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Leonard1221

03/23/13 1:38 PM

#1708 RE: DukeOBass #1707


Recent Sales of Unregistered Securities.

During the fiscal year ended December 31, 2012 and through the current date we issued a total of 31,575,465 shares during the year ended December 31, 2012 and a further 6,426,174 shares to the current date of our common stock.

a)
On February 22, 2012, three consultants were issued 1,650,000 unregistered shares of the Company’s common stock for services to the Company. These shares were valued between $0.01 and $0.06 per share or $41,500.
b)
On April 18, 2012, the holder of a November 10, 2009 promissory note for $10,000 (CAD) converted the note plus accrued interest of $833 (CAD) into 100,000 shares of the Company’s unregistered common stock at a per share price of $0.109 to fully settle the debt.
c)
On July 31, 2012, a director was issued 2,000,000 unregistered shares of the Company’s common stock for director compensation. These shares were valued at $0.024 per share or $48,000.
d)
On July 31, 2012, three consultants were issued 3,250,000 unregistered shares of the Company’s common stock for sales, financing and investor/public relations compensation. These shares were valued at $0.024 per share or $78,000.
e)
On July 31, 2012, the holder of a December 16, 2011 promissory note for $4,100 partially converted $2,500 of the note into 1,000,000 shares of the Company’s unregistered common stock at a per share price of $0.0025.
f)
On September 6, 2012, a former director was issued 250,000 unregistered shares of the Company’s common stock for director compensation. These shares were valued at $0.022 per share or $5,500.
g)
On September 11, 2012, the holder of a December 16, 2011 promissory note for $4,100 partially converted $1,600 of the note into 640,000 shares of the Company’s unregistered common stock at a per share price of $0.0025. This conversion fully satisfied the terms of the promissory note. On October 3, 2012, our chief executive officer was issued 15,000,000 unregistered shares of the Company’s common stock as part of his employment contract dated July 1, 2012. These shares were valued at $0.015 per share or $225,000.
h)
On October 30, 2012, the Company issued 1,708,334 unregistered shares of the Company’s common stock to settle a convertible note payable plus accrued interest. These shares were valued at $0.009 per share or $15,375.
i)
On November 30, 2012 and December 18, 2012, the Company issued 3,000,000 and 2,000,000, respectively, unregistered shares of the Company’s common stock to settle two convertible notes payable. These shares were valued at $0.0025 per share or $12,608.
j)
On December 17, 2012, the Company issued 399,011 unregistered shares of the Company’s common stock to settle a convertible note payable plus accrued interest. These shares were valued at $0.009 per share or $3,566.
k)
On December 17, 2012, the Company issued 578,120 unregistered shares of the Company’s common stock to settle a convertible note payable plus accrued interest. These shares were valued at $0.009 per share or $5,228.
l)
On January 18, 2013, a consultant was issued 2,000,000 unregistered shares of the Company’s common stock for marketing services to the Company. These shares were valued at $0.014 per share or $28,000.
m)
On January 23, 2013, the Company issued 1,464,286 unregistered shares of the Company’s common stock to settle a convertible note payable plus accrued interest. These shares were valued at $0.007 per share or $10,250.
n)
On January 25, 2013, the Company issued 732,436 unregistered shares of the Company’s common stock to settle a convertible note payable plus accrued interest. These shares were valued at $0.007 per share or $5,127.
o)
On February 7, 2013, the Company issued 1,485,519 unregistered shares of the Company’s common stock to settle a convertible note payable plus accrued interest. These shares were valued at $0.007 per share or $10,399.
p)
On March 4, 2013, the Company issued 743,933 unregistered shares of the Company’s common stock to settle a convertible note payable plus accrued interest. These shares were valued at $0.007 per share or $5,208.