AfterMaster Inc. (AFTM)

[The Night Stalker]

? Increasing the number of authorized shares of the Company’s common stock up to 5,000,000,000 shares at any time in the future in the Board’s sole discretion (the “Authorized Share Increase”); and

? At the Board’s discretion, effecting a reverse stock split of the Company’s issued and outstanding shares of common stock at a reverse stock split ratio the Board deems appropriate in its sole discretion at any ratio up to one-for-Thousand (1:1,000) as determined by the Board (the “Reverse Stock Split”) (the Authorized Share Increase and Reverse Stock Split collectively the “Corporate Actions”).