Assured Pharmacy (APHY) 10-Q 14 Aug 14 2014 Q2 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	6 Months Ended
	Jun. 30, 2014	Aug. 11, 2014
Document And Entity Information	'	'
Entity Registrant Name	'ASSURED PHARMACY, INC.	'
Entity Central Index Key	'0001100592	'
Document Type	'10-Q	'
Document Period End Date	30-Jun-14	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--12-31	'
Is Entity a Well-known Seasoned Issuer?	'No	'
Is Entity a Voluntary Filer?	'No	'
Is Entity's Reporting Status Current?	'Yes	'
Entity Filer Category	'Smaller Reporting Company	'
Entity Common Stock, Shares Outstanding	'	11,303,294
Document Fiscal Period Focus	'Q2	'
Document Fiscal Year Focus	'2014	'

CONDENSED_CONSOLIDATED_BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)	Jun. 30, 2014	Dec. 31, 2013
Current Assets	'	'
Cash	$24,779	$2,856
Accounts receivable, net	29,898	323,965
Inventories	273,155	273,195
Prepaid and other current assets	205,684	226,217
Assets of discontinued operations	468	4,048
Total current assets	533,984	830,281
Property and equipment, net	75,915	78,094
Assets of discontinued operations, net	136,440	140,563
TOTAL ASSETS	746,339	1,048,938
Current Liabilities	'	'
Accounts payable and accrued expenses	1,808,244	1,642,518
Liabilities of discontinued operations	95,649	150,652
Unsecured convertible debentures, net of discount	396,664	357,528
Notes payable to related parties	240,000	'
Notes payable	3,867,330	3,830,637
Total current liabilities	6,407,887	5,981,335
Notes payable, net of current portion.	8,849	25,882
Notes payable to related parties, net of current portion	727,000	477,000
Unsecured convertible debentures, net of current portion and discount	1,102,290	1,142,472
Unsecured convertible debentures-related party, net of current portion and discount	'	'
Derivative liability	185,397	312,088
Warrant liability	759,749	1,060,353
TOTAL LIABILITIES	9,191,172	8,999,130
Commitments and Contingencies (see Note 8)	'	'
Series D redeemable convertible preferred stock; par value $0.001 per share;15,000 shares authorized, 1,926 and 1,070 issued and outstanding, respectively	3,177,526	2,515,469
Assured Pharmacy, Inc. Stockholders' Deficit	'	'
Preferred stock; par value $0.001 per share; 5,000,000 shares authorized, 2,830 shares designated to Series A convertible, 7,745 shares designated to Series B convertible, 813 shares designated to Series C convertible	'	'
Series A convertible preferred stock; par value $0.001 per share; 2,830 shares authorized, 1,466 and 1,466 issued and outstanding, respectively	1	1
Series C convertible preferred stock; par value $0.001 per share; 813 shares authorized, 813 and 813 issued and outstanding, respectively	1	1
Series B convertible preferred stock; par value $0.001 per share; 7,745 shares authorized, 5,124 and 5,124 issued and outstanding, respectively	5	5
Common stock; par value $0.001 per share; 35,000,000 shares authorized, 11,503,294 and 10,255,693 issued and outstanding, respectively	11,503	10,256
Additional paid-in capital, net	38,319,672	38,142,048
Accumulated deficit	-49,953,541	-48,617,972
Stockholders' deficit	-11,622,359	-10,465,661
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$746,339	$1,048,938

CONDENSED_CONSOLIDATED_BALANCE1

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Preferred Stock, par value	$0.00	$0.00
Preferred Stock Authorized	5,000,000	5,000,000
Common Stock, par value	$0.00	$0.00
Common Stock, shares authorized	35,000,000	35,000,000
Common Stock, shares issued	11,503,294	10,255,693
Common Stock, share outstanding	11,503,294	10,255,693
Series D	'	'
Redeemable convertible preferred stock, par value	$0.00	$0.00
Redeemable convertible preferred stock, shares authorized	15,000	15,000
Redeemable convertible preferred stock, shares issued	1,926	1,070
Redeemable convertible preferred stock, shares outstanding	1,926	1,070
Series A	'	'
Preferred Stock, par value	$0.00	$0.00
Preferred Stock Authorized	2,830	2,830
Preferred Stock Designated Series A	2,830	2,830
Series Convertible Preferred Stock, shares issued	1,466	1,466
Series Convertible Preferred Stock, shares outstanding	1,466	1,466
Series C	'	'
Preferred Stock, par value	$0.00	$0.00
Preferred Stock Authorized	813	813
Preferred Stock Designated Series C	813	813
Series Convertible Preferred Stock, shares issued	813	813
Series Convertible Preferred Stock, shares outstanding	813	813
Series B	'	'
Preferred Stock, par value	$0.00	$0.00
Preferred Stock Authorized	7,745	7,745
Preferred Stock Designated Series B	7,745	7,745
Series Convertible Preferred Stock, shares issued	5,124	5,124
Series Convertible Preferred Stock, shares outstanding	5,124	5,124

CONDENSED_CONSOLIDATED_STATEME

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Condensed Consolidated Statements Of Operations	'	'	'	'
Sales	$2,177,197	$1,380,955	$3,797,389	$3,073,500
Cost of sales	1,765,861	1,060,425	3,049,675	2,378,348
Gross profit	411,336	320,530	747,714	695,152
Operating expenses	'	'	'	'
Salaries and related expenses	499,487	520,642	939,767	1,034,331
Selling, general and administrative	466,586	788,314	913,205	1,319,704
Total operating expenses	966,073	1,308,956	1,852,972	2,354,035
Loss from continuing operations	-554,737	-988,426	-1,105,258	-1,658,883
Other expenses	'	'	'	'
Interest expense, net	163,233	302,631	322,449	582,017
Gain on extinguishment of debt	'	'	-213,433	'
Gain on change in fair value of forward contract liability	'	35,418	'	97,632
Gain on change in fair market value of derivative	-64,650	'	-126,691	'
Gain on change in fair value of warrant liability	-119,711	-247,295	-444,016	-138,331
Total other (income) expense	-21,128	90,754	-461,691	541,318
Loss from continuing operations before income tax	-533,609	-1,079,180	-643,567	-2,200,201
Income taxes expense	5,126	268,920	10,481	273,117
Loss from continuing operations, net of tax	-538,735	-1,348,100	-654,048	-2,473,318
Discontinued operations:	'	'	'	'
Loss from operations of discontinued pharmacies, net of tax benefit	-9,519	-499,422	-19,464	-507,217
Net loss	-548,254	-1,847,522	-673,512	-2,980,535
Milestone feature on preferred stock	'	'	-662,057	'
Net loss applicable to common stock	($548,254)	($1,847,522)	($1,335,569)	($2,980,535)
Net loss to common stockholders from continuing operations	($0.05)	($0.23)	($0.12)	($0.46)
Loss from discontinued operations, net of tax expense (benefit)	'	($0.09)	'	($0.09)
Net loss per common share - basic and diluted	($0.05)	($0.32)	($0.12)	($0.56)
Basic and diluted weighted average number of common shares outstanding	11,503,294	5,817,053	11,414,481	5,361,577

CONDENSED_CONSOLIDATED_STATEME1

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT (Unaudited) (USD $)	Common Stock	Series A Preferred Stock	Series C Preferred Stock	Series B Preferred Stock	Additional Paid-In Capital	Retained Earnings / Accumulated Deficit	Total
	USD ($)	USD ($)	USD ($)	USD ($)		USD ($)	USD ($)
Beginning Balance, Amount at Dec. 31, 2013	$10,256	$1	$1	$5	'	'	($10,465,661)
Beginning Balance, Shares at Dec. 31, 2013	10,255,693	1,466	813	5,124	38,142,048	-48,617,972	-10,456,661
Issuance of common stock in lieu of interest on refinancing, Shares	420,694	'	'	'	62,684	'	63,104
Issuance of common stock in lieu of interest on refinancing,Amount	420	'	'	'	'	'	'
Issuance of common stock for make-whole adjustment on private placement, Shares	826,907	'	'	'	114,940	'	115,767
Issuance of common stock for make-whole adjustment on private placement, Amount	827	'	'	'	'	'	'
Milestone adjustment for preferred stock	'	'	'	'	'	-662,057	-662,057
Net Loss	'	'	'	'	'	-673,512	-673,512
Ending Balance, Amount at Jun. 30, 2014	$11,503	$1	$1	$5	'	'	($11,622,359)
Ending Balance, Shares at Jun. 30, 2014	11,503,294	1,466	813	5,124	38,319,672	-49,953,541	-11,622,359

CONDENSED_CONSOLIDATED_STATEME2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (USD $)	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
CASH FLOWS FROM OPERATING ACTIVITIES:	'	'
Net loss applicable to common stock	($673,512)	($2,980,535)
Adjustments to reconcile net loss to net cash used in operating activities:	'	'
Depreciation and amortization of property and equipment	13,915	15,620
Amortization of debt issuance costs	2,737	19,534
Amortization of discount on debt	27,603	175,745
Stock based compensation	99,937	426,778
Issuance of comm on stock in lieu of debenture interest	'	45,467
Gain on extinguishment of debentures	-213,433	'
Provision for accounts receivable doubtful accounts	15,540	4,404
Recoveries for other receivables doubtful accounts	-7,757	-40,097
Loss on change in fair value of forward contract	'	97,632
Impairment of goodwill	'	697,766
Gain on change in fair market value of derivative	-126,691	'
Gain on change in fair value of warrant liability	-444,016	-138,331
Changes in operating assets and liabilities:	'	'
Accounts receivable	282,106	264,263
Inventories	40	137,888
Prepaid expenses and other current assets	67,859	-25,882
Other receivables	11,880	63,039
Accounts payable and accrued liabilities	478,907	400,511
Net cash used in operating activities	-464,885	-836,198
CASH FLOWS FROM INVESTING ACTIVITIES:	'	'
Purchases of property and equipment	-11,736	-47,649
Net cash used in investing activities	-11,736	-47,649
CASH FLOWS FROM FINANCING ACTIVITIES:	'	'
Repayment of notes payable	-10,340	-43,320
Proceeds from issuance of common stock	'	860,000
Payment of issuance costs for common stock	'	-45,810
Proceeds from issuance of Series A preferred stock	'	60,000
Proceeds from note payable, related party	440,000	'
Proceeds from advances on revolving note	80,000	'
Repayment of advances on revolving note	-50,000	'
Repayment of convertible debentures	-11,116	'
Proceeds from advances on shareholder revolving note	50,000	270,500
Repayment of advances on shareholder revolving note	'	-229,500
Net cash provided by financing activities	498,544	871,870
Net decrease in cash	21,923	-11,977
Cash at beginning of period	2,856	21,298
Cash at end of period	$24,779	$9,321

BASIS_OF_PRESENTATION_AND_PLAN

BASIS OF PRESENTATION AND PLAN OF OPERATIONS	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 1 - BASIS OF PRESENTATION AND PLAN OF OPERATIONS	'
	The unaudited condensed interim consolidated financial statements as of and for the three and six months ended June 30, 2014 and 2013 have been prepared by Assured Pharmacy, Inc. (the “Company”) in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial reporting.  These consolidated statements are unaudited and, in the opinion of management, include all adjustments (consisting of normal recurring adjustments and accruals) necessary for a fair statement for the periods presented.  The year-end consolidated data was derived from audited financial statements but does not include all disclosures required by GAAP.  Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. The results of operations for the three and six months ended June 30, 2014 are not necessarily indicative of the results to be expected for the full fiscal year.
	These unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of the Company and notes thereto included in the audited annual financial statements for the year ended December 31, 2013 filed as part of the Company’s Annual Report on Form 10-K/A on April 25, 2014.
	Going Concern Considerations
	The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the ordinary course of business. As of June 30, 2014, the Company had an accumulated deficit of approximately $50.0 million and, recurring losses from operations. The Company also had negative working capital of approximately $5.9 million and debt with maturities within one year in the amount of approximately $4.5 million as of June 30, 2014.
	The Company intends to fund operations through raising additional capital through debt financing and equity issuances, increased sales, increased collection activity on past due other receivable balances and reduced expenses, which may be insufficient to fund its capital expenditures, working capital or other cash requirements for the year ending December 31, 2014. The Company is in negotiations with current debt holders to restructure and extend payment terms of the existing short term debt.  The Company is seeking additional funds to finance its immediate and long-term operations. The successful outcome of future financing activities cannot be determined at this time and there is no assurance that if achieved, the Company will have sufficient funds to execute its intended business plan or generate positive operating results. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments related to recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result should the Company be unable to continue as a going concern.
	In response to these financial issues, management has taken the following actions:
	●     The Company is seeking to renegotiate existing debt.
	●     The Company is seeking investment capital.
	●     The Company is aggressively targeting new physicians.

SUMMARY_OF_SIGNIFICANT_ACCOUNT

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	'
	The summary of significant accounting policies presented below is designed to assist in understanding the Company’s consolidated financial statements. Such financial statements and accompanying notes are the representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States (“U.S. GAAP”) in all material respects, and have been consistently applied in preparing the accompanying consolidated financial statements.
	Principles of Consolidation
	The consolidated financial statements include the accounts of the Company and its subsidiaries. All significant inter-company accounts and transactions have been eliminated.
	Use of Estimates
	The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Significant estimates and assumptions involved include the collectability of accounts receivable, accounting for stock-based compensation and other stock-based payments, convertible debt issuances, the valuation of the deferred tax asset, inventory, warrant liability and long-lived assets valuation.  Actual results could materially differ from these estimates.
	Risks and Uncertainties
	The Company operates in a highly competitive industry that is subject to intense competition. The Company faces risks and uncertainties relating to its ability to successfully implement its business strategy. Among other things, these risks include the ability to develop and sustain revenue growth; managing and expanding operations; competition; attracting, retaining and motivating qualified personnel; maintaining and developing new strategic relationships; and the ability to anticipate and adapt to the changing markets and any changes in government regulations.
	As a result, the Company may be subject to the risk of delays in obtaining (or failing to obtain) regulatory clearance and other uncertainties, including financial, operational, technological, regulatory and other risks associated with an emerging business, including the risk of business failure.
	The Company’s pharmacies are subject to licensing and regulation by the health, sanitation, safety, building and fire agencies in the state or municipality where located. Difficulties or failures in obtaining or maintaining the required licensing and/or approvals could prevent the continued operations of such pharmacies. Management believes that the Company is operating in compliance with all applicable laws and regulations.
	Revenue Recognition
	The Company recognizes revenue from prescriptions dispensed on an accrual basis when the product is delivered to or picked up by the customer. Payments are received directly from the customer at the point of sale, or the customers’ insurance provider is billed electronically. For third party medical insurance and other claims, authorization to ensure payment is obtained from the customer’s insurance provider before the medication is dispensed to the customer. Authorization is obtained for these sales electronically and a corresponding authorization number is issued by the customers’ insurance provider.
	Discontinued Operations
	Discontinued operations include our Gresham and Riverside pharmacies that were closed in August 2013 due to our Company’s financial condition. Management considered several factors in determining which two pharmacies to close, including historical financial performance, regulatory costs, current sales prospects, geographic and physical location and strength of existing physician relationships.  After consideration of these factors, management closed our Gresham and Riverside pharmacies.  These closures met the discontinued operations criteria and, accordingly, are included in discontinued operations for all periods presented.
	Accounts Receivable and Allowances
	The Company’s accounts receivable consist of amounts due from third party medical insurance carriers, pharmacy benefit management companies, patients and credit card processors. Management periodically reviews the accounts receivable to assess collectability and estimate potential doubtful accounts.  Accounts receivable are written-off after collection efforts have been completed in accordance with the Company’s policies.  The doubtful accounts allowance reduces the carrying value of the account receivable.
	In March 2014, the Company entered into a $600,000 Non-Disclosable Revolving Line of Credit Loan with Third Coast Bank SSB due on March 25, 2015.  The loan is not subject to an interest rate, but is subject to service charges based on the amount of funds advanced.  The credit facility allows for the sale of receivables at collectible value less a 10% reserve to be maintained based on the outstanding balance of receivables sold. The loan is secured by the Company’s accounts receivable and is guaranteed by Pinewood Trading Fund, LP, a related party.  The Company recorded the sale of the accounts receivable by reducing the accounts receivable for the accounts receivable sold with recourse, net of the 10% reserve required.
	In June 2014, the Company entered into a modification of the $600,000 Non-Disclosable Revolving Line of Credit due March 25, 2015 whereby the Revolving Line of Credit was increased to $1,200,000 and the maturity date was extended to June 5, 2015.
	The Company’s accounts receivables are detailed as follows:
		30-Jun-14			31-Dec-13
	Accounts receivable
	Third party medical insurance and other	$	598,903		$	324,095
	Allowance for doubtful accounts		(7,771	)		(130	)
	Accounts receivable sold with recourse, net of reserve		-561,234			-
	Total accounts receivable, net	$	29,898		$	323,965
	The provision for bad debts for the six months ended June 30, 2014 and 2013 was $18,912 and $9,564, respectively.
	Stock-based Compensation
	The Company issues options and restricted shares of common stock to employees and consultants.  Stock option and restricted share awards are granted at the fair market value of the Company’s common stock on the date of grant.
	The Company records all share-based payments at fair value. The total applicable compensation cost is amortized on a straight-line basis over the requisite service period, which is generally the vesting period.
	For the six months ended June 30, 2014 and 2013, the Company recognized $99,937 and $426,778, respectively, in compensation expense which is included in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations.
	Reclassification
	Certain prior year amounts have been reclassified to conform to the 2014 financial statement presentation.  The reclassifications did not affect net loss attributable to the Company, cash flows, assets, liabilities or equity for the periods presented.
	Basic and Diluted Loss per Common Share
	The Company computes loss per common share using Accounting Standards Codification (“ASC”) 260 “Earnings Per Share.” Basic loss per share is computed by dividing net loss applicable to common shareholders by the weighted average number of common shares outstanding for the reporting period. Diluted loss per share reflects the potential dilution that could occur if securities or other contracts, such as stock options and warrants to issue common stock, were exercised or converted into common stock. Because the Company has incurred net losses and there are no dilutive potential common shares, basic and diluted loss per common share are the same.
	Recent Accounting Pronouncements
	In July 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exist, which is included in ASC Topic 740 (Income Taxes).  ASU 2013-11 requires an entity to net its liability for unrecognized tax positions against a net operating loss carryforward, a similar tax loss or a tax credit carryforward when settlement in this manner is available under the tax law.  The provisions of this new guidance are effective for reporting periods beginning after December 15, 2013.  The guidance is not expected to have a material impact on our statement of operations, financial position, or cash flows.
	In April 2014, the FASB issued ASU No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-08”) which amended the FASB’s guidance for reporting discontinued operations and disposals of components of an entity under Accounting Standards Codification Subtopic 250-20. The guidance as amended by ASU 2014-08 raises the threshold for a disposal to qualify as a discontinued operation by requiring that a disposal representing a strategic shift that has (or will have) a major effect on an entity’s financial results or a business activity classified as held for sale be reported as such. The amendments also expand the disclosure requirements regarding the assets, liabilities, revenues and expenses of discontinued operations and add new disclosure requirements for individually significant dispositions that do not qualify as discontinued operations. The amendments are effective prospectively for fiscal years beginning after December 15, 2014, and interim reporting periods within those years (early adoption is permitted only for disposals that have not been previously reported). The implementation of the amended guidance is not expected to have a material impact on the Company’s consolidated financial statements.
	In June 2014, the FASB issued ASU No. 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide that a Performance Target Could be Achieved after the Requisite Service Period (“ASU 2014-12”). ASU 2014-12 requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This ASU further clarified that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. ASU 2014-12 is effective for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted. The Company does not anticipate that the adoption of this standard will have a material impact on its consolidated financial statements.

FAIR_VALUES_OF_FINANCIAL_INSTR

FAIR VALUES OF FINANCIAL INSTRUMENTS	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 3 - FAIR VALUES OF FINANCIAL INSTRUMENTS	'
	The Company measures certain financial liabilities (warrant liability, forward contract liability and derivative liabilities) at fair value on a recurring basis. The Company follows a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to measurements involving significant unobservable inputs (Level 3). The three levels of the fair value hierarchy are as follows:
	Level 1    Measurements are quoted prices (unadjusted) in active markets for identical assets or liabilities that the company has the ability to access at the measurement date.
	Level 2    Measurements are inputs other than quoted prices included in Level 1 that are observable either directly or indirectly.
	Level 3    Measurements are unobservable inputs.
	Management believes that the carrying amounts of the Company’s financial instruments, consisting primarily of cash, accounts receivable, accounts payable and accrued expenses approximated their fair values at June 30, 2014 and December 31, 2013, due to their short-term nature.
	Management also believes that the June 30, 2014 and December 31, 2013 interest rates associated with the notes payable approximates the market interest rates for these types of debt instruments and as such, the carrying amount of the notes payable approximates their fair value.
	Common Stock Warrant Liability
	The Company accounts for its common stock warrants under ASC 480, “Distinguishing Liabilities from Equity,” which requires any financial instrument, other than an outstanding share, that, at inception, embodies an obligation to repurchase the issuer’s equity shares, or is indexed to such an obligation, and it requires or may require the issuer to settle the obligation by transferring assets, would qualify for classification as a liability. The guidance required the Company’s outstanding warrants from private placements to be classified as liabilities and to be fair valued at each reporting period, with the changes in fair value recognized as a change in fair value of warranty liability in the Company’s consolidated statements of operations. Specifically, the warrants issued in connection with private placements grant the warrant holder certain anti-dilution protection providing exercise price adjustments in the event that any common stock or common stock equivalents are issued at an effective price per share that is less than the exercise price per share.  Upon exercise or expiration of the warrants, the fair value of the warrant at that time will be reclassified to equity from a liability.  The following table is a summary of the warrant liability activity measured at fair value using Level 3 inputs:
		Warrant Liability
	Balance at December 31, 2013	$	1,060,353
	Granted		167,532
	Cancelled, forfeited or expired		(24,120	)
	Change in fair value of common stock warrants		(444,016	)
	Balance at June 30, 2014 (unaudited)	$	759,749
	Forward contracts
	As part of our 2013 private placement of common stock, the Company also agreed that the 38,462 shares of common stock included in the units are subject to increase and the $0.65 per share value is subject to decrease, in each case based on the level of the Company’s consolidated net revenues derived during our 2013 fiscal year (the “Make-Whole Adjustments”) (see Note 6 Common Stock for further details).  The Company separately valued the forward contracts using Level 3 inputs.  The fair value of the forward contracts of $115,767 was recorded as a liability and is included in accounts payable and accrued expenses on the Consolidated Balance Sheet as of December 31, 2013.   The following table is a summary of the forward contract liability activity measured at fair value using Level 3 inputs:
		Forward
		Contract
		Liability
	Balance at December 31, 2013	$	115,767
	Granted		-
	Cancelled, forfeited or expired		(115,767	)
	Change in fair value		-
	Balance at June 30, 2014 (unaudited)	$	-
	Derivative Liability
	The derivative relates to the conversion feature into common stock at an initial rate of 2,000 common shares for each share of Series D Preferred Stock, subject to adjustment for certain anti-dilution protection and provides exercise price adjustments in the event that any common stock or common stock equivalents are issued at an effective price per share that is less than the exercise price per share (see Note 5 Redeemable Convertible Preferred Stock for further details).  Management analyzed the terms of the conversion option and concluded that the conversion feature was derivative since it met the definition of a derivative and did not qualify for any of the exceptions. The Company therefore separately valued the derivative contracts using Level 3 inputs.  The fair value of the derivatives was recorded as a derivative liability on the Consolidated Balance Sheet as of June 30, 2014 and December 31, 2013.   The following table is a summary of the derivative liability activity measured at fair value using Level 3 inputs:
		Derivative
		Liability
	Balance at December 31, 2013	$	312,088
	Granted		-
	Cancelled, forfeited or expired
	Change in fair value		(126,691	)
	Balance at June 30, 2014 (unaudited)	$	185,397

NOTES_PAYABLE_AND_UNSECURED_CO

NOTES PAYABLE AND UNSECURED CONVERTIBLE DEBENTURES	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 4 - NOTES PAYABLE AND UNSECURED CONVERTIBLE DEBENTURES	'
	The table below summarizes the Company’s notes payable and unsecured convertible debentures as of June 30, 2014:
			Related Party			Unrelated			Total
	Secured debt		$	-		$	3,804,111		$	3,804,111
	Revolving credit facilities			527,000			30,000			557,000
	Other notes and debt			440,000			42,068			482,068
	Total notes payable		$	967,000		$	3,876,179		$	4,843,179
	Unsecured convertible
	debentures, net of discount		$	-		$	1,498,954		$	1,498,954
	Total debt		$	967,000		$	5,375,133		$	6,342,133
	Unsecured Convertible Debentures
	The Company completed various sales through private placements of senior convertible debentures to accredited investors.  The debentures were convertible into shares of the Company’s common stock at an initial conversion price of $1.26 per share on an as converted basis, subject to adjustment.  A consent and waiver was obtained from the majority of the Series A and C Preferred holders and a waiver was obtained from a majority of the Series B Preferred holders as required in the certificate of designation.  From September 2012 through February 2013, the investors in our 2011 private placements consented to a partial anti-dilution adjustment in conversion price to $0.90 per share in the event of the minimum offering being achieved in a private placement of common stock and warrants.  In February 2013, the minimum offering was achieved resulting in an adjusted conversion price of $0.90 per share for a total of 2,072,654 common shares on an as converted basis, subject to adjustment for stock dividends, stock splits and related distributions
	As part of the private placements, the investors received warrants to purchase shares of the Company’s common stock.  The warrants were initially exercisable for a period of three years from the date of issuance at an initial exercise price of $1.512, subject to adjustment (see Note 6 Stock Warrants for further details). The investor may exercise the warrant on a cashless basis if the shares of common stock underlying the warrant are not then registered pursuant to an effective registration statement.  The outstanding warrants are subject to certain anti-dilution protection clauses which provide exercise price adjustments in the event that any common stock or common stock equivalents are issued at an effective price per share that is less than the exercise price per share.  Accordingly, the fair value of the stock warrants is classified as a warrant liability on the accompanying condensed consolidated balance sheets as of June 30, 2014 and December 31, 2013.
	As of June 30, 2014, we had the following unsecured convertible debentures outstanding to the following:
			Amount		Maturity Date		Interest Rate	# of Warrants
	HCI		$	1,150,000	30-Jun-16		10.00%	1,920,007
	AQR			200,000	1-Dec-12		20.00%	576,002
	CNH			100,000	1-Dec-12		20.00%	288,003
	Coventry			188,884	1-Apr-16		16.00%	575,999
	Total			1,638,884				3,360,011
	Less debt discount			-139,930
	Debentures, net		$	1,498,954
	HCI
	The Company issued an aggregate total of $1,000,000 in senior convertible debentures to Hillair Capital Investment, Inc. (“HCI”) during the years ended December 31, 2012 and 2011.  As of December 31, 2013, the debentures and related interest were past due.  In February 2014, the Company entered into and Amended and Restated 10% Senior Convertible Debenture due June 30, 2016 with HCI in the amount of $1,150,000. The amendment relates to convertible debentures originally issued on May 16, 2011, August 22, 2011, November 30, 2011 and July 19, 2012 for an aggregate total of $1,000,000 in debentures.  In addition to the extension of the maturity date, the interest rate was reduced from 16.0% to 10.0% per annum, and the conversion price was decreased from $0.90 to $0.75. As part of the agreement, the Company agreed to increase the principal amount of the debenture by $150,000 which represents eighteen months of interest due at the stated rate of 10% per annum.  As a result, all interest accruable and payable between February 7, 2014 and August 8, 2015 is considered paid in full and satisfied.  In addition, the Company issued 420,694 shares of common stock as payment of accrued interest of $252,417 at a rate of $0.60 per share.  Further interest will not begin accruing until August 8, 2015.  As part of the amendment, the exercise price of the related warrants was reduced from $0.90 to $0.75 resulting in the issuance of an additional 320,000 warrants per the warrant agreement terms.
	Since the Company is experiencing financial difficulties and the debenture holder has granted a concession, the transaction met the requirement for troubled debt accounting treatment.  Management compared the value of the accrued interest to the fair value of the common stock resulting in a gain on extinguishment of debt of $213,433 or $0.09 per common share.
	AQR & CNH
	In August 2011, the Company issued an aggregate total of $300,000 in senior convertible debentures to AQR Opportunistic Premium Offshore Fund, LP (“AQR”) and CNH Diversified Opportunities Master Account, LP (“CNH”).  Due to our current financial condition, we did not make the periodic redemption payments of $75,000 due on June 1, 2012 and September 1, 2012 and the final payment due of $150,000 on or before December 1, 2012.  Upon default, amounts owed become immediately payable to the debenture holder upon issuance of a notice of default.  The debenture holders have issued a notice of default relating to our failure to make the periodic redemption payments on June 1, 2012 or September 1, 2012 or the final payment of $150,000 due on December 1, 2012 under the debenture agreement.  In August 2013, the two holders filed a lawsuit against the Company for payment of past due amounts (See Note 9 Legal Matters for further details).  In March 2014, the issuance of warrants to Series D Preferred Stock holders as part of the milestone provision with an effective conversion price of $0.40 per share qualified as a dilutive issuance per the terms of the convertible debenture.  No waivers were obtained from the two debenture holders that were holding an aggregate total of $300,000 debentures.  The anti-dilution adjustment reduced the conversion price from $0.50 to $0.40 per share.  The amounts due on the debentures are classified as current at June 30, 2014 and December 31, 2013.
	Coventry
	On December 6, 2013, the Company settled a lawsuit with Coventry Enterprises, LLC  (“Coventry”), a holder of $200,000 in convertible debentures issued in 2011.  The terms of the settlement were before any application of any payments, we owe Coventry $280,679, which includes unpaid principal of $200,000, unpaid interest of $53,679 and unreimbursed attorney’s fees and costs of $27,000.  The Company shall pay Coventry $280,679, plus interest at the rate of 16.0% per annum on the following schedule:
	a)	$50,000 payable on or before December 6, 2013; and
	b)	$10,000 payable on or before the first day of each month starting January 1, 2014 and continuing thereafter until the obligation is paid.
	Based on the payment terms above, the obligation will be paid in full on Apri1 1, 2016. In March 2014, the issuance of warrants to Series D Preferred Stock holders as part of the milestone provision with an effective conversion price of $0.40 per share qualified as a dilutive issuance per the terms of the convertible.  No waivers were obtained from Coventry debenture holders that were holding an aggregate total of $200,000 debentures.  The anti-dilution adjustment reduced the conversion price on the debenture from $0.50 to $0.40 per share.
	Interest expense related to the unsecured convertible debentures for the six months ended June 30, 2014 and 2013 was $138,911 and $438,213, respectively.  Interest expense for the six months ended June 30, 2014 and 2013 included $108,571 and $242,934 at the stated rate, $27,603 and $175,745 in amortization of debt discount and $2,737 and $19,534 in amortization of deferred financing cost, respectively.  The effective interest rate on convertible debentures was calculated as 17.2% and 29.6% for the six months ended June 30, 2014 and 2013, respectively.
	As of June 30, 2014, the outstanding balance on unsecured convertible debentures, net of discounts was $1,498,954 with $396,664 classified as current.  The outstanding debentures are convertible into an aggregate total of 2,755,544 common shares.
	Secured Debt
	In February 2013, the Company entered into a secured loan agreement with our primary wholesaler. Under the terms of this agreement, the Company received a one-year loan of $3,828,527 with an interest rate of 6.25% per annum, with interest payable monthly. Monthly payment requirements were $27,000 per month for four consecutive months, followed by four consecutive monthly payments of $37,000, followed by three consecutive monthly payments of $42,000, with remaining principal and interest due February 1, 2014. The proceeds from the note were simultaneously exchanged for $3,534,793 in outstanding vendor invoices and $293,734 in a secured note payable with the same primary wholesaler. The note is secured by all of the assets of the Company and its subsidiaries through UCC-1 filings.  As part of the agreement, the Company is required to purchase a minimum of $500,000 in monthly purchases each month.  The secured loan was subsequently extended with monthly payment requirements of $42,000, with remaining principal and interest due February 1, 2016.
	As of June 30, 2014, the outstanding principal balance on the note was $3,804,111. Due to our current financial condition, we have not made principal and interest payments in the amount of $359,243 as required by the agreement.  In addition, we have not met our minimum monthly purchase requirements of $500,000 per month.  In March 2014, we entered into a Forbearance Agreement with H.D. Smith Wholesale Drug Co. (“H.D. Smith”) in which the lender agreed to forbear from accelerating the outstanding balance of the Note and from instituting collection efforts from the date of the agreement through July 1, 2014 provided certain conditions are met, but not limited to Assured:  (1) seeking new financing arrangements to improve its business viability, (2) providing financial statements to H.D. Smith on a monthly basis, (3) communicating with H.D. Smith regarding its business and financial position on a regular basis, and at the request of H.D. Smith, (4) making payments on the note when it is reasonably able to do so, (5) not entering into any agreements with any of their creditors that might impair their ability to perform under the agreement, and (6) ensuring that H.D. Smith is fully informed at all times of all matters relating to the operation of Assured’s businesses, including any planned changes in key personnel or material changes in the manner of operating such businesses.  Due to our financial condition, we were unable to make the required payment on July 1, 2014 and we are currently in negotiations with the lender to restructure the terms of the note.
	Revolving Credit Facilities
	Brockington Securities, Inc. - Revolver
	In March 2009, the Company entered into a Revolving Line of Credit Agreement with Brockington Securities Inc., a related party, for a credit limit of $300,000 with a term of one year bearing interest of 12% per annum. Under the terms of the agreement, the Company could request advanced payments from time to time, provided, however, any requested advance will not, when added to the outstanding principal advanced of all previous advances, exceed the credit limit. The Company could repay accrued interest and principal at any time, however no partial repayment would relieve the Company of the obligation of the entire unpaid principal together with any accrued interest and other unpaid charges.  There are no financial covenants that the Company is required to maintain.
	The agreement has been subsequently extended.  The latest extension occurred in December 23, 2013, pursuant to a Modification and Extension Agreement to the Revolving Line of Credit Agreement dated March 10, 2009, in which the term of the loan was modified and the maturity date of the loan was extended to August 30, 2016 by mutual consent.  On November 12, 2012, the credit limit was increased to $500,000, pursuant to an Amendment Agreement to the Revolving Line of Credit Agreement dated March 10, 2009.  All additional terms of the loan remain unchanged and the Company was not in violation of any provisions of the loan agreement.
	In May 2014, the credit limit was increased to $600,000 pursuant to an Amendment Agreement to the Revolving Line of Credit Agreement dated March 10, 2009.
	As of June 30, 2014, the outstanding balance on the revolving line of credit was $527,000.
	Third Coast Bank – Revolver
	In December 2013, the Company entered into a revolving Promissory Note with Third Coast Bank SSB, for a credit limit of $30,000 with a term of one year bearing a variable interest rate of prime plus .500 percentage points with an interest rate floor of 5.00% per annum.  The Promissory Note was guaranteed by Pinewood Trading Fund, LP, a related party.
	As of June 30, 2014, the outstanding balance on the revolving line of credit was $30,000.
	Other Notes and Debt
	TPG, LLC
	On December 15, 2006, the Company entered into a Share Purchase Agreement (the “Share Agreement”) with TPG, LLC pursuant to which the Company purchased 49 shares of common stock of Assured Pharmacies, Inc. (“API”) for 50,000 shares of common stock of the Company and a $460,000 note payable.  The note is payable in $5,000 monthly installments through November 2007 and $15,000 monthly installments with the remaining balance due at maturity, February 15, 2009.  The Company did not comply with the note terms due to its distressed financial condition.
	In December 2013, the parties entered into a Fourth Amendment to the Share Agreement between the Company and TPG, LLC. The maturity date of the note was extended from July 2013 to September 1, 2015.  We issued 200,000 shares of the Company’s common stock and agreed to pay the remaining outstanding balance of $60,000 together with accrued interest at the rate of prime plus 2% per annum commencing from December 19, 2013, as follows:
	(a)  Six consecutive monthly installments of $2,000 on or before the 1st of each month commencing in December 2013 through May 2014.
	(b) Sixteen consecutive monthly installments of $3,000 on or before the 1st of each month, commencing in June 2014 through September 2015.
	As of June 30, 2014, the outstanding principal balance on the note was $42,068.
	Pinewood Notes
	In January 2014, we entered into a $200,000 note agreement with Pinewood Trading Fund, LP (“Pinewood”), a related party with a maturity date of January 28, 2016. The note bears an interest rate of 16% per annum payable on July 1 and January 1 of each calendar year.  Unless otherwise instructed by Pinewood, the accrued and unpaid interest shall be paid in duly authorized, validly issued, fully paid and non-assessable shares of the Company’s common stock. As of June 30, 2014, the outstanding balance on the note was $214,078, which includes $14,078 in accrued but unpaid interest.
	In February and March 2014, the Company entered into short term promissory notes with Pinewood, a related party for an aggregate total of $240,000.  The short term notes bear an interest rate of 12.0% per annum and mature on April 30, 2014.
	As of June 30, 2014, the aggregate outstanding balance on the notes was $275,058, which includes $25,058 in accrued but unpaid interest.  As of August 14, 2014, the Company has not repaid the short term promissory note and is currently in negotiations to restructure the repayment terms of the note.

REDEEMABLE_CONVERTIBLE_PREFERR

REDEEMABLE CONVERTIBLE PREFERRED STOCK	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 5 - REDEEMABLE CONVERTIBLE PREFERRED STOCK	'
	On September 1, 2013, the Company entered into a Stock Purchase Agreement (“SPA”) with Pinewood Trading Fund, LP, (“Pinewood”) an existing shareholder (related party) to purchase up to 3,000 shares of Series D Convertible Preferred Stock at $1,000 per share.
	In November 2013, the Company designated 15,000 shares to Series D Preferred Stock.  The Series D Preferred rank senior to the Series A Preferred, Series C and Series B Preferred which ranks senior to the Company’s common stock with respect to the payment of any dividends and amounts upon liquidation or dissolution.
	Pinewood must approve certain corporate actions of the Company, regardless of the total Common Stock votes for or against such actions. Such actions include, but are not limited to: any increase or decrease in the authorized number of shares of Common Stock or Preferred Stock; the delisting of any of the Company’s securities from the OTCQB or any national securities exchange; any redemption or repurchase with respect to the Common Stock or Preferred Stock; any liquidation, dissolution or winding-up of the business and affairs of the Company; any material modification or deviation from the Company’s annual business plan and operating budget; any payment or declaration of a dividend or other distribution on any shares of Common Stock or Preferred Stock made by the Board of Directors; and any change in the principal business of the Company. In addition to the foregoing, holders of the Series D Preferred Stock have the right to elect one director of the Company so long as at least 35% of the Series D Preferred Stock are issued and outstanding.  Each share of Series D Preferred Stock is convertible into 2,000 shares of the Company’s common stock.
	In addition, Pinewood may, but is not obligated to, nominate one Director to add to the Company’s existing Board currently comprised of four people (for a total of five directors).  The Company is further restricted, precluded, and prohibited from increasing the number of directors beyond four or five should Pinewood elect to nominate a director) without the consent of Pinewood.  This gives Pinewood the ability without restriction or notice to install a board member at any time, subject to applicable law and the Company’s charter document, at Pinewood’s sole discretion.
	Preferred Stock Private Placements
	In November 2013, the Company issued 800 shares of Series D Preferred Stock to Pinewood Trading Fund, LP, a related party, for $1,000 per share for an aggregate purchase price of $800,000. For each share of Series D Preferred Stock purchased, two five-year warrants were issued as follows: (i) a Series A Warrant to purchase 2,000 shares of the Company’s common stock; and (ii) a Series B Warrant to purchase 2,000 shares of common stock.
	In December 2013, the Company issued 200 shares of Series D Preferred Stock to Pinewood Trading Fund, LP, a related party for $1,000 per share for an aggregate purchase price of $200,000. For each share of Series D Preferred Stock purchased, two five-year warrants were issued as follows: (i) a Series A Warrant to purchase 2,000 shares of the Company’s common stock; and (ii) a Series B Warrant to purchase 2,000 shares of common stock.
	In December 2013, the Company issued 20 shares of Series D Preferred Stock to Craig Eagle, a director of the Company, for $1,000 per share for an aggregate purchase price of $20,000. For each share of Series D Preferred Stock purchased, two five-year warrants were issued as follows: (i) a Series A Warrant to purchase 2,000 shares of the Company’s common stock; and (ii) a Series B Warrant to purchase 2,000 shares of common stock.
	In December 2013, the Company issued 50 shares of Series D Preferred Stock to an existing investor for $1,000 per share for an aggregate purchase price of $50,000. For each share of Series D Preferred Stock purchased, two five-year warrants were issued as follows: (i) a Series A Warrant to purchase 2,000 shares of the Company’s common stock, par value $0.001 per share; and (ii) a Series B Warrant to purchase 2,000 shares of common stock.
	As part of the private placements, the investors received warrants to purchase an aggregate of 4,280,000 shares of the Company’s common stock.  The warrants are exercisable for a period of five years from the date of issuance at an initial exercise price of $0.50, subject to adjustment.  The investor may exercise the warrant on a cashless basis if the shares of common stock underlying the warrant are not then registered pursuant to an effective registration statement.  The outstanding warrants are subject to certain anti-dilution protection clauses which provide exercise price adjustments in the event that any common stock or common stock equivalents are issued at an effective price per share that is less than the exercise price per share.  Accordingly, the stock warrants are classified as a warrant liability on the accompanying consolidated balance sheets as of June 30, 2014 and December 31, 2013.
	The Securities Purchase Agreement (“SPA”) contains a Milestone Adjustment provision.    If by March 1, 2014, the Company’s income, on a Special Adjustment Basis (“SAB”) for the period beginning on January 1, 2014 and ending on February 28, 2014 (the “Measurement Period”) is not positive, on a SAB, then the Company will immediately issue (after the cash-flow on SAB calculation is final) to Investors, pro rata based on their ownership of Series D Preferred Stock, an aggregate additional (i) 2,400 shares of Series D Preferred Stock and (ii) for each share of Series D Preferred Stock issued above, one Series A Warrant and one Series B Warrant; and the exercise price of all warrants then held by the Investors (including the Warrants and any previously issued warrants of the Company then held by Investors) shall be reduced to $0.40, which number shall be subject to adjustment for issuances or circumstances following the Closing Date that would otherwise result in an adjustment to the exercise price of any such warrant In addition, if the milestone adjustment is required, Pinewood shall be entitled thereafter to elect a majority of the Board of Directors, to be accomplished in any manner that Pinewood deems most expedient and in compliance with applicable laws and the Company’s charter documents. The SAB shall be based on the trailing two month net income of the Company, excluding stock-based compensation and non-cash other (non-operating) expenses.  The Company believed that it could achieve this goal by March 1, 2014, but it did not.  The milestone adjustment feature is not free standing from the Series D Preferred Stock and will not be separately classified from the preferred security.  The fair value of the milestone adjustment will be recorded if the milestone adjustment is required.
	In March 2014, the Company did not meet the requirements of the Milestone Provision of the Series D Preferred of reaching positive net income on a Special Adjusted Basis (“SAB”) for the trailing two months ending February 2014.  As a result, the Company issued an additional 856 shares of Series D Preferred stock and additional 3,424,000 warrants to purchase common stock at $0.40 to the Series D holders.  In addition, the exercise price on warrants to purchase an aggregate total of 4,280,000 common shares has been reduced to $0.40 per share.  Pinewood is also entitled to elect a majority of the Board of Directors, to be accomplished in any manner that it deems most expedient and in compliance with applicable laws and the Company’s charter documents.  The Company recorded a $662,057 milestone adjustment for preferred stock, which is a deemed dividend distribution for accounting purposes.
	The SPA also contains a mandatory redemption provision. If, as of January 1, 2016: (i) the Common Stock has traded on the 20 trading days prior to January 1, 2016 at an average closing price of less than $1.00; or (ii) the Common Stock has had during the 30 trading days prior to January 1, 2016 an average daily trading volume of less than 70,000 shares, then the Company shall immediately, to the extent it may lawfully do so, redeem all outstanding shares of Series D Preferred Stock at a purchase price of $2,000 per share, plus a cumulative preference of 8% per annum compounded annually. Such redemption shall have preference over redemption of any other class of shares.
	If the mandatory redemption does not occur within 10 business days, then payments to the Convertible Debt holders shall be subordinated, pursuant to that certain Subordination Agreement executed by the Convertible Debt holders, until the shares of Series D Preferred Stock are redeemed.  If the mandatory redemption does not occur within 60 business days, Pinewood shall have the right to elect a majority of the Company’s Board of Directors, and may seek a sale of the Company, subject to the determination of the Board of Directors.
	Failure to immediately redeem the Series D Preferred shares will, at Pinewood’s election, result in the Company immediately issuing to Pinewood an additional (i) 2,400 shares of Series D Preferred Stock and (ii) for each share of Series D Preferred Stock issued above, one Series A Warrant and one Series B Warrant, and the exercise price of all warrants then held by Pinewood (including the Warrants and any previously issued warrants of the Company then held by Investor) shall be reduced to $0.10 (ten cents) (which number shall be subject to adjustment for issuances of circumstances following the Closing that would otherwise result in an adjustment to the exercise price of any such warrant).
	The mandatory redemption feature is not freestanding from the Series D Preferred stock and will not be separately classified from the preferred security.  Since the mandatory redemption is conditioned upon the Company’s stock price and volume which are note solely within the control of the issuer and the price and date are fixed, the Series D Preferred are classified as temporary equity on the consolidated balance sheets as of June 30, 2014 and December 31, 2013.  Management analyzed the terms of the mandatory redemption feature and evaluated whether it was probable that the instruments will become redeemable and concluded that it was probable that the instruments will become redeemable.  Management elected to recognize changes in the redemption value immediately as they occur and adjusted the redemption value as if it were also the redemption date for the instrument.  As a result, management increased the carrying value of the preferred instrument by $2,192,588 for the redemption feature on preferred stock in the year ended December 31, 2013.  The redemption feature on preferred stock is a deemed dividend distribution for accounting purposes.
	The Series D Preferred stock includes a conversion feature in which each share of Series D Preferred Stock is initially convertible into 2,000 shares of the Company’s common stock. Management analyzed the terms of the conversion option and concluded that the conversion feature was derivative since it met the definition of a derivative and did not qualify for any of the exceptions. The initial aggregate fair value of the derivatives was determined to be $238,171 which was recorded as a derivative liability on the Consolidated Balance Sheet as of December 31, 2013 (See Note 3 Derivative Liability for further details).
	The Company allocated the proceeds of these preferred issuances, by first allocating the proceeds to warrant liability and derivative liability based on fair value and then allocated the remaining residual proceeds, net of closing costs to the preferred stock security.
	As of June 30, 2014, an aggregate total of 1,926 Series D Shares had been issued, which is convertible into 3,852,000 shares of common stock.

EQUITY_TRANSACTIONS

EQUITY TRANSACTIONS	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 6 - EQUITY TRANSACTIONS	'
	Convertible Preferred Stock Series – A, B & C
	The Company has authorized 5,000,000 shares of preferred stock, with 2,830 shares designated to Series A Preferred and 7,745 shares designated to Series B Preferred and 813 shares designated to Series C Preferred.
	The Series A Preferred and Series C Preferred rank senior to the Series B Preferred which ranks senior to the Company’s common stock with respect to the payment of any dividends and amounts upon liquidation or dissolution. Except as required by law, the shares of preferred stock shall be voted together with the shares of common stock and not as a separate class.  In addition, so long as 35% of the aggregate amount of the shares of Series A Preferred and Series C Preferred are outstanding, the holders of the outstanding shares voting together as a separate class are entitled to elect up to four directors to the Board and separately vote on a number of defined material actions typically requiring Board approval. Respectively, holders of shares of Series A, B and C Preferred have anti-dilution protections for sale of stock below conversion rate and stock splits and other similar pro rata events.
	Series A and Series B
	In June 2009, in a private placement pursuant to the Purchase Agreement dated February 9, 2009, with Mosaic, a related party (see Note 8 for further details), the Company agreed to sell 1,330 shares of its Series A Preferred and common stock purchase warrants to purchase an aggregate of 1,083,334 shares of its common stock for an aggregate purchase price of $1.3 million, of which $750,000 was paid by the cancellation of secured indebtedness of the Company owed to MFS, with the remaining $580,000 to be paid in cash.   As a condition of closing of this transaction, the outstanding principal balance related to Short Term Notes and Unsecured Debentures of $7.7 million was exchanged for 7,720 shares of Series B Preferred.
	As of June 30, 2014, the Company issued a total of 559 shares of Series A Preferred for $558,500 to Mosaic under the 2009 Securities Purchase agreement. Each share of Series A Preferred is convertible into 1,111 shares of common stock.  As of June 30, 2014, no shares of Series A Preferred issued to Mosaic have been converted into common stock.
	Series C
	In May 2010, we filed a Certificate of Designation to designate 813 shares of the Company’s Preferred stock in Series C Preferred. The rights of the Series C Preferred are identical to those of the Series A Preferred.   Subsequently, the Company issued 813 shares of the Company’s Series C Preferred at a price of $1,000 per share to an existing vendor in exchange for extinguishment of $300,000 in vendor’s secured payable and additional consideration in the form of a modification in vendor terms that are favorable to the Company and additional debt financing at terms that are significantly below market for the Company.
	The table below summarizes the Company’s outstanding convertible preferred stock as of June 30, 2014 and December 31, 2013:
		30-Jun-14							31-Dec-13
	Convertible Preferred Stock		Number of		Number of		Weighted		Number of	Number of		Weighted
			Preferred Shares		Common Shares		Average		Preferred Shares	Common Shares		Average
					if Converted		Conversion Price			if Converted		Conversion Price
	Series A Preferred			1,466	1,629,006		$	0.9	1,466	1,629,006		$	0.9
	Series B Preferred			5,124	5,693,344		$	0.9	5,124	5,693,344		$	0.9
	Series C Preferred			813	902,778		$	0.9	813	902,778		$	0.9
	Total			7,403	8,225,128		$	0.9	7,403	8,225,128		$	0.9
	Common Stock
	In January 2014, in accordance with the Make-Whole provision in our 2013 private placement of our common stock, we issued 826,907 shares of common stock to the eight investors that participated in the private placement.  Our consolidated net revenues for the fiscal year ending December 31, 2013 were $7,463,113 which included $2,270,536 in revenues from discontinued operations.  Since the net revenues are below the Make-Whole Adjustment minimum threshold of $17,250,000, we were required to issue additional common stock in accordance with the agreement.
	Stock Warrants
	Historically, the Company issued common stock warrants to investors and placement agents in private placements of convertible debentures, common stock and preferred stock from 2009 to 2013. The outstanding warrants are subject certain anti-dilution protection clauses which provide exercise price adjustments in the event that any common stock or common stock equivalents are issued at an effective price per share that is less than the exercise price per share.  Accordingly, the stock warrants are classified as a warrant liability on the accompanying condensed consolidated balance sheets as of June 30, 2014 and December 31, 2013.
	The estimated fair value of these warrants was determined using a lattice stock option pricing model on the issuance date, assuming that there will be no dividends, using the applicable exercisable periods, a risk-free interest rate, and an expected volatility.
	In February 2014, an additional 320,000 warrants were issued to HCI, a holder of 1,600,007 warrants as part of the modification and extension transaction (See Note 4 HCI for further details).
	In March 2014, the Company did not meet the requirements of the Milestone Provision of the Series D Preferred of reaching positive net income on a Special Adjusted Basis (“SAB”) for the trailing two months ending February 2014.  As a result, the Company issued an additional 3,424,000 warrants to purchase common stock at $0.40 to the Series D holders.  In addition, the exercise price on warrants to purchase an aggregate total of 4,280,000 common shares has been reduced to $0.40 per share.
	In March 2014, the issuance of warrants to Series D preferred stock with an effective exercise price of $0.40 per share qualified as a dilutive issuance per the terms of the warrant.  (See Note 5 Preferred Stock Private Placements for further details). No waivers were obtained from three debenture holders that were holding an aggregate total of 1,440,004 warrants regarding the dilutive issuance.  The anti-dilution adjustment reduces the exercise price of the existing warrants from $0.50 to $0.40 and requires the issuance of an additional 360,001 warrants to the three investors.
	In March 2014, the issuance of warrants to Series D preferred stock with an effective exercise price of $0.40 per share qualified as a dilutive issuance per the terms of the warrant.  (See Note 5 Preferred Stock Private Placements for further details). No waivers were obtained from eleven warrant holders that participated in our 2013 private placement of common stock  that were holding an aggregate total of 2,538,000 warrants regarding the dilutive issuance.  The anti-dilution adjustment reduces the exercise price of the existing warrants from $0.50 to $0.40 and requires the issuance of an additional 634,502 warrants to the eight investors and three placement agents.
	Expected Stock Volatility
	Volatility is a measure of the tendency of investment returns to vary around a long-term average rate. Historical volatility is an appropriate starting point for setting this assumption. Companies should also consider how future experience may differ from the past. This may require using other factors to adjust historical volatility, such as implied volatility, peer-group volatility and the range and mean-reversion of volatility estimates over various historical periods. The peer-group utilized consisted of six companies in 2014 and in 2013, in the same or similar industries as the Company. In addition, if a best estimate cannot be made, management should use the mid-point in the range of reasonable estimates for volatility. The Company estimates the volatility of its common stock in conjunction with the Company’s issuance of financing instruments and volatility is calculated utilizing the historical and estimated future volatility of the Company and its peer-group.
	Risk-Free Rate of Return
	The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for the estimated life of the option/warrant.
	Expected Dividends
	The Company has never paid any cash dividends on its common stock and does not anticipate paying any cash dividends in the foreseeable future. Consequently, it uses an expected dividend yield of zero.
	Expected Term
	The Company uses the related exercise period of the warrant or option as the expected term.
	A summary of the warrants issued in connection with financing transactions is presented in the table below:
			Number of			Weighted
			Shares			Average
						Exercise Price
	Outstanding and Exercisable at December 31, 2013			14,394,914		$	0.58
	Granted			-		$	-
	Exercised			-		$	-
	Cancelled, forfeited or expired			-719,999		$	0.4
	Anti-dilution adjustments:
	Initial grant			-9,858,011		$	0.56
	Initial grant re-pricing			9,858,011		$	0.46
	Additional warrants granted			4,738,503		$	0.42
	Outstanding and Exercisable at June 30, 2014 (unaudited)			18,413,418		$	0.46
	The following table summarizes information about warrants outstanding and exercisable as of June 30, 2014:
				Outstanding					Exercisable
	Exercise Price			Number	Weighted			Weighted	Number	Weighted			Weighted
				of Shares	Average			Average	of Shares	Average			Average
					Exercise			Remaining Life		Exercise			Remaining Life
					Price			(Years)		Price			(Years)
	$	0.09		1,083,334	$	0.09		5	1,083,334	$	0.09		5
	$	0.4		11,956,508	$	0.4		3.32	11,956,508	$	0.4		3.32
	$	0.6		3,453,569	$	0.6		5.17	3,453,569	$	0.6		5.17
	$	0.75		1,920,007	$	0.75		2.3	1,920,007	$	0.75		2.3
				18,413,418	$	0.46		3.87	18,413,418	$	0.46		3.87

STOCK_BASED_COMPENSATION

STOCK BASED COMPENSATION	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 7 - STOCK BASED COMPENSATION	'
	Restricted Shares of Common Stock
	During the six months ended June 30, 2013, the Company issued 220,000 restricted share grants to consultants and directors as compensation for services, the Company did not issue restricted share grants in the three months ended June 30, 2014.
	The Company recognized $99,937 and $175,500 in stock compensation expense related to restricted share grants and is included in selling, general and administrative expenses in the consolidated statement of operations for the three and six months ended June 30, 2014, and 2013, respectively.  As of June 30, 2014, there was no unrecognized compensation cost related to restricted share awards.
	Stock Warrants
	Historically, the Company issued warrants to purchase common stock to employees and consultants as compensation for services.   The Company amortizes the fair value of the stock warrants to expense ratably over the related service period.
	The following table summarizes the warrants outstanding and the number of shares of common stock subject to exercise as of June 30, 2014 and December 31, 2013:
			Employees								Services
			Shares				Weighted				Shares				Weighted
							Average								Average
							Exercise Price								Exercise Price
	Outstanding and Exercisable at December 31, 2013			-			$	-				850,000			$	0.96
	Warrants granted			-				-				-				-
	Warrants exercised			-				-				-				-
	Warrants expired/cancelled			-				-				-20,000				1.8
	Outstanding and Exercisable at June 30, 2014 (unaudited)			-			$	-				830,000			$	0.93
	The following table summarizes information about stock warrants outstanding and exercisable as of June 30, 2014:
			Outstanding							Exercisable
	Range of		Number		Weighted			Weighted		Number		Weighted			Weighted
	Exercise Price		of Shares		Average			Average		of Shares		Average			Average
					Exercise			Remaining Life				Exercise			Remaining Life
					Price			(Years)				Price			(Years)
	$0.65		600,000		$	0.65		3.82		600,000		$	0.65		3.82
	$1.52 - $1.80		230,000		$	1.68		2.16		230,000		$	1.68		2.16
			830,000		$	0.93		3.36		830,000		$	0.93		3.36
	Stock compensation expense related to stock warrants for the six months ended June 30, 2014 and 2013 was $0 and $174,726, respectively. As of June 30, 2014, there was no unrecognized compensation cost related to stock warrant awards.
	Stock Options
	In May 2012, we adopted the Assured Pharmacy, Inc. 2012 Incentive Compensation Plan (the “2012 Incentive Plan”). The 2012 Incentive Plan is intended to provide incentives that will attract and retain the best available directors, employees and appropriate third parties who can provide us with valuable services.  These purposes may be achieved through the grant of non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock awards, performance stock awards and phantom stock awards.
	The 2012 Incentive Plan permits the grant of awards that may deliver up to an aggregate of 1,667,667 shares of common stock, further subject to limits on the number of shares that may be delivered pursuant to incentive stock options, on the shares that may be delivered on the awards to any individual in a single year and on the number of shares that may be delivered on certain awards that are performance-based awards, within the meaning of Section 162(m) of the Internal Revenue Code.  Awards may vest, in time, upon the occurrence of one or more events or by the satisfaction of performance criteria, or any combination. To the extent that awards are performance based, they may be based on one or more criteria, including (without limitation) earnings, cash flow, revenues, operating income, capital reissues, or other quantifiable company, customer satisfaction or market data, or any combination. In addition to common stock, awards may also be made in similar securities whose value is derived from our common stock.
	Awards with respect to which grant, vesting, exercisability or payment depend on the achievement of performance goals and awards that are options or stock appreciation rights granted to officers and employees will be intended to satisfy the requirements for “performance-based compensation” under Section 162(m) of the Internal Revenue Code.  The 2012 Incentive Plan will be administered by the board of directors.
	At June 30, 2014, all options outstanding and exercisable are out of the money and, accordingly, their intrinsic value is zero.
	The following table summarizes the stock options outstanding and the number of shares of common stock subject to exercise as of June 30, 2014 and December 31, 2013:
			Options Outstanding								Options Exercisable
			Shares				Weighted				Shares				Weighted
							Average								Average
							Exercise Price								Exercise Price
	Outstanding at December 31, 2013			1,840,556			$	0.66				1,840,556			$	0.66
	Options granted			-				-				-				-
	Options vested			-				-				-				-
	Options exercised			-				-				-				-
	Options expired/cancelled			-				-				-				-
	Outstanding at June 30, 2014 (unaudited)			1,840,556			$	0.66				1,840,556			$	0.66
	The following table summarizes information about stock options outstanding and exercisable as of June 30, 2014:
					Outstanding												Exercisable
	Exercise Price				Stock Options				Weighted				Weighted				Stock Options		Weighted		Weighted
					Outstanding				Average Exercise				Average Remaining Contractual Term				Exercisable		Average Exercise		Average Remaining
									Price Per Share				in Years						Price Per Share		Contractual Term
																					in Years
	$	0.6				525,000			$	0.6				7.86				525,000	$	0.6		7.86
	$	0.68				1,305,556			$	0.68				6.75				1,305,556	$	0.68		6.75
	$	1.26				10,000			$	1.26				5.7				10,000	$	1.26		5.7
						1,840,556			$	0.66				7.06				1,840,556	$	0.66		7.06
	The Company recorded stock-based compensation expense related to stock options for the three months ended June 30, 2014 and 2013 of $0 and $76,552, respectively, which is reflected in selling, general and administrative expense in the condensed consolidated statement of operations.  As of June 30, 2014, there was no unrecognized compensation cost related to stock option awards.
	The Company has reserved at total of 2,690,556 shares of its common stock for incentive stock option and warrant awards outstanding to employees and consultants and an additional 1,142,667 shares of common stock for unissued options per the 2012 Incentive Plan.  The Company does not expect to repurchase shares during the year 2014.

RELATED_PARTY_TRANSACTIONS

RELATED PARTY TRANSACTIONS	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 8 - RELATED PARTY TRANSACTIONS	'
	Transactions with related parties and their affiliates are made in the ordinary course of business on substantially the same terms and conditions, including interest rates and collateral, as those prevailing at the same time for comparable transactions with other unaffiliated third parties, and do not, in the opinion of management, involve more than normal credit risk or present other unfavorable features.  Related parties include the following:
	●	Robert DelVecchio, an officer and a member of the board of directors of the Company and his affiliate Brockington Securities, Inc. (collectively, “DelVecchio”).
	●	Pinewood Trading Fund, LP and its managing partner Jack E. Brooks, who beneficially own approximately 93.5% of the Company’s Series D Preferred Stock and 11% of the Company’s Series B Preferred as of June 30, 2014.
	Outstanding debt to related parties consisted of the following at June 30, 2014:
			DelVecchio		Pinewood		Total
	Notes payable - revolving		$	527,000	$	-	$	527,000
	Notes payable			-		440,000		440,000
	Accrued interest			33,974		39,136		73,110
			$	560,974	$	479,136	$	1,040,110

COMMITMENTS_AND_CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 9 - COMMITMENTS AND CONTINGENCIES	'
	Legal Matters
	Providing pharmacy services entails an inherent risk of medical and professional malpractice liability. The Company may be named as a defendant in such lawsuits and become subject to the attendant risk of substantial damage awards. The Company believes it possesses adequate professional and medical malpractice liability insurance coverage. There can be no assurance that the Company will not be sued, that any such lawsuit will not exceed our insurance coverage, or that it will be able to maintain such coverage at acceptable costs and on favorable terms.
	From time to time, we may be involved in various claims, lawsuits, and disputes with third parties, actions involving allegations of discrimination or breach of contract actions incidental to the normal operations of the business.  Providing pharmacy services entails an inherent risk of medical and professional malpractice liability. We may be named as a defendant in such lawsuits and thus become subject to the attendant risk of substantial damage awards. We believe that we have adequate professional and medical malpractice liability insurance coverage. There can be no assurance, however, that we will not be sued, that any such lawsuit will not exceed our insurance coverage, or that we will be able to maintain such coverage at acceptable costs and on favorable terms.
	On March 18, 2011, a lawsuit was filed by Tim Chandler, Jodi Marshall, Christie Garner, the Estate of Thomas Pike, Jr., and Angie Hernandez in the Circuit Court of the State of Oregon for Multnomah County against Payette Clinics, P.C., Scott Pecora, Kelly Bell, Penny Steers and our wholly-owned subsidiaries, Assured Pharmacies Northwest, Inc. and Assured Pharmacy Gresham, Inc. The lawsuit arose from allegations that nurse practitioners at Payette Clinics, P.C. prescribed the five plaintiffs controlled substances in amounts that were excessive under the appropriate medical standard of care.  Only one of the plaintiffs, Tim Chandler, brought claims against our subsidiaries.  Mr. Chandler’s claims against our subsidiaries were for negligence on the basis of allegations that our subsidiaries knew or had reason to know that the prescriptions fell below the standard of care applicable to the prescription of such controlled substances but nonetheless filled the prescriptions.  The plaintiffs, as a whole, submitted a prayer for $7,500,000 in damages.  Mr. Chandler only seeks “an amount to be proven at trial” for noneconomic damages and unnecessary expenses.  Management believes that the allegations against our subsidiaries are without merit and plans to vigorously defend this claim.  We have $2,000,000 in insurance coverage for claims relating to pharmacy negligence.  This lawsuit has been stayed as a result of a co-defendant in this lawsuit (Payette Clinics, P.C.) having filed for bankruptcy.  The bankruptcy has since been discharged and the automatic stay lifted.  The case recently came out of abatement and is set for a two-week trial beginning March 16, 2015.  The Company has denied any liability and is vigorously defending against this action.
	On August 23, 2013, AQR Opportunistic Premium Offshore Fund, LP and CNH Diversified Opportunities Master Account, LP filed a lawsuit against Assured Pharmacy in the Supreme Court of the State of New York. Plaintiffs submitted a Motion for Summary Judgment in Lieu of Complaint against defendants to recover money allegedly owed by Assured Pharmacy, Inc. under two 16% Convertible Debentures totaling $300,000 and issued in and around 2011 in a private placement. On September 19, 2013, Assured removed the action to the United States District Court for the Southern District of New York. All scheduled briefing regarding Plaintiffs’ Motion for Summary Judgment in Lieu of Complaint was fully submitted to the Court as of October 18, 2013, and the parties are currently awaiting a decision and Order. Assured plans to vigorously defend against Plaintiffs’ claims.
	On December 16, 2013 a lawsuit was filed by Ann Raffaele, in the Circuit Court of the State of Oregon for Multnomah County against Assured Pharmacy, Inc. and our wholly-owned subsidiaries, Assured Pharmacies Northwest, Inc. and Assured Pharmacy Gresham, Inc. The lawsuit arises from allegations of medical negligence by Dr. Edward Goering, D.O. and Assured Pharmacy.  The plaintiff submitted a prayer for $1,500,000 in damages.  Management believes that the allegations against the Company are without merit and plans to vigorously defend against this claim.  We have $2,000,000 in insurance coverage for claims relating to pharmacy negligence.
	On February 19, 2014, a lawsuit was filed by JS Barkats PLLC, in the Supreme Court of The State of New York, County of New York against Assured Pharmacy, Inc. and Robert DelVecchio, our Chief Executive Officer.  The lawsuit arises from allegations of failing to remit legal fees due under written retainer agreements of $134,300 and failing to deliver 500,000 freely traded shares of the Company’s common stock pursuant to one of the retainer agreements. Defendants filed a Verified Answer on March 21, 2014. On June 19, 2014, the parties entered into a Preliminary Conference Order setting the timing and sequence of discovery in the action. A Compliance Conference has been scheduled for September 4, 2014. Management believes that the allegations against the Company are without merit and plans to vigorously defend against this claim.
	Accounts Receivable Sold with Recourse
	In March 2014, the Company entered into a $600,000 Non-Disclosable Revolving Line of Credit Loan with Third Coast Bank SSB due on March 25, 2015.  The loan is not subject to an interest rate, but is subject to service charges based on the amount of funds advanced.  In June 2014, the Company entered into a modification of the $600,000 Non-Disclosable Revolving Line of Credit due March 25, 2015 whereby the Revolving Line of Credit was increased to $1,200,000 and the maturity date was extended to June 5, 2015.   As of June 30, 2014, the Company had a net balance of $561,234 in accounts receivable that were sold with recourse, net of reserves required per the agreement.

SUPPLEMENTAL_CASH_FLOW_FINANCI

SUPPLEMENTAL CASH FLOW FINANCIAL INFORMATION	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 10 - SUPPLEMENTAL CASH FLOW FINANCIAL INFORMATION	'
	The supplemental disclosure requirements for the statements of cash flows are as follows:
		Six Months Ended June 30,
		2014			2013
	Cash paid during the period for:
	Interest	$	122,476		$	183,912
	Non-cash investing and financing activities during the period:
	Reissuance of stock warrants in refinancing	$	167,532		$	-
	Cancellation of stock warrants in refinancing	$	(24,120	)	$	-
	Common stock  issued for payment of forward contract	$	115,767		$	-
	Series D preferred stock issued as payment for milestone adjustment	$	662,057		$	-
	Conversion of Series B Preferred stock into common	$	-		$	185,000
	Conversion of vendor payable into secured note payable	$	-		$	3,534,793
	Conversion of secured notes payable in refinancing	$	-		$	293,734
	Common stock warrants issued with common stock	$	-		$	243,055
	Common stock warrants issued for placement fees	$	-		$	32,845
	Common stock warrants issued for Series D preferred stock	$	-		$	-
	Forward contract issued with common stock	$	-		$	233,131
	Common stock issued for payment of interest in refinancing	$	63,104		$	-

LOSS_PER_COMMON_SHARE

LOSS PER COMMON SHARE	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 11 - LOSS PER COMMON SHARE	'
	The following is a reconciliation of the numerators and denominators of the basic and diluted loss per common share computations for the years ended:
		Three Months Ended June 30,						Six Months Ended June 30,
		2014			2013			2014			2013
	Numerator for basic and diluted loss per common share:
	Net loss to common stockholders from continuing operations	$	(538,735	)	$	(1,348,100	)	$	(1,316,105	)	$	(2,473,318	)
	Net loss from discontinuing operations	$	(9,519	)	$	(499,423	)	$	(19,464	)	$	(507,217	)
	Net loss to common stockholders	$	(548,254	)	$	(1,847,523	)	$	(1,335,569	)	$	(2,980,535	)
	Denominator for basic and diluted loss per common share:
	Weighted Average Number of Shares Outstanding		11,503,294			5,817,053			11,414,481			5,361,577
	Basic and diluted loss per common share from continuing operations	$	(0.05	)	$	(0.23	)	$	(0.12	)	$	(0.46	)
	Basic and diluted loss per common share from discontinued operations	$	-		$	(0.09	)	$	-		$	(0.09	)
	Basic and diluted loss per common share	$	(0.05	)	$	(0.32	)	$	(0.12	)	$	(0.56	)
	Due to their anti-dilutive effect, the potential common shares have been excluded from the computation of diluted loss per share:
		Six Months Ended June 30,
		2014			2013
	Warrants		19,243,418			7,504,189
	Stock options		1,840,556			1,840,556
	Convertible notes		2,755,544			3,295,322
	Series A Preferred		1,629,006			1,629,006
	Series B Preferred		5,693,344			5,776,667
	Series C Preferred		902,778			902,778
	Series D Preferred		3,852,000			-
			35,916,646			20,948,518

DISCONTINUED_OPERATIONS

DISCONTINUED OPERATIONS	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 12 - DISCONTINUED OPERATIONS	'
	As a result of our financial condition and inability to secure additional funding or significantly improve our liquidity position, management reevaluated its strategic plan.  Management developed and implemented a plan to scale back operations.  We could not support the working capital needs of four pharmacies, so management decided to close two pharmacies to reduce overall fixed pharmacy costs by 50% and concentrate our limited working capital to support the operations of the two remaining pharmacies that, we believe, have the best prospects. Management considered several factors in determining which two pharmacies to close, including historical financial performance, regulatory costs, current sales prospects, geographic and physical location and strength of existing physician relationships.  After consideration of these factors, management closed our Gresham, Oregon and Riverside, California pharmacies on August 5, 2013 and August 8, 2013, respectively.
	We recorded approximately $743,317 in expenses related to the closing of the facilities, including lease costs, asset impairment and goodwill impairment during the year ended December 31, 2013.  These closures met the discontinued operations criteria and, accordingly, are included in discontinued operations for all periods presented.  The Company’s loss from operations of discontinued pharmacies, net of tax benefit for the three and six months ended June 30, 2014 and 2013, respectively are detailed as follows:
		Three Months Ended June 30,						Six Months Ended June 30,
		2014			2013			2014			2013
	Sales	$	-		$	906,980		$	-		$	2,107,730
	Cost of sales		-			703,682			-			1,606,794
	Gross profit		-			203,298			-			500,936
	Operating expenses		13,613			272,337			27,894			573,307
	Impairment of goodwill		-			697,766			-			697,766
	Loss from discontinued operations		(13,613	)		(766,805	)		(27,894	)		(770,137	)
	Other expenses
	Interest expense, net		1,031			1,537			2,051			10,197
	Tax benefit		(5,125	)		(268,920	)		(10,481	)		(273,117	)
	Loss from operations of discontinued	$	(9,519	)	$	(499,422	)	$	(19,464	)	$	(507,217	)
	pharmacies, net of tax benefit
	The Company’s assets and liabilities for discontinued operations included in the consolidated balance sheet as of June 30, 2014 and December 31, 2013 are detailed as follows:
		June 30,			December 31,
		2014			2013
	ASSETS
	Current Assets
	Accounts receivable, net	$	468		$	4,048
	Prepaid and other current assets		-			-
	Assets of discontinued operations	$	468		$	4,048
	Other receivables, net		136,440			140,563
	Assets of discontinued operations, non-current, net	$	136,440		$	140,563
	LIABILITIES
	Current Liabilities
	Accounts payable and accrued expenses		95,649			150,652
	Liabilities of discontinued operations	$	95,649		$	150,652

INCOME_TAXES

INCOME TAXES	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 13 - INCOME TAXES	'
	Due to losses incurred for the six months ended June 30, 2014 and 2013, there is no current provision for income taxes.
	The utilization of some or all of the Company’s net operating losses may be restricted in the future by a significant change in ownership as defined under the provisions of Section 382 of the Internal Revenue Code of 1986, as amended. In addition, utilization of the Company’s California net operating losses for the years prior to 2008 may only be carried forward ten (10) years under State law. The Company’s estimate of the potential outcome of any uncertain tax issue is subject to management’s assessment of relevant risks, facts, and circumstances existing at that time, pursuant to ASC 740. ASC 740 requires a more-likely-than-not threshold for financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. At January 1, 2007, (adoption date), and at June 30, 2014, there were no unrecognized tax benefits.
	The federal statute of limitations remains open for tax years 2010 through 2013. State jurisdictions generally have statutes of limitations ranging from three to five years. The Company is no longer subject to state income tax examinations by tax authorities for years before 2009.
	Any interest and penalties associated with tax positions taken by the Company would be recorded as a component of other expenses in the consolidated statement of operations.  For the six months ended June 30, 2014 and 2013, there were no interest or penalties associated with tax positions taken by the Company.

SUBSEQUENT_EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
Note 14 - SUBSEQUENT EVENTS	'
	In July 2014, the Company issued 100 shares of Series D Preferred Stock to an existing investor for $1,000 per share for an aggregate purchase price of $100,000. For each share of Series D Preferred Stock purchased, two five-year warrants were issued as follows: (i) a Series A Warrant to purchase 2,000 shares of the Company’s common stock; and (ii) a Series B Warrant to purchase 2,000 shares of common stock.
	On July 15, 2014, the Company granted stock options to purchase an aggregate of 1,100,000 common shares to key employees under the 2012 Incentive Compensation Plan.

SUMMARY_OF_SIGNIFICANT_ACCOUNT1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2014
Summary Of Significant Accounting Policies Policies	'
Principles of Consolidation	'
	The consolidated financial statements include the accounts of the Company and its subsidiaries. All significant inter-company accounts and transactions have been eliminated.
Use of Estimates	'
	The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Significant estimates and assumptions involved include the collectability of accounts receivable, accounting for stock-based compensation and other stock-based payments, convertible debt issuances, the valuation of the deferred tax asset, inventory, warrant liability and long-lived assets valuation.  Actual results could materially differ from these estimates.
Risks and Uncertainties	'
	The Company operates in a highly competitive industry that is subject to intense competition. The Company faces risks and uncertainties relating to its ability to successfully implement its business strategy. Among other things, these risks include the ability to develop and sustain revenue growth; managing and expanding operations; competition; attracting, retaining and motivating qualified personnel; maintaining and developing new strategic relationships; and the ability to anticipate and adapt to the changing markets and any changes in government regulations.
	As a result, the Company may be subject to the risk of delays in obtaining (or failing to obtain) regulatory clearance and other uncertainties, including financial, operational, technological, regulatory and other risks associated with an emerging business, including the risk of business failure.
	The Company’s pharmacies are subject to licensing and regulation by the health, sanitation, safety, building and fire agencies in the state or municipality where located. Difficulties or failures in obtaining or maintaining the required licensing and/or approvals could prevent the continued operations of such pharmacies. Management believes that the Company is operating in compliance with all applicable laws and regulations.
Revenue Recognition	'
	The Company recognizes revenue from prescriptions dispensed on an accrual basis when the product is delivered to or picked up by the customer. Payments are received directly from the customer at the point of sale, or the customers’ insurance provider is billed electronically. For third party medical insurance and other claims, authorization to ensure payment is obtained from the customer’s insurance provider before the medication is dispensed to the customer. Authorization is obtained for these sales electronically and a corresponding authorization number is issued by the customers’ insurance provider.
Discontinued Operations	'
	Discontinued operations include our Gresham and Riverside pharmacies that were closed in August 2013 due to our Company’s financial condition. Management considered several factors in determining which two pharmacies to close, including historical financial performance, regulatory costs, current sales prospects, geographic and physical location and strength of existing physician relationships.  After consideration of these factors, management closed our Gresham and Riverside pharmacies.  These closures met the discontinued operations criteria and, accordingly, are included in discontinued operations for all periods presented.
Accounts Receivable and Allowances	'
	The Company’s accounts receivable consist of amounts due from third party medical insurance carriers, pharmacy benefit management companies, patients and credit card processors. Management periodically reviews the accounts receivable to assess collectability and estimate potential doubtful accounts.  Accounts receivable are written-off after collection efforts have been completed in accordance with the Company’s policies.  The doubtful accounts allowance reduces the carrying value of the account receivable.
	In March 2014, the Company entered into a $600,000 Non-Disclosable Revolving Line of Credit Loan with Third Coast Bank SSB due on March 25, 2015.  The loan is not subject to an interest rate, but is subject to service charges based on the amount of funds advanced.  The credit facility allows for the sale of receivables at collectible value less a 10% reserve to be maintained based on the outstanding balance of receivables sold. The loan is secured by the Company’s accounts receivable and is guaranteed by Pinewood Trading Fund, LP, a related party.  The Company recorded the sale of the accounts receivable by reducing the accounts receivable for the accounts receivable sold with recourse, net of the 10% reserve required.
	In June 2014, the Company entered into a modification of the $600,000 Non-Disclosable Revolving Line of Credit due March 25, 2015 whereby the Revolving Line of Credit was increased to $1,200,000 and the maturity date was extended to June 5, 2015.
	The Company’s accounts receivables are detailed as follows:
		30-Jun-14			31-Dec-13
	Accounts receivable
	Third party medical insurance and other	$	598,903		$	324,095
	Allowance for doubtful accounts		(7,771	)		(130	)
	Accounts receivable sold with recourse, net of reserve		-561,234			-
	Total accounts receivable, net	$	29,898		$	323,965
	The provision for bad debts for the six months ended June 30, 2014 and 2013 was $18,912 and $9,564, respectively.
Stock-based Compensation	'
	The Company issues options and restricted shares of common stock to employees and consultants.  Stock option and restricted share awards are granted at the fair market value of the Company’s common stock on the date of grant.
	The Company records all share-based payments at fair value. The total applicable compensation cost is amortized on a straight-line basis over the requisite service period, which is generally the vesting period.
	For the six months ended June 30, 2014 and 2013, the Company recognized $99,937 and $426,778, respectively, in compensation expense which is included in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations.
Reclassification	'
	Certain prior year amounts have been reclassified to conform to the 2014 financial statement presentation.  The reclassifications did not affect net loss attributable to the Company, cash flows, assets, liabilities or equity for the periods presented.
Basic and Diluted Loss per Common Share	'
	The Company computes loss per common share using Accounting Standards Codification (“ASC”) 260 “Earnings Per Share.” Basic loss per share is computed by dividing net loss applicable to common shareholders by the weighted average number of common shares outstanding for the reporting period. Diluted loss per share reflects the potential dilution that could occur if securities or other contracts, such as stock options and warrants to issue common stock, were exercised or converted into common stock. Because the Company has incurred net losses and there are no dilutive potential common shares, basic and diluted loss per common share are the same.
Recent Accounting Pronouncements	'
	In July 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exist, which is included in ASC Topic 740 (Income Taxes).  ASU 2013-11 requires an entity to net its liability for unrecognized tax positions against a net operating loss carryforward, a similar tax loss or a tax credit carryforward when settlement in this manner is available under the tax law.  The provisions of this new guidance are effective for reporting periods beginning after December 15, 2013.  The guidance is not expected to have a material impact on our statement of operations, financial position, or cash flows.
	In April 2014, the FASB issued ASU No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-08”) which amended the FASB’s guidance for reporting discontinued operations and disposals of components of an entity under Accounting Standards Codification Subtopic 250-20. The guidance as amended by ASU 2014-08 raises the threshold for a disposal to qualify as a discontinued operation by requiring that a disposal representing a strategic shift that has (or will have) a major effect on an entity’s financial results or a business activity classified as held for sale be reported as such. The amendments also expand the disclosure requirements regarding the assets, liabilities, revenues and expenses of discontinued operations and add new disclosure requirements for individually significant dispositions that do not qualify as discontinued operations. The amendments are effective prospectively for fiscal years beginning after December 15, 2014, and interim reporting periods within those years (early adoption is permitted only for disposals that have not been previously reported). The implementation of the amended guidance is not expected to have a material impact on the Company’s consolidated financial statements.
	In June 2014, the FASB issued ASU No. 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide that a Performance Target Could be Achieved after the Requisite Service Period (“ASU 2014-12”). ASU 2014-12 requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This ASU further clarified that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. ASU 2014-12 is effective for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted. The Company does not anticipate that the adoption of this standard will have a material impact on its consolidated financial statements.

SUMMARY_OF_SIGNIFICANT_ACCOUNT2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	6 Months Ended
	Jun. 30, 2014
Summary Of Significant Accounting Policies Tables	'
Accounts receivables	'
	The Company’s accounts receivables are detailed as follows:
		30-Jun-14			31-Dec-13
	Accounts receivable
	Third party medical insurance and other	$	598,903		$	324,095
	Allowance for doubtful accounts		(7,771	)		(130	)
	Accounts receivable sold with recourse, net of reserve		-561,234			-
	Total accounts receivable, net	$	29,898		$	323,965

FAIR_VALUES_OF_FINANCIAL_INSTR1

FAIR VALUES OF FINANCIAL INSTRUMENTS (Tables)	6 Months Ended
	Jun. 30, 2014
Fair Values Of Financial Instruments Tables	'
Summary of the warrant liability fair value using Level 3 inputs	'
	The following table is a summary of the warrant liability activity measured at fair value using Level 3 inputs:
		Warrant Liability
	Balance at December 31, 2013	$	1,060,353
	Granted		167,532
	Cancelled, forfeited or expired		(24,120	)
	Change in fair value of common stock warrants		(444,016	)
	Balance at June 30, 2014 (unaudited)	$	759,749
Summary of the forward contract liability activity	'
	The following table is a summary of the forward contract liability activity measured at fair value using Level 3 inputs:
		Forward
		Contract
		Liability
	Balance at December 31, 2013	$	115,767
	Granted		-
	Cancelled, forfeited or expired		(115,767	)
	Change in fair value		-
	Balance at June 30, 2014 (unaudited)	$	-
Summary of the derivative liability activity	'
	The following table is a summary of the derivative liability activity measured at fair value using Level 3 inputs:
		Derivative
		Liability
	Balance at December 31, 2013	$	312,088
	Granted		-
	Cancelled, forfeited or expired
	Change in fair value		(126,691	)
	Balance at June 30, 2014 (unaudited)	$	185,397

NOTES_PAYABLE_AND_UNSECURED_CO1

NOTES PAYABLE AND UNSECURED CONVERTIBLE DEBENTURES (Tables)	6 Months Ended
	Jun. 30, 2014
Notes Payable And Unsecured Convertible Debentures Tables	'
Schedule of Notes Payable and Unsecured convertible debentures	'
	The table below summarizes the Company’s notes payable and unsecured convertible debentures as of June 30, 2014:
		Related Party			Unrelated			Total
	Secured debt	$	-		$	3,804,111		$	3,804,111
	Revolving credit facilities		527,000			30,000			557,000
	Other notes and debt		440,000			42,068			482,068
	Total notes payable	$	967,000		$	3,876,179		$	4,843,179
	Unsecured convertible
	debentures, net of discount	$	-		$	1,498,954		$	1,498,954
	Total debt	$	967,000		$	5,375,133		$	6,342,133
Schedule of Unsecured Convertible debentures and Related Debt Discounts	'
	As of June 30, 2014, we had the following unsecured convertible debentures outstanding to the following:
		Amount		Maturity Date		Interest Rate	# of Warrants
	HCI	$	1,150,000	30-Jun-16		10.00%	1,920,007
	AQR		200,000	1-Dec-12		20.00%	576,002
	CNH		100,000	1-Dec-12		20.00%	288,003
	Coventry		188,884	1-Apr-16		16.00%	575,999
	Total		1,638,884				3,360,011
	Less debt discount		-139,930
	Debentures, net	$	1,498,954

EQUITY_TRANSACTIONS_Tables

EQUITY TRANSACTIONS (Tables)	6 Months Ended
	Jun. 30, 2014
Equity Transactions Tables	'
Schedule of Outstanding Convertible Preferred Stock	'
	The table below summarizes the Company’s outstanding convertible preferred stock as of June 30, 2014 and December 31, 2013:
		30-Jun-14							31-Dec-13
	Convertible Preferred Stock		Number of		Number of		Weighted		Number of	Number of		Weighted
			Preferred Shares		Common Shares		Average		Preferred Shares	Common Shares		Average
					if Converted		Conversion Price			if Converted		Conversion Price
	Series A Preferred			1,466	1,629,006		$	0.9	1,466	1,629,006		$	0.9
	Series B Preferred			5,124	5,693,344		$	0.9	5,124	5,693,344		$	0.9
	Series C Preferred			813	902,778		$	0.9	813	902,778		$	0.9
	Total			7,403	8,225,128		$	0.9	7,403	8,225,128		$	0.9
Schedule of Stock Warrant Activity	'
	A summary of the warrants issued in connection with financing transactions is presented in the table below:
			Number of			Weighted
			Shares			Average
						Exercise Price
	Outstanding and Exercisable at December 31, 2013			14,394,914		$	0.58
	Granted			-		$	-
	Exercised			-		$	-
	Cancelled, forfeited or expired			-719,999		$	0.4
	Anti-dilution adjustments:
	Initial grant			-9,858,011		$	0.56
	Initial grant re-pricing			9,858,011		$	0.46
	Additional warrants granted			4,738,503		$	0.42
	Outstanding and Exercisable at June 30, 2014 (unaudited)			18,413,418		$	0.46
Schedule of Warrants Outstanding and Exercisable	'
	The following table summarizes information about warrants outstanding and exercisable as of June 30, 2014:
				Outstanding					Exercisable
	Exercise Price			Number	Weighted			Weighted	Number	Weighted			Weighted
				of Shares	Average			Average	of Shares	Average			Average
					Exercise			Remaining Life		Exercise			Remaining Life
					Price			(Years)		Price			(Years)
	$	0.09		1,083,334	$	0.09		5	1,083,334	$	0.09		5
	$	0.4		11,956,508	$	0.4		3.32	11,956,508	$	0.4		3.32
	$	0.6		3,453,569	$	0.6		5.17	3,453,569	$	0.6		5.17
	$	0.75		1,920,007	$	0.75		2.3	1,920,007	$	0.75		2.3
				18,413,418	$	0.46		3.87	18,413,418	$	0.46		3.87

STOCK_BASED_COMPENSATION_Table

STOCK BASED COMPENSATION (Tables)	6 Months Ended
	Jun. 30, 2014
Stock Based Compensation Tables	'
Schedule of Warrants Outstanding	'
	The following table summarizes the warrants outstanding and the number of shares of common stock subject to exercise as of June 30, 2014 and December 31, 2013:
			Employees								Services
			Shares				Weighted				Shares				Weighted
							Average								Average
							Exercise Price								Exercise Price
	Outstanding and Exercisable at December 31, 2013			-			$	-				850,000			$	0.96
	Warrants granted			-				-				-				-
	Warrants exercised			-				-				-				-
	Warrants expired/cancelled			-				-				-20,000				1.8
	Outstanding and Exercisable at June 30, 2014 (unaudited)			-			$	-				830,000			$	0.93
Schedule of Stock Warrants Outstanding and Exercisable	'
	The following table summarizes information about stock warrants outstanding and exercisable as of June 30, 2014:
			Outstanding							Exercisable
	Range of		Number		Weighted			Weighted		Number		Weighted			Weighted
	Exercise Price		of Shares		Average			Average		of Shares		Average			Average
					Exercise			Remaining Life				Exercise			Remaining Life
					Price			(Years)				Price			(Years)
	$0.65		600,000		$	0.65		3.82		600,000		$	0.65		3.82
	$1.52 - $1.80		230,000		$	1.68		2.16		230,000		$	1.68		2.16
			830,000		$	0.93		3.36		830,000		$	0.93		3.36
Schedule of Stock Options Activity	'
	The following table summarizes the stock options outstanding and the number of shares of common stock subject to exercise as of June 30, 2014 and December 31, 2013:
			Options Outstanding								Options Exercisable
			Shares				Weighted				Shares				Weighted
							Average								Average
							Exercise Price								Exercise Price
	Outstanding at December 31, 2013			1,840,556			$	0.66				1,840,556			$	0.66
	Options granted			-				-				-				-
	Options vested			-				-				-				-
	Options exercised			-				-				-				-
	Options expired/cancelled			-				-				-				-
	Outstanding at June 30, 2014 (unaudited)			1,840,556			$	0.66				1,840,556			$	0.66
Schedule of Stock Options Outstanding and Exercisable	'
	The following table summarizes information about stock options outstanding and exercisable as of June 30, 2014:
					Outstanding												Exercisable
	Exercise Price				Stock Options				Weighted				Weighted				Stock Options		Weighted		Weighted
					Outstanding				Average Exercise				Average Remaining Contractual Term				Exercisable		Average Exercise		Average Remaining
									Price Per Share				in Years						Price Per Share		Contractual Term
																					in Years
	$	0.6				525,000			$	0.6				7.86				525,000	$	0.6		7.86
	$	0.68				1,305,556			$	0.68				6.75				1,305,556	$	0.68		6.75
	$	1.26				10,000			$	1.26				5.7				10,000	$	1.26		5.7
						1,840,556			$	0.66				7.06				1,840,556	$	0.66		7.06

RELATED_PARTY_TRANSACTIONS_Tab

RELATED PARTY TRANSACTIONS (Tables)	6 Months Ended
	Jun. 30, 2014
Related Party Transactions Tables	'
Schedule of Oustanding Debt	'
	Outstanding debt to related parties consisted of the following at June 30, 2014:
		DelVecchio		Pinewood		Total
	Notes payable - revolving	$	527,000	$	-	$	527,000
	Notes payable		-		440,000		440,000
	Accrued interest		33,974		39,136		73,110
		$	560,974	$	479,136	$	1,040,110

SUPPLEMENTAL_CASH_FLOW_FINANCI1

SUPPLEMENTAL CASH FLOW FINANCIAL INFORMATION (Tables)	6 Months Ended
	Jun. 30, 2014
Supplemental Cash Flow Financial Information Tables	'
Schedule of Supplemental Cash Flow	'
	The supplemental disclosure requirements for the statements of cash flows are as follows:
		Six Months Ended June 30,
		2014			2013
	Cash paid during the period for:
	Interest	$	122,476		$	183,912
	Non-cash investing and financing activities during the period:
	Reissuance of stock warrants in refinancing	$	167,532		$	-
	Cancellation of stock warrants in refinancing	$	(24,120	)	$	-
	Common stock  issued for payment of forward contract	$	115,767		$	-
	Series D preferred stock issued as payment for milestone adjustment	$	662,057		$	-
	Conversion of Series B Preferred stock into common	$	-		$	185,000
	Conversion of vendor payable into secured note payable	$	-		$	3,534,793
	Conversion of secured notes payable in refinancing	$	-		$	293,734
	Common stock warrants issued with common stock	$	-		$	243,055
	Common stock warrants issued for placement fees	$	-		$	32,845
	Common stock warrants issued for Series D preferred stock	$	-		$	-
	Forward contract issued with common stock	$	-		$	233,131
	Common stock issued for payment of interest in refinancing	$	63,104		$	-

LOSS_PER_COMMON_SHARE_Tables

LOSS PER COMMON SHARE (Tables)	6 Months Ended
	Jun. 30, 2014
Loss Per Common Share Tables	'
Reconciliation of basic and diluted loss per share	'
	The following is a reconciliation of the numerators and denominators of the basic and diluted loss per common share computations for the years ended:
		Three Months Ended June 30,						Six Months Ended June 30,
		2014			2013			2014			2013
	Numerator for basic and diluted loss per common share:
	Net loss to common stockholders from continuing operations	$	(538,735	)	$	(1,348,100	)	$	(1,316,105	)	$	(2,473,318	)
	Net loss from discontinuing operations	$	(9,519	)	$	(499,423	)	$	(19,464	)	$	(507,217	)
	Net loss to common stockholders	$	(548,254	)	$	(1,847,523	)	$	(1,335,569	)	$	(2,980,535	)
	Denominator for basic and diluted loss per common share:
	Weighted Average Number of Shares Outstanding		11,503,294			5,817,053			11,414,481			5,361,577
	Basic and diluted loss per common share from continuing operations	$	(0.05	)	$	(0.23	)	$	(0.12	)	$	(0.46	)
	Basic and diluted loss per common share from discontinued operations	$	-		$	(0.09	)	$	-		$	(0.09	)
	Basic and diluted loss per common share	$	(0.05	)	$	(0.32	)	$	(0.12	)	$	(0.56	)
Schedule of antidilution effect	'
	Due to their anti-dilutive effect, the potential common shares have been excluded from the computation of diluted loss per share:
		Six Months Ended June 30,
		2014			2013
	Warrants		19,243,418			7,504,189
	Stock options		1,840,556			1,840,556
	Convertible notes		2,755,544			3,295,322
	Series A Preferred		1,629,006			1,629,006
	Series B Preferred		5,693,344			5,776,667
	Series C Preferred		902,778			902,778
	Series D Preferred		3,852,000			-
			35,916,646			20,948,518

DISCONTINUED_OPERATIONS_Tables

DISCONTINUED OPERATIONS (Tables)	6 Months Ended
	Jun. 30, 2014
Discontinued Operations Tables	'
Gain or (loss) from operations of discontinued pharmacies	'
	The Company’s loss from operations of discontinued pharmacies, net of tax benefit for the three and six months ended June 30, 2014 and 2013, respectively are detailed as follows:
		Three Months Ended June 30,						Six Months Ended June 30,
		2014			2013			2014			2013
	Sales	$	-		$	906,980		$	-		$	2,107,730
	Cost of sales		-			703,682			-			1,606,794
	Gross profit		-			203,298			-			500,936
	Operating expenses		13,613			272,337			27,894			573,307
	Impairment of goodwill		-			697,766			-			697,766
	Loss from discontinued operations		(13,613	)		(766,805	)		(27,894	)		(770,137	)
	Other expenses
	Interest expense, net		1,031			1,537			2,051			10,197
	Tax benefit		(5,125	)		(268,920	)		(10,481	)		(273,117	)
	Loss from operations of discontinued	$	(9,519	)	$	(499,422	)	$	(19,464	)	$	(507,217	)
	pharmacies, net of tax benefit
Assets and liabilities for discontinued operations	'
	The Company’s assets and liabilities for discontinued operations included in the consolidated balance sheet as of June 30, 2014 and December 31, 2013 are detailed as follows:
		June 30,			December 31,
		2014			2013
	ASSETS
	Current Assets
	Accounts receivable, net	$	468		$	4,048
	Prepaid and other current assets		-			-
	Assets of discontinued operations	$	468		$	4,048
	Other receivables, net		136,440			140,563
	Assets of discontinued operations, non-current, net	$	136,440		$	140,563
	LIABILITIES
	Current Liabilities
	Accounts payable and accrued expenses		95,649			150,652
	Liabilities of discontinued operations	$	95,649		$	150,652

BASIS_OF_PRESENTATION_AND_PLAN1

BASIS OF PRESENTATION AND PLAN OF OPERATIONS (Details Narrative) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Basis Of Presentation And Plan Of Operations Details Narrative	'	'
Accumulated Deficit	$49,953,541	$48,617,972
Debt with Maturities	4,500,000	'
Working capital	$5,900,000	'

SUMMARY_OF_SIGNIFICANT_ACCOUNT3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Accounts receivable	'	'
Third party medical insurance and other	$598,903	$324,095
Allowance for doubtful accounts	-7,771	-130
Accounts receivable sold with recourse, net of reserve	-561,234	'
Total accounts receivable, net	$29,898	$323,965

SUMMARY_OF_SIGNIFICANT_ACCOUNT4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) (USD $)	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
Summary Of Significant Accounting Policies Details Narrative	'	'
Provision for bad debts	$18,912	$9,564
Compensation Expense	$99,937	$426,778

FAIR_VALUES_OF_FINANCIAL_INSTR2

FAIR VALUES OF FINANCIAL INSTRUMENTS (Details) (USD $)	6 Months Ended
	Jun. 30, 2014
Fair Values Of Financial Instruments Details	'
Warrant Liability, Beginning Balance	$1,060,353
Granted	167,532
Cancelled, forfeited or expired	-24,120
Change in fair value of common stock warrants	-444,016
Warrant Liability, Ending Balance	$759,749

FAIR_VALUES_OF_FINANCIAL_INSTR3

FAIR VALUES OF FINANCIAL INSTRUMENTS (Details 1) (Forward Contract Liability [Member], USD $)	6 Months Ended
	Jun. 30, 2014
Forward Contract Liability [Member]	'
Beginning balance	$115,767
Granted	'
Cancelled, forfeited or expired	-115,767
Change in fair value	'

FAIR_VALUES_OF_FINANCIAL_INSTR4

FAIR VALUES OF FINANCIAL INSTRUMENTS (Details 2) (Derivative Liability [Member], USD $)	6 Months Ended
	Jun. 30, 2014
Derivative Liability [Member]	'
Beginning balance	$312,088
Granted	'
Cancelled, forfeited or expired	'
Change in fair value	-126,691
Ending balance	$185,397

NOTES_PAYABLE_AND_UNSECURED_CO2

NOTES PAYABLE AND UNSECURED CONVERTIBLE DEBENTURES (Details) (USD $)	Jun. 30, 2014
Secured debt	$3,804,111
Revolving credit facilities	557,000
Other notes and debt	482,068
Total notes payable	4,843,179
Unsecured convertible debentures, net of discount	1,498,954
Total debt, net	6,342,133
Related Party	'
Secured debt	'
Revolving credit facilities	527,000
Other notes and debt	440,000
Total notes payable	967,000
Unsecured convertible debentures, net of discount	'
Total debt, net	967,000
Unrelated	'
Secured debt	3,804,111
Revolving credit facilities	30,000
Other notes and debt	42,068
Total notes payable	3,876,179
Unsecured convertible debentures, net of discount	1,498,954
Total debt, net	$5,375,133

NOTES_PAYABLE_AND_UNSECURED_CO3

NOTES PAYABLE AND UNSECURED CONVERTIBLE DEBENTURES (Details 1) (USD $)	6 Months Ended
	Jun. 30, 2014
Unsecured convertible debentures, gross	$1,638,884
Less debt discount	-139,930
Unsecured convertible debentures, net of discount	1,498,954
Convertible warrants	3,360,011
HCI [Member]	'
Unsecured convertible debentures, gross	1,150,000
Maturity date	30-Jun-16
Interest rate	10.00%
Convertible warrants	1,920,007
AQR [Member]	'
Unsecured convertible debentures, gross	200,000
Maturity date	1-Dec-12
Interest rate	20.00%
Convertible warrants	576,002
CNH [Member]	'
Unsecured convertible debentures, gross	100,000
Maturity date	1-Dec-12
Interest rate	20.00%
Convertible warrants	288,003
Coventry [Member]	'
Unsecured convertible debentures, gross	$188,884
Maturity date	1-Apr-16
Interest rate	16.00%
Convertible warrants	575,999

NOTES_PAYABLE_AND_UNSECURED_CO4

NOTES PAYABLE AND UNSECURED CONVERTIBLE DEBENTURES (Details Narrative) (USD $)	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
Secured Debt	'	'
Secured Debt outstanding principal balance	$3,804,111	'
Revolving Credit Facilities [Member]	'	'
Revolving credit Facilities outstanding balance	527,000	'
Revolving credit facilities remaining availability	30,000	'
Third Coast Bank Revolver [Member]	'	'
Principal outstanding	30,000	'
TPG Note [Member]	'	'
Principal outstanding	42,068	'
Pinewood Note [Member]	'	'
Principal outstanding	214,078	'
Unpaid interest in outstanding	14,078	'
Pinewood Note One [Member]	'	'
Principal outstanding	275,058	'
Unpaid interest in outstanding	25,058	'
Coventry [Member]	'	'
Interest expense related to the unsecured convertible	138,911	438,213
Interest expense at stated rate	108,571	242,934
Amortization of debt discount to unsecured convertible	27,603	175,745
Amortization of deferred financing cost to unsecured convertible	2,737	19,534
Effective interest rate on convertible	17.20%	29.60%
Outstanding balance on unsecured convertible	1,498,954	'
Outstanding balance on unsecured convertible, current	$396,664	'

REDEEMABLE_CONVERTIBLE_PREFERR1

REDEEMABLE CONVERTIBLE PREFERRED STOCK (Details Narrative)	6 Months Ended
	Jun. 30, 2014
Redeemable Convertible Preferred Stock Details Narrative	'
Series D Preferred shares issued	1,926
Converted Series D shares	3,852,000

EQUITY_TRANSACTIONS_Details

EQUITY TRANSACTIONS (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Number of Preferred Shares	7,403	7,403
Number of Common Shares if Converted	8,225,128	8,225,128
Weighted Average Conversion Price	$0.90	$0.90
Series A Preferred	'	'
Number of Preferred Shares	1,466	1,466
Number of Common Shares if Converted	1,629,006	1,629,006
Weighted Average Conversion Price	$0.90	$0.90
Series B Preferred	'	'
Number of Preferred Shares	5,124	5,124
Number of Common Shares if Converted	5,693,344	5,693,344
Weighted Average Conversion Price	$0.90	$0.90
Series C Preferred	'	'
Number of Preferred Shares	813	813
Number of Common Shares if Converted	902,778	902,778
Weighted Average Conversion Price	$0.90	$0.90

EQUITY_TRANSACTIONS_Details_1

EQUITY TRANSACTIONS (Details 1) (USD $)	6 Months Ended
	Jun. 30, 2014
Equity Transactions Details 1	'
Outstanding and Exercisable	14,394,914
Outstanding and Exercisable, Per Share	$0.58
Granted	'
Granted, Per Share	'
Exercised	'
Exercised, Per Share	'
Cancelled, forfeited or expired	-719,999
Cancelled, forfeited or expired, Per Share	$0.40
Anti-Dilution Adjustments	'
Initial Grant	-9,858,011
Initial Grant, per Share	$0.56
Initial Grant re-pricing	9,858,011
Initial Grant re-pricing, per Share	$0.46
Additional warrants granted	4,738,503
Additional warrants granted, per Share	$0.42
Outstanding and Exercisable	18,413,418
Outstanding and Exercisable, Per Share	$0.46

EQUITY_TRANSACTIONS_Details_2

EQUITY TRANSACTIONS (Details 2) (USD $)	6 Months Ended
	Jun. 30, 2014
Outstanding	'
Number of Shares	18,413,418
Weighted Average Exercise Price	$0.46
Weighted Average Remaining Life (Years)	'3 years 10 months 13 days
Outstanding | $0.09 [Member]	'
Number of Shares	1,083,334
Weighted Average Exercise Price	$0.09
Weighted Average Remaining Life (Years)	'5 years
Outstanding | $0.40 [Member]	'
Number of Shares	11,956,508
Weighted Average Exercise Price	$0.40
Weighted Average Remaining Life (Years)	'3 years 4 months 13 days
Outstanding | $0.60 [Member]	'
Number of Shares	3,453,569
Weighted Average Exercise Price	$0.60
Weighted Average Remaining Life (Years)	'5 years 5 months 1 day
Outstanding | $0.75 [Member]	'
Number of Shares	1,920,007
Weighted Average Exercise Price	$0.75
Weighted Average Remaining Life (Years)	'2 years 6 months 18 days
Exercisable	'
Number of Shares	18,413,418
Weighted Average Exercise Price	$0.46
Weighted Average Remaining Life (Years)	'3 years 10 months 13 days
Exercisable | $0.09 [Member]	'
Number of Shares	1,083,334
Weighted Average Exercise Price	$0.09
Weighted Average Remaining Life (Years)	'5 years
Exercisable | $0.40 [Member]	'
Number of Shares	11,956,508
Weighted Average Exercise Price	$0.40
Weighted Average Remaining Life (Years)	'3 years 4 months 13 days
Exercisable | $0.60 [Member]	'
Number of Shares	3,453,569
Weighted Average Exercise Price	$0.60
Weighted Average Remaining Life (Years)	'5 years 5 months 1 day
Exercisable | $0.75 [Member]	'
Number of Shares	1,920,007
Weighted Average Exercise Price	$0.75
Weighted Average Remaining Life (Years)	'2 years 6 months 18 days

EQUITY_TRANSACTIONS_Details_Na

EQUITY TRANSACTIONS (Details Narrative) (USD $)	12 Months Ended
	Dec. 31, 2013	Jun. 30, 2014
Equity Transactions Details Narrative	'	'
Series A preferred stock issued under share purchase agreement, shares	'	559
Series A preferred stock issued under share purchase agreement, amount	'	$558,500
Common stock issuable on convertible of each Series A preferred stock, shares	'	1,111
Consolidated net revenues	7,463,113	'
Revenues from discontinued operations	$2,270,536	'

STOCK_BASED_COMPENSATION_Detai

STOCK BASED COMPENSATION (Details) (USD $)	6 Months Ended
	Jun. 30, 2014
Warrants granted	$167,532
Warrants granted, Per Share	'
Warrants exercised	'
Warrants exercised, Per Share	'
Warrants expired/cancelled	-24,120
Warrants expired/cancelled, Per Share	$0.40
Employees Warrants [Member]	'
Outstanding and Exercisable, Beginning	'
Outstanding and Exercisable, Beginning Per Share	'
Warrants granted	'
Warrants granted, Per Share	'
Warrants exercised	'
Warrants exercised, Per Share	'
Warrants expired/cancelled	'
Warrants expired/cancelled, Per Share	'
Outstanding and Exercisable, Ending	'
Outstanding and Exercisable, Ending Per Share	'
Services Warrants [Member]	'
Outstanding and Exercisable, Beginning	850,000
Outstanding and Exercisable, Beginning Per Share	$0.96
Warrants granted	'
Warrants granted, Per Share	'
Warrants exercised	'
Warrants exercised, Per Share	'
Warrants expired/cancelled	($20,000)
Warrants expired/cancelled, Per Share	$1.80
Outstanding and Exercisable, Ending	830,000
Outstanding and Exercisable, Ending Per Share	$0.93

STOCK_BASED_COMPENSATION_Detai1

STOCK BASED COMPENSATION (Details 1) (USD $)

Jun. 30, 2014

Jun. 30, 2013

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Outstanding

Exercisable

0.65 [Member]

0.65 [Member]

$1.52 - $1.80

$1.52 - $1.80

Outstanding

Outstanding

Exercisable

Exercisable

Outstanding

Exercisable

Outstanding

Exercisable

0.65 [Member]

$1.52 - $1.80

0.65 [Member]

$1.52 - $1.80

Number of Shares

19,243,418

7,504,189

830,000

830,000

600,000

600,000

230,000

230,000

'

'

'

'

Weighted Average Exercise Price

'

'

$0.93

$0.93

$0.65

$0.65

$1.68

$1.68

'

'

'

'

Weighted Average Remaining Life (Years)

'

'

'3 years 4 months 10 days

'3 years 4 months 10 days

'

'

'

'

'3 years 9 months 26 days

'2 years 1 month 28 days

'3 years 9 months 26 days

'2 years 1 month 28 days

STOCK_BASED_COMPENSATION_Detai2

STOCK BASED COMPENSATION (Details 2) (Stock Option [Member], USD $)	6 Months Ended
	Jun. 30, 2014
Options Outstanding [Member]	'
Options Outstanding Beginning	1,840,556
Options Outstanding Beginning, Per Share	$0.66
Options granted	'
Options granted, Per Share	'
Options vested	'
Options vested, Per Share	'
Options exercised	'
Options exercised, Per Share	'
Options expired/cancelled	'
Options expired/cancelled, Per Share	'
Options Outstanding Ending	1,840,556
Options Outstanding Ending, Per Share	$0.66
Options Exercisable [Member]	'
Options Outstanding Beginning	1,840,556
Options Outstanding Beginning, Per Share	$0.66
Options granted	'
Options granted, Per Share	'
Options vested	'
Options vested, Per Share	'
Options exercised	'
Options exercised, Per Share	'
Options expired/cancelled	'
Options expired/cancelled, Per Share	'
Options Outstanding Ending	1,840,556
Options Outstanding Ending, Per Share	$0.66

STOCK_BASED_COMPENSATION_Detai3

STOCK BASED COMPENSATION (Details 3) (USD $)	6 Months Ended
	Jun. 30, 2014
Options Outstanding [Member]	'
Stock Options Outstanding	1,840,556
Weighted Average Exercise Price Per Share	$0.66
Weighted Average Remaining Contractual Term in Years	'7 years 22 days
Options Outstanding [Member] | $0.60	'
Stock Options Outstanding	525,000
Weighted Average Exercise Price Per Share	$0.60
Weighted Average Remaining Contractual Term in Years	'7 years 10 months 10 days
Options Outstanding [Member] | $0.68	'
Stock Options Outstanding	1,305,556
Weighted Average Exercise Price Per Share	$0.68
Weighted Average Remaining Contractual Term in Years	'6 years 9 months
Options Outstanding [Member] | $1.26	'
Stock Options Outstanding	10,000
Weighted Average Exercise Price Per Share	$1.26
Weighted Average Remaining Contractual Term in Years	'5 years 8 months 12 days
Options Exercisable [Member]	'
Stock Options Outstanding	1,840,556
Weighted Average Exercise Price Per Share	$0.66
Weighted Average Remaining Contractual Term in Years	'7 years 22 days
Options Exercisable [Member] | $0.60	'
Stock Options Outstanding	525,000
Weighted Average Exercise Price Per Share	$0.60
Weighted Average Remaining Contractual Term in Years	'7 years 10 months 10 days
Options Exercisable [Member] | $0.68	'
Stock Options Outstanding	1,305,556
Weighted Average Exercise Price Per Share	$0.68
Weighted Average Remaining Contractual Term in Years	'6 years 9 months
Options Exercisable [Member] | $1.26	'
Stock Options Outstanding	10,000
Weighted Average Exercise Price Per Share	$1.26
Weighted Average Remaining Contractual Term in Years	'5 years 8 months 12 days

STOCK_BASED_COMPENSATION_Detai4

STOCK BASED COMPENSATION (Details Narrative) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Stock Based Compensation Details Narrative	'	'	'	'
Restricted share grants to consultants and directors	'	'	220,000	'
Stock compensation expense related to restricted share grants	$99,937	$99,937	$175,500	$175,500
Unrecognized compensation cost related to restricted share awards	0	'	0	'
Unrecognized compensation cost amoritzation period	'	'	'2 months	'
Stock compensation expense related to stock warrants	'	'	0	174,726
Stock based compensation expense related to stock options	$0	$76,552	'	'

RELATED_PARTY_TRANSACTIONS_Det

RELATED PARTY TRANSACTIONS (Details) (USD $)	Jun. 30, 2014
Notes payable - revolving	$527,000
Notes payable	440,000
Accrued interest	73,110
Total outstanding debt	1,040,110
DelVecchio	'
Notes payable - revolving	527,000
Notes payable	'
Accrued interest	33,974
Total outstanding debt	560,974
PinewoodMember	'
Notes payable - revolving	'
Notes payable	440,000
Accrued interest	39,136
Total outstanding debt	$479,136

RELATED_PARTY_TRANSACTIONS_Det1

RELATED PARTY TRANSACTIONS (Details Narrative) (PinewoodMember)	Jun. 30, 2014
PinewoodMember	'
Percent Owned Series D Preferred	93.50%
Percent Owned Series B Preferred	11.00%

COMMITMENTS_AND_CONTINGENCIES_

COMMITMENTS AND CONTINGENCIES (Details Narrative) (USD $)	Jun. 30, 2014
Commitments And Contingencies Details Narrative	'
Accounts receivable sold with recourse	$561,234

SUPPLEMENTAL_CASH_FLOW_FINANCI2

SUPPLEMENTAL CASH FLOW FINANCIAL INFORMATION (Details) (USD $)	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
Cash paid during the period for:	'	'
Interest	$122,476	$183,912
Non-cash investing and financing activities during the period:	'	'
Reissuance of stock warrants in refinancing	167,532	'
Cancellation of stock warrants in refinancing	-24,120	'
Common stock issued for payment of forward contract	115,767	'
Series D preferred stock issued as payment for milestone adjustment	662,057	'
Conversion of Series B Preferred stock into common	'	185,000
Conversion of vendor payable into secured note payable	'	3,534,793
Cancellation of secured notes payable in refinancing	'	293,734
Common stock warrants issued with common stock	'	243,055
Common stock warrants issued for placement fees	'	32,845
Common stock warrants issued for Series D preferred stock	'	'
Forward contract issued with common stock	'	233,131
Common stock issued for payment of interest in refinancing	$63,104	'

LOSS_PER_COMMON_SHARE_Details

LOSS PER COMMON SHARE (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Numerator for basic and diluted loss per common share:	'	'	'	'
Net loss to common stockholders from continuing operations	($538,735)	($1,348,100)	($1,316,105)	($2,473,318)
Net loss from discontinuing operations	($9,519)	($499,423)	($19,464)	($507,217)
Net loss to common stockholders	($548,254)	($1,847,523)	($1,335,569)	($2,980,535)
Weighted Average Number of Shares Outstanding	11,503,294	5,817,053	11,414,481	5,361,577
Basic and diluted loss per common share from continuing operations	($0.05)	($0.23)	($0.12)	($0.46)
Basic and diluted loss per common share from discontinued operations	'	($0.09)	'	($0.09)
Basic and diluted loss per common share	($0.05)	($0.32)	($0.12)	($0.56)

LOSS_PER_COMMON_SHARE_Details_

LOSS PER COMMON SHARE (Details 1) (USD $)	Jun. 30, 2014	Jun. 30, 2013
Loss Per Common Share Details 1	'	'
Warrants	19,243,418	7,504,189
Stock options	1,840,556	1,840,556
Convertible notes	$2,755,544	$3,295,322
Series A Preferred	1,629,006	1,629,006
Series B Preferred	5,693,344	5,776,667
Series C Preferred	902,778	902,778
Series D Preferred	3,852,000	'
Total Excluded Potential Common Shares	35,916,646	20,948,518

DISCONTINUED_OPERATIONS_Detail

DISCONTINUED OPERATIONS (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Discontinued Operations Details	'	'	'	'
Sales	'	$906,980	'	$2,107,730
Cost of sales	'	703,682	'	1,606,794
Gross profit	'	203,298	'	500,936
Operating Expenses	13,613	272,337	27,894	573,307
Impairment of goodwill	'	697,766	'	697,766
Loss from discontinued operations	-13,613	-766,805	-27,894	-770,137
Other expenses	'	'	'	'
Interest expense, net	1,031	1,537	2,051	10,197
Income taxes benefit	-5,125	-268,920	-10,481	-273,117
Loss from operations of discontinued pharmacies, net of tax benefit	($9,519)	($499,422)	($19,464)	($507,217)

DISCONTINUED_OPERATIONS_Detail1

DISCONTINUED OPERATIONS (Details 1) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Current Assets	'	'
Accounts receivable, net	$468	$4,048
Prepaid and other current assets	'	'
Assets of discontinued operations	468	4,048
Other receivables, net	136,440	140,563
Assets of discontinued operations, non-current, net	136,440	140,563
Current Liabilities	'	'
Accounts payable and accrued expenses	95,649	150,652
Liabilities of discontinued operations	$95,649	$150,652