LIABILITIES & NOTES PAYABLE	12 Months Ended
May 31, 2012
LIABILITIES & NOTES PAYABLE
LIABILITIES & NOTES PAYABLE	NOTE 7 - LIABILITIES & NOTES PAYABLE On February 29, 2012, Company entered into a Promissory Note with R. Thomas Kidd, our then Chief Executive Officer of the Company, and Infinite Funding, Inc. ("IFI"). This Note replaces four promissory notes issued by IFI to the Company as more fully described below. Effective March 3, 2011, we obtained an unsecured loan in the amount of $75,000 from Infinite Funding, Inc. ("IFI") as evidenced by a Promissory Note from the Company to Infinite Funding, Inc. dated March 3, 2011 (the "IFI Note"). The Note was amended three times to extend the due date and was first amended on June 9, 2011, a second time on September 28, 2011, and a third amendment on December 9, 2011. Pursuant to the amendments, the Company agreed to pay extension fees of $30,000, thereby increasing the principle balance of this Note to $105,000. Effective June 10, 2011, we obtained an unsecured loan in the amount of $75,000 from Infinite Funding, Inc. ("IFI") as evidenced by a Promissory Note from the Company to Infinite Funding, Inc. dated June 10, 2011 (the "IFI Note"). The Note was amended two times to extend the due date and was first amended on September 28, 2011 and again on December 9, 2011. Pursuant to the amendments, the Company agreed to pay extension fees of $20,000, thereby increasing the principle balance of this Note to $95,000. Effective September 28, 2011, we obtained an unsecured loan in the amount of $40,000 from Infinite Funding, Inc. ("IFI") as evidenced by a Promissory Note from the Company to Infinite Funding, Inc. dated September 28, 2011 (the "IFI Note"). The Note was amended to extend the due date on December 9, 2011. Pursuant to this amendment, the Company agreed to pay an extension fee of $10,000, thereby increasing the principle balance of this Note to $50,000. Effective December 9, 2011, we obtained an unsecured loan in the amount of $100,000 from Infinite Funding, Inc. ("IFI") as evidenced by a Promissory Note from the Company to Infinite Funding, Inc. dated December 9, 2011 (the "IFI Note"). As a result of consolidating the aforementioned debt, the Company is now obligated under a single Promissory Note dated February 29, 2012 in the aggregate principle amount of $355,645 along with $2,689 in accrued interest. The Note is due on October 15, 2012 and accrues interest at 3% per annum. In addition, R Thomas Kidd executed a Personal Guarantee of the Note, whereby Kidd guarantees the payment of $100,000 of the principle balance in an Event of Default pursuant to Article III of the Note. On March 2, 2012, the Company entered into a Master Credit Agreement with Infinite Funding, Inc. which provides for a non-revolving line of credit. The Company may request advances under the lending facility by issuing borrowing certificates to the Lender. Each borrowing certificate, together with simple interest accrued at 8% per year, becomes payable one year after the date of the advance received. Infinite Funding has amended the Master Credit Agreement, increasing the amount of the Lending Facility from $150,000 to $200,000. As of May 31, 2012, the Company received $190,000 in advances and the Company has accrued $1,375 in interest.

LIABILITIES & NOTES PAYABLE

12 Months Ended

May 31, 2012

NOTE 7 - LIABILITIES & NOTES PAYABLE

On February 29, 2012, Company entered into a Promissory Note with R. Thomas

Kidd, our then Chief Executive Officer of the Company, and Infinite Funding,

Inc. ("IFI"). This Note replaces four promissory notes issued by IFI to the

Company as more fully described below.

Effective March 3, 2011, we obtained an unsecured loan in the amount of $75,000

from Infinite Funding, Inc. ("IFI") as evidenced by a Promissory Note from the

Company to Infinite Funding, Inc. dated March 3, 2011 (the "IFI Note"). The Note

was amended three times to extend the due date and was first amended on June 9,

2011, a second time on September 28, 2011, and a third amendment on December 9,

2011. Pursuant to the amendments, the Company agreed to pay extension fees of

$30,000, thereby increasing the principle balance of this Note to $105,000.

Effective June 10, 2011, we obtained an unsecured loan in the amount of $75,000

from Infinite Funding, Inc. ("IFI") as evidenced by a Promissory Note from the

Company to Infinite Funding, Inc. dated June 10, 2011 (the "IFI Note"). The Note

was amended two times to extend the due date and was first amended on September

28, 2011 and again on December 9, 2011. Pursuant to the amendments, the Company

agreed to pay extension fees of $20,000, thereby increasing the principle

balance of this Note to $95,000.

Effective September 28, 2011, we obtained an unsecured loan in the amount of

$40,000 from Infinite Funding, Inc. ("IFI") as evidenced by a Promissory Note

from the Company to Infinite Funding, Inc. dated September 28, 2011 (the "IFI

Note"). The Note was amended to extend the due date on December 9, 2011.

Pursuant to this amendment, the Company agreed to pay an extension fee of

$10,000, thereby increasing the principle balance of this Note to $50,000.

Effective December 9, 2011, we obtained an unsecured loan in the amount of

$100,000 from Infinite Funding, Inc. ("IFI") as evidenced by a Promissory Note

from the Company to Infinite Funding, Inc. dated December 9, 2011 (the "IFI

Note").

As a result of consolidating the aforementioned debt, the Company is now

obligated under a single Promissory Note dated February 29, 2012 in the

aggregate principle amount of $355,645 along with $2,689 in accrued interest.

The Note is due on October 15, 2012 and accrues interest at 3% per annum. In

addition, R Thomas Kidd executed a Personal Guarantee of the Note, whereby Kidd

guarantees the payment of $100,000 of the principle balance in an Event of

Default pursuant to Article III of the Note.

On March 2, 2012, the Company entered into a Master Credit Agreement with

Infinite Funding, Inc. which provides for a non-revolving line of credit. The

Company may request advances under the lending facility by issuing borrowing

certificates to the Lender. Each borrowing certificate, together with simple

interest accrued at 8% per year, becomes payable one year after the date of the

advance received. Infinite Funding has amended the Master Credit Agreement,

increasing the amount of the Lending Facility from $150,000 to $200,000. As of

May 31, 2012, the Company received $190,000 in advances and the Company has

accrued $1,375 in interest.