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NOTES PAYABLE

6 Months Ended

Jun. 30, 2013

NOTES PAYABLE

The Company has issued seven Convertible Notes (“Notes”), carrying interest rates of between 8% and 10% per annum, from three note-holders for terms ranging from 9 months to 12 months as set forth in the following table.


Date	#	Balance	Advances	Repayments	Conversions	Balance
27-Nov-12	1		$ 50,000	$ -	$ (21,250)	$ 28,750
10-Jan-13	2	28,750	25,000	-	-	53,750
10-Jan-13	3	53,750	37,500	-	-	91,250
27-Feb-13	4	91,250	25,000	-	-	116,250
24-Apr-13	5	116,250	25,000			141,250
22-May-13	6	141,250	35,000			176,250
27-Jun-13	7	176,250	25,000			201,250

30-Jun-13			$ 222,500	$ -	$ (21,250)	$ 201,250

The Notes are convertible into shares of Common Stock based on discounts of between 37.5% to 50% on the lowest closing stock prices in the month prior to the conversion. The Company recognized the underlying value of embedded derivatives in accordance with ASC 815-15-25-1. The value of the option for noteholders to convert their Notes into shares of common stock is calculated and credited as a derivative liability for the duration of the notes, while an offsetting amount is classified as a discount to the principal value of the notes. The amount added to the discount reserve and derivative liability was $89,891 and $0 during the six months ended June 30, 2013 and 2012 respectively, and $44,068 and $0 during the three months ended June 30, 2013 and 2012, respectively. The value of the debt discount is amortized as interest expense on a straight line basis over the life of the Notes. During the six months and three months ended June 30, 2013, the Company amortized $22,928 and $14,823 respectively, and during the six months and three months ended June 30, 2012, the Company amortized $2,168 and $10,389, respectively, as debt discount expense. On a quarterly basis, the Company values the derivative liability to determine that the carrying value is in line with market value and, adjustments are made to the value of derivative liability as required. At June 30, 2013, the Company reviewed the discount value based on current prices of common stock and established that the carrying value was in line with market.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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