Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. On January 6, 2014, pursuant to a debt conversion notice, the Company issued 189,739,800 shares of the Company’s common stock to satisfy debt obligations of $9,487. On January 8, 2014, pursuant to a debt conversion notice, the Company issued 200,000,000 shares of the Company’s common stock to satisfy debt obligations of $10,000. On January 27 2014, pursuant to a debt conversion notice, the Company issued 220,844,765 shares of the Company’s common stock to satisfy debt obligations of $11,042. On February 10, 2014, pursuant to a debt conversion notice, the Company issued 110,385,400 shares of the Company’s common stock to satisfy debt obligations of $4,967. On February 11, 2014, pursuant to three debt conversion notices, the Company issued 462,812,001 shares of the Company’s common stock to satisfy debt obligations of $23,141. On February 13, 2014, pursuant to a debt conversion notice, the Company issued 294,000,000 shares of the Company’s common stock to satisfy debt obligations of $14,700. On February 14, 2014, pursuant to two debt conversion notices, the Company issued 231,904,000 shares of the Company’s common stock to satisfy debt obligations of $11,595. On February 21, 2014, pursuant to a debt conversion notice, the Company issued 155,000,000 shares of the Company’s common stock to satisfy debt obligations of $6,975. On February 24, 2014, pursuant to a debt conversion notice, the Company issued 280,000,000 shares of the Company’s common stock to satisfy debt obligations of $14,000. On February 25, 2014, pursuant to a debt conversion notice, the Company issued 100,548,000 shares of the Company’s common stock to satisfy debt obligations of $5,027. On February 28, 2014, pursuant to a debt conversion notice, the Company issued 293,519,800 shares of the Company’s common stock to satisfy debt obligations of $17,176. On March 3, 2014, pursuant to a debt conversion notice, the Company issued 36,000,000 shares of the Company’s common stock to satisfy debt obligations of $1,800. On March 5, 2014, pursuant to a debt conversion notice, the Company issued 169,000,000 shares of the Company’s common stock to satisfy debt obligations of $9,000. On March 6, 2014, pursuant to a debt conversion notice, the Company issued 177,400,000 shares of the Company’s common stock to satisfy debt obligations of $7,096. 23 On March 11, 2014, pursuant to a debt conversion notice, the Company issued 294,000,000 shares of the Company’s common stock to satisfy debt obligations of $14,700. On March 21, 2014, pursuant to a debt conversion notice, the Company issued 194,000,000 shares of the Company’s common stock to satisfy debt obligations of $9,700. On March 24, 2014, pursuant to a debt conversion notice, the Company issued 100,000,000 shares of the Company’s common stock to satisfy debt obligations of $7,000. On March 25, 2014, pursuant to three debt conversion notices, the Company issued 572,190,277 shares of the Company’s common stock to satisfy debt obligations of $33,796. On March 26, 2014, pursuant to two debt conversion notices, the Company issued 314,285,714 shares of the Company’s common stock to satisfy debt obligations of $16,400. On March 28, 2014, pursuant to a debt conversion notice, the Company issued 369,872,800 shares of the Company’s common stock to satisfy debt obligations of $18,494. On March 31, 2014, pursuant to a debt conversion notice, the Company issued 200,000,000 shares of the Company’s common stock to satisfy debt obligations of $5,904. These securities were not registered under the Securities Act of 1933, as amended (the “Securities Act”), but were issued in reliance upon the exemption from registration provided by Section 4(2) of the Securities Act. Item 3. Defaults Upon Senior Securities. The Company is in default with several of its noteholders as reflected below and disclosed within this report in Note 3 of the Notes to the Consolidated Financial Statements dated March 31, 2014. Panache Capital, LLC $ 7,189 Hanover Holdings I, LLC 88,344 Hanover Holdings I, LLC 19,797 Hanover Holdings I, LLC 7,934 Hanover Holdings I, LLC 18,113 Southridge Partners II LP 26,703 SC Advisors, Inc. 16,820 Azfar Hague 14,367 SC Advisors, Inc. 16,698 SC Advisors, Inc. 16,612 Asher Enterprises, Inc. 34,902 Andre Fluellen 8,500 WHC Capital, LLC 21,211 WHC Capital, LLC 21,434 Asher Enterprises, Inc. 34,681 Andre Fluellen 8,900 Sammie Hill 12,000 Andre Fluellen 3,500 Andre Fluellen 3,150 Bulldog Insurance 5,730 Robert Saidel 43,676 $ 430,261