SUBSEQUENT EVENTS	3 Months Ended
Mar. 31, 2013
Notes to Financial Statements
NOTE 10 - SUBSEQUENT EVENTS	On April 1, 2013, the Company entered into a note with Harmon for $10,138 in regards to accounts payable due to Harmon as of April 1, 2013. The note has an interest rate of 12% and matured on April 10, 2013. The note was in default after the date of this Report. On April 1, 2013, Southridge converted $13,010 of its note dated November 30, 2012 into 130,100,000 shares of common stock at a discounted rate of 50%, $0.0001 (see Note 4). A loss will be recognized. On April 8, 2013, the Company converted $9,301 of payables to Harmon into 31,004,867 shares of common stock at conversion price of $0.0003. On April 8, 2013, the Company converted the Series E and Series F preferred stock. 5,812,517 and 9,848,432, respectively, owned by Harmon to common stock on a 1:1 basis. On April 8, 2013, the Company converted the Series E preferred stock, 251,006, owned by Pinon to common stock on a 1:1 basis. On April 8, 2013, the Board of Directors recommended to the holders of voting capital of the Company that they approve a reverse stock split at an exchange ratio of 1 post-split share for 100 split shares (1:100) up to 1 post-split share for 250 pre-split shares (1:250) at the Board’s discretion. On April 10, 2013, Southridge converted $9,440 of its note dated November 30, 2012 into 188,800,000 shares of common stock at a discounted rate of 50%, $0.00005 (see Note 4). A loss will be recognized. On April 15, 2013, Southridge converted $11,125 of its note dated November 30, 2012 into 222,500,000 shares of common stock at a discounted rate of 50%, $0.00005 (see Note 4). A loss will be recognized. On April 19, 2013, the Company approved the 2013 Stock Option Plan which authorized 950,000,000 shares of common stock to be used as S-8 shares. On April 22, 2013, Southridge converted $9,975 of its note dated November 30, 2012 into 199,500,000 shares of common stock at a discounted rate of 50%, $0.00005 (see Note 4). A loss will be recognized. On April 25, 2013, the Board of Directors issued S-8 shares to various employees of the Company in lieu of cash compensation. The shares issued were to Pinon, 115,000,000, Harmon, 115,000,000, Thomas Carluccio, Jr., 43,475,000, and Melissa Valido, 32,666,667, for compensation for April and May 2013. On May 4, 2013, Southridge converted $8,525 of its note dated December 28, 2012 into 170,500,000 shares of common stock at a discounted rate of 50%, $0.00005 (see Note 4). A loss will be recognized. On May 14, 2013, the Joint Motion for Approval of Settlement Agreement and Stipulation was approved (see Note 6).

SUBSEQUENT EVENTS

3 Months Ended

Mar. 31, 2013

On April 1, 2013, the Company entered into a note with Harmon for $10,138 in regards to accounts payable due to Harmon as of April 1, 2013. The note has an interest rate of 12% and matured on April 10, 2013. The note was in default after the date of this Report.

On April 1, 2013, Southridge converted $13,010 of its note dated November 30, 2012 into 130,100,000 shares of common stock at a discounted rate of 50%, $0.0001 (see Note 4). A loss will be recognized.

On April 8, 2013, the Company converted $9,301 of payables to Harmon into 31,004,867 shares of common stock at conversion price of $0.0003.

On April 8, 2013, the Company converted the Series E and Series F preferred stock. 5,812,517 and 9,848,432, respectively, owned by Harmon to common stock on a 1:1 basis.

On April 8, 2013, the Company converted the Series E preferred stock, 251,006, owned by Pinon to common stock on a 1:1 basis.

On April 8, 2013, the Board of Directors recommended to the holders of voting capital of the Company that they approve a reverse stock split at an exchange ratio of 1 post-split share for 100 split shares (1:100) up to 1 post-split share for 250 pre-split shares (1:250) at the Board’s discretion.

On April 10, 2013, Southridge converted $9,440 of its note dated November 30, 2012 into 188,800,000 shares of common stock at a discounted rate of 50%, $0.00005 (see Note 4). A loss will be recognized.

On April 15, 2013, Southridge converted $11,125 of its note dated November 30, 2012 into 222,500,000 shares of common stock at a discounted rate of 50%, $0.00005 (see Note 4). A loss will be recognized.

On April 19, 2013, the Company approved the 2013 Stock Option Plan which authorized 950,000,000 shares of common stock to be used as S-8 shares.

On April 22, 2013, Southridge converted $9,975 of its note dated November 30, 2012 into 199,500,000 shares of common stock at a discounted rate of 50%, $0.00005 (see Note 4). A loss will be recognized.

On April 25, 2013, the Board of Directors issued S-8 shares to various employees of the Company in lieu of cash compensation. The shares issued were to Pinon, 115,000,000, Harmon, 115,000,000, Thomas Carluccio, Jr., 43,475,000, and Melissa Valido, 32,666,667, for compensation for April and May 2013.

On May 4, 2013, Southridge converted $8,525 of its note dated December 28, 2012 into 170,500,000 shares of common stock at a discounted rate of 50%, $0.00005 (see Note 4). A loss will be recognized.

On May 14, 2013, the Joint Motion for Approval of Settlement Agreement and Stipulation was approved (see Note 6).