orders. The attorney demanded payment of the sum of $642,000, allegedly representing the amount of the customer’s damages. The matter has been submitted to GACC’s insurance company to put it on notice of a potential claim. An arbitration has not been brought. Should one be brought, GACC intends to vigorously contest and defend it. Management is unable to determine the ultimate outcome, if any, to the Company’s financial statements at this time.

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In July 2013, GACC executed an Acceptance, Waiver and Consent (“AWC”) with FINRA to resolve certain differences arising out of FINRA’s routine 2009 audit examination of the Firm. In executing the AWC, GACC neither admitted nor denied the FINRA’s findings contained therein, and agreed to a censure and a fine of $30,000, which has been fully paid.  FINRA’s findings were that certain of GACC’s email communications were not maintained in a readily accessible place, five customer complaints were not reported or were reported late, five registered representative Form U4s or U5s were not timely updated, and GACC’s supervisory controls did not specify procedures regarding producing managers and were not implemented with regard to language in a required annual certification, testing of procedures and controls, evidencing confirmation of requests for third-party wires and checks and reliance on the limited size and resource exception concerning heightened supervision of producing managers.

Indemnification

The Company is engaged in providing a broad range of investment services to a diverse group of retail and institutional clientele. Counterparties to the Company’s business activities include broker-dealers and clearing organizations, banks and other financial institutions. The Company uses clearing brokers to process transactions and maintain customer accounts on a fee basis, and the Company permits the clearing firms to extend credit to its clientele secured by cash and securities in the client’s account. The Company’s exposure to credit risk associated with the non-performance by its customers and counterparties in fulfilling their contractual obligations can be directly impacted by volatile or illiquid trading markets, which may impair the ability of customers and counterparties to satisfy their obligations to the Company. The Company has agreed to indemnify the clearing brokers on a limited basis for losses it incurs while extending credit to the Company’s clients.

It is the Company’s policy to review, as necessary, the credit standing of its customers and each counterparty.  Amounts due from customers that are considered uncollectible by the clearing broker are charged back to the Company when such amounts become determinable. Upon notification of a charge back, such amounts, in total or in part, are then either (i) collected from the customers, (ii) charged to the broker initiating the transaction, and/or (iii) charged as an expense in the accompanying statement of operations, based on the particular facts and circumstances.

The maximum potential amount for future payments that the Company could be required to pay under this indemnification cannot be estimated. However, the Company believes that it is unlikely it will have to make any material payments under these arrangements and has not recorded any contingent liability in the consolidated financial statements for this indemnification.

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14.  REVENUE CONCENTRATIONS

The Company considers significant revenue concentrations to be clients or brokers who account for 10% or more of the total revenues generated by the Company during the period.  The Company had no brokers who accounted for 10% of total revenues, and no revenues from a single customer that accounted for 10% or more of total revenues, during the quarter ended June 30, 2013.  During the quarter ended June 30, 2012, the Company had one broker who accounted for 11% of total revenues, and no revenues from a single customer that accounted for 10% or more of total revenues.  The Company had no brokers who accounted for 10% of total revenues, and no revenues from a single customer that accounted for 10% or more of total revenues, during the six months ended June 30, 2013.  During the six months ended June 30, 2012, the Company had one broker who accounted for 11% of total revenues, and no revenues from a single customer that accounted for 10% or more of total revenues.  

15.  SUBSEQUENT EVENTS  

As discussed in detail under Note 9, in 2013, the Company entered into a private placement offering.  In July 2013, the Company sold 2.0 units consisting of 400,000 shares of common stock with 200,000 warrants for net proceeds of $100,000. 

45

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-looking Statements

Statements in this Management’s Discussion and Analysis of Financial Condition and Results of Operation, as well as in certain other parts of this quarterly report on Form 10-Q (as well as information included in oral statements or other written statements made or to be made by Global Arena) that look forward in time, are forward-looking statements made pursuant to the safe harbor provisions of the Private Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, expectations, predictions, and assumptions and other statements which are other than statements of historical facts. Although Global Arena believes such forward-looking statements are reasonable, it can give no assurance that any forward-looking statements will prove to be correct. Such forward-looking statements are subject to, and are qualified by, known and unknown risks, uncertainties and other factors that could cause actual results, performance or achievements to differ materially from those expressed or implied by those statements. These risks, uncertainties and other factors include, but are not limited to Global Arena’s ability to estimate the impact of competition and of industry consolidation and risks, uncertainties and other factors set forth in Global Arena’s filings with the Securities and Exchange Commission, including without limitation to Quarterly Report on Form 10-Q.

Global Arena undertakes no obligation to update forward-looking statements to reflect events or circumstances occurring after the date of this Form 10-Q.

Critical Accounting Policies

Global Arena’s financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. These estimates and assumptions are affected by management's applications of accounting policies. Critical accounting policies for the registrant include the revenue recognition, cash and cash equivalents and derivative financial instruments.

Change of Reporting Entity and Basis of Accounting and Presentation

The reverse merger described in Note 1 to the financial statements was treated as recapitalization of the Company. SEC Manual Item 2.6.5.4 “Reverse Acquisitions” requires that “in a reverse acquisition, the historical shareholder’s equity of the accounting acquirer prior to the merger is retroactively reclassified for the equivalent

46

number of shares received in the merger after giving effect to any difference in par value of the registrant’s and the accounting acquirer’s stock by an offset to additional paid-in capital.”

Therefore, the consolidated financial statements have been prepared as if Global Arena Holding, Inc. and its subsidiaries had always been the reporting company and then on the reverse acquisition date, had changed its name and reorganized its capital stock.

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and include the accounts of GAHI and its wholly-owned subsidiaries and majority owned subsidiaries, GACC, GAIM, GACOM, and Lillybell, MGA from January 29, 2013, the date of acquisition, and GATA through March 7, 2013, the date of sale. All significant intercompany accounts and transactions have been eliminated in consolidation.

Revenue Recognition

Global Arena earns revenues through various services it provides to its clients. Advisory fees are on a contractual basis with the fee stipulated in the contract and are recognized based on the terms of the contract during the period service is provided.  Customer security transactions and the related commission income and expense are recorded as of the trade date. Global Arena generally acts as an agent in executing customer orders to buy or sell listed and over-the-counter securities in which it does not make a market, and charges commissions based on the services Global Arena provides to its customers.  Insurance commission revenues are recognized at the later of the billing or the effective date of the related insurance policies, net of an allowance for estimated policy cancellations.  

Derivative Financial Instruments

In connection with the issuance of certain warrants that include price protection reset or anti-dilution provisions, Global Arena determined that the exercise price reset provision feature is an embedded derivative instrument pursuant to ASC 815 “Derivatives and Hedging.” These embedded derivatives are adjusted to fair value at each balance sheet date with the change recognized in operations.

The accounting treatment of derivative financial instruments requires that Global Arena records the related warrants at their fair values as of the inception date of the financial instrument and at fair value as of each subsequent balance sheet date. Any change in fair value is recorded as non-operating, non-cash income or expense for each reporting period at each balance sheet date. Global Arena reassesses the classification at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification.

47

Off-balance Sheet Arrangements

Global Arena has not entered into any other financial guarantees or other commitments to guarantee the payment obligations of any third parties.

Global Arena does not have any retained or contingent interest in assets transferred to an unconsolidated entity that serves as credit, liquidity or market risk support to such entity. We do not have any variable interest in any unconsolidated entity that provides financing, liquidity, market risk or credit support to us or engages in leasing, hedging or research and development services with us.

Recent Accounting Pronouncements

Recent accounting pronouncements issued by the FASB and the SEC did not have, or are not believed by management to have, a material impact on Global Arena’s present or future consolidated financial statements.

Trends and Uncertainties

Global Arena is a financial services firm that services the financial community through its subsidiaries. Demand for Global Arena's services are dependent on general economic conditions, which are cyclical in nature.  Because a major portion of Global Arena’s activities are the receipt of revenues from financial services, our business operations may be adversely affected by competition, prolonged recessionary periods and other economic and political situations.

We believe there are no other known trends, events or uncertainties that have, or are reasonably likely to have, a material impact on our short term or long term liquidity. Sources of liquidity will come from the revenues for our services, as well as the private sale of our stock and the issuance of debt. There are no material commitments for capital expenditures at this time. We believe there are no trends, events or uncertainties that have had or are reasonably expected to have a material impact on the revenues or income. We believe there are no significant elements of income or loss that do not arise from Global Arena’s operations.  We believe there are no other known causes for any material changes from period to period in one or more line items of our financial statements.

Liquidity and Capital Resources

During the six months ended June 30, 2013, Global Arena received proceeds of $35,714 from the sale of a 25% interest in GAIM, and proceeds of $495 from the sale of GATA, resulting in net cash provided by investing activities of $36,209.

48

Comparatively, during the six months ended June 30, 2012, Global Arena received proceeds of $613 from the return of an escrow deposit, resulting in net cash provided by investing activities of $613.

During the six months ended June 30, 2013, Global Arena received proceeds of $464,287 from the issuance of common stock and warrants, proceeds of $40,000 from convertible promissory notes, repaid $150,000 of convertible promissory notes and received advances of $16,878 from related parties, resulting in net cash provided by financing activities of $371,165 for the six months ended June 30, 2013.

Comparatively, for the six months ended June 30, 2012, Global Arena received proceeds of $440,000 from convertible promissory notes and received advances of $54,048 from related parties, resulting in net cash provided by financing activities of $494,048.

Global Arena had a month-to-month agreement with Broad Sword Holdings, LLC until Mid-April 2013, one of Global Arena’s stockholders, whereby Broad Sword Holdings, LLC provided office space to Global Arena. Broad Sword Holdings, LLC and the prior landlord entered into a lease settlement agreement with payment of $75,000.  The Company agreed to pay these amounts to Broad Sword Holdings, LLC. During the three months ended June 30, 2013 and 2012, the Company was charged approximately $111,000 and $76,000, respectively, for office space. During the six months ended June 30, 2013 and 2012, the Company was charged approximately $171,000 and $153,000, respectively, for office space.

The accompanying financial statements have been prepared assuming that Global Arena will continue as a going concern. As shown in the accompanying financial statements, Global Arena has incurred losses before noncontrolling interestsof $1,030,692 and $478,485 for the three months ended June 30, 2013 and 2012, and $2,025,313 and $750,043 for the six months then ended, respectively, and has a working capital deficiency $2,162,594 as of June 30, 2013, which raises substantial doubt about the Company’s ability to continue as a going concern.

Management believes that it will be successful in obtaining additional financing, from which the proceeds will be primarily used to execute its operating plan. Global Arena plans to use its available cash to continue the development and execution of its business plan and expand its client base and services. However, Global Arena cannot give assurances that such financing will be available or on acceptable terms, or at all. Should Global Arena not be successful in obtaining the necessary financing to fund its operations, it would need to curtail certain or all of its operational activities.

Global Arena’s continuation as a going concern is dependent upon its ability to ultimately attain profitable operations, generate sufficient cash flow to meet its obligations, and obtain additional financing as may be required.  Our auditors have included a “going

49

concern” qualification in their auditors’ report dated April 15, 2013 on our annual financial statements for the year ended December 31, 2012.  Such a “going concern” qualifications may make it more difficult for us to raise funds when needed.  The outcome of this uncertainty cannot be determined at this time.

The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty. There can be no assurance that management will be successful in implementing its business plan or that the successful implementation of such business plan will actually improve Global Arena’s operating results and eventually generate profitable operations.

Results of Operations

Six Months Ended June 30, 2013 compared to the Six Months Ended June 30, 2012.

Revenues for six months ended June 30, 2013 consisted of commissions and other of $4,633,566. Comparatively for the six months ended June 30, 2012, revenues consisted of commissions and other of $4,108,173 and investment advisory fees of $207,759. The increase in commissions and other is due to higher assets under management in GACC and the decrease in investment advisory fees is due to lower assets under management in GAIM.

For the six months ended June 30, 2013, we incurred commissions of $3,207,524 and incurred salaries and benefits of $568,515. We had occupancy expenses of $171,487, business development expenses of $174,638, and incurred professional fees of $595,681. We incurred $720,917 for stock-based compensation, $461,070 for clearing and operations and $57,388 for communication and data. We incurred $75,162 in regulatory fees, and had office and other expenses of $115,211. As a result, we had total operating expenses of $6,147,593 for the six months ended June 30, 2013, resulting in a net loss from operations of $1,514,027.

Comparatively, for the six months ended June 30, 2012, we incurred commissions of $3,131,426 and incurred salaries and benefits of $559,792. We had occupancy expenses of $153,721, business development expenses of $175,493, and incurred professional fees of $211,825. We incurred $448,009 for clearing and operations and $57,517 for communication and data. We incurred $91,699 in regulatory fees, and had office and other expenses of $124,067. As a result, we had total operating expenses of $4,953,999 for the six months ended June 30, 2012, resulting in a net loss from operations of $638,067.

There was a loss on the fair value of a derivative liability for the six months ended June 30, 2013 of $91,100 compared to a gain of $343,500 for the six months ended June 30, 2012.

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Three Months Ended June 30, 2013 compared to the Three Months Ended June 30, 2012.

Revenues for three months ended June 30, 2013 consisted of commissions and other of $2,516,187. Comparatively for the three months ended June 30, 2012, revenues consisted of commissions and other of $1,957,105 and investment advisory fees of $20,720. The increase in commissions and other is due to higher assets under management in GACC and the decrease in investment advisory fees is due to lower assets under management in GAIM.

For the three months ended June 30, 2013, we incurred commissions of $1,790,821 and incurred salaries and benefits of $282,899. We had occupancy expenses of $111,259, business development expenses of $100,199, and incurred professional fees of $225,329. We incurred $560,025 for stock-based compensation, $209,752 for clearing and operations and $31,939 for communication and data. We incurred $43,189 in regulatory fees, and had office and other expenses of $59,404. As a result, we had total operating expenses of $3,414,816 for the three months ended June 30, 2013, resulting in a net loss from operations of $898,629.

Comparatively, for the three months ended June 30, 2012, we incurred commissions of $1,301,062 and incurred salaries and benefits of $302,855. We had occupancy expenses of $76,860, business development expenses of $94,539, and incurred professional fees of $72,702. We incurred $264,132 for clearing and operations and $28,671 for communication and data. We incurred $42,586 in regulatory fees, and had office and other expenses of $61,486. As a result, we had total operating expenses of $2,244,893 for the three months ended June 30, 2012, resulting in a net loss from operations of $267,068.

There was a gain on the fair value of a derivative liability for the three months ended June 30, 2013 of $94,300 compared to a gain of $8,000 for the three months ended June 30, 2012.

SUBSEQUENT EVENTS

Recently Issued Accounting Standards

Management does not believe that any other recently issued, but not yet effective, accounting standard if currently adopted would have a material effect on the accompanying financial statements.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Not applicable for smaller reporting companies.

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Item 4.  Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended, as of June 30, 2013.  We do not have sufficient segregation of duties within accounting functions, which is a basic internal control.  Due to our size and nature, segregation of all conflicting duties may not always be possible and may not be economically feasible.  However, to the extent possible, the initiation of transactions, the custody of assets and the recording of transactions should be performed by separate individuals.  Based on this evaluation, our chief executive officer and chief financial officer have concluded such controls and procedures to be not effective as of June 30, 2013 to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Act is recorded, processed, summarized and reported, within the time periods specified in the Commission's rules and forms and to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Act is accumulated and communicated to the issuer's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Evaluation of Changes in Internal Control over Financial Reporting

Our chief executive officer and chief financial officer have evaluated changes in our internal controls over financial reporting that occurred during the six months ended June 30, 2013.  Based on that evaluation, our chief executive officer and chief financial officer, or those persons performing similar functions, did not identify any change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Important Considerations

The effectiveness of our disclosure controls and procedures and our internal control over financial reporting is subject to various inherent limitations, including cost limitations, judgments used in decision making, assumptions about the likelihood of future events, the soundness of our systems, the possibility of human error, and the risk of fraud. Moreover, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions and the risk that the degree of compliance with policies or procedures may deteriorate over time. Because of these limitations, there can be no assurance that any system of disclosure controls and procedures or internal control over financial reporting will be successful in preventing all errors or fraud or in making all material information known in a timely manner to the appropriate levels of management.

52

PART II - OTHER INFORMATION

Item 1.   Legal Proceedings  

The Company may be involved in legal proceedings in the ordinary course of business. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance.

On March 1, 2013, as a result of an audit commenced in August 2012, the National Futures Association (“NFA”) filed a complaint with its Business Conduct Committee against our subsidiary, Global Arena Commodities Corp. (“GACOM”), a registered introducing broker and NFA member, and the former president, an NFA associate and a principal and a registered associated person of GACOM.  The complaint generally alleged that GACOM and/or the former president, as appropriate, acted as a futures commission merchant without maintaining the appropriate registration, failed to ensure that a third party who provided leads and customer referrals to GACOM had not used misleading promotional material to generate such leads,  failed to conduct adequate due diligence to determine whether an entity with which GACOM conducted business required CFTC registration or NFA membership, failed to implement an adequate anti-money laundering program, and committed certain supervisory failures.  GACOM and the former president deny the allegations set forth in the Complaint and intend to vigorously defend against such claims.  Nonetheless, in the event that the NFA determines that GACOM and/or the former president committed such violations, each of GACOM and the former president could be subject to significant penalties, including, without limitation, expulsion for a specified period from NFA membership and suspension for a specified period from association with an NFA member, respectively.  We are unable to determine the impact, if any, the complaint or any final determination may have on GACOM’s business; however, if it is finally determined that GACOM and/or the former president committed any such violations; such determination could have a material adverse impact on our businesses and consolidated financial statements.

In addition, certain directors, officers, employees and/or registered representatives of our registered broker-dealer subsidiary, Global Arena Capital Corp., have been called before the Financial Industry Regulatory Authority (“FINRA”) for on-the-record interviews in connection with certain FINRA inquiries.  At this time, GACC’s management is unable to determine what will be the ultimate outcome of such inquiries, including whether any formal investigation, proceeding or action will be instituted against GACC or certain of its directors, officers, employees and/or registered representatives relating to allegations of FINRA rule violations, and if so, whether any such investigation, proceeding or action will materially impact our consolidated financial statements.

GACC is currently involved in an arbitration with an individual formerly associated with it. The individual (“Claimant’) alleges that GACC and various of its registered representatives (“Respondents”) engaged in a concerted course of action to wrest from him his book of business by wrongfully terminating an Office of Supervisory Jurisdiction

53

Agreement (“OSJ Agreement”). The Claimant has been barred from the securities industry for egregious violations of securities laws, rules and regulations that occurred prior to him joining GACC. The Statement of Claim purports to seek recovery based on theories of fraud, fraudulent inducement, unfair competition, breach of contract, tortuous interference and unjust enrichment, among other things. Claimant alleges and seeks five million five hundred thousand ($5,500,000) in damages. The Respondents interposed a Statement of Answer denying Claimant’s allegations and claims. In addition, GACC has asserted counterclaims for fraud, breach of contract, business defamation, indemnification and other claims as well, which arise out of his failure to properly disclose all his regulatory issues in inducing GACC to establish a business relationship with him and his conduct after he joined GACC. Respondents have vigorously contested the Claimant’s claims and will continue doing so as they believe those claims are patently without merit. GACC also will continue prosecuting its counterclaims. Evidentiary hearings were originally set for January 2013, but were thereafter adjourned to July 2013 and subsequently adjourned again. Evidentiary hearings are presently scheduled for November 25, 2013 and November 26, 2013. Management is unable to determine the ultimate outcome of the arbitration and the impact, if any, to the Company’s financial statements at this time.

In October 2012, GACC received a complaint from a customer’s attorney alleging excessive commissions and one or more sales practice violations, but principally sounding in an alleged failure to execute stop loss orders. The attorney demanded payment of the sum of $642,000, allegedly representing the amount of the customer’s damages. The matter has been submitted to GACC’s insurance company to put it on notice of a potential claim. An arbitration has not been brought. Should one be brought, GACC intends to vigorously contest and defend it. Management is unable to determine the ultimate outcome, if any, to the Company’s financial statements at this time.

In July 2013, GACC executed an Acceptance, Waiver and Consent (“AWC”) with FINRA to resolve certain differences arising out of FINRA’s routine 2009 audit examination of the Firm. In executing the AWC, GACC neither admitted nor denied the FINRA’s findings contained therein, and agreed to a censure and a fine of $30,000, which has been fully paid.  FINRA’s findings were that certain of GACC’s email communications were not maintained in a readily accessible place, five customer complaints were not reported or were reported late, five registered representative Form U4s or U5s were not timely updated, and GACC’s supervisory controls did not specify procedures regarding producing managers and were not implemented with regard to language in a required annual certification, testing of procedures and controls, evidencing confirmation of requests for third-party wires and checks and reliance on the limited size and resource exception concerning heightened supervision of producing managers.

Item 1A.  Risk Factors

Not applicable for smaller reporting company

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Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds

In March, April and July 2013, the Company sold 9.5 units consisting of 1,900,000 shares of common stock with 950,000 warrants for net proceeds of $475,000 pursuant to a private placement offering the Company entered into in March 2013.  

Item 3.   Defaults Upon Senior Securities  

None

Item 4.  Mine Safety Disclosures

Not applicable

Item 5.   Other Information  

None

Item 6.   Exhibits

Exhibit 31* - Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of

  2002

Exhibit 32* - Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of

  2002

101.INS**   XBRL Instance Document

101.SCH**   XBRL Taxonomy Extension Schema Document

101.CAL**   XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF**   XBRL Taxonomy Extension Definition Linkbase Document

101.LAB**   XBRL Taxonomy Extension Label Linkbase Document

101.PRE**   XBRL Taxonomy Extension Presentation Linkbase Document

*  Filed herewith

**XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections. To be filed by amendment.

55

SIGNATURES

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

Dated: September 5, 2013

Global Arena Holding, Inc.

/s/Joshua Winkler

   Joshua Winkler,

   Chief Executive Officer

   Chief Financial Officer

56

EX-31

302 CERTIFICATION

I, Joshua Winkler, certify that:

         1. I have reviewed this quarterly report on Form 10-Q of Global Arena Holding, Inc.;

         2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

         3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

         4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

      a.  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures, to be designed under my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this report is being prepared;

      b.  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

      c.  Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

      d.  Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

         5. I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

         a.  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

         b.  any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: September 5, 2013

/s/Joshua Winkler

Joshua Winkler

Chief Executive Officer

Chief Financial Officer

EX-32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned officer of Global Arena Holding, Inc. (the "Company"), hereby certifies, to such officer's knowledge, that the Company's Quarterly Report on Form 10-Q for the period ended June 30, 2013 (the "Report") fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/Joshua Winkler

Joshua Winkler

Chief Executive Officer

Chief Financial Officer

September 5, 2013

XML

NON-CONTROLLING INTEREST

6 Months Ended

Jun. 30, 2013

Noncontrolling Interest Items [Abstract]

NON-CONTROLLING INTEREST

11.  NON-CONTROLLING INTEREST

As of June 30, 2013, the Company had three operating subsidiaries which were not wholly owned.  The Company had a 67% equity interest in Lillybell, a 67% equity interest in MGA and a 75% equity interest in GAIM. As of June 30, 2013 and December 31, 2012, the third party non-controlling interests were $(227,807) and $(159,035), respectively.

XML

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Revenues
Investment advisory fees		$ 20,720		$ 207,759
Commissions and other	2,516,187	1,957,105	4,633,566	4,108,173
Total revenues	2,516,187	1,977,825	4,633,566	4,315,932
Operating expenses
Commissions	1,790,821	1,301,062	3,207,524	3,131,426
Salaries and benefits	282,899	302,855	568,515	559,792
Occupancy	111,259	76,860	171,487	153,721
Business development	100,199	94,539	174,638	175,943
Professional fees	225,329	72,702	595,681	211,825
Stock-based compensation	560,025		720,917
Clearing and operations	209,752	264,132	461,070	448,009
Communication and data	31,939	28,671	57,388	57,517
Regulatory fees	43,189	42,586	75,162	91,699
Office and other	59,404	61,486	115,211	124,067
Total operating expenses	3,414,816	2,244,893	6,147,593	4,953,999
(Loss) from operations	(898,629)	(267,068)	(1,514,027)	(638,067)
Other income (expenses)
Loss on sale of GATA			(2,353)
Interest expense	(226,363)	(219,417)	(417,833)	(455,476)
Change in fair value of derivative liability	94,300	8,000	(91,100)	343,500
Total other (expenses)	(132,063)	(211,417)	(511,286)	(111,976)
Net (loss) before noncontrolling interests	(1,030,692)	(478,485)	(2,025,313)	(750,043)
Net (loss) attributable to noncontrolling interests	(16,096)	(7,818)	(68,772)	(15,732)
Net (loss) attributable to common stockholders	$ (1,014,596)	$ (470,667)	$ (1,956,541)	$ (734,311)
(Loss) per common share, basic and diluted (in dollars per share)	$ (0.04)	$ (0.02)	$ (0.09)	$ (0.03)
Weighted average shares outstanding, basic and diluted (in shares)	23,542,155	21,234,651	22,779,781	21,234,651

XML

NET INCOME (LOSS) PER SHARE

6 Months Ended

Jun. 30, 2013

Earnings Per Share [Abstract]

NET INCOME (LOSS) PER SHARE

4.  NET INCOME (LOSS) PER SHARE

The Company computes net income (loss) per common share in accordance with FASB ASC 260, “Earnings Per Share” (“ASC 260”) and SEC Staff Accounting Bulletin No. 98 (“SAB 98”).  Under the provisions of ASC 260 and SAB 98, basic net income (loss) per common share is computed by dividing the amount available to common shareholders by the weighted average number of shares of common stock outstanding during the period.  Diluted income per share includes the effect of dilutive common stock equivalents from the assumed exercise of options, warrants, convertible preferred stock and convertible notes. The Company’s common stock equivalents were excluded in the computation of diluted net (loss) per share since their inclusion would be anti-dilutive.  These common stock equivalents may dilute future earnings per share.  Total shares issuable upon the exercise of outstanding warrants and conversion of convertible promissory notes for the six months ended June 30, were as follows:

 

	2013	2012
Warrants	14,781,675	5,393,210
Convertible debts	4,559,896	3,596,068
Stock options	2,375,000	-
Common stock equivalents	21,716,571	8,989,278

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NET INCOME (LOSS) PER SHARE (Tables)

6 Months Ended

Jun. 30, 2013

Earnings Per Share [Abstract]

Schedule of antidilutive securities excluded from computation of earnings per share

	2013	2012
Warrants	14,781,675	5,393,210
Convertible debts	4,559,896	3,596,068
Stock options	2,375,000	-
Common stock equivalents	21,716,571	8,989,278

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RELATED PARTIES

6 Months Ended

Jun. 30, 2013

Related Party Transactions [Abstract]

RELATED PARTIES

12. RELATED PARTIES

The Company had a month-to-month agreement with Broad Sword Holdings, LLC, one of the Company’s stockholders, whereby Broad Sword Holdings, LLC provided office space to the Company, which was terminated in April, 2013.

Broad Sword Holdings, LLC and prior landlord entered into a lease settlement agreement with payment of $75,000, based on the payment schedule as follows (1) $35,000 on or before April 1, 2013; (2) $10,000 on or before May 15, 2013; (3) $10,000 on or before June 15, 2013; (4) $10,000 on or before July 15, 2013; (5) $10,000 on or before August 15, 2013. The Company agreed to pay these amounts to Broad Sword Holdings, LLC. The Company made the first payment but has not yet made the remaining payments. During the three months ended June 30, 2013 and 2012, the Company was charged approximately $111,000 and $76,000, respectively, for office space. During the six months ended June 30, 2013 and 2012, the Company was charged approximately $171,000 and $153,000, respectively, for office space.

Advances – related parties in part represents a receivable from Global Arena Master Fund, Ltd. Global Arena Master Fund, Ltd. is an alternative investment vehicle which invests the funds of Global Arena Macro Fund, Ltd., an alternative investment vehicle owned by investors purchasing shares in the fund. The Company will earn a management fee for its services. Those advances are non-interest bearing and payable on demand. At June 30, 2013 and December 31, 2012, the receivable was approximately $0 and $14,000 from Global Arena Master Fund, Ltd., respectively.
 

Advances – related parties also represents advances to Broad Sword Holdings, LLC. Those advances are non-interest bearing and payable on demand. At June 30, 2013 and December 31, 2012, the receivable was approximately $16,000 and $20,000, respectively.

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COMMITMENTS AND CONTINGENCIES (Detail Textuals) (USD $)	0 Months Ended	1 Months Ended	6 Months Ended
	Oct. 12, 2011	Oct. 31, 2012	Jun. 30, 2013
Commitments and Contingencies Disclosure [Abstract]
Value alleges and seeks by claimant for damages	$ 5,500,000
Payment demanded for damages		642,000
Fine fully paid on execution of AWC			$ 30,000

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STOCK OPTION PLAN - Summary of stock option activity (Details 1) (Stock options, USD $)	6 Months Ended	12 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Stock options
Options
Outstanding at December 31, 2012	2,075,000
Granted	300,000
Exercised
Cancelled and expired
Forfeited
Outstanding at June 30, 2013	2,375,000	2,075,000
Vested and expected to vest at June 30, 2013	300,000
Exercisable at June 30, 2013	300,000
Weighted Average Exercise Price
Outstanding at December 31, 2012	$ 0.45
Granted	$ 0.25
Exercised
Cancelled and expired
Forfeited
Outstanding at June 30, 2013	$ 0.44	$ 0.45
Vested and expected to vest at June 30, 2013	$ 0.25
Exercisable at June 30, 2013	$ 0.25
Weighted- Average Remaining Contractual Life, Outstanding	1 year 11 months 8 days	2 years 6 months
Weighted- Average Remaining Contractual Life, Granted	6 months 29 days
Weighted- Average Remaining Contractual Life, Vested and expected to vest at June 30, 2013	6 months 29 days
Weighted- Average Remaining Contractual Life, Exercisable at June 30, 2013	6 months 29 days
Aggregate Intrinsic Value, Outstanding at June 30, 2013
Aggregate Intrinsic Value, Granted at June 30, 2013	6,821
Aggregate Intrinsic Value, Vested and expected to vest at June 30, 2013
Aggregate Intrinsic Value, Exercisable at June 30, 2013

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STOCK OPTION PLAN (Tables)

6 Months Ended

Jun. 30, 2013

Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract]

Schedule of weighted average assumptions

	July 17, 2012
Expected dividend yield	-
Expected stock price volatility	130%
Risk free interest rate	0.32%
Expected life (years)	3 years

	December 27, 2012
Expected dividend yield	-
Expected stock price volatility	140%
Risk free interest rate	0.25%
Expected life (years)	2.5 years

	January 29, 2013
Expected dividend yield	-
Expected stock price volatility	120%
Risk free interest rate	0.15%
Expected life (years)	1 year

Schedule of summary of stock option activity

	Shares	Weighted Average Exercise Price	Weighted- Average Remaining Contractual Life	Aggregate Intrinsic Value
Outstanding at December 31, 2012	2,075,000	$  0.45	2.5 years	$         -
Granted	300,000	0.25	0.58 years	6,821
Exercised	-	-	-	-
Cancelled and expired	-	-	-	-
Forfeited	-	-	-	-
Outstanding at June 30, 2013	2,375,000	$  0.44	1.94 years	$        -
Vested and expected to vest at June 30, 2013	300,000	$  0.25	0.58 years	$          -
Exercisable at June 30, 2013	300,000	$  0.25	0.58 years	$          -

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FAIR VALUE MEASUREMENTS (Tables)

6 Months Ended

Jun. 30, 2013

Fair Value Disclosures [Abstract]

Schedule of fair value measurements of level 1, 2 and 3

June 30, 2013	Level 1	Level 2	Level 3	Total
Derivative financial instruments - warrants	$        -	$        -	$  877,200	$  877,200
December 31, 2012	Level 1	Level 2	Level 3	Total
Derivative financial instruments - warrants	$        -	$        -	$  905,700	$  905,700

Schedule of level 3 reconciliation of the beginning and ending balances of the fair value measurements

Balance, January 1, 2013	$  905,700
Fair value of warrants exercised	-
Cancellation of derivative liability	(119,600)
Change in fair value included in other (income) loss	91,100
Balance, June 30, 2013	$  877,200

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NON-CONTROLLING INTEREST (Detail Textuals) (USD $)	Jun. 30, 2013 Subsidiary	Dec. 31, 2012
Noncontrolling Interest [Line Items]
Number of operating subsidiaries	3
Noncontrolling interests	$ (227,807)	$ (159,035)
Lillybell
Noncontrolling Interest [Line Items]
Percentage of non controlling interest	67.00%
MGA
Noncontrolling Interest [Line Items]
Percentage of non controlling interest	67.00%
GAIM
Noncontrolling Interest [Line Items]
Percentage of non controlling interest	75.00%

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DERIVATIVE FINANCIAL INSTRUMENTS (Detail Textuals) (USD $)	1 Months Ended	3 Months Ended		6 Months Ended
	Oct. 31, 2010	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
Short-term Debt [Line Items]
Warrants issued	2,231,250
Term period of warrant issued				3 years
Valuation method to value the derivative instruments				Black-Scholes valuation method
Fair value of derivatives prior to extinguishment						$ 119,600
Gain on sale of derivatives				3,800
Change in fair value of derivative liability		94,300	8,000	(91,100)	343,500
Warrants
Short-term Debt [Line Items]
Change in fair value of derivative liability				91,100
Warrants | Derivatives and Hedging
Short-term Debt [Line Items]
Change in fair value of derivative liability		$ 94,300	$ 0	$ (94,900)	$ 0
Convertible promissory note | Extension Agreement
Short-term Debt [Line Items]
Minimum beneficial ownership percentage by holder				9.99%

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CONVERTIBLE PROMISSORY NOTES (Detail Textuals) (USD $)	1 Months Ended	0 Months Ended										1 Months Ended																0 Months Ended						1 Months Ended			0 Months Ended	1 Months Ended					12 Months Ended				1 Months Ended		12 Months Ended					0 Months Ended
	Oct. 31, 2010	Jun. 03, 2013 Convertible promissory note	Jun. 10, 2013 Convertible promissory note	Jun. 12, 2013 Convertible promissory note	Dec. 14, 2012 Convertible promissory note	Oct. 12, 2012 Convertible promissory note	Aug. 06, 2012 Convertible promissory note	Jul. 12, 2012 Convertible promissory note	Mar. 15, 2012 Convertible promissory note	Feb. 10, 2012 Convertible promissory note	Jun. 01, 2011 Convertible promissory note	Apr. 30, 2013 Convertible promissory note	Mar. 26, 2013 Convertible promissory note	Mar. 31, 2013 Convertible promissory note	Dec. 31, 2012 Convertible promissory note	Nov. 30, 2012 Convertible promissory note	Oct. 22, 2012 Convertible promissory note	Sep. 21, 2012 Convertible promissory note	Sep. 27, 2012 Convertible promissory note	Jul. 31, 2012 Convertible promissory note	Jun. 29, 2012 Convertible promissory note	May 31, 2012 Convertible promissory note	Apr. 23, 2012 Convertible promissory note	Apr. 27, 2012 Convertible promissory note	Mar. 20, 2012 Convertible promissory note	Feb. 29, 2012 Convertible promissory note	Jan. 23, 2012 Convertible promissory note	Dec. 14, 2011 Convertible promissory note	Nov. 09, 2011 Convertible promissory note	Nov. 10, 2011 Convertible promissory note	Oct. 12, 2011 Convertible promissory note	Sep. 14, 2011 Convertible promissory note	Aug. 10, 2011 Convertible promissory note	Jan. 31, 2012 Convertible promissory note	Nov. 22, 2011 Convertible promissory note	Nov. 24, 2011 Convertible promissory note	Sep. 16, 2011 Convertible promissory note	Sep. 29, 2011 Convertible promissory note	Aug. 30, 2011 Convertible promissory note	Aug. 31, 2011 Convertible promissory note	Mar. 24, 2011 Convertible promissory note	Mar. 31, 2011 Convertible promissory note	Dec. 31, 2012 Convertible promissory note	Jun. 30, 2013 Convertible promissory note	Aug. 07, 2012 Convertible promissory note	Sep. 30, 2011 Convertible promissory note	Oct. 22, 2013 Convertible promissory note Subsequent Event	Jan. 31, 2013 Convertible promissory note Extension Agreement	Dec. 31, 2012 Convertible promissory note Extension Agreement	Dec. 31, 2012 Convertible promissory note Extension Agreement Payment on or before January 10, 2013	Dec. 31, 2012 Convertible promissory note Extension Agreement Payment on or before March 31, 2013	Dec. 31, 2012 Convertible promissory note Extension Agreement Payment on or before April 11, 2013	Dec. 31, 2012 Convertible promissory note Extension Agreement Payment on or before April 30, 2013	Jun. 12, 2013 Convertible Notes Payable Two	Jun. 12, 2013 Convertible Notes Payable Three
Short-term Debt [Line Items]
Principal amount of convertible promissory note sold and issued						$ 50,000	$ 25,000	$ 50,000	$ 80,000	$ 30,000	$ 150,000						$ 400,000	$ 25,000	$ 25,000		$ 25,000	$ 50,000		$ 75,000	$ 70,000	$ 35,000	$ 50,000		$ 30,000	$ 50,000	$ 250,000	$ 50,000	$ 76,500	$ 351,500	$ 75,000		$ 50,000	$ 25,000	$ 50,000	$ 76,500	$ 50,000	$ 150,000			$ 20,000	$ 75,000
Interest rate						12.00%	12.00%	12.00%	8.00%	12.00%	12.00%						12.00%	12.00%	12.00%		12.00%	12.00%		12.00%	8.00%	12.00%	12.00%		12.00%	12.00%	8.00%	12.00%	12.00%		12.00%		12.00%	12.00%	12.00%	12.00%	12.00%	12.00%			12.00%	8.00%
Number of warrants granted to purchase common stock						100,000	50,000	111,112	160,000	60,000	785,714						1,052,632	55,556	50,000		50,000	250,000		125,000	140,000	70,000	142,858		110,000		500,000				214,286			71,429			100,000	785,714
Exercise price of warrants					0.35	0.50	0.75	0.75	0.45	0.35	0.35				0.35		0.38	0.75	0.75		0.75	0.55		0.75	0.45	0.45	0.35	0.35	0.35		0.45				0.35	0.35		0.35		0.35	0.35	0.35	0.35
Term of warrants					5 years	5 years	5 years	5 years	5 years	5 years	5 years				5 years		5 years	5 years	5 years		5 years	3 years		5 years	5 years	5 years	5 years	5 years	5 years		3 years				5 years	5 years		5 years		5 years	5 years	5 years
Common stock conversion price			$ 0.25	$ 0.25		$ 0.35	$ 0.45	$ 0.45	$ 0.30	$ 0.35	$ 0.35	$ 0.25		$ 0.25			$ 0.35	$ 0.45	$ 0.45		$ 0.45	$ 0.45		$ 0.3825	$ 0.30	$ 0.45	$ 0.35		$ 0.35	$ 0.35	$ 0.30	$ 0.35	$ 0.35		$ 0.35		$ 0.35	$ 0.35	$ 0.35	$ 0.35	$ 0.35	$ 0.35			$ 0.45									$ 0.25	$ 0.25
Gross proceeds from sale of note						50,000	25,000	50,000	80,000	30,000	150,000		40,000				360,000	25,000	25,000		25,000	50,000		75,000	70,000	35,000	50,000		30,000	50,000	250,000	50,000	76,500		75,000		50,000	25,000	50,000	76,500	50,000	150,000					40,000
Discount on sale of note						26,857	18,900	39,700	80,000	30,000	150,000						260,571	18,900	18,900		22,978	50,000		67,647	70,000	32,000	50,000		30,000	38,900	250,000	7,200	11,000		75,000		38,900	25,000	7,200	11,000	40,700	150,000
Fair value of warrants						17,000	10,000	21,000	36,000	14,000	93,000						156,000	10,000	10,000		11,000	36,000		30,000	32,000	16,000	27,000	50,000	22,000		105,000				50,000	50,000		13,000			19,000	93,000
Beneficial conversion feature of note						9,857	8,900	18,700	44,000	16,000	57,000						104,571	8,900	8,900		11,978	14,000		37,647	38,000	16,000	23,000		8,000		145,000				25,000			12,000			21,700	57,000
Principal amount of convertible promissory note sold and issued, two																					25,000
Interest rate stated percentage, two																					12.00%
Number of warrants granted to purchase common stock two																					41,250	111,111
Exercise price of warrants, two																					0.75	0.75
Life of warrants, two																					5 years	5 years
Common stock conversion price, two																					$ 0.3825
Gross proceeds from sale of note, two																					25,000
Discount on sale of note, two																					22,810
Fair value of warrants, two																					10,000
Beneficial conversion feature of note, two																					12,810
Number of warrants issued	2,231,250				50,000										50,000													100,000								100,000				75,715			50,000
Warrants granted to debt discount and charges to interest expense					10,800										10,800																									23,000
Consideration amount of payment																							10,000											10,000
Payment for accrued interest and other fees																																																115,000		118,000	150,000	100,000	98,500
Amount offset																																																		3,000
Purchase price of common stock																																																	$ 0.001
Term for purchase of common stock																																																	2 years
Minimum beneficial ownership percentage by holder																																																	9.99%
Principal amount repaid																25,000
Interest paid																				10,000
Additional cash proceeds																															175,000
Debt converted into shares			222,704	163,074								109,151		86,400																																								111,933	108,781
Intrinsic value for the outstanding convertible promissory notes															0																												0	0
Expense equal to fair value of shares to be transferred in excess of fair value of shares issuable			35,000	18,000								17,000		12,000																																								12,000	12,000
Repurchase the option under extension agreement		$ 3,000

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REVENUE CONCENTRATIONS (Detail Textuals) (Customer Concentration Risk, Revenue)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Concentration Risk [Line Items]
Concentration risk, benchmark description	10% or more	10% or more	10% or more	10% or more
Broker
Concentration Risk [Line Items]
Number of broker		1		1
Concentration risk, percentage		11.00%		11.00%

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Detail Textuals) (USD $)	6 Months Ended	12 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Significant Accounting Policies [Line Items]
Other receivable		$ 125,000
Estimated useful lives	three to five years
Property and equipment, depreciation methods	straight-line method
Purchase of equity interest	25.00%
Stock-based compensation method	Black-Scholes valuation method
Noncontrolling interests in consolidated subsidiaries	less than 100%
Deferred tax assets	4,000,000	3,233,000
GAIM
Significant Accounting Policies [Line Items]
Purchase of equity interest	25.00%	25.00%
FireRock Capital, Inc. | GAIM
Significant Accounting Policies [Line Items]
Other receivable		$ 125,000
Purchase of equity interest		25.00%
Number of shares issued		714,286

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STOCKHOLDERS' EQUITY (Detail Textuals 2) (USD $)	6 Months Ended	0 Months Ended			1 Months Ended		0 Months Ended					1 Months Ended						0 Months Ended	1 Months Ended			0 Months Ended	1 Months Ended		0 Months Ended	1 Months Ended												0 Months Ended	1 Months Ended	3 Months Ended		1 Months Ended	0 Months Ended
	Jun. 30, 2013	Jun. 10, 2013 Convertible promissory note	Jun. 12, 2013 Convertible promissory note	Oct. 12, 2012 Convertible promissory note	Oct. 22, 2012 Convertible promissory note	Sep. 21, 2012 Convertible promissory note	Aug. 06, 2012 Convertible promissory note	Jul. 12, 2012 Convertible promissory note	Feb. 10, 2012 Convertible promissory note	Nov. 09, 2011 Convertible promissory note	Jun. 01, 2011 Convertible promissory note	Apr. 30, 2013 Convertible promissory note	Mar. 31, 2013 Convertible promissory note	Sep. 27, 2012 Convertible promissory note	Jun. 29, 2012 Convertible promissory note	May 31, 2012 Convertible promissory note	Apr. 27, 2012 Convertible promissory note	Mar. 15, 2012 Convertible promissory note	Mar. 20, 2012 Convertible promissory note	Feb. 29, 2012 Convertible promissory note	Jan. 23, 2012 Convertible promissory note	Dec. 14, 2011 Convertible promissory note	Nov. 22, 2011 Convertible promissory note	Nov. 24, 2011 Convertible promissory note	Oct. 12, 2011 Convertible promissory note	Sep. 29, 2011 Convertible promissory note	Mar. 24, 2011 Convertible promissory note	Mar. 31, 2011 Convertible promissory note	Dec. 31, 2012 Convertible promissory note	Dec. 14, 2012 Convertible promissory note	Aug. 07, 2012 Convertible promissory note	Nov. 10, 2011 Convertible promissory note	Sep. 16, 2011 Convertible promissory note	Sep. 14, 2011 Convertible promissory note	Aug. 31, 2011 Convertible promissory note	Aug. 30, 2011 Convertible promissory note	Aug. 10, 2011 Convertible promissory note	Jun. 12, 2013 Convertible promissory note	Jan. 29, 2013 MGA	Mar. 31, 2013 Warrants	Mar. 31, 2013 Warrants Independent Contractor Agreement	Jan. 29, 2013 Stock Option MGA	Jan. 02, 2013 Stock Option GAHI Consultant of GAIM
Stockholders Equity Note Disclosure [Line Items]
Option to purchase common stock																																							300,000			300,000	1,000,000
Value of options to purchase common stock	$ 33,900																																									$ 33,900
Exercise price of warrants				0.50	0.38	0.75	0.75	0.75	0.35	0.35	0.35			0.75	0.75	0.55	0.75	0.45	0.45	0.45	0.35	0.35	0.35	0.35	0.45	0.35	0.35	0.35	0.35	0.35					0.35					0.25
Number of warrants vested																																								600,000	400,000
Fair value of warrants				17,000	156,000	10,000	10,000	21,000	14,000	22,000	93,000			10,000	11,000	36,000	30,000	36,000	32,000	16,000	27,000	50,000	50,000	50,000	105,000	13,000	19,000	93,000													91,000
Number of warrants vested for every $25,000,000 of asset under management																																								50,000
Asset under management benchmark amount in order vest warrants																																								25,000,000
Asset under management brought into company																																								$ 300,000,000
Principal and interest amount elected to convert to shares		222,704	163,074									109,151	86,400																									220,714
Convertible debt conversion price (in dollars per share)		$ 0.25	$ 0.25	$ 0.35	$ 0.35	$ 0.45	$ 0.45	$ 0.45	$ 0.35	$ 0.35	$ 0.35	$ 0.25	$ 0.25	$ 0.45	$ 0.45	$ 0.45	$ 0.3825	$ 0.30	$ 0.30	$ 0.45	$ 0.35		$ 0.35		$ 0.30	$ 0.35	$ 0.35	$ 0.35			$ 0.45	$ 0.35	$ 0.35	$ 0.35	$ 0.35	$ 0.35	$ 0.35	$ 0.25

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DERIVATIVE FINANCIAL INSTRUMENTS (Tables)

6 Months Ended

Jun. 30, 2013

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of weighted average assumptions used to estimate fair value

	June 30, 2013	Issuance, December 31, 2012
Expected volatility	190%	140%
Risk free interest rate	0.34%	0.25%
Expected life (years)	1.50	2

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CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (Parentheticals)	6 Months Ended
	Jun. 30, 2013
Statement Of Cash Flows [Abstract]
Sale of equity interest percentage	25.00%

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2013

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Change of Reporting Entity and Basis of Accounting and Presentation

The reverse merger described in Note 1 was treated as recapitalization of the Company.  SEC Manual Item 2.6.5.4 “Reverse Acquisitions” requires that “in a reverse acquisition, the historical shareholder’s equity of the accounting acquirer prior to the merger is retroactively reclassified for the equivalent number of shares received in the merger after giving effect to any difference in par value of the registrant’s and the accounting acquirer’s stock by an offset to additional paid-in capital.”

Therefore, the consolidated financial statements have been prepared as if GAHI, formerly Global Arena Holding Subsidiary Corp. and its subsidiaries had always been the reporting company and then on the reverse acquisition date, had changed its name and reorganized its capital stock.

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and include the accounts of GAHI and its wholly-owned subsidiaries and majority owned subsidiaries, GACC, GAIM, GACOM, Lillybell, MGA from January 29, 2013, the date of acquisition, and GATA through March 7, 2013, the date of sale.  All significant intercompany accounts and transactions have been eliminated in consolidation.  

The unaudited interim consolidated financial statements of the Company as of June 30, 2013 and for the three and six months ended June 30, 2013 and 2012, have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the SEC which apply to interim financial statements.  Accordingly, they do not include all of the information and footnotes normally required by accounting principles generally accepted in the United States of America for annual financial statements. The interim consolidated financial information should be read in conjunction with the consolidated financial statements and the notes thereto, included in the Company’s Form 10-K for the year ended December 31, 2012, previously filed with the SEC.  In the opinion of management, the interim information contains all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the periods presented. The results of operations for the three and six months ended June 30, 2013 are not necessarily indicative of the results to be expected for future quarters or for the year ending December 31, 2013.

Revenue Recognition

The Company’s revenue recognition policies comply with SEC revenue recognition rules and FASB ASC 605-10-S99.  The Company earns revenues through various services it provides to its clients.  Advisory fees are on a contractual basis with the fee stipulated in the contract and are recognized based on the terms of the contract during the period the service is provided.  Insurance commission revenues is recognized at the later of the billing or the effective date of the related insurance policies, net of an allowance for estimated policy cancellations.

Customer security transactions and the related commission income and expenses are recorded as of the trade date.  The Company generally acts as an agent in executing customer orders to buy or sell listed and over-the-counter securities in which it does not make a market, and charges commissions based on the services the Company provides to its customers.

Use of Estimates

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

Fair Value of Financial Instruments

FASB ASC 820, “Fair Value Measurements and Disclosures,” defines fair value as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market for that asset or liability.  The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity.

Goodwill

In accordance with FASB ASC 805 “Business Combinations” (“ASC 805”), the assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree were recognized at the acquisition date, measured at their fair values as of that date.  Goodwill represents the excess of purchase price over the fair value of net assets acquired in business combinations and is not amortized in accordance with FASB ASC 350, “Intangibles – Goodwill and Other”(“ASC 350”). ASC 350 addresses the amortization of intangible assets with defined lives and the impairment testing and recognition for goodwill and indefinite-lived intangible assets. The Company is required to evaluate the carrying value of its goodwill for potential impairment on an annual basis or more frequently if indicators arise. While the Company may use a variety of methods to estimate fair value for impairment testing, its primary methods are discounted cash flows and a market based analysis. When appropriate, the carrying value of these assets is reduced to fair value.

Cash and Cash Equivalents

The Company considers all demand and time deposits and all highly liquid investments with an original maturity of three months or less to be cash equivalents.  

Deposits with Clearing Organizations

As of June 30, 2013 and December 31, 2012, deposits with clearing organizations consisted primarily of cash deposits in accordance with the clearing arrangement.

Other Receivable

As of December 31, 2012, the other receivable of $125,000 represented the balance due from FireRock Capital, Inc. for the purchase of 714,286 shares of the Company’s common stock and membership interests representing 25% of GAIM.  Full payment was received on January 2, 2013.

Property and Equipment

Property and equipment is recorded at cost.  Depreciation is calculated using the straight-line method based on the estimated useful lives of the related assets, which range from three to five years.  Maintenance and repairs are charged to expense as incurred; costs of major additions and betterments that extend the useful life of the asset are capitalized.  When assets are retired or otherwise disposed of, the costs and related accumulated depreciation or amortization are removed from the accounts and any gain or loss on disposal is recognized.

Impairment of Long-Lived Assets

The Company assesses the recoverability of its long lived assets when there are indications that the assets might be impaired.  When evaluating assets for potential impairment, the Company first compares the carrying amount of the asset to the asset’s estimated future cash flows (undiscounted and without interest charges).  If the estimated future cash flows used in this analysis are less than the carrying amount of the asset, an impairment loss calculation is prepared. The impairment loss calculation compares the carrying amount of the asset to the asset’s estimated future cash flows (discounted and with interest charges).

If the carrying amount exceeds the asset’s estimated futures cash flows (discounted and with interest charges), the loss is allocated to the long-lived assets of the group on a pro rata basis using the relative carrying amounts of those assets.  Based on its assessments, the Company did not incur any impairment charges for the three and six months ended June 30, 2013 and 2012.

Convertible Debt

Convertible debt is accounted for under FASB ASC 470, “Debt – Debt with Conversion and Other Options.”  The Company records a beneficial conversion feature (“BCF”) related to the issuance of convertible debt that has conversion features at fixed or adjustable rates that are in-the-money when issued and records the fair value of any warrants issued with those instruments. The BCF for the convertible instruments is recognized and measured by allocating a portion of the proceeds to the warrants and as a reduction to the carrying amount of the convertible instrument equal to the intrinsic value of the conversion features, both of which are credited to additional paid-in-capital.  The Company calculates the fair value of warrants issued with the convertible instruments using the Black-Scholes valuation method, using the same assumptions used for valuing stock options, except that the contractual life of the warrant is used.  Under these guidelines, the Company allocates the value of the proceeds received from a convertible debt transaction between the conversion feature and any other detachable instruments (such as warrants) on a relative fair value basis.  The allocated fair value is recorded as a debt discount and is accreted over the expected term of the convertible debt as interest expense.  

The Company accounts for modifications of its Embedded Conversion Features (ECF’s) in accordance with the FASB ASC 470-50-40-12 and 40-15 through 16 which requires the modification of a convertible debt instrument that changes the fair value of an embedded conversion feature and the subsequent recognition of interest expense or the associated debt instrument when the modification does not result in a debt extinguishment pursuant to FASB ASC 470-50-40/55.

Derivative Financial Instruments

In connection with the issuance of certain warrants that include price protection reset or anti-dilution provisions, the Company determined that these provision features are embedded derivative instruments pursuant to FASB ASC 815 “Derivatives and Hedging.”  These embedded derivatives are adjusted to fair value at each balance sheet date with the change recognized in operations.

Advertising Costs

Advertising costs are expensed as incurred.  Advertising costs, which are included in business development expenses, were deemed to be de minimus for the three and six months ended June 30, 2013 and 2012.

Stock-Based Compensation

The fair value of stock options and stock warrants issued to third party consultants and to employees, officers and directors is recorded in accordance with the measurement and recognition criteria of FASB ASC 505-50, “Equity-Based Payments to Non-Employees”and FASB ASC 718, “Compensation – Stock Based Compensation,” respectively.

The options and warrants are valued using the Black-Scholes valuation method. This model is affected by the Company’s stock price as well as assumptions regarding a number of subjective variables.  These subjective variables include, but are not limited to the Company’s expected stock price volatility over the term of the awards, and actual and projected stock option and warrants exercise behaviors.

Because the Company’s stock options and warrants have characteristics different from those of its traded stock, and because changes in the subjective input assumptions can materially affect the fair value estimate, in management’s opinion, the existing models do not necessarily provide a reliable single measure of the fair value of such stock options and warrants.

Noncontrolling Interests

The Company accounts for its less than 100% interest in consolidated subsidiaries in accordance with FASB ASC 810, “Consolidation,” and accordingly the Company presents noncontrolling interests as a component of equity on its consolidated balance sheets and reports noncontrolling interests’ share of net income or loss under the heading “net income (loss) attributable to noncontrolling interests” in the consolidated statements of operations.

Income Taxes

The Company accounts for income taxes in accordance with FASB ASC 740, “Income Taxes,” which requires the recognition of deferred income taxes for differences between the basis of assets and liabilities for financial statement and income tax purposes.  Deferred tax assets and liabilities represent the future tax consequences for those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled.  Deferred taxes are also recognized for operating losses that are available to offset future taxable income.  Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized.  As of June 30, 2013 and December 31, 2012, the Company had deferred tax assets of approximately $4,000,000 and $3,233,000, respectively, for net operating loss carryforwards, which were fully reserved by a valuation allowance due to the significant uncertainty with respect to its future realization.

The Company follows the provisions of FASB ASC 740-10-25, which prescribes a recognition threshold and measurement attribute for the recognition and measurement of tax positions taken or expected to be taken in income tax returns.  FASB ASC 740-10-25 also provides guidance on de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, and accounting for interest and penalties associated with tax positions. The Company is generally no longer subject to federal, state and local income tax examinations by tax authorities for tax years prior to 2009.  

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DERIVATIVE FINANCIAL INSTRUMENTS

6 Months Ended

Jun. 30, 2013

Derivative Instruments and Hedging Activities Disclosure [Abstract]

DERIVATIVE FINANCIAL INSTRUMENTS

5.  DERIVATIVE FINANCIAL INSTRUMENTS

In October 2010, in connection with a subscription agreement, the Company issued 2,231,250 warrants to an investor. The warrants have a term of three years. Per the terms of the subscription agreement, in the event the Company, at any time while all or any portion of these warrants are outstanding, sells any shares of common stock per share, or issue common stock equivalents at a conversion price, less than the warrant exercise price, the warrant price will be adjusted accordingly. In accordance with the provisions of ASC 815-40, these warrants are subject to derivative accounting treatment under ASC 815-10 and are recorded as a liability which is revalued at fair value each reporting date. Any change in fair value is recorded as non-operating, non-cash income or expense for each reporting period at each balance sheet date.  The Company reassesses the classification at each balance sheet date.  If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. The Company used the Black-Scholes valuation method to value the derivative instruments at inception and on subsequent valuation dates. The derivatives were extinguished on January 1, 2013 upon a mutual agreement reached between the Company and the warrants holder. However, prior to extinguishment, the fair value of the derivatives measured using the Black-Scholes valuation method was $119,600, resulting in a gain of $3,800 recorded in the statements of consolidated operations for the six months ended June 30, 2013.

On December 31, 2012, in connection with an extension of the maturity date of certain convertible notes which were due on May 31, 2012 (see Note 8), the Company issued the holder a warrant to purchase shares of common stock of the Company not exceeding 9.99% of the issued and outstanding shares and potential issuable shares related to outstanding options, warrants and convertible debt of the Company.  The Company determined that the anti-dilution provision feature of the warrant to be an embedded derivative instrument.  This derivative is adjusted to fair value at each balance sheet with the changes in fair value recognized in operations.  The Company uses the Black-Scholes valuation method to value the derivative instruments at inception and on subsequent valuation dates.  Weighted average assumptions used to estimate fair values are as follows:

	June 30, 2013	Issuance, December 31, 2012
Expected volatility	190%	140%
Risk free interest rate	0.34%	0.25%
Expected life (years)	1.50	2

For the three months ended June 30, 2013 and 2012, the Company recognized a change in the derivative liabilities of $94,300 and $0, respectively, and $(94,900) and $0 for the six months then ended, respectively, in other income (expense) related to this warrant derivative instrument.

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RECENTLY ISSUED ACCOUNTING STANDARDS

6 Months Ended

Jun. 30, 2013

Accounting Changes and Error Corrections [Abstract]

RECENTLY ISSUED ACCOUNTING STANDARDS

3.  RECENTLY ISSUED ACCOUNTING STANDARDS

In February 2013, FASB issued Accounting Standards Update 2013-04, “Liabilities (Topic 405): Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation Is Fixed at the Reporting Date” (a consensus of the FASB Emerging Issues Task Force). This guidance requires an entity to measure obligations resulting from joint and several liability arrangements for which the total amount of the obligation within the scope of this guidance is fixed at the reporting date. This stipulates that (1) it will include the amount the entity agreed to pay for the arrangement between them and the other entities that are also obligated to the liability and (2) any additional amount the entity expects to pay on behalf of the other entities. The objective of this update is to provide guidance for the recognition, measurement, and disclosure of obligations resulting from joint and several liability arrangements. The amendments in this update are effective for fiscal periods (and interim reporting periods within those years) beginning after December 15, 2013. This standard is not expected to have a material impact on the Company’s results of operations or financial position.

In February 2013, FASB issued Accounting standards update 2013-02, “Comprehensive Income Topic 220): Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income.” This update requires an entity to provide information about the amount reclassified out of accumulated other comprehensive income by component. The entity is also required to disclose significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting periods. For other amounts that are not required under U.S. GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other discourses required under U.S. GAAP that provide additional detail about those amounts. The objective in this Update is to improve the reporting of reclassifications out of accumulated other comprehensive income. The amendments in this update should be applied prospectively for reporting periods beginning after December 15, 2012. This update did not have a material impact on the Company’s results of operations or financial position.

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STOCKHOLDERS' EQUITY (Detail Textuals) (USD $)	12 Months Ended	0 Months Ended	1 Months Ended	12 Months Ended	3 Months Ended	6 Months Ended	1 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 14, 2011 Subscription Agreement	Nov. 28, 2011 Subscription Agreement	Dec. 31, 2010 Subscription Agreement	Jun. 30, 2013 Private Placement Conversions_Ratio	Jun. 30, 2013 Private Placement Conversions_Ratio	Mar. 31, 2013 Private Placement Combination Security Conversions_Ratio	Dec. 31, 2010 Private Placement Combination Security Conversions_Ratio	Dec. 31, 2009 Private Placement Combination Security Unit Conversions_Ratio
Stockholders Equity Note Disclosure [Line Items]
Private placement offering							$ 1,500,000		$ 2,000,000
Per units of private placement offered					4.5	7.5	30	5.2	40
Number of common stock included in each unit					900,000	1,500,000	200,000	927,000	90,000
Number of warrants included in each unit					450,000	750,000
Number of warrants granted to purchase common stock			187,500				100,000	463,500	45,000
Term of warrants exercisable			5 years	3 years			3 years		3 years
Exercise price of warrants			0.45	0.31			0.50		1.00
Additional number of units authorized									20
Purchase price for each unit							50,000		50,000
Proceeds from private placement				700,000	225,000	375,000		515,000
Number of shares for sell		285,715	714,286	2,625,000
Warrants issued during period				2,231,250
Proceeds from shares subscription		100,000	250,000
Warrants exercisable during period				1,115,625
Remaining warrants exercisable during period				1,115,625
Class of remaining warrant exercise price of warrants				$ 0.35
Number of shares of the company's common stock repurchased	459,000
Number of warrants repurchased	229,500
Amount for repurchasing shares and warrants	$ 255,000
Number of shares of common stock cancelled	459,000
Number of warrants cancelled	229,500

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WARRANTS (Tables)

6 Months Ended

Jun. 30, 2013

Warrants and Rights Note Disclosure [Abstract]

Schedule of warrants activity

Shares	Weighted Average Exercise Price	Weighted- Average Exercisable		Aggregate Intrinsic Value
Outstanding at December 31, 2012	10,604,173		$  0.50	10,604,173	$         -
Granted	4,177,502		0.26	4,177,502	38,834
Exercised	-		-	-	-
Cancelled and surrendered	-		-	-	-
Outstanding at June 30, 2013	14,781,675		$  0.46	14,781,675	$         -

Exercise Price	Average Number Outstanding	Average Contractual Life	Average Exercise price	Warrants Exercisable
0.001 $0.25 to $0.75	3,669,166 9,479,009	1.55 3.5	$   0.001    0.41	3,669,166 9,479,009
$0.67	1,633,500	0.88	$     0.67	1,633,500
	14,781,675	-	-	14,781,675

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NET INCOME (LOSS) PER SHARE - Total shares issuable upon the exercise of outstanding warrants and conversion of convertible promissory notes (Details)	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Common stock equivalents	21,716,571	8,989,278
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Common stock equivalents	14,781,675	5,393,210
Convertible debts
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Common stock equivalents	4,559,896	3,596,068
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Common stock equivalents	2,375,000

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STOCK OPTION PLAN - Weighted average assumptions used to estimate the fair value of stock options (Details) (Stock options)	1 Months Ended
	Jan. 29, 2013	Dec. 27, 2012	Jul. 17, 2012
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend yield
Expected stock price volatility	120.00%	140.00%	130.00%
Risk free interest rate	0.15%	0.25%	0.32%
Expected life (years)	1 year	2 years 6 months	3 years

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SUBSEQUENT EVENTS (Detail Textuals) (Private Placement, USD $)	3 Months Ended	6 Months Ended	1 Months Ended	12 Months Ended		1 Months Ended
	Jun. 30, 2013 Conversions_Ratio	Jun. 30, 2013 Conversions_Ratio	Mar. 31, 2013 Combination Security Conversions_Ratio	Dec. 31, 2010 Combination Security Conversions_Ratio	Dec. 31, 2009 Combination Security Conversions_Ratio	Jul. 31, 2013 Subsequent Event Combination Security Conversions_Ratio
Subsequent Event [Line Items]
Per units of private placement offered	4.5	7.5	30	5.2	40	2.0
Number of common stock included in each unit	900,000	1,500,000	200,000	927,000	90,000	400,000
Number of warrants granted to purchase common stock			100,000	463,500	45,000	200,000
Proceeds from private placement	$ 225,000	$ 375,000		$ 515,000		$ 100,000

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WARRANTS - Summary of warrants by exercise price (Details 1)			6 Months Ended				6 Months Ended
	Jun. 30, 2013	Dec. 31, 2012	Jun. 30, 2013 Exercise price of $0.001	Jun. 30, 2013 Exercise price $0.25 to $0.75	Jun. 30, 2013 Exercise price $0.25 to $0.75 Minimum	Jun. 30, 2013 Exercise price $0.25 to $0.75 Maximum	Jun. 30, 2013 Exercise price $0.67
Class of Warrant or Right [Line Items]
Exercise price of warrants			0.001		0.25	0.75	0.67
Number of warrants issued	14,781,675	10,604,173	3,669,166	9,479,009			1,633,500
Average Contractual Life			1 year 6 months 18 days	3 years 6 months			10 months 17 days
Average Exercise price			0.001	0.41			0.67
Warrants Exercisable	14,781,675		3,669,166	9,479,009			1,633,500

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CONSOLIDATED BALANCE SHEETS (Parentheticals) (USD $)	Jun. 30, 2013	Dec. 31, 2012
Statement Of Financial Position [Abstract]
Accumulated depreciation on fixed assets	$ 18,318	$ 16,054
Debt discount on convertible promissory notes payable, current	37,122	182,600
Debt discount on convertible promissory notes payable, noncurrent	$ 187,644	$ 259,500
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	24,250,979	21,948,937
Common stock, shares outstanding	24,250,979	21,948,937

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CONVERTIBLE PROMISSORY NOTES

6 Months Ended

Jun. 30, 2013

Convertible Debt [Abstract]

CONVERTIBLE PROMISSORY NOTES

8.  CONVERTIBLE PROMISSORY NOTES

a.

On March 31, 2011 and June 1, 2011, the Company sold and issued convertible promissory notes in the principal aggregate amount of $150,000 at a stated interest rate of 12% per annum.  In addition the Company granted warrants to purchase 785,714 shares of common stock at an exercise price of $0.35 per share.  The warrants have a life of 5 years and were fully vested on the date of the grant.  In addition, the warrant agreement has a cashless exercise provision.   The convertible promissory notes were to mature on September 30, 2011.  The holder of the note is entitled to convert all or a portion of the convertible notes plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.  

The gross proceeds from the sale of the notes of $150,000 were recorded net of a discount of $150,000.  The debt discount was comprised of $93,000 for the relative fair value of the warrants and $57,000 for the beneficial conversion feature of the notes. The debt discount was accreted as additional interest expense ratably over the term of the convertible notes.

On August 10, 2011 and August 31, 2011 the Company sold and issued convertible promissory notes in the principal aggregate amount of $76,500 at a stated interest rate of 12% per annum. The notes were to mature on September 30, 2011 and the due date was extended.  The holder of the notes is entitled to convert all or a portion of the convertible notes plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the notes of $76,500 were recorded net of a discount of $11,000.  The debt discount is comprised of the beneficial conversion feature of the notes. The debt discount was accreted as additional interest expense ratably over the original term of the convertible notes.

On August 31, 2011 in anticipation of the maturity date of the notes, the Company issued 75,715 of warrants to the note holder to extend the maturity date of the above disclosed notes to January 2012.  The warrants are exercisable at $0.35 per share, have a life of 5 years and were fully vested on the date of the grant.  In addition, the warrant agreement has a cashless exercise provision.  Accordingly, the Company recorded the fair value of the warrants of $23,000 as debt discount and charged it to interest expense ratably over the extended term of the convertible note.

On November 22, 2011, the Company sold and issued promissory notes in the principal amount of $75,000 at a stated interest rate of 12% per annum.  In addition the Company granted warrants to purchase 214,286 shares of common stock at an exercise price of $0.35 per share.  The warrants have a life of 5 years and were fully vested on the date of the grant.  In addition, the warrant agreement has a cashless exercise provision.  The convertible promissory notes were to mature on February 22, 2012. The holder of the notes is entitled to convert all or a portion of the convertible notes plus any unpaid interest, at the lender’s sole option into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the notes of $75,000 were recorded net of a discount of $75,000.  The debt discount was comprised of $50,000 for the relative fair value of the warrants and $25,000 for the beneficial conversion feature of the note.  The debt discount was accreted as additional interest expense ratably over the term of the convertible notes.

On January 23, 2012, the Company sold and issued a convertible promissory note in the principal amount of $50,000 at a stated interest rate of 12% per annum. In addition, the Company granted warrants to purchase 142,858 shares of common stock at an exercise price of $0.35 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. In addition, the warrant agreement has a cashless exercise provision.  The convertible was to mature on March 12, 2012. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $50,000 were recorded net of a discount of $50,000. The debt discount was comprised of $27,000 for the relative fair value of the warrants and $23,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the term of the convertible note.

On January 31, 2012, all notes sold and issued to the lender, in the total principal amount of $351,500, were extended to April 23, 2012 in consideration of a $10,000 payment due. On April 23, 2012, all notes were extended to May 30, 2012 in consideration of an additional $10,000 payment due.  As of the effective date of December 31, 2012, the Company and the holder agreed to an additional extension of the notes until May 31, 2013.  The extension agreement provides that (1) $118,000 (of which $3,000 is offset as provided in the extension agreement) be paid on or before January 10, 2013, representing the payment for all accrued interest and other fees as of December 31, 2012; (2) $150,000 on or before March 31, 2013; (3) $100,000 on or before April 11, 2013; (4) $98,500 on or before April 30, 2013; and (5) all accrued interest be payable commencing with the first interest payment due on January 31, 2013 and continuing until and including the maturity date.  The extension agreement also provides that the holder has the right to purchase shares of common stock of the Company at a per share price of $0.001 for a period of two years from December 31, 2012.  In addition, if the holder exercises the options, for the period from December 31, 2012 to January 17, 2014, the Company without any further consideration or action by the holder, shall issue additional shares so that at all times the holder shall own 9.99% of the issued and outstanding shares of the Company.  The extension agreement grants the Company a right to repurchase the option from the holder for $3,000 between June 1 and June 3, 2013, which the Company did not excise.  The total beneficial ownership by the holder cannot exceed 9.99% of the outstanding shares of the Company’s common stock.  The Company paid the $115,000 by January 2013.  However, the Company has not yet made the second and third payments. The Company is negotiating with the lender for future extension.

b.

On March 24, 2011, the Company sold and issued a convertible promissory note in the principal amount of $50,000 at a stated interest rate of 12% per annum.  In addition the Company granted warrants to purchase 100,000 shares of common stock at an exercise price of $0.35 per share.  The warrants have a life of 5 years and were fully vested on the date of the grant.  The convertible note matured on November 24, 2011, and was extended to September 30, 2012, a second time to December 12, 2012, a third time to June 15, 2013 and a fourth time until December 15, 2013.  The holder of the note is entitled to convert all or a portion of the note plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $50,000 was recorded net of a discount of $40,700.  The debt discount was comprised of $19,000 for the relative fair value of the warrants and $21,700 for the beneficial conversion feature of the note.  The debt discount was charged to interest expense ratably over the original term of the convertible note.

The Company repaid $25,000 of the principal in November 2012 and paid $10,000 of interest in  July 2012.

c.

On August 30, 2011 and September 14, 2011, the Company sold and issued convertible promissory notes in the principal aggregate amount of $50,000 at a stated interest rate of 12% per annum.  The convertible notes were to mature on November 25, 2011 and December 14, 2011, respectively. The holder of the notes is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the notes of $50,000 were recorded net of a discount of $7,200.  The debt discount was comprised of the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the term of the convertible note.

On November 24, 2011 and December 14, 2011, in anticipation of the maturity date of these notes, the Company issued 100,000 of warrants to the note holders to extend the maturity date to September 30, 2012.  The warrants are exercisable at $0.35 per share, have a life of 5 years and were fully vested on the date of the grant.  Accordingly, the Company recorded the limited fair value of the warrants of $50,000 as debt discount, which was accreted as additional interest expense ratably over the term of the convertible note.  The notes were extended a second time to December 14, 2012, a third time to June 15, 2013 and a fourth time until December 15, 2013.

On February 29, 2012, the Company sold and issued a convertible promissory note in the principal amount of $35,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 70,000 shares of common stock at an exercise price of $0.45 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note originally matured on April 14, 2012, was extended until May 30, 2012, a second time until September 5, 2012, a third time until December 14, 2012 and a fourth time until June 15, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

The gross proceeds from the sale of the note of $35,000 were recorded net of a discount of $32,000. The debt discount was comprised of $16,000 for the relative fair value of the warrants and $16,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

Effective June 12, 2013, the Company and the holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 163,074 shares of common stock.  An approximate expense of $18,000 equal to the fair value of shares to be transferred in excess of the fair value of shares issuable pursuant to the original conversion terms was recognized in the consolidated statements of operations for the three and six months ended June 30, 2013.  The shares were issued as of June 30, 2013.

d.

On September 29, 2011, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum.  In addition the Company granted warrants to purchase 71,429 shares of common stock at an exercise price of $0.35 per share. The warrants have a life of 5 years and were fully vested on the date of the grant.  The convertible note originally matured on December 29, 2011, was extended to June 30, 2012 and a second time to September 20, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $25,000.  The debt discount was comprised of $13,000 for the relative fair value of the warrants and $12,000 for the beneficial conversion feature of the note.  The debt discount was charged to interest expense ratably over the term of the note.

e.

On September 29, 2011, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 71,429 shares of common stock at an exercise price of $0.35 per share.  The warrants have a life of 5 years and were fully vested on the date of the grant.  The convertible note originally matured on December 29, 2011, was extended to June 30, 2012 and a second time to September 20, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $25,000.  The debt discount was comprised of $13,000 for the relative fair value of the warrants and $12,000 for the beneficial conversion feature of the note.  The debt discount was accreted as additional interest expense ratably over the term of the convertible note.

On May 31, 2012, the Company sold and issued a convertible promissory note in the principal amount of $50,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 250,000 shares of common stock at an exercise price of $0.55 per share, which warrants have a life of 3 years and warrants to purchase 111,111 shares of common stock at an exercise price of $0.75 per share, which warrants have a life of 5 years. The warrants were fully vested on the date of the grant. The convertible note matured on July 30, 2012 and was extended until September 20, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

The gross proceeds from the sale of the note of $50,000 were recorded net of a discount of $50,000. The debt discount was comprised of $36,000 for the relative fair value of the warrants and $14,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

On September 21, 2012, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 55,556 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matures on September 20, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $18,900. The debt discount was comprised of $10,000 for the relative fair value of the warrants and $8,900 for the beneficial conversion feature of the note. The debt discount is being accreted as additional interest expense ratably over the term of the convertible note.

f.

On September 16, 2011 and November 10, 2011, the Company sold and issued convertible promissory notes in the principal aggregate amount of $50,000 at a stated interest rate of 12% per annum, which were to mature on December 16, 2011 and February 10, 2012.  The notes were extended to September 30, 2012 and a second time to March 16, 2013, respectively.  The Company is negotiating a further extension of the notes with the holder.  The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $50,000 were recorded net of a discount of $38,900. The debt discount was comprised of the beneficial conversion feature of the note. The debt discount was charged to interest expense ratably over the original term of the convertible notes.

g.

On September 30, 2011, the Company sold and issued a promissory note in the principal amount of $75,000 bearing interest at 8% per annum.  The note matures and was payable in full on October 31, 2011.  On October 12, 2011, the Company entered into an agreement with the note holder to amend the promissory note to include a conversion option.  The Company received additional cash proceeds of $175,000 and issued a convertible promissory note of $250,000.  The note has a maturity date of October 13, 2013 and has a stated interest rate of 8% per annum.  In addition, the Company granted to the note holder warrants to purchase 500,000 shares of common stock at an exercise price of $0.45 per share.  The warrants have a life of three years and are fully vested on the date of the grant. The note is convertible into common stock at an amended conversion price of $0.30 per share.

The gross proceeds from the sale of the note of $250,000 were recorded net of a discount of $250,000.  The debt discount was comprised of $105,000 for the relative fair value of the warrants and $145,000 for the beneficial conversion feature of the note.  The debt discount is being accreted as additional interest expense ratably over the term of the convertible note.

On March 15, 2012, the Company sold and issued a convertible promissory note in the principal amount of $80,000 at a stated interest rate of 8% per annum. In addition, the Company granted warrants to purchase 160,000 shares of common stock at an exercise price of $0.45 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matured on March 15, 2013. The holder of the note was entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.30 per share.

The gross proceeds from the sale of the note of $80,000 were recorded net of a discount of $80,000. The debt discount was comprised of $36,000 for the relative fair value of the warrants and $44,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the term of the convertible note. The Company repaid all principal and accrued interest in March and April 2013.

h.

On March 20, 2012, the Company sold and issued a convertible promissory note in the principal amount of $70,000 at a stated interest rate of 8% per annum. In addition, the Company granted warrants to purchase 140,000 shares of common stock at an exercise price of $0.45 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matured on March 20, 2013. The holder of the note was entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.30 per share.

The gross proceeds from the sale of the note of $70,000 were recorded net of a discount of $70,000. The debt discount was comprised of $32,000 for the relative fair value of the warrants and $38,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the term of the convertible note.

The Company repaid all principal and accrued interest in March and April, 2013.

i.

On November 9, 2011, the Company sold and issued a convertible promissory note in the principal amount of $30,000 at a stated interest rate of 12% per annum.  In addition the Company granted warrants to purchase 110,000 shares of common stock at an exercise price of $0.35 per share.  The warrants have a life of 5 years and were fully vested on the date of the grant.  The convertible note matured on February 9, 2012, was extended to September 30, 2012, a second time until December 14, 2012, a third time until June 15, 2013 and a fourth time until December 15, 2013.  The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the lender’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $30,000 were recorded net of a discount of $30,000. The debt discount was comprised of $22,000 for the relative fair value of the warrants and $8,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

j.

On February 10, 2012, the Company sold and issued a convertible promissory note in the principal amount of $30,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 60,000 shares of common stock at an exercise price of $0.35 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matured on September 30, 2012 and was extended until December 14, 2012, a second time until June 15, 2013 and a third time until December 15, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $30,000 were recorded net of a discount of $30,000. The debt discount was comprised of $14,000 for the relative fair value of the warrants and $16,000 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

On June 29, 2012, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 50,000 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note originally matured on December 31, 2012. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $22,978. The debt discount was comprised of $11,000 for the relative fair value of the warrants and $11,978 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

On December 31, 2012, in anticipation of the maturity date of the note, the Company issued 50,000 of warrants to the holders to extend the maturity date to June 15, 2013.  The warrants are exercisable at $0.35 per share, have a life of 5 years and were fully vested on the date of the grant.  Accordingly, the Company recorded the fair value of the warrants of $10,800 as debt discount, which is being accreted as additional interest expense ratably over the term of the convertible note.  

Effective June 12, 2013, the Company and the holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 111,933 shares of common stock.  An approximate expense of $12,000 equal to the fair value of shares to be transferred in excess of the fair value of shares issuable pursuant to the original conversion terms was recognized in the consolidated statements of operations for the three and six months ended June 30, 2013.  The shares were issued as of June 30, 2013.

On September 27, 2012, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 50,000 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note originally matured on December 14, 2012. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $18,900. The debt discount was comprised of $10,000 for the relative fair value of the warrants and $8,900 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

On December 14, 2012, in anticipation of the maturity date of the note, the Company issued 50,000 of warrants to the note holders to extend the maturity date to June 15, 2013.  The warrants are exercisable at $0.35 per share, have a life of 5 years and were fully vested on the date of the grant.  Accordingly, the Company recorded the fair value of the warrants of $10,800 as debt discount, which was accreted as additional interest expense ratably over the extended term of the convertible note.  

Effective June 12, 2013, the Company and the holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 108,781 shares of common stock.  An approximate expense of $12,000 equal to the fair value of shares to be transferred in excess of the fair value of shares issuable pursuant to the original conversion terms was recognized in the consolidated statements of operations for the three and six months ended June 30, 2013.  The shares were issued as of June 30, 2013.

k.

On April 27, 2012, the Company sold and issued a convertible promissory note in the principal amount of $75,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 125,000 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matured on August 1, 2012, was extended until September 5, 2012, and was extended a second time until December 3, 2012, a third time until June 15, 2013. During three months ended June 2013, an oral agreement extends it until December 15, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.3825 per share.

The gross proceeds from the sale of the note of $75,000 were recorded net of a discount of $67,647. The debt discount was comprised of $30,000 for the relative fair value of the warrants and $37,647 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

On June 29, 2012, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 41,250 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matured on October 1, 2012 and was extended until December 3, 2012, a second time until June 15, 2013 and a third time until December 15, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.3825 per share.

The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $22,810. The debt discount was comprised of $10,000 for the relative fair value of the warrants and $12,810 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the term of the convertible note.

l.

On July 12, 2012, the Company sold and issued a convertible promissory note in the principal amount of $50,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 111,112 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note originally matured on April 15, 2013 and was extended until June 15, 2013. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

The gross proceeds from the sale of the note of $50,000 were recorded net of a discount of $39,700. The debt discount was comprised of $21,000 for the relative fair value of the warrants and $18,700 for the beneficial conversion feature of the note. The debt discount was accreted as additional interest expense ratably over the original term of the convertible note.

Effective June 10, 2013, the Company and the holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 222,704 shares of common stock.  An approximate expense of $35,000 equal to the fair value of shares to be transferred in excess of the fair value of shares issuable pursuant to the original conversion terms was recognized in the consolidated statements of operations for the three and six months ended June 30, 2013.  The shares have not been issued as of June 30, 2013.

m.

On August 6, 2012, the Company sold and issued a convertible promissory note in the principal amount of $25,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 50,000 shares of common stock at an exercise price of $0.75 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note originally matured on February 6, 2013 and was extended until June 15, 2013. The holder of the note originally was entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

The gross proceeds from the sale of the note of $25,000 were recorded net of a discount of $18,900. The debt discount was comprised of $10,000 for the relative fair value of the warrants and $8,900 for the beneficial conversion feature of the note. The debt discount is being accreted as additional interest expense ratably over the original term of the convertible note.

Effective April 30, 2013, the Company and the holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 109,151 shares of common stock.  An approximate expense of $17,000 equal to the fair value of shares to be transferred in excess of the fair value of shares issuable pursuant to the original conversion terms was recognized in the consolidated statements of operations for the three and six months ended June 30, 2013.  The shares were issued as of June 30, 2013.

n.

On August 7, 2012, the Company sold and issued a convertible promissory note in the principal amount of $20,000 at a stated interest rate of 12% per annum. The convertible note originally matured on February 7, 2013 and was extended until June 15, 2013. Pursuant to the note, the holder of the note originally was entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.45 per share.

Effective March 31, 2013, the Company and the holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 86,400 shares of common stock.  An approximate expense of $12,000 equal to the fair value of shares to be transferred in excess of the fair value of shares issuable pursuant to the original conversion terms was recognized in the consolidated statements of operations for the six months ended June 30, 2013.  The shares were issued as of June 30, 2013.

o.

On October 12, 2012, the Company sold and issued a convertible promissory note in the principal amount of $50,000 at a stated interest rate of 12% per annum. In addition the Company granted warrants to purchase 100,000 shares of common stock at an exercise price of $0.50 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matures on October 13, 2014. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $50,000 were recorded net of a discount of $26,857. The debt discount was comprised of $17,000 for the relative fair value of the warrants and $9,857 for the beneficial conversion feature of the note. The debt discount is being accreted as additional interest expense ratably over the term of the convertible note.

p.

On October 22, 2012, the Company sold and issued a convertible promissory note in the principal amount of $400,000 at a stated interest rate of 12% per annum.  Pursuant to this note, the Company received $360,000 in 2012 and $40,000 in 2013. In addition the Company granted warrants to purchase 1,052,632 shares of common stock at an exercise price of $0.38 per share. The warrants have a life of 5 years and were fully vested on the date of the grant. The convertible note matures on October 22, 2014. The holder of the note is entitled to convert all or a portion of the convertible note plus any unpaid interest, at the holder’s sole option, into shares of common stock at a conversion price of $0.35 per share.

The gross proceeds from the sale of the note of $360,000 received during 2012 were recorded net of a discount of $260,571. The debt discount was comprised of $156,000 for the relative fair value of the warrants and $104,571 for the beneficial conversion feature of the note. The debt discount is being accreted as additional interest expense ratably over the term of the convertible note.

On March 26, 2013, the Company received the remaining $40,000 pursuant to the promissory note.  

The intrinsic value for the outstanding convertible promissory notes as of June 30, 2013 and December 31, 2012 was approximately $0 and $0, respectively.

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CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (USD $)	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
Cash flows from operating activities
Net (loss) before noncontrolling interests	$ (2,025,313)	$ (750,043)
Adjustment to reconcile net (loss) to net cash (used in) operating activities:
Depreciation and amortization	2,264	2,557
Accretion of debt discount	323,119	382,069
Stock-based compensation	720,917
Change in fair value of derivative liability	91,100	(343,500)
Loss on sale of GATA	2,353
Change in operating assets and liabilities:
Due from clearing organization	48,807	(188,039)
Deposits with clearing organizations		1,587
Advances to registered representatives and employees	(58,137)	44,089
Prepaid expenses and other current assets	6,444	71,014
Commissions payable	(74,687)	164,058
Accounts payable and accrued expenses	252,932	189,170
Customer deposit		(12,147)
Net cash (used in) operating activities	(710,201)	(439,185)
Cash flows from investing activities
Proceeds from sale of 25% interest in GAIM	35,714
Proceeds from sale of GATA	495
Return of escrow deposit - restricted cash		613
Net cash provided by investing activities	36,209	613
Cash flows from financing activities
Proceeds from issuance of common stock and warrants	464,287
Proceeds from convertible promissory notes	40,000	440,000
Repayment of convertible promissory notes	(150,000)
Advances from related parties	16,878	54,048
Net cash provided by financing activities	371,165	494,048
Net change in cash	(302,827)	55,476
Cash, beginning of period	376,942	28,176
Cash, end of period	74,115	83,652
Supplemental disclosure of cash flow information
Cash paid for income taxes	8,789	24,435
Cash paid for interest	167,352
Supplemental disclosure of non-cash investing and financing activities
Issuance of warrants in connection with debt		425,435
Reclassification of derivative liabilities to equity	119,600
Issuance of options for the purchase of MGA	33,900
Increase of ownership interest in GAIM		$ 46,697

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CONSOLIDATED BALANCE SHEETS (USD $)	Jun. 30, 2013	Dec. 31, 2012
Current assets
Cash	$ 74,115	$ 376,942
Due from clearing organization	424,206	475,861
Advances to registered representatives and employees	158,591	100,454
Prepaid expenses and other current assets	105,655	112,099
Other receivable		125,000
Advances - related parties	17,163	34,041
Total current assets	779,730	1,224,397
Fixed assets, net of accumulated depreciation of $18,318 and $16,054, respectively	5,550	7,814
Other assets
Goodwill	33,900
Deposits with clearing organizations	50,003	50,003
Total other assets	83,903	50,003
TOTAL ASSETS	869,183	1,282,214
Current liabilities
Accounts payable and accrued expenses	749,174	516,752
Commission payable	338,557	413,244
Convertible promissory notes payable, net of debt discount of $37,122 and $182,600 at June 30, 2013 and December 31, 2012, respectively	977,393	1,161,915
Derivative liability	877,200	905,700
Total current liabilities	2,942,324	2,997,611
Convertible promissory notes payable, net of debt discount of $187,644 and $259,500 at June 30, 2013 and December 31, 2012, respectively	262,356	150,500
Total liabilities	3,204,680	3,148,111
Stockholders' (deficiency)
Common stock, $0.001 par value; 100,000,000 shares authorized; 24,250,979 and 21,948,937 shares issued and outstanding at June 30, 2013 and December 31, 2012, respectively	24,251	21,949
Additional paid-in capital	7,801,147	6,247,736
Accumulated (deficit)	(9,933,088)	(7,976,547)
Stockholders' (deficiency) attributable to controlling interests	(2,107,690)	(1,706,862)
Noncontrolling interests	(227,807)	(159,035)
Total stockholders' (deficiency)	(2,335,497)	(1,865,897)
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIENCY)	$ 869,183	$ 1,282,214

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ORGANIZATION - Consolidated financial statements (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Income Statement [Abstract]
Total revenue	$ 2,516,187	$ 1,977,825	$ 4,633,566	$ 4,315,932
Net income (loss)	(1,014,596)	(470,667)	(1,956,541)	(734,311)
Global Arena Capital Corp.
Income Statement [Abstract]
Total revenue		1,761,659		3,897,137
Net income (loss)		$ (31,978)		$ (94,914)

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ORGANIZATION (Tables)

6 Months Ended

Jun. 30, 2013

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of financial statement amounts and balances of GACC

		For the three months		For the six months
		Ended June 30,2012
Total revenue	$	1,761,659	$	3,897,137
Net income (loss)	$	(31,978)	$	(94,914)

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WARRANTS - Summary of warrants activities (Details) (USD $)	6 Months Ended
	Jun. 30, 2013
Shares
Outstanding at December 31, 2012	10,604,173
Granted	4,177,502
Exercised
Cancelled and surrendered
Outstanding at June 30, 2013	14,781,675
Weighted Average Exercise Price
Outstanding at December 31, 2012	0.50
Granted	0.26
Exercised
Cancelled and surrendered
Outstanding at June 30, 2013	0.46
Weighted- Average Exercisable
Outstanding at December 31, 2012	10,604,173
Granted	4,177,502
Exercised
Cancelled and surrendered
Outstanding at June 30 2013	14,781,675
Aggregate Intrinsic Value
Outstanding at December 31, 2012
Granted	38,834
Exercised
Cancelled and surrendered
Outstanding at June 30, 2013

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STOCK OPTION PLAN - (Detail Textuals) (USD $)	6 Months Ended	1 Months Ended	3 Months Ended		6 Months Ended		1 Months Ended		3 Months Ended		6 Months Ended
	Jun. 30, 2013 Non-qualified stock options	Dec. 27, 2012 Stock Option Employees	Jun. 30, 2013 Stock Option Employees	Jun. 30, 2012 Stock Option Employees	Jun. 30, 2013 Stock Option Employees	Jun. 30, 2012 Stock Option Employees	Jan. 29, 2013 2011 Stock Awards Plan Non-qualified stock options	Jul. 17, 2012 2011 Stock Awards Plan Non-qualified stock options	Jun. 30, 2013 2011 Stock Awards Plan Non-qualified stock options	Jun. 30, 2012 2011 Stock Awards Plan Non-qualified stock options	Jun. 30, 2013 2011 Stock Awards Plan Non-qualified stock options	Jun. 30, 2012 2011 Stock Awards Plan Non-qualified stock options	Jun. 30, 2013 2011 Stock Awards Plan Non-qualified stock options Minimum	Jun. 30, 2013 2011 Stock Awards Plan Non-qualified stock options Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Option to purchase common stock	300,000	350,000					300,000	1,725,000
Total number of shares of stock reserved and available for distribution under the plan								3,000,000
Exercise price of exercisable options	$ 0.25	$ 0.45					$ 0.25	$ 0.45
Vesting period													2 years	3 years
Fair value of options vested		$ 58,000					$ 34,000	$ 500,000
Stock compensation expense			9,146	0	18,284	0			60,554	0	121,108	0
Vesting percentage of share based awards in July 2013		50.00%
Vesting percentage of share based awards in July 2014		100.00%
Total unrecognized compensation costs									$ 307,300		$ 307,300

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FAIR VALUE MEASUREMENTS - Assets and liabilities required to be reflected within the fair value hierarchy (Details) (Warrants, USD $)	Jun. 30, 2013	Dec. 31, 2012
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative financial instruments - warrants
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative financial instruments - warrants
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative financial instruments - warrants	877,200	905,700
Total
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative financial instruments - warrants	$ 877,200	$ 905,700

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FAIR VALUE MEASUREMENTS - Level 3 reconciliation of the beginning and ending balances of the fair value measurements - (Details 1) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Change in fair value included in other (income) loss	$ 94,300	$ 8,000	$ (91,100)	$ 343,500
Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance, January 1, 2013			905,700
Fair value of warrants exercised
Cancellation of derivative liability			(119,600)
Change in fair value included in other (income) loss			91,100
Balance, June 30, 2013	$ 877,200		$ 877,200

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STOCK OPTION PLAN

6 Months Ended

Jun. 30, 2013

Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract]

STOCK OPTION PLAN

7. STOCK OPTIONS PLAN

On July 17, 2012, the Board of Directors approved the issuance of non-qualified stock options for the purchase of an aggregate of 1,725,000 shares of common stock under the Company’s 2011 Stock Awards Plan (“Plan”) to certain employees, officers and directors.  The Plan was adopted by the Board of Directors on June 27, 2011.  The purpose of the Plan is to attract, retain and motivate employees, directors and persons affiliated with the Company and to provide such participants with additional incentive and reward opportunities.  Provided by the Plan, the awards may be in the form of Incentive Stock Options, options that do not constitute Incentive Stock Options, Stock Appreciation Rights, Restricted Stock Awards, Phantom Stock Awards, or any combination of the foregoing.  The total number of shares of Stock reserved and available for distribution under the Plan increased to 3,000,000, pursuant to a December 2012 vote by Proxy by holders of a majority of the shares of GAHI.  The options are exercisable at $0.45 per common share and expire three years after their issuance.  The options are to vest over a two-to-three-year period with a fair value of approximately $500,000 at the grant date to be recognized over the vesting period.

Weighted average assumptions used to estimate the fair value of stock options on the date of grant are as follows:

	July 17, 2012
Expected dividend yield	-
Expected stock price volatility	130%
Risk free interest rate	0.32%
Expected life (years)	3 years

The stock-based compensation related to the Plan, included in stock compensation expense in the consolidated statements of operations, was $60,554 and $0 for the three months ended June 30, 2013 and 2012, and $121,108 and $0 for the six months then ended, respectively.

On December 27, 2012, GAHI granted to an employee, an option to purchase 350,000 shares of common stock. The options are exercisable at $0.45 per common share and expire on July 17, 2015.  The options are to vest 50% in July 2013 and 100% in July 2014 with a fair value of approximately $58,000 at the grant date to be recognized over the vesting period. Weighted average assumptions used to estimate the fair value of stock options on the date of grant are as follows:

	December 27, 2012
Expected dividend yield	-
Expected stock price volatility	140%
Risk free interest rate	0.25%
Expected life (years)	2.5 years

The stock-based compensation related to the options, included in stock compensation expense in the consolidated statements of operations, was $9,146 and $0 for the three months ended June 30, 2013 and 2012, and $18,284 and $0 for the six months then ended, respectively

As disclosed in Note 1, on January 29, 2013, in connection with the acquisition of MGA, the Company issued an option to purchase 300,000 shares of common stock exercisable at $0.25 per common share, which expires on January 28, 2014.  The options vested on the grant date, with a fair value of approximately $34,000 at the grant date recognized in the quarter ended March 31, 2013.

Weighted average assumptions used to estimate the fair value of stock options on the date of grant are as follows:

	January 29, 2013
Expected dividend yield	-
Expected stock price volatility	120%
Risk free interest rate	0.15%
Expected life (years)	1 year

The Company will issue new shares of common stock upon the exercise of stock options.  The following is a summary of stock option activity:

	Shares	Weighted Average Exercise Price	Weighted- Average Remaining Contractual Life	Aggregate Intrinsic Value
Outstanding at December 31, 2012	2,075,000	$  0.45	2.5 years	$         -
Granted	300,000	0.25	0.58 years	6,821
Exercised	-	-	-	-
Cancelled and expired	-	-	-	-
Forfeited	-	-	-	-
Outstanding at June 30, 2013	2,375,000	$  0.44	1.94 years	$        -
Vested and expected to vest at June 30, 2013	300,000	$  0.25	0.58 years	$          -
Exercisable at June 30, 2013	300,000	$  0.25	0.58 years	$          -

The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the quoted price of the Company’s common stock. There were no options exercised during the three and six months ended June 30, 2013.

As of June 30, 2013, approximately $307,300 of total unrecognized compensation costs will be recognized through 2015.

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ORGANIZATION (Detail Textuals) (USD $)	6 Months Ended	1 Months Ended		0 Months Ended
	Jun. 30, 2013	May 18, 2011 Global Arena Holding, Inc. China Stationery	Jan. 29, 2013 MGA International Brokerage LLC	Mar. 07, 2013 Global Arena Trading Advisors, LLC	Jul. 13, 2012 Broad Sword Holdings, LLC, and JSM Capital Holding Corp
Business Acquisition [Line Items]
Shares cancelled and converted		1.5
Aggregate common shares converted		18,000,000
Business acquisition, percentage of voting interests acquired			66.67%	100.00%	95.10%
Business acquisition, share price					$ 2.00
Business acquisition number of shares previously received					12,108,001
Option to purchase common stock			300,000
Exercise price of exercisable options			$ 0.25
Exercise period of options from agreement date			1 year
Goodwill	$ 33,900		$ 33,900
Business acquisition purchase price				500
Loss on sale of GATA	$ (2,353)			$ (2,353)

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STOCKHOLDERS' EQUITY (Detail Textuals 1) (USD $)	0 Months Ended	1 Months Ended		3 Months Ended		6 Months Ended		12 Months Ended		6 Months Ended	12 Months Ended		0 Months Ended	1 Months Ended	12 Months Ended	1 Months Ended		12 Months Ended	0 Months Ended		1 Months Ended
	Jul. 07, 2011	Jul. 28, 2011	May 18, 2011	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2011	Dec. 31, 2012	Jun. 30, 2013 GAIM	Dec. 31, 2012 GAIM	Dec. 31, 2012 FireRock Capital, Inc. GAIM	Dec. 14, 2011 Subscription Agreement	Nov. 28, 2011 Subscription Agreement	Dec. 31, 2010 Subscription Agreement	Dec. 18, 2012 Consulting Agreement	Oct. 22, 2012 Consulting Agreement	Dec. 31, 2012 Securities Purchase Agreement FireRock Capital, Inc. GAIM	Jul. 10, 2011 Warrants	Mar. 31, 2013 Warrants	Jul. 01, 2011 Warrants Stock Option Agreement
Stockholders Equity Note Disclosure [Line Items]
Stockholders' equity note, stock split			1:1.5
Common stock issued by company		144,093						908,027
Amount for exercise of warrants		$ 50,000						$ 290,000
Reclassification of the derivative liability to equity		22,200						170,700
Number of stock purchased																					100,000
Purchase price of common stock																					$ 0.50
Agreement term																5 years	5 years				30 days
Allocated share-based compensation expense	50,000
Amount for exercise of warrants																			785,714
Common stock, shares subscribed but unissued													285,715	714,286	2,625,000
Number of warrants granted to purchase common stock														187,500		400,000	150,000
Exercise price of warrants														0.45	0.31	0.50	0.45			0.25
Proceeds from shares subscription													100,000	250,000
Term of warrants exercisable														5 years	3 years
Company recorded a charge for consultant services				225,329	72,702	595,681	211,825									83,900	38,700
Sale of equity interest percentage						25.00%				25.00%	25.00%	25.00%						25.00%
Number of shares issued												714,286						714,286	673,007
Value of shares issued																		250,000
Other receivable									125,000			125,000						125,000
Number of warrants modified previously granted			1,633,500
Interest expense			$ 110,400	$ 226,363	$ 219,417	$ 417,833	$ 455,476

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WARRANTS

6 Months Ended

Jun. 30, 2013

Warrants and Rights Note Disclosure [Abstract]

WARRANTS

10.  WARRANTS

The following tables summarize the warrants activities:

	Shares		Weighted Average Exercise Price	Weighted- Average Exercisable	Aggregate Intrinsic Value
Outstanding at December 31, 2012		10,604,173	$  0.50	10,604,173	$         -
Granted		4,177,502	0.26	4,177,502	38,834
Exercised		-	-	-	-
Cancelled and surrendered		-	-	-	-
Outstanding at June 30, 2013		14,781,675	$  0.46	14,781,675	$         -

 

Exercise Price	Average Number Outstanding	Average Contractual Life	Average Exercise price	Warrants Exercisable
0.001 $0.25 to $0.75	3,669,166 9,479,009	1.55 3.5	$   0.001    0.41	3,669,166 9,479,009
$0.67	1,633,500	0.88	$     0.67	1,633,500
	14,781,675	-	-	14,781,675

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FAIR VALUE MEASUREMENTS

6 Months Ended

Jun. 30, 2013

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

6.  FAIR VALUE MEASUREMENTS

FASB ASC 820 specifies a hierarchy of valuation techniques based upon whether the inputs to those valuation techniques reflect assumptions other market participants would use based upon market data obtained from independent sources (observable inputs).  In accordance with FASB ASC 820, the following summarizes the fair value hierarchy:

Level 1 Inputs – Unadjusted quoted market prices for identical assets and liabilities in an active market that the Company has the ability to access.

Level 2 Inputs – Inputs other than the quoted prices in active markets that are observable either directly or indirectly.

Level 3 Inputs – Inputs based on prices or valuation techniques that are both unobservable and significant to the overall fair value measurements.

ASC 820 requires the use of observable market data, when available, in making fair value measurements. When inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurements.  Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. The Company’s assessment of the significance of particular inputs to these fair measurements requires judgment and considers factors specific to each asset or liability.

Cash, due from clearing organization, other receivables, advances to registered representatives and employees, accounts payable and accrued expenses, commission payable – The carrying amounts reported in the consolidated balance sheets for these items are a reasonable estimate of fair value.

Convertible promissory notes payable – Convertible promissory notes payable is recorded at amortized cost.  The carrying amount approximated fair value.

Derivative financial instruments – The fair value of liabilities for warrants with dilutive price reset or anti-dilution provisions is determined utilizing the Black-Scholes valuation method.

The following table presents the Company’s assets and liabilities required to be reflected within the fair value hierarchy as of June 30, 2013 and December 31, 2012.

June 30, 2013	Level 1	Level 2	Level 3	Total
Derivative financial instruments - warrants	$        -	$        -	$  877,200	$  877,200
December 31, 2012	Level 1	Level 2	Level 3	Total
Derivative financial instruments - warrants	$        -	$        -	$  905,700	$  905,700

The following table presents the Level 3 reconciliation of the beginning and ending balances of the fair value measurements using significant unobservable inputs for the derivative warrants:

Balance, January 1, 2013	$  905,700
Fair value of warrants exercised	-
Cancellation of derivative liability	(119,600)
Change in fair value included in other (income) loss	91,100
Balance, June 30, 2013	$  877,200

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ORGANIZATION

6 Months Ended

Jun. 30, 2013

Organization, Consolidation and Presentation of Financial Statements [Abstract]

ORGANIZATION

1.  ORGANIZATION

Description of the Business

Global Arena Holding, Inc. (formerly, “Global Arena Holding Subsidiary Corp.”) (“GAHI”), was formed in February 2009, in the state of Delaware.  GAHI is a financial services firm that services the financial community through its subsidiaries as follows:

Global Arena Capital Corp. (“GACC”) is a wholly owned subsidiary that is a full service financial services company. GACC is a registered broker/dealer with the U.S. Securities Registry Deposit and is also a Member of the Municipal Rule Making Board, as well as a member of Securities Investor Protection Corp. GACC is engaged in the securities business, which comprises several classes of securities transactions such as equities, corporate and municipal bonds, mutual funds, insurance and options, all of which the broker dealer executes as risk-less principal and agency transactions.  Global Arena Investment Management LLC (“GAIM”), a majority owned subsidiary, provides investment advisory services to its clients.  GAIM is registered with the Securities and Exchange Commission (the “SEC”) as an investment advisor and clears all of its business through Fidelity Advisors (“Fidelity”), its correspondent broker. Global Arena Commodities Corp. (“GACOM”), a wholly owned subsidiary, provides commodities brokerage services and earns commissions. Lillybell Entertainment, LLC (“Lillybell”), a majority owned subsidiary, provides finance services to the entertainment industry.  MGA International Brokerage LLC (“MGA”), a newly acquired majority owned subsidiary and a New York limited liability company, is a full-service insurance broker.   MGA offers comprehensive life and property and casualty insurance services, solutions and advice.  Global Arena Trading Advisors, LLC (“GATA”), provides futures advisory services and earns fees. GATA is registered with the National Futures Association (NFA) as a commodities trading advisor.  On March 7, 2013, the Company sold GATA to a third party.

Reverse Merger Transaction

On January 19, 2011, China Stationery and Office Supply, Inc. (“China Stationery”) entered into an Agreement and Plan of Merger with GAHI. Upon the terms and subject to the conditions of the Merger Agreement, at the effective date of the Merger, the Company merged with and into China Stationery, with China Stationery continuing as the surviving corporation with the new name of Global Arena Holding, Inc.

The approval of China Stationery’s board of directors and the affirmative vote of the holders of a majority of the outstanding common stock entitled to vote were obtained in order to approve and adopt the Merger Agreement. China Stationery’s sole director approved the Merger Agreement and the transactions contemplated by the Merger Agreement, at a meeting of their board of directors on January 19, 2011.

Immediately following the execution of the Merger Agreement, and as a condition and inducement to the willingness of the Company to enter into the Merger Agreement, certain stockholders, who held, as of the date of the Merger Agreement, a majority of the issued and outstanding common shares entitled to vote on the adoption of the Merger Agreement, executed and delivered to the Company a written consent approving the transactions contemplated thereby.

At the effective date of the Merger on May 18, 2011, each share of GAHI’s common stock, was cancelled and converted automatically into 1.5 common shares of China Stationery for an aggregate of 18,000,000 common shares of China Stationery and was recorded as a recapitalization of China Stationery in the form of a reverse merger.

The consolidated financial statements are issued under the name of Global Arena Holding, Inc. (formerly, China Stationery, the legal acquirer), but are a continuation of the consolidated financial statements of Global Arena Holding Subsidiary Corp. and its subsidiaries (the accounting acquirers, collectively, the “Company”).

Acquisition of Global Arena Capital Corp.

On July 13, 2012, the Company, Broad Sword Holdings, LLC, and JSM Capital Holding Corp. entered into a share purchase agreement to fully acquire GACC by purchasing the 95.1% of the shares of Global Arena Capital Corp. which it did not previously own. The change in control of ownership was authorized by the Financial Industry Regulatory Authority.

The cash consideration paid for the GACC shares was $2.00. The total aggregate purchase price, which was agreed to by the boards of directors and stockholders of JSM Capital Holding Corp. and Broad Sword Holding LLC, (the former owners of Global Arena Capital Corp), included, in addition to the $2.00, an aggregate of 12,108,001 shares in the Company previously received, as filed in the information statement issued on April 26, 2011 pursuant to section 14 (c) of the Securities Exchange Act of 1934.

The purchase was from related parties who are also major stockholders of the Company. Since the Company and GACC were under common control, this transaction was treated similar to that of a pooling and was retroactively applied to the consolidated financial statements as if GACC was owned at the inception of the periods presented. The assets and liabilities of GACC were initially recognized at their carrying values. The receivable from Broad Sword Holdings, LLC was forgiven in July 2012 at the closing date of the acquisition of the remaining outstanding shares of GACC as part of the purchase price.

The following financial statement amounts of GACC, excluding intercompany allocations, have been included in the accompanying consolidated financial statements:

		For the three months		For the six months
		Ended June 30,2012
Total revenue	$	1,761,659	$	3,897,137
Net income (loss)	$	(31,978)	$	(94,914)

Acquisition of MGA International Brokerage LLC

On January 29, 2013, the Company entered into an agreement of sale with Marc Goldin and MGA to purchase 66.67% of the aggregate outstanding member interests of MGA, in exchange for a option to purchase 300,000 shares of the Company’s common shares.  Each option is exercisable into one common share of the Company at the exercise price of $0.25 per common share.  The exercise period is one year from the agreement date.

The acquisition was accounted for under the purchase method of accounting in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 805.  Under the purchase method of accounting, the total purchase price is allocated to the net tangible and intangible assets of MGA based on their estimated fair values.  At the acquisition date, MGA has no material net assets.  The goodwill of $33,900 arising from the acquisition consists largely of the synergies and business relationships with insurance customers expected from combining the operations of the Company and MGA.  

In accordance with SEC Regulation S-X Rule 3-05, MGA was not a significant subsidiary as of the acquisition date.  Therefore, no pro forma financial information related to the acquisition is required to be presented in accordance with SEC Regulation S-X Rule 11-01.   

Sale of Global Arena Trading Advisors, LLC

On March 7, 2013, the Company and Courtney Smith entered into a purchase agreement for the sale of the Company’s 100% interests in GATA to Courtney Smith for $500.  The related loss of $2,353 was included in the accompanying statement of operations for the six months ended June 30, 2013.  In accordance with SEC Regulation S-X Rule 3-05, GATA was not a significant subsidiary as of the disposal date.  Therefore, no pro forma financial information related to the disposal is required to be presented in accordance with SEC Regulation S-X Rule 11-01.  

Going Concern

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern. The Company has generated recurring losses and cash flow deficits from operations since inception and has had to continually borrow to continue operations. These matters raise substantial doubt about the Company’s ability to continue as a going concern. The continued operations of the Company are dependent upon its ability to raise additional capital, obtain additional financing and/or generate positive cash flows from operations.  Management believes that it will be successful in obtaining additional financing, from which the proceeds will be primarily used to execute its operating plan. The Company plans to use its available cash to continue the development and execution of its business plan and expand its client base and services.  However, the Company can give no assurance that such financing will be available or on terms acceptable to the Company, or at all.  Should the Company not be successful in obtaining the necessary financing to fund its operations and ultimately achieve adequate profitability and cash flows from operations, the Company would need to curtail certain or all of its operating activities.

The accompanying consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

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RELATED PARTIES (Detail Textuals) (USD $)					0 Months Ended			3 Months Ended		6 Months Ended		0 Months Ended
	Jun. 30, 2013 Global Arena Master Fund, Ltd.	Dec. 31, 2012 Global Arena Master Fund, Ltd.	Jun. 30, 2013 Broad Sword Holdings, LLC	Dec. 31, 2012 Broad Sword Holdings, LLC	Jun. 15, 2013 Broad Sword Holdings, LLC Month To Month Agreement	May 15, 2013 Broad Sword Holdings, LLC Month To Month Agreement	Apr. 02, 2013 Broad Sword Holdings, LLC Month To Month Agreement	Jun. 30, 2013 Broad Sword Holdings, LLC Month To Month Agreement	Jun. 30, 2012 Broad Sword Holdings, LLC Month To Month Agreement	Jun. 30, 2013 Broad Sword Holdings, LLC Month To Month Agreement	Jun. 30, 2012 Broad Sword Holdings, LLC Month To Month Agreement	Aug. 15, 2013 Subsequent Event Broad Sword Holdings, LLC Month To Month Agreement	Jul. 15, 2013 Subsequent Event Broad Sword Holdings, LLC Month To Month Agreement
Related Party Transaction [Line Items]
Amount charged for office space								$ 111,000	$ 76,000	$ 171,000	$ 153,000
Receivables from related party	0	14,000	16,000	20,000
Lease release payment					$ 10,000	$ 10,000	$ 35,000			$ 75,000		$ 10,000	$ 10,000

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DERIVATIVE FINANCIAL INSTRUMENTS - Weighted average assumptions (Details) (Warrants)	6 Months Ended	12 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Warrants
Derivative [Line Items]
Expected volatility	190.00%	140.00%
Risk free interest rate	0.34%	0.25%
Expected life (years)	1 year 6 months	2 years

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COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2013

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

13. COMMITMENTS AND CONTINGENCIES
 

Litigation
 

The Company may be involved in legal proceedings in the ordinary course of business. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance.
 

In early July 2012, GACOM advised the National Futures Association (“NFA”) that Interactive Brokers, LLC, a futures commission merchant that carries GACOM’s introduced futures accounts, had established an account structure that did not comply with Commodity Futures Trading Commission regulations. The Company has cooperated fully with NFA’s audit. In late August 2012, the staff of NFA informed the Company that NFA has made a preliminary determination to recommend an action against the Company in connection therewith.
 

On March 1, 2013, as a result of the audit commenced in August 2012 as described in the preceding paragraph, the NFA filed a complaint with its Business Conduct Committee against GACOM, and its former president, an NFA associate and a principal and a registered associated person of GACOM. The complaint generally alleged that GACOM and/or the former president, as appropriate, acted as a futures commission merchant without maintaining the appropriate registration, failed to ensure that a third party who provided leads and customer referrals to GACOM had not used misleading promotional material to generate such leads, failed to conduct adequate due diligence to determine whether an entity with which GACOM conducted business required CFTC registration or NFA membership, failed to implement an adequate anti-money laundering program, and committed certain supervisory failures. GACOM and the former president deny the allegations set forth in the Complaint and intend to vigorously defend against such claims. Nonetheless, in the event that the NFA determines that GACOM and/or the former president committed such violations, each of GACOM and the former president could be subject to significant penalties, including, without limitation, expulsion for a specified period from NFA membership and suspension for a specified period from association with an NFA member, respectively. The Management is unable to determine the impact, if any, the complaint or any final determination may have on GACOM’s business; however, if it is finally determined that GACOM and/or the former president committed any such violations, such determination could have a material adverse impact on the Company’s businesses and its consolidated financial statements.
 

In addition, certain directors, officers, employees and/or registered representatives of GACC have been called before FINRA for on-the-record interviews in connection with certain FINRA inquiries. At this time, GACC’s management is unable to determine what will be the ultimate outcome of such inquiries, including whether any formal investigation, proceeding or action will be instituted against GACC or certain of its directors, officers, employees and/or registered representatives relating to allegations of FINRA rule violations, and if so, whether any such investigation, proceeding or action will materially impact the Company’s consolidated financial statements.
 

GACC is currently involved in an arbitration with an individual formerly associated with it The individual (“Claimant”) alleges that GACC and various of its registered representatives (“Respondents”) engaged in a concerted course of action to wrest from him his book of business by wrongfully terminating an Office of Supervisory Jurisdiction Agreement (“OSJ Agreement”). The Claimant has been barred from the securities industry for egregious violations of securities laws, rules and regulations that occurred prior to him joining GACC. The Statement of Claim purports to seek recovery based on theories of fraud, fraudulent inducement, unfair competition, breach of contract, tortuous interference and unjust enrichment, among other things. Claimant alleges and seeks five million five hundred thousand ($5,500,000) in damages. The Respondents interposed a Statement of Answer denying Claimant’s allegations and claims. In addition, GACC has asserted counterclaims for fraud, breach of contract, business defamation, indemnification and other claims as well, which arise out of his failure to properly disclose all his regulatory issues in inducing GACC to establish a business relationship with him and his conduct after he joined GACC. Respondents have vigorously contested the Claimant’s claims and will continue doing so as they believe those claims are patently without merit. GACC also will continue prosecuting its counterclaims. Evidentiary hearings were originally set for January 2013, but were thereafter adjourned to July 2013 and subsequently adjourned again. Evidentiary hearings are presently scheduled for November 25, 2013 and November 26, 2013.Management is unable to determine the ultimate outcome of the arbitration and the impact, if any, to the Company’s financial statements at this time.
 

In October 2012, GACC received a complaint from a customer’s attorney alleging excessive commissions and one or more sales practice violations, but principally sounding in an alleged failure to execute stop loss orders. The attorney demanded payment of the sum of $642,000, allegedly representing the amount of the customer’s damages. The matter has been submitted to GACC’s insurance company to put it on notice of a potential claim. An arbitration has not been brought. Should one be brought, GACC intends to vigorously contest and defend it. Management is unable to determine the ultimate outcome, if any, to the Company’s financial statements at this time.
 

In July 2013, GACC executed an Acceptance, Waiver and Consent (“AWC”) with the Financial Industry and Regulatory Authority, Inc. (“FINRA”) to resolve certain differences arising out of FINRA’s routine 2009 audit examination of the Firm. In executing the AWC, GACC neither admitted nor denied the FINRA’s findings contained therein, and agreed to a censure and a fine of $30,000, which has been fully paid. FINRA’s findings were that certain of GACC’s email communications were not maintained in a readily accessible place, five customer complaints were not reported or were reported late, five registered representative Form U4s or U5s were not timely updated, and GACC’s supervisory controls did not specify procedures regarding producing managers and were not implemented with regard to language in a required annual certification, testing of procedures and controls, evidencing confirmation of requests for third-party wires and checks and reliance on the limited size and resource exception concerning heightened supervision of producing managers.

Indemnification
 

The Company is engaged in providing a broad range of investment services to a diverse group of retail and institutional clientele. Counterparties to the Company’s business activities include broker-dealers and clearing organizations, banks and other financial institutions. The Company uses clearing brokers to process transactions and maintain customer accounts on a fee basis, and the Company permits the clearing firms to extend credit to its clientele secured by cash and securities in the client’s account. The Company’s exposure to credit risk associated with the non-performance by its customers and counterparties in fulfilling their contractual obligations can be directly impacted by volatile or illiquid trading markets, which may impair the ability of customers and counterparties to satisfy their obligations to the Company. The Company has agreed to indemnify the clearing brokers on a limited basis for losses it incurs while extending credit to the Company’s clients.
 

It is the Company’s policy to review, as necessary, the credit standing of its customers and each counterparty. Amounts due from customers that are considered uncollectible by the clearing broker are charged back to the Company when such amounts become determinable. Upon notification of a charge back, such amounts, in total or in part, are then either (i) collected from the customers, (ii) charged to the broker initiating the transaction, and/or (iii) charged as an expense in the accompanying statement of operations, based on the particular facts and circumstances.

The maximum potential amount for future payments that the Company could be required to pay under this indemnification cannot be estimated. However, the Company believes that it is unlikely it will have to make any material payments under these arrangements and has not recorded any contingent liability in the consolidated financial statements for this indemnification.

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STOCKHOLDERS' EQUITY

6 Months Ended

Jun. 30, 2013

Stockholders' Equity Note [Abstract]

STOCKHOLDERS' EQUITY

9.  STOCKHOLDERS’ EQUITY

In 2009, the Company entered into a private placement offering for $2,000,000 (40 units).  Each unit consisted of 90,000 shares of common stock and warrants to purchase 45,000 shares of common stock.  The warrants were exercisable in whole or in part during the three-year period following issuance at an exercise price of $1.00 per share.  The shares of common stock into which the warrants are exercisable will have the same registration rights as all other shares of common stock sold in the offering.

Under the terms of the agreement, the Company could sell up to an additional 20 units to cover investor over-subscriptions, if any.  The purchase price for each unit was $50,000, although subscriptions for lesser amounts could be accepted at the discretion of the Company’s management.

For the year ended December 31, 2010, under the private placement offering as described above, the Company sold 5.2 net units consisting of 927,000 shares of common stock with 463,500 warrants for net proceeds of $515,000.

The Company also entered into a separate subscription agreement during the year ended December 31, 2010 to sell 2,625,000 shares of common stock and warrants to purchase 2,231,250 shares of common stock for net proceeds of $700,000; 1,115,625 warrants are exercisable in whole or in part during the three-year period following issuance at an exercise price of $0.31 per share and the remaining 1,115,625 warrants are exercisable at $0.35 per share.  The warrants had a dilutive provision whereby in the event the Company sells shares of common stock for consideration less than the stated exercise price then the warrant price will be adjusted accordingly to the terms of the agreement.  

The Company determined that the reset provision is a derivative liability and under FASB ASC 815. The Company was required to classify the warrants as a derivative liability and mark to market through earnings at the end of each reporting period. On January 1, 2013, the reset provision was removed (see Note 5).

During the year ended December 31, 2010, the Company repurchased from investors 459,000 shares of the Company’s common stock and 229,500 warrants for $255,000. Accordingly, the Company cancelled the 459,000 shares of common stock and 229,500 warrants associated with these shares.

As described in Note 1, on May 18, 2011, each share of the Company’s common stock was cancelled and converted automatically into the right to receive 1.5 common shares of China Stationery.  The above shares reflect the effect of the 1:1.5 stock split.

During 2011, the Company issued 908,027 shares of common stock for the exercise of warrants for $290,000.  Upon the exercise of warrants, the Company reclassified $170,700 of the derivative liability to equity.

On May 18, 2011 the Company modified 1,633,500 of warrants previously granted pursuant to the 2009 private placement memorandum.  The Company reset the term of the warrants to three years as of the date of the reverse merger.  The Company recorded a charge of $110,400 for the modification of the award which has been charged as interest expense.

On July 1, 2011, the Company entered into a stock option agreement with a vendor to purchase 100,000 shares of common stock at a price of $0.50 per share.  The option agreement had a life of 30 days and was fully vested on the date of the grant.  On July 7, 2011 the options were exercised for services provided by the vendor.  Due to the nature of the transaction, the Company recorded a charge of $50,000 as a share issuance for the fair value of the services provided.

On July 10, 2011 a holder exercised 785,714 warrants using the cashless exercise provision. Accordingly, the Company issued 673,007 shares of common stock for the exercise of the warrants, which represented the net shares with respect to the cashless exercise provision.

On July 28, 2011 the Company issued 144,093 shares of common stock for the exercise of warrants for $50,000. Upon the exercise of warrants the Company reclassified $22,200 of the derivative liability to equity.

On November 28, 2011, the Company entered into a subscription agreement to sell 714,286 shares of common stock and warrants to purchase 187,500 shares of common stock for net proceeds of $250,000.  The warrants are exercisable in whole or in part during the five-year period following issuance at an exercise price of $0.45 per share.

On December 14, 2011, the Company entered into another subscription agreement to sell 285,715 shares of common stock for net proceeds of $100,000.

On October 22, 2012, the Company issued a warrant to purchase 150,000 shares of common stock at $0.45 per share for a period of five years to a consultant pursuant to a consulting agreement.  The Company recorded a charge of $38,700.

On December 18, 2012, the Company issued a warrant to purchase 400,000 shares of common stock at $0.50 per share for a period of five years to a consultant pursuant to a consulting agreement.  The Company recorded a charge of $83,900.

On December 31, 2012, GAHI and GAIM entered into a securities purchase agreement (the “Purchase Agreement”) with FireRock Capital, Inc. (“FireRock”), pursuant to which FireRock purchased 714,286 shares of the Company’s common stock and membership interests representing 25% of GAIM for gross proceeds of $250,000.  As of December 31, 2012, the unpaid proceeds of $125,000 was included in other receivable on the consolidated balance sheets.  The receivable was collected on January 2, 2013.

On January 2, 2013, GAHI granted to a consultant of GAIM, an option to purchase 1,000,000 shares of common stock. The warrants are exercisable at $0.25 per common share and expire on January 1, 2021.  400,000 warrants vested immediately upon signing the independent contractor agreement, with a fair value of approximately $91,000 at the grant date recognized in the quarter ended March 31, 2013. 50,000 warrants vest for every $25,000,000 assets under management (“AUM”) (up to 600,000 warrants for $300,000,000 AUM) brought into the Company.  Each of the 50,000 warrants is measured at its then-current lowest aggregate fair value at each of interim reporting dates.  Changes in the lowest aggregate fair values result in a change in the measure of compensation cost.

On January 29, 2013, in connection with the acquisition of MGA (see Note 1), the Company issued an option to purchase 300,000 shares of common stock, valued at $33,900 at the acquisition date, to purchase the Company’s common shares.  

On March 31, 2013, the Company and a convertible debt holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 86,400 shares of common stock.  The shares have been issued as of June 30, 2013 (see Note 8).

On April 30, 2013, the Company and a convertible debt holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 109,151 shares of common stock.  The shares have been issued as of June 30, 2013 (see Note 8).

On June 10, 2013, the Company and a convertible debt holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 222,704 shares of common stock.  The shares have not been issued as of June 30, 2013 (see Note 8).

On June 12, 2013, the Company and a convertible debt holder entered into an agreement to amend two notes to set the conversion price of the notes to $0.25 per share, and the holder elected to convert the principal and interest into 220,714 shares of common stock.  The shares have been issued as of June 30, 2013 (see Note 8).

On June 12, 2013, the Company and a convertible debt holder entered into an agreement to amend the note to set the conversion price of the note to $0.25 per share, and the holder elected to convert the principal and interest into 163,074 shares of common stock.  The shares have been issued as of June 30, 2013 (see Note 8).

In March 2013, the Company entered into a private placement offering for $1,500,000 (30 units).  Each unit consists of 200,000 shares of common stock and warrants to purchase 100,000 shares of common stock.  The warrants are exercisable in whole or in part during the three-year period following issuance at an exercise price of $0.50 per share.  The shares of common stock into which the warrants are exercisable will have the same registration rights as all other shares of common stock sold in the offering.  The purchase price for each unit is $50,000, although subscriptions for lesser amounts could be accepted at the discretion of the Company’s management.

During the three months and six months ended June 30, 2013, under the private placement offering as described above, the Company sold 4.5 net units consisting of 900,000 shares of common stock with 450,000 warrants for net proceeds of $225,000, and 7.5 net units consisting of 1,500,000 shares of common stock with 750,000 warrants for net proceeds of $375,000, respectively.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

6 Months Ended

Jun. 30, 2013

Accounting Policies [Abstract]

Change of Reporting Entity and Basis of Accounting and Presentation

Change of Reporting Entity and Basis of Accounting and Presentation

The reverse merger described in Note 1 was treated as recapitalization of the Company.  SEC Manual Item 2.6.5.4 “Reverse Acquisitions” requires that “in a reverse acquisition, the historical shareholder’s equity of the accounting acquirer prior to the merger is retroactively reclassified for the equivalent number of shares received in the merger after giving effect to any difference in par value of the registrant’s and the accounting acquirer’s stock by an offset to additional paid-in capital.”

Therefore, the consolidated financial statements have been prepared as if GAHI, formerly Global Arena Holding Subsidiary Corp. and its subsidiaries had always been the reporting company and then on the reverse acquisition date, had changed its name and reorganized its capital stock.

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and include the accounts of GAHI and its wholly-owned subsidiaries and majority owned subsidiaries, GACC, GAIM, GACOM, Lillybell, MGA from January 29, 2013, the date of acquisition, and GATA through March 7, 2013, the date of sale.  All significant intercompany accounts and transactions have been eliminated in consolidation.  

The unaudited interim consolidated financial statements of the Company as of June 30, 2013 and for the three and six months ended June 30, 2013 and 2012, have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the SEC which apply to interim financial statements.  Accordingly, they do not include all of the information and footnotes normally required by accounting principles generally accepted in the United States of America for annual financial statements. The interim consolidated financial information should be read in conjunction with the consolidated financial statements and the notes thereto, included in the Company’s Form 10-K for the year ended December 31, 2012, previously filed with the SEC.  In the opinion of management, the interim information contains all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the periods presented. The results of operations for the three and six months ended June 30, 2013 are not necessarily indicative of the results to be expected for future quarters or for the year ending December 31, 2013.

Revenue Recognition

Revenue Recognition

The Company’s revenue recognition policies comply with SEC revenue recognition rules and FASB ASC 605-10-S99.  The Company earns revenues through various services it provides to its clients.  Advisory fees are on a contractual basis with the fee stipulated in the contract and are recognized based on the terms of the contract during the period the service is provided.  Insurance commission revenues is recognized at the later of the billing or the effective date of the related insurance policies, net of an allowance for estimated policy cancellations.

Customer security transactions and the related commission income and expenses are recorded as of the trade date.  The Company generally acts as an agent in executing customer orders to buy or sell listed and over-the-counter securities in which it does not make a market, and charges commissions based on the services the Company provides to its customers.

Use of Estimates

Use of Estimates

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

Fair Value of Financial Instruments

Fair Value of Financial Instruments

FASB ASC 820, “Fair Value Measurements and Disclosures,” defines fair value as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market for that asset or liability.  The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity.

Goodwill

Goodwill

In accordance with FASB ASC 805 “Business Combinations” (“ASC 805”), the assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree were recognized at the acquisition date, measured at their fair values as of that date.  Goodwill represents the excess of purchase price over the fair value of net assets acquired in business combinations and is not amortized in accordance with FASB ASC 350, “Intangibles – Goodwill and Other”(“ASC 350”). ASC 350 addresses the amortization of intangible assets with defined lives and the impairment testing and recognition for goodwill and indefinite-lived intangible assets. The Company is required to evaluate the carrying value of its goodwill for potential impairment on an annual basis or more frequently if indicators arise. While the Company may use a variety of methods to estimate fair value for impairment testing, its primary methods are discounted cash flows and a market based analysis. When appropriate, the carrying value of these assets is reduced to fair value.

Cash and Cash Equivalents

Cash and Cash Equivalents

The Company considers all demand and time deposits and all highly liquid investments with an original maturity of three months or less to be cash equivalents.  

Deposits with Clearing Organizations

Deposits with Clearing Organizations

As of June 30, 2013 and December 31, 2012, deposits with clearing organizations consisted primarily of cash deposits in accordance with the clearing arrangement.

Other receivable

Other Receivable

As of December 31, 2012, the other receivable of $125,000 represented the balance due from FireRock Capital, Inc. for the purchase of 714,286 shares of the Company’s common stock and membership interests representing 25% of GAIM.  Full payment was received on January 2, 2013.

Property and Equipment

Property and Equipment

Property and equipment is recorded at cost.  Depreciation is calculated using the straight-line method based on the estimated useful lives of the related assets, which range from three to five years.  Maintenance and repairs are charged to expense as incurred; costs of major additions and betterments that extend the useful life of the asset are capitalized.  When assets are retired or otherwise disposed of, the costs and related accumulated depreciation or amortization are removed from the accounts and any gain or loss on disposal is recognized.

Impairment of Long-Lived Assets

Impairment of Long-Lived Assets

The Company assesses the recoverability of its long lived assets when there are indications that the assets might be impaired.  When evaluating assets for potential impairment, the Company first compares the carrying amount of the asset to the asset’s estimated future cash flows (undiscounted and without interest charges).  If the estimated future cash flows used in this analysis are less than the carrying amount of the asset, an impairment loss calculation is prepared. The impairment loss calculation compares the carrying amount of the asset to the asset’s estimated future cash flows (discounted and with interest charges).

If the carrying amount exceeds the asset’s estimated futures cash flows (discounted and with interest charges), the loss is allocated to the long-lived assets of the group on a pro rata basis using the relative carrying amounts of those assets.  Based on its assessments, the Company did not incur any impairment charges for the three and six months ended June 30, 2013 and 2012.

Convertible Debt

Convertible Debt

Convertible debt is accounted for under FASB ASC 470, “Debt – Debt with Conversion and Other Options.”  The Company records a beneficial conversion feature (“BCF”) related to the issuance of convertible debt that has conversion features at fixed or adjustable rates that are in-the-money when issued and records the fair value of any warrants issued with those instruments. The BCF for the convertible instruments is recognized and measured by allocating a portion of the proceeds to the warrants and as a reduction to the carrying amount of the convertible instrument equal to the intrinsic value of the conversion features, both of which are credited to additional paid-in-capital.  The Company calculates the fair value of warrants issued with the convertible instruments using the Black-Scholes valuation method, using the same assumptions used for valuing stock options, except that the contractual life of the warrant is used.  Under these guidelines, the Company allocates the value of the proceeds received from a convertible debt transaction between the conversion feature and any other detachable instruments (such as warrants) on a relative fair value basis.  The allocated fair value is recorded as a debt discount and is accreted over the expected term of the convertible debt as interest expense.  

The Company accounts for modifications of its Embedded Conversion Features (ECF’s) in accordance with the FASB ASC 470-50-40-12 and 40-15 through 16 which requires the modification of a convertible debt instrument that changes the fair value of an embedded conversion feature and the subsequent recognition of interest expense or the associated debt instrument when the modification does not result in a debt extinguishment pursuant to FASB ASC 470-50-40/55.

Derivative Financial Instruments

Derivative Financial Instruments

In connection with the issuance of certain warrants that include price protection reset or anti-dilution provisions, the Company determined that these provision features are embedded derivative instruments pursuant to FASB ASC 815 “Derivatives and Hedging.”  These embedded derivatives are adjusted to fair value at each balance sheet date with the change recognized in operations.

Advertising Costs

Advertising Costs

Advertising costs are expensed as incurred.  Advertising costs, which are included in business development expenses, were deemed to be de minimus for the three and six months ended June 30, 2013 and 2012.

Stock-Based Compensation

Stock-Based Compensation

The fair value of stock options and stock warrants issued to third party consultants and to employees, officers and directors is recorded in accordance with the measurement and recognition criteria of FASB ASC 505-50, “Equity-Based Payments to Non-Employees”and FASB ASC 718, “Compensation – Stock Based Compensation,” respectively.

The options and warrants are valued using the Black-Scholes valuation method. This model is affected by the Company’s stock price as well as assumptions regarding a number of subjective variables.  These subjective variables include, but are not limited to the Company’s expected stock price volatility over the term of the awards, and actual and projected stock option and warrants exercise behaviors.

Because the Company’s stock options and warrants have characteristics different from those of its traded stock, and because changes in the subjective input assumptions can materially affect the fair value estimate, in management’s opinion, the existing models do not necessarily provide a reliable single measure of the fair value of such stock options and warrants.

Noncontrolling Interests

Noncontrolling Interests

The Company accounts for its less than 100% interest in consolidated subsidiaries in accordance with FASB ASC 810, “Consolidation,” and accordingly the Company presents noncontrolling interests as a component of equity on its consolidated balance sheets and reports noncontrolling interests’ share of net income or loss under the heading “net income (loss) attributable to noncontrolling interests” in the consolidated statements of operations.

Income Taxes

Income Taxes

The Company accounts for income taxes in accordance with FASB ASC 740, “Income Taxes,” which requires the recognition of deferred income taxes for differences between the basis of assets and liabilities for financial statement and income tax purposes.  Deferred tax assets and liabilities represent the future tax consequences for those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled.  Deferred taxes are also recognized for operating losses that are available to offset future taxable income.  Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized.  As of June 30, 2013 and December 31, 2012, the Company had deferred tax assets of approximately $4,000,000 and $3,233,000, respectively, for net operating loss carryforwards, which were fully reserved by a valuation allowance due to the significant uncertainty with respect to its future realization.

The Company follows the provisions of FASB ASC 740-10-25, which prescribes a recognition threshold and measurement attribute for the recognition and measurement of tax positions taken or expected to be taken in income tax returns.  FASB ASC 740-10-25 also provides guidance on de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, and accounting for interest and penalties associated with tax positions. The Company is generally no longer subject to federal, state and local income tax examinations by tax authorities for tax years prior to 2009.  

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REVENUE CONCENTRATIONS

6 Months Ended

Jun. 30, 2013

Risks and Uncertainties [Abstract]

REVENUE CONCENTRATIONS

14.  REVENUE CONCENTRATIONS

The Company considers significant revenue concentrations to be clients or brokers who account for 10% or more of the total revenues generated by the Company during the period.  The Company had no brokers who accounted for 10% of total revenues, and no revenues from a single customer that accounted for 10% or more of total revenues, during the quarter ended June 30, 2013.  During the quarter ended June 30, 2012, the Company had one broker who accounted for 11% of total revenues, and no revenues from a single customer that accounted for 10% or more of total revenues.  The Company had no brokers who accounted for 10% of total revenues, and no revenues from a single customer that accounted for 10% or more of total revenues, during the six months ended June 30, 2013.  During the six months ended June 30, 2012, the Company had one broker who accounted for 11% of total revenues, and no revenues from a single customer that accounted for 10% or more of total revenues.  

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Document and Entity Information	6 Months Ended
	Jun. 30, 2013	Sep. 03, 2013
Document and Entity Information [Abstract]
Entity Registrant Name	Global Arena Holding, Inc.
Entity Central Index Key	0001138724
Trading Symbol	csof
Entity Current Reporting Status	No
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		24,250,979
Document Type	10-Q
Document Period End Date	Jun. 30, 2013
Amendment Flag	false
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2

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SUBSEQUENT EVENTS

6 Months Ended

Jun. 30, 2013

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

15.  SUBSEQUENT EVENTS  

As discussed in detail under Note 9, in 2013, the Company entered into a private placement offering.  In July 2013, the Company sold 2.0 units consisting of 400,000 shares of common stock with 200,000 warrants for net proceeds of $100,000.