10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2017

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File Number

INTREorg Systems, Inc.

(Exact name of registrant as specified in its charter)

Texas	45-0526215
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

2600 E. Southlake Blvd, Suite 120-366

Southlake, TX 76092

713-316-0061

(Issuer's telephone number)

(Former address)

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 [   ] No [X]

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Ruble 12b-2 of the Exchange Act.

Large accelerated filer	[   ]	Accelerated filer	[   ]
Non-accelerated filer	[   ] (Do not check if a smaller reporting company)	Smaller reporting company	[X]
		Emerging Growth Company	[X]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [   ]

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 shares of Common Stock, no par value, issued and outstanding as of September 15, 2018 was 19,132,165. [   ]

1

TABLE OF CONTENTS

Part I -	FINANCIAL INFORMATION
Item 1.	Financial Statements	4
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	13
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	15
Item 4.	Controls and Procedures	15
Part II -	OTHER INFORMATION
Item 1.	Legal Proceedings	17
Item 1A.	Risk Factors	17
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	17
Item 3.	Defaults Upon Senior Securities	17
Item 4.	Mine Safety Disclosures	17
Item 5.	Other Information	17
Item6.	Exhibits	18
SIGNATURES		18

2

INTRODUCTORY NOTE

Unless specifically set forth to the contrary, when used in this report the terms “INTREorg,” "we"", "our", the “Company" and similar terms refer to INTREorg Systems, Inc., a Texas corporation.

Special Note Regarding Forward-Looking Statements

This report contains forward-looking statements and information that are based on the beliefs of our management as well as assumptions made by and information currently available to us. Such statements should not be unduly relied upon. When used in this report, forward-looking statements include, but are not limited to, the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan” and similar expressions, as well as statements regarding new and existing products, technologies and opportunities, statements regarding market and industry segment growth and demand and acceptance of new and existing products, any projections of sales, earnings, revenue, margins or other financial items, any statements of the plans, strategies and objectives of management for future operations, any statements regarding future economic conditions or performance, uncertainties related to conducting business, any statements of belief or intention, and any statements or assumptions underlying any of the foregoing. These statements reflect our current view concerning future events and are subject to risks, uncertainties and assumptions. There are important factors that could cause actual results to vary materially from those described in this report as anticipated, estimated or expected, including, but not limited to: competition in the industry in which we operate and the impact of such competition on pricing, revenues and margins, volatility in the securities market due to the general economic downturn; Securities and Exchange Commission (the “SEC”) regulations which affect trading in the securities of “penny stocks,” and other risks and uncertainties. Except as required by law, we assume no obligation to update any forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in any forward- looking statements, even if new information becomes available in the future. Depending on the market for our stock and other conditional tests, a specific safe harbor under the Private Securities Litigation Reform Act of 1995 may be available. Notwithstanding the above, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) expressly state that the safe harbor for forward-looking statements does not apply to companies that issue penny stock. Because we may from time to time be considered to be an issuer of penny stock, the safe harbor for forward-looking statements may not apply to us at certain times.

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ITEM 1.FINANCIAL STATEMENTS. 

Contents

Unaudited Balance Sheets at June 30, 2017 and December31, 2016	5
Unaudited Statements of Operations for the three and six months ended June 30, 2017 and 2016	6
Unaudited Statements of Comprehensive Loss for the three and six months ended June 30, 2017 and 2016	7
Unaudited Statements of Cash Flows for the six months ended June 30, 2017 and 2016	8
Unaudited Notes to Financial Statements	9

4

INTREorg Systems, Inc.
Balance Sheets
(Unaudited)
		June 30,		December 31,
		2017		2016
ASSETS
Current Assets:
Cash	$	2	$	-
Investment in common stock		9,000		9,000
TOTAL ASSETS	$	9,002	$	9,000
LIABILITIES & STOCKHOLDERS' DEFICIT
Current Liabilities:
Accounts payable	$	515,574	$	514,017
Accounts payable - related parties		523,142		510,653
Accrued interest and other liabilities		760,900		743,885
Accrued contingencies		453,290		453,290
Notes Payable		521,000		521,000
Revolving line of credit - related party		322,809		314,826
Total Current Liabilities		3,096,715		3,057,671
Commitments and Contingencies
Stockholders' Deficit
Preferred Stock, no par value; 10,000,000 shares authorized none
issued & outstanding		-		-
Common Stock, no par value; 100,000,000 shares authorized
16,390,872 and 16,114,260 shares issued & outstanding at June 30, 2017
& December 31, 2016, respectively		2,880,310		2,848,845
Additional paid in capital		398,127		354,124
Accumulated other comprehensive income		-		-
Accumulated deficit		(6,366,150)		(6,251,640)
Total stockholders' deficit		(3,087,713)		(3,048,671)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	9,002	$	9,000
The accompanying notes are an integral part of these financial statements.

5

INTREorg Systems, Inc.
Statement of Operations
(Unaudited)
		Three months ended June 30,				Six months ended June 30,
		2017		2016		2017		2016
Services revenues	$	-	$	-	$	-	$	-
Services revenues- related parties		-		-		-
Total revenues		-		-		-		-
General and administrative expenses		51,628		104,157		81,027		190,018
Interest expense		10,555		10,555		20,994		20,994
Interest expense- related party		6,278		6,416		12,489		18,337
Total operating expenses		68,461		121,128		114,510		229,349
Loss on settlement of accounts payable		-		-		-		-
Net loss	$	(68,461)	$	(121,128)	$	(114,510)	$	(229,349)
Net loss per share of common stock	$	(0.00)	$	(0.01)	$	(0.01)	$	(0.01)
Weighted average number of common shares outstanding		16,174,260		15,978,518		16,144,426		15,612,774
The accompanying notes are an integral part of these financial statements.

6

INTREorg Systems, Inc.
Statements of Comprehensive Loss
(Unaudited)
		Three months ended June 30,				Six months ended June 30,
		2017		2016		2017		2016
Net Loss	$	(68,461)	$	(121,128)	$	(114,510)	$	(229,349)
Other comprehensive income (loss)
Unrealized gain on marketable securities classified
as available for sale		-		-		-		-
Unrealized loss on marketable securities- related
party classified as available for sale		-		(1,435)		-		(1,435)
Total other comprehensive loss		-		(1,435)		-		(1,435)
Total comprehensive loss	$	(68,461)	$	(122,563)	$	(114,510)	$	(230,784)
The accompanying notes are an integral part of these financial statements.

7

INTREorg Systems, Inc.
Statement of Cash Flows
(Unaudited)
		For the Six Months Ended June 30,
		2017		2016
Cash Flows from Operating Activities
Net Loss	$	(114,510)	$	(229,349)
Adjustments to reconcile net loss to net cash used by operating activities:
Common stock and options issued for services		44,003		77,058
Stock compensation		31,465		27,118
Changes in operating assets and liabilities:
Increase in accounts receivable		-		-
Increase in accounts payable		1,557		(3,509)
Increase in accounts payable related parties		12,489		77,265
Increase in accrued liabilities and other		17,015		44,999
Net Cash Flows Used by Operating Activities		(7,981)		(6,418)
Net Cash Flows Provided (Used) by Investing Activities		-		-
Cash Flows from Financing Activities
Increase in related party revolving line of credit		7,983		6,487
Net Cash Flows Provided by Financing Activities		7,983		6,487
Net Change in Cash		-		69
Cash at Beginning of Period		-		-
Cash at End of Period	$	2	$	69
Supplemental Disclosure of Cash Flow Information
Cash paid for interest		-		-
Cash paid for taxes		-		-
Stock issued in settlement of accounts payable and debt		-		290,500
The accompanying notes are an integral part of these financial statements.

8

INTREORG SYSTEMS, INC.

Notes to the Financial Statements June 30, 2017

(Unaudited)

NOTE 1. ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES.

Organization

INTREorg Systems, Inc. (the “Company”) was incorporated under the laws of the State of Texas on November 3, 2003. The Company was organized for the purpose of providing internet consulting and "back office" services to companies. The Company's fiscal year end is December 31st.

Reclassifications

Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation.

Going Concern

The Company's financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company's current liabilities exceed the current assets by $3,087,713 at June 30, 2017. During the three-month period ended June 30, 2017, the Company generated no revenues. At June 30, 2017 the Company had an accumulated deficit of $6,366,150.

The Company's ability to continue as a going concern is dependent upon its ability to generate additional revenues or raise the necessary capital to further implement its business plan and ultimately achieve profitable operations. There can be no assurance that the Company will be successful in obtaining such financing, or that it will attain positive cash flow from operations. Accordingly, there is substantial doubt as to our ability to continue as a going concern. However, management believes that actions presently being taken provide the opportunity for the Company to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of these uncertainties.

Basis of Presentation

Interim Accounting

The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC") and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's annual report on Form 10-K for the year ended December 31, 2016 as filed with the SEC on September 25, 2018. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year ended December 31, 2016 as reported in Form 10-K have been omitted.

Summary of Significant Accounting Policies

Services revenues

The Company recognizes revenue when it is earned and when all of the following criteria are met: persuasive evidence of the arrangement exists; delivery has occurred or service has been provided and the Company has no remaining obligations; the fee is fixed or determinable; and collectability is probable. The Company had no revenue for the six-month period ended June 30, 2017.

9

INTREORG SYSTEMS, INC.

Notes to the Financial Statements June 30, 2017

(Unaudited)

NOTE 2. RELATED PARTY TRANSACTIONS.

Line of Credit

On June 19, 2011, the Company entered into a revolving line of credit with J.H. Brech, LLC (“Brech”); a related party, to provide access to fund our operations (the "Line of Credit")

As of June 30, 2017, and December 31, 2016, the Company owed Brech $322,809 and $314,826, respectively for amounts advanced to the Company for working capital expenses. The outstanding balance is past due and is classified as a current liability as of June 30, 2017 and December 31, 2016. As of the date of this Report, Brech, has not declared a default on the Line of Credit.

Accrued and unpaid interest on the Line of Credit at June 30, 2017 and December 31, 2016 totaled $76,572 and $63,939. Interest expense related to the Line of Credit was $12,489 and $18,337 for the periods ended June 30, 2017 and 2016, respectively.

Cicerone Consulting Agreement

As of June 30, 2017, and December 31, 2016, Cicerone Corporate Development, LLC ("Cicerone") is owed $29,946 for company reimbursable expenses, under the terms of the Company's 2011 consulting agreement with Cicerone, which was terminated in 2011.

Payable to the Chief Executive Officer and President

In addition, Mr. Dunckel is owed $202,332in unpaid consulting fees as of June, 30, 2017 and December 31, 2016, respectively. During the periods ending June 30, 2017 and 2016, the Company expensed $0and $42,000, respectively in consulting fees to Mr. Dunckel.

Licensing Agreement

On October 30, 2012, the Company entered in to an Intellectual Property License and Consulting Agreement with Public Issuer Stock Analytics, LLC (PISA) a Texas Limited Liability Corporation, whose managing member is a shareholder, granting the Company an exclusive license to develop and use the Licensed Technology and to fully exploit the Licensed Technology by selling products and/or services. Upon signing of the agreement, the company paid PISA 250,000 shares of restricted common stock and thereafter and until the second anniversary 20,000 shares monthly of restricted common stock monthly and 1% of the gross sales of products and/or services. Thereafter and until the third anniversary, 20,000 shares monthly of restricted common stock and 2% of Gross Sales of products and/or services. Following the third anniversary, 20,000 shares monthly of restricted common stock and 3% of Gross Sales. The Company expensed $31,465 and $74,917 for the periods ending June 30, 2016 and 2015, respectively, related to this agreement.

Payable to shareholder

As of June 30, 2017, and December 31, 2016, the Company has accrued $76,876 and $76,876, respectively, for accounting services from a shareholder, PT Platinum. This amount is included in accounts payable-related parties. During the six-month periods ended June 30, 2017 and 2016, there were no fees to PT Platinum.

Payable to former President and Chairman of the Board

As of June 30, 2017, and December 31, 2016, the Company has a payable of $86,000 to a former President and Chairman of the Board for consulting services rendered in prior years.

NOTE 3. NOTES PAYABLE

The Company’s notes payable totaling $521,000 bear interest at 6% to 10% per annum. Accrued and unpaid interest at June 30, 2017 and December 31, 2016 amounted to $444,115 and $401,784, respectively, and is included with accrued interest and other liabilities in the accompanying financial statements. All of the Company’s notes payable are past due and in default.

10

INTREORG SYSTEMS, INC.

Notes to the Financial Statements June 30, 2017

(Unaudited)

NOTE 4. COMMITMENTS AND CONTINGENCIES.

At June 30, 2017 and December 31, 2016, management estimates there is a potential liability of $453,290 related to the operations under the former management of the Company. The contingent amount is recorded as a contingent liability in the accompanying financial statements and relates primarily to compensation in years prior to 2009. Management is not aware of any pending or threatened litigation involving the Company as of June 30, 2017 or since, through the date of these financial statements.

NOTE 5. CAPITAL STOCK.

During the six-month period ended June 30, 2017, the Company authorized the issuance of 20,000 shares per month to Public Issuer Stock Analytics pursuant to the terms of the intellectual property license and consulting agreement the Company maintains with them. The grants are valued at the closing price of the Company’s common stock as of the grant date. During the three- and six-month period ended June 30, 2017 the Company recorded an expense of $31,465 and $18,345, respectively for the share grants.

2010 Stock Option and Award Incentive Plan

On June 29, 2010, the Company’s shareholders approved the adoption of the Company’s 2010 Stock Option and Award Incentive Plan (the “Plan”). The Plan, which provides for the grant of stock options to the Company’s directors, officers, employees, consultants, and advisors of the Company, is administered by a committee consisting of members of the Board of Directors (the "Stock Option Committee"), or in its absence, the Board of Directors. The Plan provides for a total of 2,000,000 shares of common stock to be reserved for issuance subject to options.

During the six months ended June 30, 2017, no stock options were granted.

Stock option expense of $24,946 and $44,003 was recorded during the three and six-month period ended June 30, 2017.

NOTE 6. SUBSEQUENT EVENTS

Board of Directors:

Mr. Lindholm was issued 170,000 shares of common stock on December 13, 2017 which converted $34,000 in accrued director fees and was also issued an additional 50,000 shares of common stock related to this Director Agreement. Mr. Redgie Green resigned on October 11, 2017 and a copy of his resignation letter is an exhibit hereto. On October 16, 2017 Mr. John Devlin Jr. was named Director and died on March 8, 2018. Mr. Devlin was issued 50,000 shares of common stock upon appointment to the Board. On March 13, 2018, Mr. Robert Flynn was appointed to the Board as Director, Secretary and Treasurer. Mr. Flynn was issued 50,000 shares of common stock upon appointment to the Board. A copy of the Director Agreements attached hereto as an exhibit.

Management:

On March 13, 2018, Mr. Robert Flynn was named Vice President / General Counsel. Messrs. Lindholm and Flynn entered into management consulting agreements for one year. 377,247 shares were issued to Messrs. Lindholm and Flynn on April 3, 2018 related to these agreements.

Public Stock Issuer Analytics, Inc. (“PISA”):

On March 1, 2017, PISA License Agreement was extended to September 30, 2017. On November 11, 2017, the PISA Intellectual Property License Agreement was extended ten years from September 30, 2017 through September 30, 2027. Pursuant to the terms of the intellectual property license, the Company issued 586,545 shares through September 15, 2018 to Public Issuer Stock Analytics.

J.H. Brech Revolving 8% Credit Note:

The balance on the line of credit as of September 4, 2018 was $215,796.

11

INTREORG SYSTEMS, INC.

Notes to the Financial Statements June 30, 2017

(Unaudited)

NOTE 6 SUBSEQUENT EVENTS (CONTINUED)

Other:

On October 15, 2017, management sold its Radiant Oil and Gas, Inc. common shares in a private sale for $9,000.

On June 27, 2018, the Company named Mr. Richard M. Nummi, Director and Chairman of the Executive Compensation Committee.

Subject to vesting requirements, the Company granted 50,000 shares of common stock to Mr. Nummi on the date of this agreement.

On September 12, 2018, the Company issued 1,185,000 shares of common stock for $237,000.

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ITEM 2. DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition. The discussion should be read along with our unaudited financial statements for the three and six months ended June 30, 2017 and 2016 and notes thereto contained elsewhere in this Report, and our annual report on Form 10-K for the year ended December 31, 2016 including the financial statements and notes thereto. The following discussion and analysis contain forward-looking statements, which involve risks and uncertainties. Our actual results may differ significantly from the results, expectations and plans discussed in these forward-looking statements. See “Cautionary Note Concerning Forward-Looking Statements.”

Overview

We were organized for the purpose of providing consulting and "back office" services to other companies. Our business plan is to become an integrated provider of Software as a Service (SaaS) applications, Stock Transfer Analytics (“STA”) software application and consulting. Our target market is publicly-traded, emerging growth companies. Our business plan is to engage customers using our proprietary STA software to help customers with compliance, fund raising and investor relations. We believe this will lead to additional opportunities to provide consulting services and/or SaaS for these companies.

Since inception we have been evaluating different models to carry out our business plan and develop the services and software we seek to offer to our customers. We have conducted years of test marketing of various software reporting and compliance tools. Over the years, between the trials of a new business and the slowing economy, we experienced managerial and employee turnover and have not always been able to afford to carry out our plans. However, we continue to maintain our SEC reporting and work on finding products and services that meets our criteria. We believe we have finally established the right business model, products and services, and management group to begin to implement our business plan.

We have been exploring providing consulting services for publicly traded companies focusing on data and information regarding their shareholder base and trading activities. There have been preliminary meetings with possible vendors, clients and data providers, but no formal or definitive agreements (other than those described herein) have been entered as of the date of this filing. Since January 1, 2011, we have been focused on obtaining the licensing for software from PISA (as further described below), which is crucial for providing the consulting services we intend to offer and for researching the viability of pricing structures within the industry.

In October 2012, we executed an Intellectual Property License and Consulting Agreement (the “PISA Agreement”) with Public Issuer Stock Analytics, LLC (“PISA”) that provides us the exclusive right to market and sell services associated with certain proprietary intellectual property owned by PISA. PISA further agreed to act as a consultant to us, providing the actual services associated with the certain proprietary intellectual property. The term of the PISA Agreement is for three years. Under the PISA Agreement, PISA is entitled to the following compensation: 250,000 shares of Common Stock when the PISA Agreement was executed; 20,000 shares per month based on the closing price of our Common Stock on the last business day of each respective month (the "Share Royalty"); and 1%, 2% or 3% of gross sales, due on a quarterly basis, up and until the second anniversary, third anniversary or termination of the agreement, respectively (the "Gross Sales Royalty"). If no gross sales exist for a given period, PISA's only compensation for such period shall be the Share Royalty. The Gross Sales Royalty may be paid in cash or restricted shares of Common Stock; if paid in Common Stock, such stock shall be issued based on the market close on the last business day of each month in each quarter as such market close is found in Bloomberg.

In June 2015, we executed an agreement to provide STA services to Radiant Oil and Gas (“Radiant”) for a period of three months. One of our major shareholders and major creditor also provided a $750,000 line of credit to Radiant. Radiant is considered a related party.

Our ability to fully implement our business plan is dependent both on implementing the licensing agreement with the related party as well as raising sufficient capital to fund the further development of our company. Going forward, we expect that our efforts will be focused on parallel courses to achieve both of these goals. While we have raised funds in private offerings, there are no assurances, however, that we will be able to raise all of the necessary capital and without access to funding we will be unable to pursue other aspects of our business development.

Going Concern

We have incurred accumulated losses of $6,366,150 as of June 30, 2017. The report of our independent registered public accounting firm on our financial statements for the year ended December 31, 2016 contained an explanatory paragraph regarding our ability to continue as a going concern based upon our operating losses and need to raise additional capital. These factors, among others, raise substantial doubt about our ability to continue as a going concern. Our financial statements do not include any adjustments that might result from the outcome of this uncertainty. There are no assurances we will be successful in our efforts to increase our revenues and report profitable operations or to continue as a going concern, in which event investors would lose their entire investment in our company.

13

As of June 30, 2017, and December 31, 2016, the Company owed JH Brech, LLC (“Brech”), a related party, $322,809 and $314,826, respectively for amounts advanced to the Company for working capital expenses. The maturity date on the Line of Credit was June 19. 2014. The balance is past due and is classified as a current liability as of June 30, 2017 and December 31, 2016. As of the date of this Report, Brech has not declared a default on the Line of Credit and has continued to advance us money under the line of credit from time to me. The Company’s notes payable totaling $521,000 are past due and in default and we do not have sufficient funds to repay these obligations. As a result of the default, the note holders could enforce their rights under these notes at any time.

Results of Operations

During the three and six months ended June 30, 2017, we recognized no revenues from operational activities.

During the fiscal quarter ended June 30, 2017, we recognized software licensing fees-related party of $31,465 as compared to $35,117 during the same quarter in 2016. The decrease of $3,652 or 10% was attributable to the decrease in fair value of our stock issuances to PISA for software licensing fees. PISA receives 20,000 shares per month under the terms of our agreement. General and administrative expenses were $49,562 compared to $190,018 during the same quarter in 2016. The decrease of $140,456 or 74% was primarily the result of a decrease in investor relations, legal and salaries expenses.

We expect that expenses will increase during 2017 as we begin to further implement our business plan, although we are unable at this time to quantify the actual amount of this anticipated increase as it will be based upon our varying level of operations.

Interest expenses- related party decreased $5,848 or 32% due to lower borrowings under our line of credit with Brech.

During the three months ended June 30, 2017, we recognized a net loss of $68,461 compared to $121,128 for the same quarter in 2016. The decrease of $52,667 was attributable to lower expenses described above.

Liquidity and Capital Resources

Six Months Ended June 30, 2017 and 2016

The following table sets forth a summary of our cash flows for the periods indicated:

		For the Six Months Ended June 30
		2017		2016
Net cash used in operating activities	$	(7,981)	$	(6,418)
Net cash (used in) investing activities		-		-
Net cash provided by financing activities	$	7,983	$	6,487

Liquidity is the ability of a company to generate sufficient cash to satisfy its needs for cash. At June 30, 2017, we had a working capital deficit of $6,366,150 as compared to a working capital deficit of $6,251,640 at December 31, 2016. Historically we have relied upon debt funding and advances and loans from related parties to fund our cash needs. Our current liabilities increased $39,044 at June 30, 2017 from December 31, 2016 primarily related to net increases in accounts payable, accounts payable- related parties, accrued interest and other liabilities and additional advances under our revolving line of credit.. Expenses were paid in common stock or were included in accounts payable which increased $1,557, accounts payable- related parties which increased $12,489 or accrued interest and other liabilities which increased $17,015. At June 30, 2017, we owe a total of $322,809 under the working capital line of credit.

Our balance sheet at June 30, 2017 and December 31, 2016, includes $453,290 of accrued contingencies. This amount represents an estimate of certain operating liabilities which may have been incurred by prior management that we are unable to confirm.

At June 30, 2017, we have $521,000 principal amount and $444,115 of accrued interest due under the terms of various promissory notes to third parties. These notes, which are unsecured, are all in default and we do not have sufficient funds to repay these obligations. As a result of the default, the note holders could enforce their rights under these notes at any time.

14

Net cash used in operating activities for the six-month period ending June 30, 2017 was $7,981 as compared to net cash used in operating activities of $6,418 for the six-month period ending June 30, 2016. We did not generate or use any cash from investing activities during the six months ended June 30, 2017 and 2016. Cash flows provided by financing activities included an increase of $7,986 and $6,487 from a line of credit to a related party during the six months ended June 30, 2017 and 2016, respectively.

We have not generated any cash flows from revenues and we are dependent upon advances from a related party to fund our ongoing general and administrative expenses and satisfy our obligations. We need to initially raise $500,000 to fund the initial launch of our business plan, in addition to funds necessary to satisfy our current obligations. In March 2011, we raised $100,000 in a private placement of our securities and we continue to seek the additional necessary capital. We do not, however, have any agreements or understanding with any third party to provide this financing. Until we can raise the necessary funds, we will be unable to further implement our business plan. Given the development stage nature of our company and the thinly traded nature of the public market for our common stock, there are no assurances we will be able to raise the necessary capital. If we are unable to raise capital as necessary, our ability to continue as a going concern is in jeopardy and investors could lose their entire investment in our company.

Critical Accounting Policies

The discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

A summary of significant accounting policies is included in Note 1 to the financial statements included in this Report. Management believes that the application of these policies on a consistent basis enables us to provide useful and reliable financial information about our operating results and financial condition.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

Not applicable.

ITEM 4. CONTROLS AND PROCEDURES

The Company failed to timely file its periodic reports, which demonstrates that its Disclosure Controls and Procedures have been inadequate. However, the Company has been working diligently to file all outstanding reports..

Evaluation of Disclosure Controls and Procedures

Going forward from this filing, once cash flows from operations improve to a level where it is able to implement remediation plans, the Company intends to re-establish and maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that are designed to be effective in providing reasonable assurance that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission (the “SEC”), and that such information is accumulated and communicated to our management to allow timely decisions regarding required disclosure.

In designing and evaluating disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute assurance of achieving the desired objectives. Also, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. The design of any system of controls is based, in part, upon certain assumptions about the likelihood of future events and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

15

We carried out an evaluation, under the supervision and with the participation of management, including our chief executive officer and principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this Report. Based upon that evaluation, management concluded that our disclosure controls and procedures were not effective as of June 30, 2017, to cause the information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods prescribed by SEC, and that such information is accumulated and communicated to management, including our chief executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There have not been any changes in our internal control over financial reporting during the three month period ended June 30, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Because of its inherent limitations, a system of internal control over financial reporting can provide only reasonable assurance and may not prevent or detect misstatements. Further, because of changes in conditions, effectiveness of internal controls over financial reporting may vary over time. Our system contains self-monitoring mechanisms, and actions are taken to correct deficiencies as they are identified.

16

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. We are currently not aware of any legal proceedings or claims that would require disclosure under Item 103 of Regulation S-K. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business.

ITEM 1A. RISK FACTORS

Not applicable.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Information on any and all equity securities we have sold during the period covered by this Report that were not registered under the Securities Act of 1933, as amended is set forth below:

During the six months ended June 30, 2017, the Company authorized the issuance of 120,000 shares valued at $31,465 to Public Issuer Stock Analytics pursuant to the terms of the intellectual property license and consulting agreement the Company maintains with them.

All of the transactions listed above were made pursuant to the exemption from the registration provisions of the Securities Act of 1933, as amended, provided by Section 4(a)(2) of the Securities Act or Rule 506(b) of Regulation D promulgated thereunder, for sales not involving a public offering. The securities issued have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None

17

ITEM 6. EXHIBITS

The following is a complete list of exhibits filed as part of this Form 10-Q. Exhibit numbers correspond to the numbers in the Exhibit Table of Item 601 of Regulation S-K.

3.1	Articles of Incorporation (Incorporated by reference to the registration statement on Form 10, SEC File No. 000-53262, as amended)
3.2	Articles of Amendment to our Articles of Incorporation (Incorporated by reference to the registration statement on Form 10, SEC File No. 000-53262, as amended).
3.3	Bylaws (Incorporated by reference to the registration statement on Form 10, SEC File No. 000-53262, as amended)
10.1	Form of Agreement with Central Coast Technology Associates (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8K filed on June 18,2013)
10.2	Form of Option Agreement for Central Coast Technology (Incorporated by reference to Exhibit 10.2 to the Current Report on Form 8K filed on June 18,2013)
10.3	Consulting Agreement with Darren Dunckel (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8K filed on January 14,2014)
10.4	Form of First Letter of Addendum and First Amendment to $500,000 8% Revolving Credit Note by and between the Company and J.H. Brech, LLC (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8K filed on August 28,2014)
31.1	Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Filed herewith)
31.2	Certification of the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Filed herewith)
32.1	Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Filed herewith)
32.2	Certification of the Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Filed herewith)
101	Interactive Data Files (Filed herewith)
101.INS	XBRL INSTANCE DOCUMENT
101.SCH	XBRL TAXONOMY EXTENSION SCHEMA
101.CAL	XBRL TAXONOMY EXTENSION CALCULATION LINKBASE
101.DEF	XBRL TAXONOMY EXTENSION DEFINITION LINKBASE
101.LAB	XBRL TAXONOMY EXTENSION LABEL LINKBASE
101.PRE	XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE

SIGNATURES

Pursuant to the requirements of Section 12 of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

INTREorg Systems, Inc.

Dated: September 28, 2018

By: /s/Thomas E. Lindholm

Thomas E. Lindholm

President and CEO

18

EX-31.1

EXHIBIT 31.1

SECTION 302 CERTIFICATION OF PERIODIC REPORT

I, Thomas E. Lindholm, certify that:

1. I have reviewed this quarterly report on Form 10-Q of INTREorg Systems, 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. As the registrant's sole certifying officer, 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)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us 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 our 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 our 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 4th 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. 

5. As the registrant's certifying officer, I have disclosed, based on our 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. 

INTREorg Systems, Inc.

Dated: September 28, 2018

By: /s/Thomas E. Lindholm

Thomas E. Lindholm

Interim President and CEO

EX-31.2

EXHIBIT 31.2

SECTION 302 CERTIFICATION OF PERIODIC REPORT

I, Thomas E. Lindholm, certify that:

1. I have reviewed this quarterly report on Form 10-Q of INTREorg Systems, 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. As the registrant's sole certifying officer, 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)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us 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 our 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 our 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 4th 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. 

5. As the registrant's certifying officer, I have disclosed, based on our 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. 

INTREorg Systems, Inc.

Dated: September 28, 2018

By: /s/Thomas E. Lindholm

Thomas E. Lindholm

Interim President and CEO

EX-32.1

EXHIBIT 32.1

CERTIFICATION OF DISCLOSURE PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of INTREorg Systems, Inc. (the "Company") on Form 10-Q for the period ending June 30, 2017 as filed with the Securities and Exchange Commission on the date hereof (the "Report") I, Thomas E. Lindholm, President and CEO of the Company, certify, pursuant to 18 USC section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge and belief:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. 

INTREorg Systems, Inc.

Dated: September 28, 2018

By: /s/Thomas E. Lindholm

Thomas E. Lindholm

Interim President and CEO

This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

EX-32.2

EXHIBIT 32.2

CERTIFICATION OF DISCLOSURE PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of INTREorg Systems, Inc. (the "Company") on Form 10-Q for the period ending June 30, 2017 as filed with the Securities and Exchange Commission on the date hereof (the "Report") I, Thomas E. Lindholm, Principal Financial Officer of the Company, certify, pursuant to 18 USC section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge and belief:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. 

INTREorg Systems, Inc.

Dated: September 28, 2018

By: /s/Thomas E. Lindholm

Thomas E. Lindholm

Interim President and CEO

This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

XML

Document and Entity Information - $ / shares		6 Months Ended
	Sep. 15, 2018	Jun. 30, 2017
Details
Registrant Name		INTREorg SYSTEMS INC.
Registrant CIK		0001295560
SEC Form		10-Q
Period End date		Jun. 30, 2017
Fiscal Year End		--12-31
Trading Symbol		iorg
Tax Identification Number (TIN)		450526215
Number of common stock shares outstanding	19,132,165
Filer Category		Smaller Reporting Company
Current with reporting		No
Voluntary filer		No
Well-known Seasoned Issuer		No
Emerging Growth Company		true
Ex Transition Period		false
Amendment Flag		false
Document Fiscal Year Focus		2017
Document Fiscal Period Focus		Q2
Entity Incorporation, State Country Name		Texas
Entity Address, Address Line One		2600 E. Southlake Blvd
Entity Address, Address Line Two		Suite 120-366
Entity Address, City or Town		Southlake
Entity Address, State or Province		TX
Entity Address, Postal Zip Code		76092
City Area Code		713
Local Phone Number		316-0061
Phone Fax Number Description		Issuer's telephone number
Entity Listing, Par Value Per Share	$ 0

XML

Balance Sheets (Unaudited) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Current Assets:
Cash	$ 2	$ 0
Investment in common stock	9,000	9,000
TOTAL ASSETS	9,002	9,000
Current Liabilities:
Accounts payable	515,574	514,017
Accounts payable - related parties	523,142	510,653
Accrued interest and other liabilities	760,900	743,885
Accrued contingencies	453,290	453,290
Notes Payable	521,000	521,000
Revolving line of credit - related party	322,809	314,826
Total Current Liabilities	3,096,715	3,057,671
Stockholders' Deficit
Preferred Stock, Value	0	0
Common Stock, Value	2,880,310	2,848,845
Additional paid in capital	398,127	354,124
Accumulated other comprehensive income	0	0
Accumulated deficit	(6,366,150)	(6,251,640)
Total stockholders' deficit	(3,087,713)	(3,048,671)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 9,002	$ 9,000

XML

Balance Sheets (Unaudited) - Parenthetical - $ / shares	Jun. 30, 2017	Dec. 31, 2016
Details
Preferred Stock, Par or Stated Value Per Share	$ 0	$ 0
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par or Stated Value Per Share	$ 0	$ 0
Common Stock, Shares Authorized	100,000,000	100,000,000
Common Stock, Shares, Issued	16,390,872	16,114,260
Common Stock, Shares, Outstanding	16,390,872	16,114,260

XML

Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Details
Services revenues	$ 0	$ 0	$ 0	$ 0
Services revenues- related parties	0	0	0
Total revenues	0	0	0	0
General and administrative expenses	51,628	104,157	81,027	190,018
Interest expense	10,555	10,555	20,994	20,994
Interest expense- related party	6,278	6,416	12,489	18,337
Total operating expenses	68,461	121,128	114,510	229,349
Loss on settlement of accounts payable	0	0	0	0
Net loss	$ (68,461)	$ (121,128)	$ (114,510)	$ (229,349)
Net loss per share of common stock	$ (0.00)	$ (0.01)	$ (0.01)	$ (0.01)
Weighted average number of common shares outstanding	16,174,260	15,978,518	16,144,426	15,612,774

XML

Statements of Comprehensive Loss - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Details
Net Loss	$ (68,461)	$ (121,128)	$ (114,510)	$ (229,349)
Other comprehensive income (loss)
Unrealized gain on marketable securities classified as available for sale	0	0	0	0
Unrealized loss on marketable securities- related party classified as available for sale	0	(1,435)	0	(1,435)
Total other comprehensive loss	0	(1,435)	0	(1,435)
Total comprehensive loss	$ (68,461)	$ (122,563)	$ (114,510)	$ (230,784)

XML

Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Cash Flows from Operating Activities
Net Loss	$ (114,510)	$ (229,349)
Adjustments to reconcile net loss to net cash used by operating activities:
Common stock and options issued for services	44,003	77,058
Stock compensation	31,465	27,118
Changes in operating assets and liabilities:
Increase in accounts receivable	0	0
Increase in accounts payable	1,557	(3,509)
Increase in accounts payable related parties	12,489	77,265
Increase in accrued liabilities and other	17,015	44,999
Net Cash Flows Used by Operating Activities	(7,981)	(6,418)
Net Cash Flows Provided (Used) by Investing Activities	0	0
Cash Flows from Financing Activities
Increase in related party revolving line of credit	7,983	6,487
Net Cash Flows Provided by Financing Activities	7,983	6,487
Net Change in Cash	0	69
Cash and Cash Equivalents, at Carrying Value, Beginning Balance	0	0
Cash and Cash Equivalents, at Carrying Value, Ending Balance	2	69
Supplemental Disclosure of Cash Flow Information
Cash paid for interest	0	0
Cash paid for taxes	0	0
Stock issued in settlement of accounts payable and debt	$ 0	$ 290,500

XML

NOTE 1. ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2017

Notes

NOTE 1. ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 1. ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES.

Organization

INTREorg Systems, Inc. (the “Company”) was incorporated under the laws of the State of Texas on November 3, 2003. The Company was organized for the purpose of providing internet consulting and "back office" services to companies. The Company's fiscal year end is December 31st.

Reclassifications

Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation.

Going Concern

The Company's financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company's current liabilities exceed the current assets by $3,087,713 at June 30, 2017. During the three-month period ended June 30, 2017, the Company generated no revenues. At June 30, 2017 the Company had an accumulated deficit of $6,366,150.

The Company's ability to continue as a going concern is dependent upon its ability to generate additional revenues or raise the necessary capital to further implement its business plan and ultimately achieve profitable operations. There can be no assurance that the Company will be successful in obtaining such financing, or that it will attain positive cash flow from operations. Accordingly, there is substantial doubt as to our ability to continue as a going concern. However, management believes that actions presently being taken provide the opportunity for the Company to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of these uncertainties.

Basis of Presentation

Interim Accounting

The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC") and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's annual report on Form 10-K for the year ended December 31, 2016 as filed with the SEC on September 25, 2018. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year ended December 31, 2016 as reported in Form 10-K have been omitted.

Summary of Significant Accounting Policies

Services revenues

The Company recognizes revenue when it is earned and when all of the following criteria are met: persuasive evidence of the arrangement exists; delivery has occurred or service has been provided and the Company has no remaining obligations; the fee is fixed or determinable; and collectability is probable. The Company had no revenue for the six-month period ended June 30, 2017.

XML

NOTE 2. RELATED PARTY TRANSACTIONS

6 Months Ended

Jun. 30, 2017

Notes

NOTE 2. RELATED PARTY TRANSACTIONS

NOTE 2. RELATED PARTY TRANSACTIONS.

Line of Credit

On June 19, 2011, the Company entered into a revolving line of credit with J.H. Brech, LLC (“Brech”); a related party, to provide access to fund our operations (the "Line of Credit")

As of June 30, 2017, and December 31, 2016, the Company owed Brech $322,809 and $314,826, respectively for amounts advanced to the Company for working capital expenses. The outstanding balance is past due and is classified as a current liability as of June 30, 2017 and December 31, 2016. As of the date of this Report, Brech, has not declared a default on the Line of Credit.

Accrued and unpaid interest on the Line of Credit at June 30, 2017 and December 31, 2016 totaled $76,572 and $63,939. Interest expense related to the Line of Credit was $12,489 and $18,337 for the periods ended June 30, 2017 and 2016, respectively.

Cicerone Consulting Agreement

As of June 30, 2017, and December 31, 2016, Cicerone Corporate Development, LLC ("Cicerone") is owed $29,946 for company reimbursable expenses, under the terms of the Company's 2011 consulting agreement with Cicerone, which was terminated in 2011.

Payable to the Chief Executive Officer and President

In addition, Mr. Dunckel is owed $202,332in unpaid consulting fees as of June, 30, 2017 and December 31, 2016, respectively. During the periods ending June 30, 2017 and 2016, the Company expensed $0 and $42,000, respectively in consulting fees to Mr. Dunckel.

Licensing Agreement

On October 30, 2012, the Company entered in to an Intellectual Property License and Consulting Agreement with Public Issuer Stock Analytics, LLC (PISA) a Texas Limited Liability Corporation, whose managing member is a shareholder, granting the Company an exclusive license to develop and use the Licensed Technology and to fully exploit the Licensed Technology by selling products and/or services. Upon signing of the agreement, the company paid PISA 250,000 shares of restricted common stock and thereafter and until the second anniversary 20,000 shares monthly of restricted common stock monthly and 1% of the gross sales of products and/or services. Thereafter and until the third anniversary, 20,000 shares monthly of restricted common stock and 2% of Gross Sales of products and/or services. Following the third anniversary, 20,000 shares monthly of restricted common stock and 3% of Gross Sales. The Company expensed $31,465 and $74,917 for the periods ending June 30, 2016 and 2015, respectively, related to this agreement.

Payable to shareholder

As of June 30, 2017, and December 31, 2016, the Company has accrued $76,876 and $76,876, respectively, for accounting services from a shareholder, PT Platinum. This amount is included in accounts payable-related parties. During the six-month periods ended June 30, 2017 and 2016, there were no fees to PT Platinum.

Payable to former President and Chairman of the Board

As of June 30, 2017, and December 31, 2016, the Company has a payable of $86,000 to a former President and Chairman of the Board for consulting services rendered in prior years.

XML

NOTE 3. NOTES PAYABLE

6 Months Ended

Jun. 30, 2017

Notes

NOTE 3. NOTES PAYABLE

NOTE 3. NOTES PAYABLE

The Company’s notes payable totaling $521,000 bear interest at 6% to 10% per annum. Accrued and unpaid interest at June 30, 2017 and December 31, 2016 amounted to $444,115 and $401,784, respectively, and is included with accrued interest and other liabilities in the accompanying financial statements. All of the Company’s notes payable are past due and in default.

XML

NOTE 4. COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2017

Notes

NOTE 4. COMMITMENTS AND CONTINGENCIES

NOTE 4. COMMITMENTS AND CONTINGENCIES.

At June 30, 2017 and December 31, 2016, management estimates there is a potential liability of $453,290 related to the operations under the former management of the Company. The contingent amount is recorded as a contingent liability in the accompanying financial statements and relates primarily to compensation in years prior to 2009. Management is not aware of any pending or threatened litigation involving the Company as of June 30, 2017 or since, through the date of these financial statements.

XML

NOTE 5. CAPITAL STOCK

6 Months Ended

Jun. 30, 2017

Notes

NOTE 5. CAPITAL STOCK

NOTE 5. CAPITAL STOCK.

During the six-month period ended June 30, 2017, the Company authorized the issuance of 20,000 shares per month to Public Issuer Stock Analytics pursuant to the terms of the intellectual property license and consulting agreement the Company maintains with them. The grants are valued at the closing price of the Company’s common stock as of the grant date. During the three- and six-month period ended June 30, 2017 the Company recorded an expense of $31,465 and $18,345, respectively for the share grants.

2010 Stock Option and Award Incentive Plan

On June 29, 2010, the Company’s shareholders approved the adoption of the Company’s 2010 Stock Option and Award Incentive Plan (the “Plan”). The Plan, which provides for the grant of stock options to the Company’s directors, officers, employees, consultants, and advisors of the Company, is administered by a committee consisting of members of the Board of Directors (the "Stock Option Committee"), or in its absence, the Board of Directors. The Plan provides for a total of 2,000,000 shares of common stock to be reserved for issuance subject to options.

During the six months ended June 30, 2017, no stock options were granted.

Stock option expense of $24,946 and $44,003 was recorded during the three and six-month period ended June 30, 2017.

XML

NOTE 6. SUBSEQUENT EVENTS

6 Months Ended

Jun. 30, 2017

Notes

NOTE 6. SUBSEQUENT EVENTS

NOTE 6. SUBSEQUENT EVENTS

Board of Directors:

Mr. Lindholm was issued 170,000 shares of common stock on December 13, 2017 which converted $34,000 in accrued director fees and was also issued an additional 50,000 shares of common stock related to this Director Agreement. Mr. Redgie Green resigned on October 11, 2017 and a copy of his resignation letter is an exhibit hereto. On October 16, 2017 Mr. John Devlin Jr. was named Director and died on March 8, 2018. Mr. Devlin was issued 50,000 shares of common stock upon appointment to the Board. On March 13, 2018, Mr. Robert Flynn was appointed to the Board as Director, Secretary and Treasurer. Mr. Flynn was issued 50,000 shares of common stock upon appointment to the Board. A copy of the Director Agreements attached hereto as an exhibit.

Management:

On March 13, 2018, Mr. Robert Flynn was named Vice President / General Counsel. Messrs. Lindholm and Flynn entered into management consulting agreements for one year. 377,247 shares were issued to Messrs. Lindholm and Flynn on April 3, 2018 related to these agreements.

Public Stock Issuer Analytics, Inc. (“PISA”):

On March 1, 2017, PISA License Agreement was extended to September 30, 2017. On November 11, 2017, the PISA Intellectual Property License Agreement was extended ten years from September 30, 2017 through September 30, 2027. Pursuant to the terms of the intellectual property license, the Company issued 586,545 shares through September 15, 2018 to Public Issuer Stock Analytics.

J.H. Brech Revolving 8% Credit Note:

The balance on the line of credit as of September 4, 2018 was $215,796.

Other:

On October 15, 2017, management sold its Radiant Oil and Gas, Inc. common shares in a private sale for $9,000.

On June 27, 2018, the Company named Mr. Richard M. Nummi, Director and Chairman of the Executive Compensation Committee.

Subject to vesting requirements, the Company granted 50,000 shares of common stock to Mr. Nummi on the date of this agreement.

On September 12, 2018, the Company issued 1,185,000 shares of common stock for $237,000.

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NOTE 1. ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Organization (Policies)

6 Months Ended

Jun. 30, 2017

Policies

Organization

Organization

INTREorg Systems, Inc. (the “Company”) was incorporated under the laws of the State of Texas on November 3, 2003. The Company was organized for the purpose of providing internet consulting and "back office" services to companies. The Company's fiscal year end is December 31st.

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NOTE 1. ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Reclassifications (Policies)

6 Months Ended

Jun. 30, 2017

Policies

Reclassifications

Reclassifications

Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation.

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NOTE 1. ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Going Concern (Policies)

6 Months Ended

Jun. 30, 2017

Policies

Going Concern

Going Concern

The Company's financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company's current liabilities exceed the current assets by $3,087,713 at June 30, 2017. During the three-month period ended June 30, 2017, the Company generated no revenues. At June 30, 2017 the Company had an accumulated deficit of $6,366,150.

The Company's ability to continue as a going concern is dependent upon its ability to generate additional revenues or raise the necessary capital to further implement its business plan and ultimately achieve profitable operations. There can be no assurance that the Company will be successful in obtaining such financing, or that it will attain positive cash flow from operations. Accordingly, there is substantial doubt as to our ability to continue as a going concern. However, management believes that actions presently being taken provide the opportunity for the Company to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of these uncertainties.

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NOTE 1. ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Interim Accounting (Policies)

6 Months Ended

Jun. 30, 2017

Policies

Interim Accounting

Interim Accounting

The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC") and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's annual report on Form 10-K for the year ended December 31, 2016 as filed with the SEC on September 25, 2018. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year ended December 31, 2016 as reported in Form 10-K have been omitted.

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NOTE 1. ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Services revenues (Policies)

6 Months Ended

Jun. 30, 2017

Policies

Services revenues

Services revenues

The Company recognizes revenue when it is earned and when all of the following criteria are met: persuasive evidence of the arrangement exists; delivery has occurred or service has been provided and the Company has no remaining obligations; the fee is fixed or determinable; and collectability is probable. The Company had no revenue for the six-month period ended June 30, 2017.

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NOTE 1. ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Organization (Details)	6 Months Ended
	Jun. 30, 2017
Details
Entity Incorporation, State Country Name	Texas
Entity Incorporation, Date of Incorporation	Nov. 03, 2003

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NOTE 1. ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Going Concern (Details) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Details
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	$ (3,087,713)
Accumulated deficit	$ (6,366,150)	$ (6,251,640)

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NOTE 2. RELATED PARTY TRANSACTIONS: Line of Credit (Details) - J.H. Brech, LLC - USD ($)	6 Months Ended
	Jun. 30, 2017	Dec. 31, 2016
Line of Credit Facility, Initiation Date	Jun. 19, 2011
Line of Credit Facility, Description	Company entered into a revolving line of credit with J.H. Brech, LLC (“Brech”); a related party
Line of Credit Facility, Fair Value of Amount Outstanding	$ 322,809	$ 314,826
Accrued interest and other liabilities	$ 76,572	$ 63,939

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NOTE 2. RELATED PARTY TRANSACTIONS: Cicerone Consulting Agreement (Details)	Jun. 30, 2017 USD ($)
Cicerone Corporate Development, LLC ('Cicerone')
Accounts payable - related parties	$ 29,946

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NOTE 2. RELATED PARTY TRANSACTIONS: Payable to the Chief Executive Officer and President (Details) - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Chief Executive Officer and President
Related Party Costs	$ 0	$ 42,000

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NOTE 2. RELATED PARTY TRANSACTIONS: Licensing Agreement (Details) - Public Issuer Stock Analytics, LLC (PISA) - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Related Party Transaction, Date	Oct. 30, 2012
Related Party Transaction, Description of Transaction	Company entered in to an Intellectual Property License and Consulting Agreement with Public Issuer Stock Analytics, LLC (PISA)
Related Party Transaction, Expenses from Transactions with Related Party	$ 31,465	$ 74,917

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NOTE 2. RELATED PARTY TRANSACTIONS: Payable to shareholder (Details) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
PT Platinum
Accounts payable - related parties	$ 76,876	$ 76,876

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NOTE 2. RELATED PARTY TRANSACTIONS: Payable to former President and Chairman of the Board (Details)	Jun. 30, 2017 USD ($)
Former President and Chairman of the Board
Accounts payable - related parties	$ 86,000

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NOTE 3. NOTES PAYABLE (Details) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Details
Notes Payable	$ 521,000	$ 521,000

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NOTE 5. CAPITAL STOCK: Capital Stock (Details) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2017
Details
Stock Granted, Value, Share-based Compensation, Net of Forfeitures	$ 31,465	$ 18,345

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NOTE 5. CAPITAL STOCK: 2010 Stock Option and Award Incentive Plan (Details) - Stock Option and Award Transaction 1	6 Months Ended
	Jun. 30, 2017
Sale of Stock, Transaction Date	Jun. 29, 2010
Sale of Stock, Description of Transaction	Company’s shareholders approved the adoption of the Company’s 2010 Stock Option and Award Incentive Plan

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NOTE 6. SUBSEQUENT EVENTS (Details)	6 Months Ended
	Jun. 30, 2017 USD ($) shares
Event 1
Subsequent Event, Description	Mr. Lindholm was issued 170,000 shares of common stock on December 13, 2017 which converted $34,000 in accrued director fees and was also issued an additional 50,000 shares of common stock related to this Director Agreement
Subsequent Event, Date	Dec. 13, 2017
Event 2
Subsequent Event, Description	Mr. Robert Flynn was named Vice President / General Counsel
Subsequent Event, Date	Mar. 13, 2018
Stock Issued During Period, Shares, New Issues	377,247
Event 3
Subsequent Event, Description	PISA License Agreement was extended to September 30, 2017
Subsequent Event, Date	Mar. 01, 2017
Stock Issued During Period, Shares, New Issues	586,545
Event 4
Subsequent Event, Description	balance on the line of credit
Subsequent Event, Date	Sep. 04, 2018
Balance due on line of credit | $	$ 215,796
Event 5
Subsequent Event, Description	management sold its Radiant Oil and Gas, Inc. common shares in a private sale
Subsequent Event, Date	Oct. 15, 2017
Stock Issued During Period, Value, New Issues | $	$ 9,000
Event 6
Subsequent Event, Description	Company named Mr. Richard M. Nummi, Director and Chairman of the Executive Compensation Committee
Subsequent Event, Date	Jun. 27, 2018
Stock Issued During Period, Shares, New Issues	50,000
Event 7
Subsequent Event, Description	Company issued 1,185,000 shares of common stock for $237,000
Subsequent Event, Date	Sep. 12, 2018
Stock Issued During Period, Shares, New Issues	1,185,000
Stock Issued During Period, Value, New Issues | $	$ 237,000