CONVERTIBLE NOTES PAYABLE

9 Months Ended

Sep. 30, 2011

CONVERTIBLE NOTES PAYABLE

3.  CONVERTIBLE NOTES PAYABLE

On February 18, 2011, holders of the 10% Subordinated Convertible Note Payable originally issued to Zaccam Trading Ltd. elected to convert principal in the amount of $20,000 into 2,000,000 shares of common stock in accordance with the terms of the note.

On February 18, 2011, holders of the 10% Subordinated Convertible Note Payable originally issued to Infox, Ltd. elected to convert principal in the amount of $30,000 into 3,000,000 shares of common stock in accordance with the terms of the note.

On June 29, 2011, holders of the 10% Subordinated Convertible Note Payable originally issued to Zaccam Trading Ltd. elected to convert principal in the amount of $45,000 into 4,500,000 shares of common stock in accordance with the terms of the note.  

On June 29, 2011, holders of the 10% Subordinated Convertible Note Payable originally issued to Infox, Ltd. elected to convert principal in the amount of $45,000 into 4,500,000 shares of common stock in accordance with the terms of the note.  

On September 12, 2011, holders of the 10% Subordinated Convertible Note Payable originally issued to Zaccam Trading Ltd. elected to convert principal in the amount of $50,000 into 5,000,000 shares of common stock in accordance with the terms of the note.  

On September 12, 2011, holders of the 10% Subordinated Convertible Note Payable originally issued to Infox, Ltd. elected to convert principal in the amount of $20,000 into 2,000,000 shares of common stock in accordance with the terms of the note.