Premier Products (PMPG) 10-Q 25 Oct 21 2021 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2021	Oct. 18, 2021
Cover [Abstract]
Entity Registrant Name	Premier Product Group, Inc.
Entity Central Index Key	0001301838
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	true
Entity Current Reporting Status	Yes
Document Period End Date	Jun. 30, 2021
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2021
Entity Ex Transition Period	false
Entity Common Stock Shares Outstanding		353,524,425
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-51232
Entity Incorporation State Country Code	DE
Entity Tax Identification Number	68-0582275
Entity Address Address Line 1	6303 Owensmouth
Entity Address Address Line 2	Suite 1058
Entity Address City Or Town	Woodland Hills
Entity Address State Or Province	CA
Entity Address Postal Zip Code	91367
City Area Code	818
Local Phone Number	798-1878
Entity Interactive Data Current	Yes

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Jun. 30, 2021	Dec. 31, 2020
ASSETS
Cash	$ 2,291	$ 0
Investments	250,000	0
Total Assets	252,291	0
Current liabilities
Accounts payable and accrued expenses	84,785	269,526
Contingent liability - legal	0	197,283
Contingent liability - notes	0	225,200
Derivative liability - warrants	0	221,814
Derivative liability - convertible notes	330,744	513,185
Convertible notes - related parties	246,600	31,500
Convertible notes	120,000	0
Notes payable - related parties	178,580	173,532
Notes payable	0	309,682
Total current liabilities	960,709	1,941,722
Total liabilities	960,709	1,941,722
Stockholders' Equity
Preferred stock (Series B), $0.001 par value, 51 shares authorized, and 51 shares issued and outstanding, on June 30, 2021, and December 31, 2020, respectively	0	0
Common stock, $0.00001 par value, 500,000,000 shares authorized, 353,524,425 and 285,555,605 shares issued and outstanding on June 30, 2021, and December 31, 2020, respectively	3,536	3,536
Paid in capital	6,761,817	6,761,817
Accumulated deficit	(7,473,770)	(8,707,075)
Total Stockholders' (Deficit)	(708,418)	(1,941,722)
Total Liabilities and Stockholders' (Equity)	$ 252,291	$ 0

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2021	Dec. 31, 2020
Stockholders' Equity
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	353,524,425	285,555,605
Common stock,shares outstanding	353,524,425	285,555,605
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	51	51
Preferred stock, shares issued	51	51
Preferred stock, shares outstanding	51	51

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
Revenue	$ 0	$ 0	$ 0	$ 0
Operating Expenses:
Administrative expense	12,866	0	43,996	0
Professional Fees	15,806	0	39,290	0
Total operating expenses	28,672	0	83,286	0
(Loss) from operations	(28,672)	0	(83,286)	0
Other expense
Gain (loss) on derivative liability	1,143,574	(545)	182,441	3,439
Interest expense	(18,889)	(6,950)	(25,949)	(13,864)
Gain on extinguishment of liabilities	0	0	1,160,098	0
Income (loss) before provision for income taxes	1,096,013	(7,495)	1,233,304	(10,425)
Provision for income taxes	0	0	0	0
Net (Loss)	$ 1,096,013	$ (7,495)	$ 1,233,304	$ (10,425)
Basic and diluted earnings (loss) per common share	$ 0	$ 0	$ 0	$ 0
Weighted average number of shares outstanding	353,524,425	285,555,605	353,524,425	285,555,605

CONSOLIDATED STATEMENTS OF CHAN

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (unaudited) - USD ($)	Total	Common Stock	Preferred Stock	Additional Paid-In Capital	Accumulated Deficit
Balance, shares at Dec. 31, 2019		285,555,605	51
Balance, amount at Dec. 31, 2019	$ (1,173,182)	$ 2,856	$ 0	$ 6,253,949	$ (7,429,987)
Net income (loss)	(2,930)				(2,930)
Balance, shares at Mar. 31, 2020		285,555,605	51
Balance, amount at Mar. 31, 2020	(1,176,112)	$ 2,856	$ 0	6,253,949	(7,432,917)
Balance, shares at Dec. 31, 2019		285,555,605	51
Balance, amount at Dec. 31, 2019	(1,173,182)	$ 2,856	$ 0	6,253,949	(7,429,987)
Net income (loss)	(10,425)
Balance, shares at Jun. 30, 2020		285,555,605	51
Balance, amount at Jun. 30, 2020	(1,183,607)	$ 2,856	$ 0	6,253,949	(7,440,412)
Balance, shares at Mar. 31, 2020		285,555,605	51
Balance, amount at Mar. 31, 2020	(1,176,112)	$ 2,856	$ 0	6,253,949	(7,432,917)
Net income (loss)	(7,495)				(7,495)
Balance, shares at Jun. 30, 2020		285,555,605	51
Balance, amount at Jun. 30, 2020	(1,183,607)	$ 2,856	$ 0	6,253,949	(7,440,412)
Balance, shares at Dec. 31, 2020		353,524,425	51
Balance, amount at Dec. 31, 2020	(1,941,722)	$ 3,536	$ 0	6,761,817	(8,707,075)
Net income (loss)	137,291				137,291
Balance, shares at Mar. 31, 2021		353,524,425	51
Balance, amount at Mar. 31, 2021	(1,804,431)	$ 3,536	$ 0	6,761,817	(8,569,783)
Balance, shares at Dec. 31, 2020		353,524,425	51
Balance, amount at Dec. 31, 2020	(1,941,722)	$ 3,536	$ 0	6,761,817	(8,707,075)
Net income (loss)	1,233,304
Balance, shares at Jun. 30, 2021		353,524,425	51
Balance, amount at Jun. 30, 2021	(708,418)	$ 3,536	$ 0	6,761,817	(7,473,770)
Balance, shares at Mar. 31, 2021		353,524,425	51
Balance, amount at Mar. 31, 2021	(1,804,431)	$ 3,536	$ 0	6,761,817	(8,569,783)
Net income (loss)	1,096,013				1,096,013
Balance, shares at Jun. 30, 2021		353,524,425	51
Balance, amount at Jun. 30, 2021	$ (708,418)	$ 3,536	$ 0	$ 6,761,817	$ (7,473,770)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Cash Flows From Operating Activities:
Net income (loss)	$ 1,233,304	$ (10,425)
Adjustments to reconcile net income to net cash
Loss (gain) on derivative liability	(182,441)	(3,439)
Gain on extinguishment of liabilities	(1,159,098)	0
Accounts payable and accrued expenses	25,426	13,864
Interest payable	20,901	0
Net cash provided by (used for) operating activities	(61,908)	0
Cash Flows From Investing Activities:
Investment in joint venture	(250,000)	0
Net cash provided by (used for) investing activities	(250,000)	0
Cash Flows From Financing Activities:
Proceeds from notes payable	314,199	0
Net cash provided by (used for) financing activities	314,199	0
Net Increase (Decrease) In Cash	2,291	0
Cash At The Beginning Of The Period	0	0
Cash At The End Of The Period	2,291	0
Supplemental disclosure of cash flow information:
Cash paid for interest	0	0
Non-Cash Financing Activities
Common stock issued to retire debt and accrued interest	$ 0	$ 0

BASIS OF PRESENTATION

BASIS OF PRESENTATION	6 Months Ended
	Jun. 30, 2021
BASIS OF PRESENTATION
NOTE 1 - BASIS OF PRESENTATION	NOTE 1 – BASIS OF PRESENTATION PREMIER PRODUCTS GROUP, INC. (the Company”) has prepared the accompanying financial statements without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows for all periods presented herein, have been made. As filed on Form 8-K with the Securities Exchange Commission on March 1, 2018, the Company completed a Holding Company Reorganization, whereby On February 22, 2018, the issuer (having been renamed, immediately prior to this Holding Company Reorganization, from “Premier Products Group, Inc.” to “Valley High Mining Company”) completed a corporate reorganization (the “Holding Company Reorganization”) pursuant to which Valley High Mining Company, as previously constituted (the “Predecessor”) became a direct, wholly-owned subsidiary of a newly formed Delaware corporation, Premier Products Group, Inc. (the “Holding Company”), which became the successor issuer. In other words, the Holding Company is now the public entity. The Holding Company Reorganization was effected by a merger conducted pursuant to Section 251(g) of the Delaware General Corporation Law (the “DGCL”), which provides for the formation of a holding company without a vote of the stockholders of the constituent corporations. In accordance with Section 251(g) of the DGCL, Premier Services, Inc. (“Merger Sub”), another newly formed Delaware corporation and, prior to the Holding Company Reorganization, was an indirect, wholly owned subsidiary of the Predecessor, merged with and into the Predecessor, with the Predecessor surviving the merger as a direct, wholly owned subsidiary of the Holding Company (the “Merger”). The Merger was completed pursuant to the terms of an Agreement and Plan of Merger among the Predecessor, the Holding Company and Merger Sub, dated February 22, 2018 (the “Merger Agreement”). As of the effective time of the Merger and in connection with the Holding Company Reorganization, all duly authorized outstanding shares of common stock and preferred stock of the Predecessor were automatically converted into identical shares of common stock or preferred stock, as applicable, of the Holding Company on a one-for-one basis, and the Predecessor’s existing stockholders and other holders of equity instruments, became stockholders and holders of equity instruments, as applicable, of the Holding Company in the same amounts and percentages as they were in the Predecessor prior to the Holding Company Reorganization. The executive officers and board of directors of the Holding Company are the same as those of the Predecessor in effect immediately prior to the Holding Company Reorganization. For purposes of Rule 12g-3(a), the Holding Company is the successor issuer to the Predecessor, now as the sole shareholder of the Predecessor. Accordingly, upon consummation of the Merger, the Holding Company’s common stock was deemed to be registered under Section 12(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 12g-3(a) promulgated thereunder. On February 22, 2018, the Predecessor changed its name and then re-domiciled from Wyoming to Delaware. Immediately following such re-domiciliation, the Holding Company adopted a certificate of incorporation (the “Certificate”) and bylaws (the “Bylaws”) that are, in all material respects, identical to the certificate of incorporation and bylaws of the Predecessor immediately prior to the Holding Company Reorganization, with the possible exception of certain amendments that are permissible under Section 251(g)(4) of the DGCL. The Holding Company has the same authorized capital stock and the designations, rights, powers and preferences of such capital stock, and the qualifications, limitations and restrictions thereof are the same as that of the Predecessor’s capital stock immediately prior to the Holding Company Reorganization. The common stock of the Holding Company trades on OTC Markets under the symbol “PMPG” under which the common stock of the Predecessor was previously listed and traded. As a result of the Holding Company Reorganization, the common stock of the Predecessor will no longer be publicly traded. Based on the preceding action, the Company is presenting the financial statements as consolidated financial statements, but also including exhibits representing the respective income statement and balance sheet items associated with the new parent Holding Company and the wholly-owned Predecessor company. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2018 audited financial statements included in the Company’s Annual Report on Form 10-K, as filed with the United States Securities and Exchange Commission (the “SEC”) on May 6, 2021. The results of operations for the period ended June 30, 2021 are not necessarily indicative of the operating results for the full year.

GOING CONCERN

GOING CONCERN	6 Months Ended
	Jun. 30, 2021
GOING CONCERN
NOTE 2 - GOING CONCERN	NOTE 2 – GOING CONCERN The Company’s financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has a working capital deficit and has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it consummates a business combination. If the Company is unable to obtain adequate capital, it could be forced to cease operations. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2021
SIGNIFICANT ACCOUNTING POLICIES
NOTE 3 - SIGNIFICANT ACCOUNTING POLICIES	NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Income Taxes The Company accounts for income taxes in accordance with ASC Topic No. 740, “Accounting for Income Taxes.” This statement requires an asset and liability approach for accounting for income taxes. The Company adopted the provisions of ASC Topic No. 740, “Accounting for Income Taxes,” on January 1, 2007. As a result of the implementation of ASC Topic No. 740, the Company recognized no liability for unrecognized tax liabilities. The Company has no tax positions on December 31, 2020 and 2019 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. Interest Accruals The Company recognizes interest accrued related to unrecognized tax liabilities in interest expense and penalties in operating expenses. Loss Per Share The computation of loss per share is based on the weighted average number of shares outstanding during the period presented in accordance with ASC Topic No. 260, “Earnings Per Share.” Cash and Cash Equivalents The Company considers all highly liquid investments purchased with a maturity of three months or less to be cash equivalents. Recently Issued Accounting Pronouncements Management has considered all recent accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements. FASB ASU 2016-02 “Leases Topic 842)” We adopted the standard effective January 1, 2019 and have elected to use January 1, 2019 as our date of initial application. Consequently, financial information will not be updated, and disclosures required under the new standard will not be provided for periods presented before January 1, 2019 as these prior periods conform to the Accounting Standards Codification 840. We elected the package of practical expedients permitted under the transition guidance within the new standard. By adopting these practical expedients, we were not required to reassess (1) whether an existing contract meets the definition of a lease; (2) the lease classification for existing leases; or (3) costs previously capitalized as initial direct costs. As of June 30, 2021 we are not a lessor or lessee under any lease arrangements. FASB ASU 2018-02 “Income Statement- Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income” FASB ASU 2018-03 “Fair Value Measurement (ASC 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement” – FASB ASU 2016-15 “Statement of Cash Flows (Topic 230)” – Management has evaluated other recently issued accounting pronouncements and does not believe that any of these pronouncements will have a significant impact on our consolidated financial statements and related disclosures. Fair Value of Financial Instruments The Company’s financial instruments consist principally of cash, amounts due to a related party, accounts payable and accrued expenses, and derivative liabilities. ASC 820, Fair Value Measurements and Disclosures, and ASC 825, Financial Instruments, establish a framework for measuring fair value, establish a fair value hierarchy based on the quality of inputs used to measure fair value, and enhance disclosure requirements for fair value measurements. The Company utilizes various types of financing to fund its business needs, including warrants not indexed to the Company’s stock. The Company is required to record its derivative instruments at their fair value. Changes in the fair value of derivatives are recognized in earnings in accordance with ASC 815. The fair value of the derivative instruments are determined based on “Level 3” inputs, which consist of inputs that are both unobservable and significant to the overall fair value measurement. We believe that the recorded values of all of our other financial instruments approximate their current fair values because of their nature and respective relatively short maturity dates or durations. The Company has categorized its financial instruments, based on the priority of inputs to the valuation technique, into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). Financial assets and liabilities recorded on the balance sheet are categorized based on the inputs to the valuation techniques as follows: Level 1 Financial assets and liabilities for which values are based on unadjusted quoted prices for identical assets or liabilities in an active market that management has the ability to access. Level 2 Financial assets and liabilities for which values are based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly for substantially the full term of the asset or liability (commodity derivatives and interest rate swaps). Level 3 Financial assets and liabilities for which values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the asset or liability. When the inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company conducts a review of fair value hierarchy classifications on a quarterly basis. Changes in the observability of valuation inputs may result in a reclassification for certain financial assets or liabilities. Balance Balance, December 31, 2020 $ (734,999 ) Total gains (losses) included in earnings, six months ended June 30, 2021 404,255 Ending balance, June 30, 2021 $ (330,744 )

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	6 Months Ended
	Jun. 30, 2021
RELATED PARTY TRANSACTIONS
NOTE 4 - RELATED PARTY TRANSACTIONS	NOTE 4 – RELATED PARTY TRANSACTIONS Management Compensation For the six months ended June 30, 2021, the Company paid its CEO, President, and CFO an aggregate of $0 as compensation. For the six months ended June 30, 2020, the Company paid its CEO/President/CFO an aggregate of $-0- as compensation.

RELATED PARTY TRANSACTIONS - DE

RELATED PARTY TRANSACTIONS - DEBT	6 Months Ended
	Jun. 30, 2021
RELATED PARTY TRANSACTIONS - DEBT
NOTE 5 - RELATED PARTY TRANSACTIONS - DEBT	NOTE 5 – RELATED PARTY TRANSACTIONS - DEBT Convertible notes and notes payable to related parties at June 30, 2021 and December 31, 2020 had an outstanding balance of $425,180 and $205,032 respectively.

CONVERTIBLE NOTES, NOTES PAYABL

CONVERTIBLE NOTES, NOTES PAYABLE AND DERIVATIVE LIABILITY	6 Months Ended
	Jun. 30, 2021
CONVERTIBLE NOTES, NOTES PAYABLE AND DERIVATIVE LIABILITY
NOTE 6 - CONVERTIBLE NOTES, NOTES PAYABLE AND DERIVATIVE LIABILITY	NOTE 6 – CONVERTIBLE NOTES, NOTES PAYABLE AND DERIVATIVE LIABILITY Notes Payable At the period ended June 30, 2021, the Company had third-party notes payable and accrued interest in the amount of $120,000 compared to $-0- in the prior fiscal year ended December 31, 2020. The notes included notes to four unaffiliated parties at interest rates of between 6% and 8% per year. The notes expired during the 2016 fiscal year and are not secured by collateral of the Company. Several of these notes are in default and the Company is in communication with the holders to resolve these outstanding issues. The notes are convertible into common stock, at the election of the holder, at discounts of between 40% and 50%. Two additional notes, totaling $11,250 are convertible into common stock of the Company at $0.001. Additionally, the Company is carrying $178,580 in notes payable contingent liability representing three (3) prior notes that are either in dispute or the Company is unable to substantiate. Derivative Liability The Company entered into an agreement, which has been accounted for as a derivative. The Company has recorded a loss contingency associated with this agreement because it is both probable that a liability had been incurred and the amount of the loss can reasonably be estimated. The main factors that will affect the fair value of the derivative are the number of the Company’s shares outstanding post acquisition or post offering and the resulting market capitalization. ASC Topic 815 (“ASC 815”) requires that all derivative financial instruments be recorded on the balance sheet at fair value. Fair values for exchange traded securities and derivatives are based on quoted market prices. Where market prices are not readily available, fair values are determined using market based pricing models incorporating readily observable market data and requiring judgment and estimates. The Company issued warrants and has evaluated the terms and conditions of the conversion features contained in the warrants to determine whether they represent embedded or freestanding derivative instruments under the provisions of ASC 815. The Company determined that the conversion features contained in the warrants represent freestanding derivative instruments that meet the requirements for liability classification under ASC 815. As a result, the fair value of the derivative financial instruments in the warrants is reflected in the Company’s balance sheet as a liability. The fair value of the derivative financial instruments of the warrants was measured at the inception date of the warrants and each subsequent balance sheet date. Any changes in the fair value of the derivative financial instruments are recorded as non-operating, non-cash income, or expense at each balance sheet date. Additionally, the Company has issued convertible notes with variable conversion features resulting in a derivative liability. The Company valued the conversion features in its warrants and convertible notes using the Black-Scholes model. Included in the June 30, 2021 and December 31, 2020 financial statements is a derivative liability in the amount of $330,744 and $734,999, respectively, to account for these transaction. It is revalued quarterly henceforth and adjusted as a gain or loss to the consolidated statements of operations depending on its value at that time. Derivative Liability -Warrants June 30, 2021 December 31, 2020 Estimated number of underlying shares -0- 1,427,780 Estimated market price per share $ 0.00 $ 0.00 Exercise price per share $ 0.00 $ 0.00 Expected volatility 0 % 382 % Expected dividends 0 % 0 % Expected term (in years) 0 3.00 Derivative liability $ -0- $ 221,814 Derivative Liability -Convertible Notes June 30, 2021 December 31, 2020 Estimated number of underlying shares 14,033,420 3,422,330 Estimated market price per share $ 0.0395 $ 0.15 Exercise price per share $ .020-.041 $ 0.01 Expected volatility 130.60 % 600 % Expected dividends 0 % 0 % Expected term (in years) 3.00 1.00 Derivative liability $ 330,744 $ 513,185 Included in our Consolidated Statements of Operations for the six months ended June 30, 2021 and June 30, 2020 is a gain of $182,441 and a gain of $3,439 in change of fair value of derivative in non-cash charges pertaining to the derivative liability as it pertains to the gain (loss) on derivative liability and debt discount, respectively.

ACCOUNTS PAYABLE AND ACCRUED EX

ACCOUNTS PAYABLE AND ACCRUED EXPENSES	6 Months Ended
	Jun. 30, 2021
ACCOUNTS PAYABLE AND ACCRUED EXPENSES
NOTE 7 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES	NOTE 7 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES For the six months ended June 30, 2021, and the year ended December 31, 2020, the Company recorded accounts payable and accrued expenses in the amount of $84,785 and $269,526, respectively.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2021
COMMITMENTS AND CONTINGENCIES
NOTE 8 - COMMITMENTS AND CONTINGENCIES	NOTE 8 – COMMITMENTS AND CONTINGENCIES Contingent Liabilities The Company recorded contingent liabilities for the six months ended June 30, 2021, and the year ended December 31, 2020 in the amount of $-0- and $422,483, respectively. The contingent liability includes $197,283 for settlement of an arbitration plus accrued interest. Additional contingent liabilities has been accounted for in the amount of$150,200 and $75,000 for notes payable. These notes date back to the purchase of the mineral properties with a related party. The Company believes that these notes are to be discharged, however, until additional research and agreements have been reached, the Company is treating the amount as a contingent liability. Legal proceedings On February 24, 2015, the Company was named a defendant in a complaint filed by John Michael Coombs in the Third Judicial District Court in and For Salt Lake County, State of Utah, alleging, among other things, Breach of Contract, in connection with a Warrant Agreement issued by the Company to Mr. Coombs in 2010. Management has informed Mr. Coombs that it fully intends to honor the Warrant Agreement and is in discussions to settle this matter.

CAPITAL STOCK

CAPITAL STOCK	6 Months Ended
	Jun. 30, 2021
CAPITAL STOCK
NOTE 9 - CAPITAL STOCK	NOTE 9 – CAPITAL STOCK The Company has authorized 500,000,000 number of shares of common stock with a par value of $0.00001. On June 30, 2021, the Company had 353,524,425 shares issued and outstanding. The Company has authorized 51 shares of preferred stock (Series B) with a par value of $0.001. On June 30, 2021, the Company had 51 shares issued and outstanding. During the six months ended June 30, 2021, no shares of common or preferred shares were issued by the Company.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 2021
SUBSEQUENT EVENTS
NOTE 10 - SUBSEQUENT EVENTS	NOTE 10 – SUBSEQUENT EVENTS In accordance with FASB ASC 855-10, Subsequent Events

SIGNIFICANT ACCOUNTING POLICI_2

SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2021
SIGNIFICANT ACCOUNTING POLICIES
Use of Estimates	The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Income Taxes	The Company accounts for income taxes in accordance with ASC Topic No. 740, “Accounting for Income Taxes.” This statement requires an asset and liability approach for accounting for income taxes. The Company adopted the provisions of ASC Topic No. 740, “Accounting for Income Taxes,” on January 1, 2007. As a result of the implementation of ASC Topic No. 740, the Company recognized no liability for unrecognized tax liabilities. The Company has no tax positions on December 31, 2020 and 2019 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility.
Interest Accruals	The Company recognizes interest accrued related to unrecognized tax liabilities in interest expense and penalties in operating expenses.
Loss Per Share	The computation of loss per share is based on the weighted average number of shares outstanding during the period presented in accordance with ASC Topic No. 260, “Earnings Per Share.”
Cash and Cash Equivalents	The Company considers all highly liquid investments purchased with a maturity of three months or less to be cash equivalents.
Recently Issued Accounting Pronouncements	Management has considered all recent accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements. FASB ASU 2016-02 “Leases Topic 842)” We adopted the standard effective January 1, 2019 and have elected to use January 1, 2019 as our date of initial application. Consequently, financial information will not be updated, and disclosures required under the new standard will not be provided for periods presented before January 1, 2019 as these prior periods conform to the Accounting Standards Codification 840. We elected the package of practical expedients permitted under the transition guidance within the new standard. By adopting these practical expedients, we were not required to reassess (1) whether an existing contract meets the definition of a lease; (2) the lease classification for existing leases; or (3) costs previously capitalized as initial direct costs. As of June 30, 2021 we are not a lessor or lessee under any lease arrangements. FASB ASU 2018-02 “Income Statement- Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income” FASB ASU 2018-03 “Fair Value Measurement (ASC 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement” – FASB ASU 2016-15 “Statement of Cash Flows (Topic 230)” – Management has evaluated other recently issued accounting pronouncements and does not believe that any of these pronouncements will have a significant impact on our consolidated financial statements and related disclosures.
Fair Value of Financial Instruments	The Company’s financial instruments consist principally of cash, amounts due to a related party, accounts payable and accrued expenses, and derivative liabilities. ASC 820, Fair Value Measurements and Disclosures, and ASC 825, Financial Instruments, establish a framework for measuring fair value, establish a fair value hierarchy based on the quality of inputs used to measure fair value, and enhance disclosure requirements for fair value measurements. The Company utilizes various types of financing to fund its business needs, including warrants not indexed to the Company’s stock. The Company is required to record its derivative instruments at their fair value. Changes in the fair value of derivatives are recognized in earnings in accordance with ASC 815. The fair value of the derivative instruments are determined based on “Level 3” inputs, which consist of inputs that are both unobservable and significant to the overall fair value measurement. We believe that the recorded values of all of our other financial instruments approximate their current fair values because of their nature and respective relatively short maturity dates or durations. The Company has categorized its financial instruments, based on the priority of inputs to the valuation technique, into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). Financial assets and liabilities recorded on the balance sheet are categorized based on the inputs to the valuation techniques as follows: Level 1 Financial assets and liabilities for which values are based on unadjusted quoted prices for identical assets or liabilities in an active market that management has the ability to access. Level 2 Financial assets and liabilities for which values are based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly for substantially the full term of the asset or liability (commodity derivatives and interest rate swaps). Level 3 Financial assets and liabilities for which values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the asset or liability. When the inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company conducts a review of fair value hierarchy classifications on a quarterly basis. Changes in the observability of valuation inputs may result in a reclassification for certain financial assets or liabilities. Balance Balance, December 31, 2020 $ (734,999 ) Total gains (losses) included in earnings, six months ended June 30, 2021 404,255 Ending balance, June 30, 2021 $ (330,744 )

SIGNIFICANT ACCOUNTING POLICI_3

SIGNIFICANT ACCOUNTING POLICIES (Tables)	6 Months Ended
	Jun. 30, 2021
SIGNIFICANT ACCOUNTING POLICIES
Schedule of reclassification financial assets or liabilities	Balance Balance, December 31, 2020 $ (734,999 ) Total gains (losses) included in earnings, six months ended June 30, 2021 404,255 Ending balance, June 30, 2021 $ (330,744 )

CONVERTIBLE NOTES, NOTES PAYA_2

CONVERTIBLE NOTES, NOTES PAYABLE AND DERIVATIVE LIABILITY (Tables)	6 Months Ended
	Jun. 30, 2021
CONVERTIBLE NOTES, NOTES PAYABLE AND DERIVATIVE LIABILITY
Schedule of Derivative Liability -Warrants	June 30, 2021 December 31, 2020 Estimated number of underlying shares -0- 1,427,780 Estimated market price per share $ 0.00 $ 0.00 Exercise price per share $ 0.00 $ 0.00 Expected volatility 0 % 382 % Expected dividends 0 % 0 % Expected term (in years) 0 3.00 Derivative liability $ -0- $ 221,814 June 30, 2021 December 31, 2020 Estimated number of underlying shares 14,033,420 3,422,330 Estimated market price per share $ 0.0395 $ 0.15 Exercise price per share $ .020-.041 $ 0.01 Expected volatility 130.60 % 600 % Expected dividends 0 % 0 % Expected term (in years) 3.00 1.00 Derivative liability $ 330,744 $ 513,185

SIGNIFICANT ACCOUNTING POLICI_4

SIGNIFICANT ACCOUNTING POLICIES (Details)	6 Months Ended
	Jun. 30, 2021USD ($)
SIGNIFICANT ACCOUNTING POLICIES
Beginning balance	$ (734,999)
Total gains (losses) included in earnings	404,255
Ending balance	$ (330,744)

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
CEO, President, and CFO [Member]
Compensation and bonuses	$ 0	$ 0

RELATED PARTY TRANSACTIONS - _2

RELATED PARTY TRANSACTIONS - DEBT (Details Narrative) - USD ($)	Jun. 30, 2021	Dec. 31, 2020
RELATED PARTY TRANSACTIONS - DEBT (Details Narrative)
Due to related party	$ 425,180	$ 205,032

CONVERTIBLE NOTES, NOTES PAYA_3

CONVERTIBLE NOTES, NOTES PAYABLE AND DERIVATIVE LIABILITY (Details) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020
Convertible Notes [Member]
Estimated number of underlying shares	14,033,420	3,422,330
Estimated market price per share	$ 0.0395	$ 0.15
Exercise price per share		$ 0.01
Expected volatility	130.60%	600.00%
Expected dividends	0.00%	0.00%
Expected term (in years)	3 years	1 year
Derivative liability	$ 330,744	$ 513,185
Convertible Notes [Member] | Minimum [Member]
Exercise price per share	$ 20
Convertible Notes [Member] | Maximum [Member]
Exercise price per share	$ 41
Warrant [Member]
Estimated number of underlying shares	0	1,427,780
Estimated market price per share	$ 0	$ 0
Exercise price per share	$ 0	$ 0
Expected volatility	0.00%	382.00%
Expected dividends	0.00%	0.00%
Expected term (in years)	0 years	3 years
Derivative liability	$ 0	$ 221,814

CONVERTIBLE NOTES, NOTES PAYA_4

CONVERTIBLE NOTES, NOTES PAYABLE AND DERIVATIVE LIABILITY (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020
Convertible notes upon conversation to common stock			$ 11,250
Convertible common stock price per share			$ 0.001
Related party notes payable and accrued interest	$ 120,000		$ 120,000		$ 0
Gain (loss) on derivative liability	1,143,574	$ (545)	182,441	$ 3,439
Notes payable contingent liability	178,580		178,580
Derivative liability - convertible notes	330,744		$ 330,744		513,185
Maximum [Member]
Discount rate			50.00%
Interest rate			8.00%
Minimum [Member]
Discount rate			40.00%
Interest rate			6.00%
Convertible Notes [Member]
Derivative liability - convertible notes	$ 330,744		$ 330,744		$ 734,999

ACCOUNTS PAYABLE AND ACCRUED _2

ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details Narrative) - USD ($)	Jun. 30, 2021	Dec. 31, 2020
ACCOUNTS PAYABLE AND ACCRUED EXPENSES
Accounts payable and accrued expenses	$ 84,785	$ 269,526

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	Jun. 30, 2021	Dec. 31, 2020
COMMITMENTS AND CONTINGENCIES
Contingent liability	$ 0	$ 422,483
Accrued interest and fees	197,283
Notes payable	$ 150,200	$ 75,000

CAPITAL STOCK (Details Narrativ

CAPITAL STOCK (Details Narrative) - $ / shares	Jun. 30, 2021	Dec. 31, 2020
CAPITAL STOCK (Details Narrative)
Common stock, shares authorized	500,000,000	500,000,000
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, shares issued	353,524,425	285,555,605
Common stock,shares outstanding	353,524,425	285,555,605
Preferred stock (Series B), shares authorized	51	51
Preferred stock (Series B), par value	$ 0.001	$ 0.001
Preferred stock (Series B), shares issued	51	51
Preferred stock (Series B), shares outstanding	51	51