Note 3 – Loans Payable Loans payable at June 30, 2013 and December 31, 2012 consist of the following: June 30, December 31, 2013 2012 Unsecured $30,000 convertible note payable to Hanover Holdings I, LLC, which bears interest at 12% per annum and due October 17, 2012. During the year ended December 31, 2012, $28,000 of the note balance was converted to common stock. During the six months ended June 30, 2013, $2,000 of the note was converted to common stock. Accrued interest is equal to $2.905 and $2,750 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. $ 2,905 $ 4,750 On February 17, 2012, Panache Capital, LLC entered into an agreement to purchase $50,000 of the note payable to Azfar Haque. The Company exchange the original note to Mr. Haque with a new note to Pananche which bears interest at 10% per annum and due February 17, 2013. During the year ended December 31, 2012, $44,348 of the note was converted to common stock. Accrued interest is equal to $1,112 and $786 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 6,764 6,438 Unsecured $70,000 convertible note payable to Hanover Holdings I, LLC, which bears interest at 12% per annum and due October 24 2013. The note is discounted for its unamortized beneficial conversion feature of $10,770 and $27,575 at June 30, 2013 and December 31, 2012, respectively. Accrued interest is equal to $12,010 and $7,309 at March 31, 2013 and December 31, 2012, resepctively. 71,240 49,734 Unsecured $16,000 convertible note payable to Hanover Holdings I, LLC, which bears interest at 12% per annum and due May 3, 2013. The note is discounted for its unamortized beneficial conversion feature of $-0- and $4,492 at June 30, 2013 and December 31, 2012. Accrued interest is equal to $2,349 and $1,297 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 18,349 12,805 Unsecured $10,000 convertible note payable to Hanover Holdings I, LLC, which bears interest at 12% per annum and due January 3, 2013. The note is discounted for its unamortized beneficial conversion feature of $-0- and $535 at June 30, 2013 and December 31, 2012, respectively. During the six months ended June 30, 2013, $2,800 of the note was converted to common stock. Accrued interest is equal to $1,379 and $766 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 8,579 10,231 Unsecured $3,000 convertible note payable to Hanover Holdings I, LLC, which bears interest at 12% per annum and due January 21, 2013. During the three months ended March 31, 2013, the note, including accrued interest of $1,770, was converted to common stock. – 3,013 Unsecured $12,000 convertible note payable to Hanover Holdings I, LLC, which bears interest at 12% per annum and due February 5, 2013. The note is discounted for its unamortized beneficial conversion feature of $-0- and $1,433 at June 30, 2013 and December 31, 2012, respectively. Accrued interest is equal to $1,620 and $839 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 13,620 11,406 Unsecured $32,500 convertible note payable to Asher Enterprises, Inc., which bears interest at 8% per annum and due February 25, 2012. During the year ended December 31, 2012, $12,000 of the note was converted to common stock. During the six months ended June 30, 2013, the remaining $21,800 was converted to common stock. The note is discounted for its unamortized beneficial conversion feature of $3,092 at December 31, 2012. Accrued interest is equal to $1,600 at December 31, 2012. – 19,008 Unsecured $5,500 convertible note payable to Hanover Holdings I, LLC, which bears interest at 12% per annum and due March 6, 2013. During the six months ended June 30, 2013, the note balance of $6,050 was converted to common stock. The note is discounted for its unamortized beneficial conversion feature of $1,099 at December 31, 2012. Accrued interest is equal to $328 at December 31, 2012. – 4,729 Unsecured $42,500 convertible note payable to Asher Enterprises, Inc., which bears interest at 8% per annum and due April 19, 2013. During the six months ended June 30, 2013, $10,200 of the note was converted to common stock. The note is discounted for its unamortized beneficial conversion feature of $-0- and $13,379 at June 30, 2013 and December 31, 2012, respectively. Accrued interest is equal to $3,256 and $1,579 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 35,556 30,700 Unsecured $15,000 convertible note payable to Hanover Holdings I, LLC, which bears interest at 12% per annum and due March 26, 2013. The note is discounted for its unamortized beneficial conversion feature of $-0- and $3,484 at June 30, 2013 and December 31, 2012, respectively. Accrued interest is equal to $1,755 and $794 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 16,755 12,310 On November 2, 2011, the Company entered into a Unsecured Convertible Promissory Note Agreement with Bulldog Insurance for up to $250,000, which bears interest at 8% per annum. On August 3, 2012, the Company received $18,350, which was due March 31, 2013. The draw on the note is discounted for its unamortized beneficial conversion feature of $2,741 at December 31, 2012. During the year ended December 31, 2012, $516 of the note was purchased by StarCity Capital, LLC. During the six months ended June 30, 2013, $19,168 of the note was purchased by Tangiers Investment Group, LLC. Accrued interest is equal to $381 at December 31, 2012. – 15,474 On November 2, 2011, the Company entered into a Unsecured Convertible Promissory Note Agreement with Bulldog Insurance for up to $250,000, which bears interest at 8% per annum. On August 20, 2012, the Company received $10,000, which was due March 31, 2013. The draw on the note is discounted for its unamortized beneficial conversion feature of $1,514 at December 31, 2012. During the six months ended June 30, 2013, $10,300 of the note was purchased by SGI Group, LLC. Accrued interest is equal to $183 at December 31, 2012. – 8,669 On November 2, 2011, the Company entered into a Unsecured Convertible Promissory Note Agreement with Bulldog Insurance for up to $250,000, which bears interest at 8% per annum. On August 27, 2012, the Company received $40,000, which was due March 31, 2013. The draw on the note is discounted for its unamortized beneficial conversion feature of $7,143 at December 31, 2012. During the six months ended June 30, 2013, $40,000 of the note was purchased by WHC Capital, LLC. Accrued interest is equal to $699 at December 31, 2012. – 33,556 Unsecured $10,000 convertible note payable to Southridge Partners II LP, which bears interest at 5% per annum and due March 31, 2013. During the six months ended June 30, 2013, the note, including accrued interest of $399, was converted to common stock. – 8,097 On November 2, 2011, the Company entered into a Unsecured Convertible Promissory Note Agreement with Bulldog Insurance for up to $250,000, which bears interest at 8% per annum. On September 5, 2012, the Company received $4,100, which was due March 31, 2013. The draw on the note is discounted for its unamortized beneficial conversion feature of $891 at December 31, 2012. During the six months ended June 30, 2013, $4,264 of the note was purchased by Tangiers Investment Group, LLC. Accrued interest is equal to $66 at December 31, 2012. – 3,275 Unsecured $40,000 convertible note payable to Southridge Partners II LP, which bears interest at 5% per annum and due March 31, 2013. The note is discounted for its unamortized beneficial conversion feature of $-0- and $6,154 at June 30, 2013 and December 31, 2012, respectively. Accrued interest is equal to $2,577 and $925 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 42,577 34,771 Unsecured $15,000 note payable to SC Advisors, Inc., which bears interest at 8% per annum and due June 30, 2013. Accrued interest is equal to $916 and $299 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 15,916 15,299 Unsecured $10,000 convertible note payable to Southridge Partners II LP, which bears interest at 8% per annum and due June 30, 2013. During the six months ended June 30, 2013, $8,421 of the note was converted to common stock. The note is discounted for its unamortized beneficial conversion feature of $-0- and $6,704 at June 30, 2013 and December 31, 2012, respectively. Accrued interest is equal to $522 and $195 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 2,101 3,491 On November 2, 2011, the Company entered into a Unsecured Convertible Promissory Note Agreement with Bulldog Insurance for up to $250,000, which bears interest at 8% per annum. On October 24, 2012, the Company received $5,000, which is due May 24, 2013. The draw on the note is discounted for its unamortized beneficial conversion feature of $1,456 at December 31, 2012. During the six months ended June 30, 2013, $5,169 of the note was purchased by Tangiers Investment Group, LLC. Accrued interest is equal to $75 at December 31, 2012. – 3,619 Unsecured $39,647 note payable to Azfar Hague, which bears interest at 9% per annum and due April 25, 2013. Accrued interest is equal to $2,487 and $655 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 42,134 40,302 Unsecured $15,000 note payable to SC Advisors, Inc., which bears interest at 8% per annum and due June 30, 2013. Accrued interest is equal to $794 and $181 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 15,794 15,181 Unsecured $7,000 convertible note payable to Southridge Partners II LP, which bears interest at 8% per annum and due June 30, 2013. During the six months ended June 30, 2013, $7,320 of the note was converted to common stock. The note is discounted for its unamortized beneficial conversion feature of $5,415 at December 31, 2012. Accrued interest is equal to $81 at December 31, 2012, respectively. – 1,666 Unsecured $32,500 convertible note payable to Asher Enterprises, Inc., which bears interest at 8% per annum and due August 13, 2013. The note is discounted for its unamortized beneficial conversion feature of $4,874 and $24,932 at June 30, 2013 and December 31, 2012, respectively. Accrued interest is equal to $1,696 and $370 at June 30, 2013 and December 31, 2012, respectively. 29,322 7,938 On November 2, 2011, the Company entered into a Unsecured Convertible Promissory Note Agreement with Bulldog Insurance for up to $250,000, which bears interest at 8% per annum. On November 15, 2012, the Company received $10,000, which was due May 15, 2013. The draw on the note is discounted for its unamortized beneficial conversion feature of $3,309 at December 31, 2012. During the six months ended June 30, 2013, $10,000 of the note was purchased by WHC Capital, LLC. Accrued interest is equal to $109 at December 31, 2012. – 7,150 Unsecured $18,000 convertible note payable to Southridge Partners II LP, which bears interest at 8% per annum and due June 30, 2013. The note is discounted for its unamortized beneficial conversion feature of $-0- and $15,296 at June 30, 2013 and December 31, 2012, respectively. Accrued interest is equal to $858 and $126 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 18,858 2,830 Unsecured $9,000 convertible note payable to Star City Capital LLC, which bears interest at 12% per annum and due December 3, 2013. The note is discounted for its unamortized beneficial conversion feature of $3,805 and $8,220 at June 30, 2013 and December 31, 2012, respectively. Accrued interest is equal to $635 and $83 at June 30, 2013 and December 31, 2012, respectively. 5,830 863 Unsecured $15,000 note payable to SC Advisors, Inc., which bears interest at 8% per annum and due June 30, 2013. Accrued interest is equal to $708 and $99 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 15,708 15,099 Unsecured $25,000 convertible note payable to Southridge Partners II LP, which bears interest at 8% per annum and due June 30, 2013. The note is discounted for its unamortized beneficial conversion feature of $-0- and $22,625 at June 30, 2013 and December 31, 2012, respectively. Accrued interest is equal to $1,117 and $104 at June 30, 2013 and December 31, 2012, respectively.. This note is in default at June 30, 2013. 26,117 2,479 On December 12, 2012, Star City Capital LLC entered into an agreement to purchase $19,700 of a note payable to Bulldog Insurance. The note bears interest at 8% per annum and is due on demand. During the six months ended June 30, 2013, $6,393 of the note was converted to common stock. Accrued interest is equal to $507 and $51 at June 30, 2013 and December 31, 2012, respectively. 13,814 19,751 Unsecured $7,500 convertible note payable to Southridge Partners II LP, which bears interest at 8% per annum and due June 30, 2013. The note is discounted for its unamortized beneficial conversion feature of $-0- and $7,378 at June 30, 2013 and December 31, 2012, respectively. Accrued interest is equal to $308 and $5 at June 30, 2013 and December 31, 2012, respectively. This note is in default at June 30, 2013. 7,808 127 On January 3, 2013, SGI Group, LLC entered into an agreement to purchase $10,300 of notes payable to Bulldog Insurance. The note bears interest at 12% per annum and is due on demand. During the six months ended June 30, 2013, $6,447 of the note was converted to common stock. Accrued interest is equal to $603. 4,456 – On November 2, 2011, the Company entered into a Unsecured Convertible Promissory Note Agreement with Bulldog Insurance for up to $250,000, which bears interest at 8% per annum. On January 4, 2013, the Company received $15,000, which is due July 4, 2013. The draw on the note is discounted for its unamortized beneficial conversion feature of $142 at June 30, 2013. Accrued interest is equal to $366. 15,224 – Unsecured $32,500 convertible note payable to Asher Enterprises, Inc., which bears interest at 8% per annum and due November 1, 2013. The note is discounted for its unamortized beneficial conversion feature of $14,079 at June 30, 2013. Accrued interest is equal to $1,041. 19,462 – Unsecured $35,000 convertible note payable to Lucosky Brookman LLP, which bears interest at 12% per annum and due on demand. Accrued interest is equal to $1,260. 36,260 – Unsecured $43,922 convertible note payable to Lucosky Brookman LLP, which bears interest at 12% per annum and due on demand. Accrued interest is equal to $1,582. 45,504 – Unsecured $5,000 note payable to James Flowers, which include flat interest of $500 at maturity and due December 1, 2013. Accrued interest is equal to $183. 5,183 – Unsecured $32,500 convertible note payable to Asher Enterprises, Inc., which bears interest at 8% per annum and due January 31, 2014. The note is discounted for its unamortized beneficial conversion feature of $24,283 at June 30, 2013. Accrued interest is equal to $442. 8,659 – Unsecured $7,000 note payable to Andre Fluellen, which include flat interest of $1,500 at maturity and due October 30, 2013. Accrued interest is equal to $497. 7,497 – Unsecured $18,000 note payable to Bulldog Insurance, which bears interest at 7% per annum and due December 1, 2013. Accrued interest is equal to $186. 18,186 – On May 6, 2013, WHC Capital, LLC entered into an agreement to purchase $50,000 of notes payable to Bulldog Insurance. The note bears interest at 8% per annum and is due March 6, 2014. During the six months ended June 30, 2013, $9,393 of the note was converted to common stock. The note is discounted for its unamortized beneficial conversion feature of $33,508 at June 30, 2013. Accrued interest is equal to $2,088 at June 30, 2013. 9,187 – Unsecured $20,000 convertible note payable to WHC Capital, LLC., which bears interest at 8% per annum and due March 9, 2014. The note is discounted for its unamortized beneficial conversion feature of $13,565 at June 30, 2013. Accrued interest is equal to $228. 6,663 – Unsecured $20,000 note payable to Robert Saidel, which bears interest at 7% per annum and due December 1, 2013. Accrued interest is equal to $142. 20,142 – Unsecured $32,500 convertible note payable to Asher Enterprises, Inc., which bears interest at 8% per annum and due March 3, 2014. The note is discounted for its unamortized beneficial conversion feature of $25,058 at June 30, 2013. Accrued interest is equal to $221. 7,663 – Unsecured $7,500 note payable to Andre Fluellen, which include flat interest of $1,400 at maturity and due December 1, 2013. Accrued interest is equal to $222. 7,722 – Unsecured $10,000 note payable to Sammie Hill, III, which include flat interest of $2,000 at maturity and due December 15, 2013. Accrued interest is equal to $164. 10,164 – Unsecured $5,000 convertible note payable to Tangiers Investment Group, LLC., which bears interest at 10% per annum and due June 21, 2014. The note is discounted for its unamortized beneficial conversion feature of $4,876 at June 30, 2013. Accrued interest is equal to $12. 136 – On June 21, 2013, Tangiers Investment Group, LLC entered into an agreement to purchase $4,264 of notes payable to Bulldog Insurance. The note bears interest at 10% per annum and is due June 21, 2014. During the six months ended June 30, 2013, $2,750 of the note was converted to common stock. 1,514 – On June 21, 2013, Tangiers Investment Group, LLC entered into an agreement to purchase $5,169 of notes payable to Bulldog Insurance. The note bears interest at 10% per annum and is due June 21, 2014. The note is discounted for its unamortized beneficial conversion feature of $5,041 at June 30, 2013. Accrued interest is equal to $13. 141 – On June 21, 2013, Tangiers Investment Group, LLC entered into an agreement to purchase $19,168 of notes payable to Bulldog Insurance. The note bears interest at 10% per annum and is due June 21, 2014. The note is discounted for its unamortized beneficial conversion feature of $18,694 at June 30, 2013. Accrued interest is equal to $47. 521 – Unsecured $12,000 note payable to Bulldog Insurance, which bears interest at 7% per annum and due December 1, 2013. Accrued interest is equal to $9. 12,009 – Total Loans Payable $ 646,040 $ 404,761 The Company accrued interest expense of $31,553 and $126,284 for the six months ended June 30, 2013 and the year ended December 31, 2012, respectively, on the above loans. Accrued interest is included in the loan balances. The Company borrowed $217,000 and $851,711 during the six months ended June 30, 2013 and the year ended December 31, 2012, respectively. The Company made payments of $-0- and $12,600 on the loans during the six months ended June 30, 2013 and the year ended December 31, 2012. During the six months ended June 30, 2013, the Company converted $98,743 of loans payable into 51,585,277 shares of the Company’s common stock. During the year ended December 31, 2012, the Company converted $875,433 of loans payable into 3,693,754 shares of the Company’s common stock and $57,000 of loans payable into 1,000,000 shares of the Company’s Series A preferred stock.