Convertible debentures consist of the following at December 31, 2015:

										Period		Period
				Origination		Origination		Period End		End		End		Accrued
Maturity	Interest			Principal		Discount		Principal		Discount		Balance,		Interest
Date	Rate			Balance		Balance		Balance		Balance		Net		Balance		Ref.
5/27/2011		10	%	$	125,000	$	(53,571)	$	58,750		-	$	58,750	$	34,709		(1)
5/5/2012		5	%		300,000		(206,832)		300,000		-		300,000		140,000		(3)
8/31/2013		5	%		10,000		(4,286)		10,000		-		10,000		2,183		(4)
2/10/2014		10	%		5,500		-		472		-		472		216		(5)
2/10/2014		10	%		39,724		-		2,743		-		2,743		4,158		(6)
								$	371,965	$	-	$	371,965	$	181,266

Convertible debentures consist of the following at December 31, 2014:

					Origination		Origination		Period End		Period End		Period End		Accrued
Origination	Maturity	Interest			Principal		Discount		Principal		Discount		Balance,		Interest
Date	Date	Rate			Balance		Balance		Balance		Balance		Net		Balance		Reg.
11/27/2010	5/27/2011		10	%	$	125,000	$	(53,571)	$	58,750		—	$	58,750	$	28,829		(1)
10/31/2012	8/2/2013		8	%		78,500		(50,189)		4,680		—		4,680		6,280		(2)
5/3/2011	5/5/2012		5	%		300,000		(206,832)		300,000		—		300,000		110,000		(3)
8/31/2011	8/31/2013		5	%		10,000		(4,286)		10,000		—		10,000		1,679		(4)
3/14/2012	2/10/2014		10	%		5,500		—		472		—		472		167		(5)
2/10/2012	2/10/2014		10	%		39,724		—		2,743		—		2,743		3,882		(6)
									$	376,645	$	—	$	376,645	$	150,837

(1)

The Company purchased in exchange for convertible debenture exclusive rights for license of certain intellectual property from an unrelated party. The parties agreed to a royalty of 2.5% of net revenues generated from the sale, sub-license or use of the technology or a reasonable negotiated rate based on similar invention. The debenture was convertible to common shares of the Company at May 27, 2011, along with accrued interest at the option of the lender. Conversion price per share is 30% discount as determined from the weighted average of the preceding 12 trading days’ closing market price. The Company valued the BCF of the convertible debenture at $53,517, its intrinsic value. The Company accreted the discount to the convertible debenture and will recognize interest expense through repayment in full or conversion. Because there was no assurance of success and the invention was still in design and pre-prototype phase, the Company recorded the initial net value of the debenture, $71,483, as research and development expense during the year ended 2010. Both parties agreed to confidentiality regarding the invention during the pre-prototype stage. In addition, the Company agreed to provide the licensor with design services, as well as assist in completing the prototype and initial production at the Company’s prevailing wholesale rate for comparable services.

On February 10, 2012, the holder of this debenture entered into an agreement with a third party to sell/assign the $125,000 principal balance, plus accrued interest. The purchase was to be in installments with transfer/assignment of the debenture upon payment, referred to as “Closings”. The first Closing was on or about February 15, 2012 for $7,500, with that amount assigned/transferred. The second Closing, occurred 90 days after the first closing for $11,750 paid/assigned. All subsequent Closings were to be for $11,750 and occur in 30 day increments after the second Closing. This was to continue until the full principal balance of $125,000, plus accrued interest is purchased/assigned.

(2)

On October 31, 2012, the Company borrowed $78,500 from this lender in exchange for a convertible debenture maturing on August 2, 2013. Beginning 180 days after the date of the debenture, lender could have converted the note to common shares at a 39% discount pursuant to the same terms and conditions discussed in two paragraphs preceding this one. The Company valued the BCF of the convertible debenture at $50,189, and accordingly, discounted the $78,500 debenture by this amount. The Company is accreting the discount to the convertible debenture through its maturity and will recognize interest expense until paid in full or converted. During the year ended December 31, 2014, the lender converted $73,820 of the convertible debenture to shares of common stock. The stock was issued without restrictive legend pursuant to Rule 144, as the holder acquired convertible note issued by the Company more than six months prior to the date of conversion and did not pay any additional consideration for the shares.

(3)

On May 3, 2011, the Company borrowed $300,000 in exchange for a convertible debenture. The Debenture bears 10% interest per annum. The lender may at any time convert any portion of the debenture to common shares at a 30% discount of the “Market Price” of the stock based on the average of the previous ten (10) days weighted average closing prices on the date prior to the notice of conversion. The Company may prepay the debenture plus accrued interest at any time before maturity. In addition, as further inducement for loaning the Company the funds, the Company granted the lender 300,000 and 600,000 warrants at $337.50 and $472.50 per share, respectively. As a result, the Company allocated fair market value (“FMV”) to both the BCF and to the warrants, or $206,832, which was recorded as a discount against the debenture. The Company accreted the discount to interest expense. The Company recognized the FMV of the related warrants as $45,000 using the Black-Scholes valuation model.

(4)

The Company borrowed $10,000 in exchange for a convertible debenture. The lender at their option may convert all or part of the note plus accrued interest into common stock at a price of thirty percent (30%) discount as determined from the average four (4) highest closing bid prices over the preceding five (5) trading days. The Company valued the BCF of the convertible debenture at $4,286, which was accreted to interest expense.

(5)

This line is comprised of the assignment of $5,500 of a previously issued convertible debenture. The notes are convertible at $0.37125 per share.

(6)

The Company entered into three new debenture agreements upon sale/assignment of the original lenders. Because the stated terms of the new debenture agreement and principal amounts were significantly different from the original debenture, including analysis of value of the beneficial conversion feature at the assignment/purchase date, the transactions are treated as extinguishment of the old debentures and recorded as new for accounting purposes.

The conversion price under the debentures is $0.37125 and the lender may convert at any time until the debenture plus accrued interest is paid in full. Various other fees and penalties apply if payments or conversions are not done timely by the Company. The lender will be limited to maximum conversion of 4.99% of the outstanding Common Stock of the Company at any one time.