RELATED PARTY TRANSACTIONS

6 Months Ended

Jun. 30, 2014

RELATED PARTY TRANSACTIONS [Abstract]

RELATED PARTY TRANSACTIONS

NOTE 3 - RELATED PARTY TRANSACTIONS

As of June 30, 2014, the amount due from Silver Falcon was $147,369, the amount due to Diamond Creek Mill, Inc., a wholly-owned subsidiary of Silver Falcon, was $2,050, the amount due to Pierre Quilliam was $40,033, the amount due from Palmirs, Inc., a wholly-owned subsidiary of Silver Falcon, was $9,100, and the amount due to Bisell Investments, LLC was $210,695.  The amounts are non-interest bearing, unsecured demand loans.  

Silver Falcon is obligated to pay Goldland $83,333 per month as rent under a mining lease. Instead of paying the rent in cash, Silver Falcon has, since January 1, 2012, issued shares of its common stock to pay compensation expenses of our officers and independent contractors. In 2014, we agreed with Silver Falcon to defer all lease payments for a period of two years, effective January 1, 2014, because of Silver Falcon's need to recapitalize its operations.

In connection with the Equipment Acquisition (see Note 8), we issued 17,000,000 shares of common stock to various officers, directors and significant shareholders as a bonus for past services and support of the Company and as consideration for future services and support.  The shares were valued at $0.15 per share, which was the market value of the shares on the date of issuance.  Set forth below are the number of shares and the value of the shares issued to each recipient.

Shareholder	No. of Shares		Estimated Value
Paul Parliament		500,000	$	75,000
Lewis Georges		500,000		75,000
Christian Quilliam		5,000,000		750,000
New Vision Financial, Ltd.		2,000,000		300,000
Allan Breitkreuz		3,000,000		450,000
Bisell Investments, Inc.		2,000,000		300,000
Denise Quilliam		4,000,000		600,000
Total		17,000,000	$	3,150,000

In connection with the Equipment Acquisition, the Company entered into agreements to cancel any outstanding options held by its officers and directors in consideration for $100 payable to each optionholder.  Set forth below are the options that were cancelled:

Pierre Quilliam	1,800,000
Denise Quilliam	1,325,000

Christian Quilliam	1,700000
Thomas C. Ridenour	1,700000
Allan Breitkreuz	1,700000
Pascale Tutt	375,000
Total	8,600,000

In connection with the Equipment Acquisition, the Company entered into employment or consulting agreements with certain officers, which included certain bonus shares issued to the officer.  Set forth below is a summary of the key terms of the employment or consulting agreements and the bonus shares issued to each thereunder:

Consultant	Compensation	Term		Bonus Shares		Value of Bonus Shares
Pascale Quilliam	$150,000/year		5 years		500,000		75,000
Pierre Quilliam	$250,000/year		5 years		-		-
Thomas C. Ridenour	$185,000/year		5 years		3,000,000		450,000
Q-Prompt, Inc.	None		5 years		1,000,000		150,000
Total:					4,500,000		$ 675,000

On April 23, 2014, the Company entered into an agreement to acquire additional gaming equipment from Game Touch, LLC, Claudia Cifuentes Robles and Julios Kosta for 1,213,000 shares of common stock.  The equipment had an agreed upon value of $135,856. The transaction closed on May 25, 2014.