CONVERTIBLE NOTES (Details Narrative) (USD $)

0 Months Ended

Jun. 18, 2013

Cellular Connection Ltd.

Jul. 02, 2013

Al Kau

Convertible Note

$ 1,750

$ 12,500

Convertible Note Face Value

18,000

Debt Conversion Terms

On June 18, 2013, the Company amended an unsecured, non-interest bearing promissory note payable on demand with a carrying value $1,750 issued to the Cellular Connection Ltd. The modification of the Note has been accounted for as debt extinguishment and the issuance of a new debt instrument. Under the terms of the Side Letter Agreement, the Note has a fixed conversion price of $0.0001 per share of the Company’s common stock. In additional, as a result of the modification the face value of the Note was increased from $1,750 to $3,500 resulting in a finance charge of $1,750. The note bears interest at 20% per annum and allows for the lender to secure a portion of the Company assets up to 200% of the face value of the note and mature one year from the day of their respective issuance. The amendment of the terms of Promissory Note resulted in a beneficial conversion feature of $3,500 since the closing price of common stock on June 18, 2013 exceeded the fixed conversion price. The beneficial conversion feature of $3,500 is included in additional paid-in capital. On June 18, 2013 the holder of the note converted $3,500 of principal plus accrued interest into 35,000,000 shares of the Company's common stock.

On July 2, 2013, the Company agreed to amend the term of an unsecured, non-interest bearing promissory note payable on demand with a carrying value $12,500 issued to the Al Kau, Al Kau is a consultant, investor and customer of the Company. Under the terms of the Side Letter Agreement, the issue price of the Note is $12,500 with a face value of $18,000 and the terms of the Note include a fixed conversion price of $0.0001 per share of Company’s common stock and a maturity date of May 10, 2014. The amendment of the terms of the Note resulted in a beneficial conversion feature of $12,500 since the closing price of common stock on July 2, 2013 exceeded the fixed conversion price. The beneficial conversion feature of $12,500 is included in additional paid-in capital. The Note allows for the lender to secure a portion of the Company assets up to 200% of the face value of the note. On July 11, 15 and 16, 2013 the holder of the note converted $8,900 of principal plus accrued interest into 89,000,000 shares of the Company's common stock. Accreted interest expense of $11,630 as result of the amortization of the debt discount is included in interest expense in the statement of operations for the three and nine months ended September 30, 2013.

Common Stock Issued In Conversion Of Debentures

35,000,000

89,000,000

Debenture amount converted

1,750

8,900

Finance Charge

$ 1,750

Fixed Conversion Price

$ 0.0001

$ 0.0001