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NOTES PAYABLE, CONVERTIBLE OID - Shareholders | 9 Months Ended
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Sep. 30, 2013
NOTES PAYABLE, CONVERTIBLE OID - Shareholders [Abstract] |
NOTES PAYABLE, CONVERTIBLE OID - Shareholders | NOTE 8 - NOTES PAYABLE, CONVERTIBLE OID - Shareholders
|  | September 30, 2013 |  | December 31, 2012
Notes Payable - Convertible |  | Principal |  | Conversion to Common Stock |  | Unamort Discount |  | Principal, Net of Discount |  | Principal |  | Unamort Discount |  | Principal, Net of Discount
Shareholder |  | $ | 68,750 |  |  | (68,750 | ) |  | - |  | $ | - |  | $ | 68,750 |  |  | (10,171 | ) | $ | 58,579
Shareholder |  |  | 13,750 |  |  | (13,750 | ) |  |  |  |  | - |  |  | 13,750 |  |  | (2,787 | ) |  | 10,963
|  | $ | 82,500 |  |  | (82,500 | ) |  | - |  | $ | - |  | $ | 82,500 |  |  | (12,958 | ) | $ | 69,542
On February 24, 2012, the Company received $62,500 from a shareholder in exchange for a one year original issue discount convertible note with detachable warrants. The face value of the note is $68,750. The $6,250 original issue discount is recorded as debt discount and expensed as interest over the term of the note. The convertible note payable is convertible into 4,125,000 shares of the Company's Class A common stock at a conversion rate of $0.017 per share. The Company has valued the beneficial conversion feature attached to the note using the intrinsic value method at $24,606. The five-year warrants to purchase 3,750,000 shares of the Company's Class A common stock at an exercise price of $0.033 were valued at a relative fair value of $37,894 based on using the Black-Scholes pricing model assuming a dividend yield of 0%, an expected volatility of 462.61%, and a risk free interest rate of .89%. The beneficial conversion feature and the relative fair value of the warrants are recorded as an increase to additional paid in capital and a discount to the note. On February 24, 2013, this note became due and payable. On August 1, 2013 a settlement agreement was reached with the shareholder. The note was extended for six months in exchange for interest plus a 30% default penalty totaling $24,063. The note, including interest and penalty, valued at $92,813 was converted into 5,568,750 shares of Class A common stock. The conversion was based on the anti-dilution provision triggered by the recent 3:1 forward split and a $0.05 conversion rate. The net value of the note at September 30, 2013 and December 31, 2012 was $0 and $58,579, respectively. On May 11, 2012, the Company received an additional investment of $12,500 from a shareholder in exchange for a one year original issue discount convertible note with detachable warrants. The face value of the note is $13,750. The $1,250 original issue discount is expensed as interest over the term of the note. The convertible note payable is convertible into 825,000 shares of the Company's Class A common stock at a conversion rate of $0.017 per share. The Company has valued the beneficial conversion feature attached to the note using the intrinsic value method at $1,545. The five-year warrants to purchase 825,000 shares of the Company's Class A common stock at an exercise price of $0.033 were valued at the relative fair value of $4,970 based on using the Black-Scholes pricing model assuming a dividend yield of 0%, an expected volatility of 462.61%, and a risk free interest rate of .096%. The beneficial conversion feature and the relative fair value of the warrants are recorded as an increase to additional paid in capital and a discount to the note. This note was converted in July of 2013 (See Note 14). The net value of the note at September 30, 2013 and December 31, 2012 was $0 and $10,963, respectively.

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