STOCKHOLDERS' DEFICIT

6 Months Ended

Jun. 30, 2017

Notes to Financial Statements

Note 9 - STOCKHOLDERS' DEFICIT

Authorized

The Company is authorized to issue 250,000,000 shares of preferred stock, having a par value of $0.0001 per share, and 500,000,000 shares of common stock, having a par value of $0.0001 per share.

Effective October 15, 2015, the Company Restated its Articles of Incorporation and Bylaws, and Equity Incentive Plan increasing the total number of shares of stock of all classes which we shall have authority to issue from 60,000,000 shares to 750,000,000 shares, of which the Common Stock, $0.0001 par value per share, was increased from 50,000,000 shares to 500,000,000 shares (hereinafter called "Common Stock") and of which the Preferred Stock, $0.0001 par value per share, was increased from 10,000,000 shares to 250,000,000 shares (hereinafter called "Preferred Stock").

On May 17, 2016, the Company filed a Designation of Rights and Preferences for Series B Preferred stock authorizing 100,000,000 share to be issued under this designation. The Series B Preferred shares have a par value $.0001 and are senior to all other shares authorized by the Company. These share vote as if converted at a ratio of 1:1,000 and vote as a single class.

Issued and Outstanding

Preferred Stock

At June 30, 2017, the Company there had 1,100,000 Preferred Series B shares outstanding.

On May 18, 2016, the Company authorized the issuance of 2,000,000 shares of Series B Preferred Stock to two (2) separate parties in the amount of 1,000,000 shares each to Ricketts and Antol, respectively, pursuant to the executed Ricketts Subscription Agreement and Antol Subscription Agreement. The Series B Preferred shares were offered and sold to the parties in a private placement transaction in reliance upon exemptions from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended. The Company based such reliance on certain representations made by each of the parties to the Company including that each of the parties were accredited investor s as defined in Rule 501 of Regulation D. These shares were not issued in this quarter and have been recorded in the financial statements for the year ended December 31, 2016. On January 10, 2017, Antol and Ricketts returned 500,000 Series B Preferred shares each to the Company with a gain on the transaction to the Company of $5,000,000.

Voting Trust - Change of Control

The deposit of the Series B Preferred Stock on March 14, 2017 from Ricketts and Antol into the Voting Trust creates a change of control with the Trustee having voting rights of 1,100,000,000 shares as a class pursuant to the preferences in the Series B Preferred Stock designation. This also makes the Voting Trust a related party.

Common Stock

At June 30, 2017, the Company has 150,018,799 shares of common stock issued and outstanding.

During the period from January 1, 2016 through June 30, 2017, the Company issued 114,015,033 shares of common stock for the conversion of $661,854 and $ 281 in accrued interest.

Warrants Issued for Services

As of June 30, 2017, the Company had no outstanding warrants for services.

The following table summarizes the warrant activity for the six months ended June 30, 2017:

Balance December 31, 2016 -	-	$	-
Granted
Exercised
Expired/ Cancelled	-		(259	)
Balance June 30, 2017	-	$	-

Warrants Issued In Settlements

Balance December 31, 2016	7,000,000	700
Granted Preferred
Granted Common
Exercised
Expired/ Cancelled
Balance June 30, 2017	7,000,000	700