Innovative MedTech (IMTH) 10-K 1 Feb 21 2012 FY Annual report Financial data

Cover

Cover - USD ($)	12 Months Ended
	Oct. 31, 2012	Apr. 30, 2012
Cover [Abstract]
Entity Registrant Name	Fresh Harvest Products, Inc.
Entity Central Index Key	0001331612
Document Type	10-K
Amendment Flag	false
Entity Voluntary Filers	No
Current Fiscal Year End Date	--10-31
Entity Well Known Seasoned Issuer	No
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Current Reporting Status	No
Document Period End Date	Oct. 31, 2012
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2012
Entity Common Stock Shares Outstanding	1,635,610,445
Entity Public Float		$ 1,282,733
Document Annual Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Oct. 31, 2012	Oct. 31, 2011
Current assets
Cash	$ 0	$ 0
Accounts receivable, net	0	76,109
Inventory	0	7,385
Total current assets	0	83,494
Equipment, net	0	2,544
Total assets	0	86,038
Current liabilities
Accounts payable and accrued expenses	1,150,349	1,658,734
Accrued interest	176,747	199,498
Notes payable, related party, current	32,312	6,237
Notes payable, current, net of debt discount	406,083	616,501
Derivative liability	334,526	176,871
Total current liabilities	2,100,017	2,657,841
Total liabilities	2,100,017	2,657,841
Commitments and contingencies (Note 10)	0	0
Stockholders' deficit
Preferred stock, $.0001 par value, 5,000,000 shares authorized, 5,000,000 issued and outstanding	500	0
Common stock, $.0001 par value, 2,000,000,000 authorized shares, 1,635,610,445 and 506,885,209 shares outstanding, respectively	163,562	50,689
Additional paid in capital	7,054,106	5,207,208
Accumulated deficit	(9,318,185)	(7,829,700)
Total stockholders' deficit	(2,100,017)	(2,571,803)
Total liabilities and stockholders' deficit	$ 0	$ 86,038

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Oct. 31, 2012	Oct. 31, 2011
CONSOLIDATED BALANCE SHEETS
Preferred Stock, Par Value	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	5,000,000	5,000,000
Preferred Stock, Shares Issued	5,000,000	5,000,000
Preferred Stock, Shares Outstanding	5,000,000	5,000,000
Common Stock, Par Value	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	2,000,000,000	2,000,000,000
Common Stock, Shares Issued	1,635,610,445	506,885,209
Common Stock, Shares Outstanding	1,635,610,445	506,885,209

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	12 Months Ended
	Oct. 31, 2012	Oct. 31, 2011
CONSOLIDATED STATEMENTS OF OPERATIONS
Revenue	$ 0	$ 0
Cost of goods sold	0	0
Gross profit	0	0
Operating expenses
General and administrative expenses	585,700	192,056
Sales and marketing	616,289	115,140
Salaries and wages	144,000	246,709
Legal and professional fees	74,103	435,683
Total operating expenses	1,420,092	989,588
Loss from continuing operations	(1,420,092)	(989,588)
Other income (expenses)
Loss on disposal of assets	(52,438)	(597)
Income on forgiveness of debt	124,294	44,999
Amortization of debt discount	(2,523)	0
Change in fair value of derivatives	(24,993)	(54,433)
Interest expense	(81,192)	(91,579)
Total other income (expenses)	(36,852)	(101,610)
Net loss before provision for income taxes	(1,456,944)	(1,091,198)
Provision for income taxes	0	0
Net loss from continuing operations	(1,456,944)	(1,091,198)
Net income (loss) from discontinued operations, net of income taxes	(31,541)	(10,349)
Net loss	$ (1,488,485)	$ (1,101,547)
Basic and diluted loss per share from continued operations	$ (0.002)	$ (0.005)
Basic and diluted loss per share from discontinued operations	0	0
Basic and dilutive loss per share	$ (0.002)	$ (0.005)
Weighted average common shares outstanding - basic and dilutive	944,742,997	226,653,793

CONSOLIDATED STATEMENTS OF CHAN

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT - USD ($)	Total	Preferred Stock	Common Stock	Additional Paid-In Capital	Accumulated Deficit
Balance, shares at Oct. 31, 2010			200,000,000
Balance, amount at Oct. 31, 2010	$ (3,349,684)	$ 0	$ 20,000	$ 3,358,469	$ (6,728,153)
Issuance of Common Stock for Services, shares			40,000,000
Issuance of Common Stock for Services, amount	192,500	$ 0	$ 4,000	188,500	0
Issuance of Common Stock for Conversion of Debt, shares			31,884,909
Issuance of Common Stock for Conversion of Debt, amount	180,731	$ 0	$ 3,189	177,542	0
Issuance of Series A Preferred Stock for Conversion of Debt, shares		1,990,003
Issuance of Series A Preferred Stock for Conversion of Debt, amount	1,116,197	$ 1,116,197	$ 0	0	0
Issuance of Series A Preferred Stock for Acquisition & Acquisition Settlement, shares		300,000
Issuance of Series A Preferred Stock for Acquisition & Acquisition Settlement, amount	330,000	$ 330,000	$ 0	0	0
Issuance of Series A Preferred Stock Issued for Services, shares		60,000
Issuance of Series A Preferred Stock Issued for Services, amount	60,000	$ 60,000	$ 0	0	0
Issuance of Common Stock for Conversion of Series A Preferred Stock, shares		(2,350,003)	235,000,300
Issuance of Common Stock for Conversion of Series A Preferred Stock, amount	0	$ (1,506,197)	$ 23,500	1,482,697	0
Net loss	(1,101,547)	$ 0	$ 0	0	(1,101,547)
Balance, shares at Oct. 31, 2011			506,885,209
Balance, amount at Oct. 31, 2011	(2,571,803)	$ 0	$ 50,689	5,207,208	(7,829,700)
Issuance of Common Stock for Services, shares			846,385,979
Issuance of Common Stock for Services, amount	752,230	$ 0	$ 84,639	667,591	0
Issuance of Common Stock for Conversion of Debt, shares			282,339,257
Issuance of Common Stock for Conversion of Debt, amount	1,058,041	$ 0	$ 28,234	1,029,807	0
Issuance of Series A Preferred Stock for Conversion of Debt, shares		5,000,000
Issuance of Series A Preferred Stock for Conversion of Debt, amount	150,000	$ 500	$ 0	149,500	0
Net loss	(1,488,485)	$ 0	$ 0	0	(1,488,485)
Balance, shares at Oct. 31, 2012		5,000,000	1,635,610,445
Balance, amount at Oct. 31, 2012	$ (2,100,017)	$ 500	$ 163,562	$ 7,054,106	$ (9,318,185)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
	Oct. 31, 2012	Oct. 31, 2011
Cash flows from operating activities:
Net loss	$ (1,488,485)	$ (1,101,547)
Adjustments to reconcile net loss to net cash (used in) operating activities:
Depreciation	2,544	4,059
Bad debt expense	71,205	0
Stock issued for services	752,230	252,500
Income on forgiveness of debt	(124,294)	(44,999)
Loss on disposal of assets	52,438	597
Amortization of debt discount	2,523	0
Change in fair value of derivative liabilities	24,993	54,433
Changes in operating assets and liabilities:
Accounts receivable	4,904	44,649
Inventory	7,385	26,232
Accounts payable and accrued expenses, net	539,629	604,490
Accrued interest	101,493	91,579
Net cash (used in) operating activities	(53,435)	(68,007)
Cash flows from financing activities:
Proceeds from issuance of loans payable	27,360	179,263
Repayment of loans payable	0	(134,204)
Proceeds from advances from related parties	26,075	6,237
Net cash provided by financing activities	53,435	51,296
Net (decrease) increase in cash	0	(16,711)
Cash, beginning of year	0	16,711
Cash, end of year	0	0
Supplemental disclosure of cash flow information:
Taxes paid	0	0
Interest paid	0	0
Non-cash financing activities:
Common stock issued for conversion of debt, accounts payable and accrued expenses	1,058,041	180,731
Preferred stock issued for conversion of debt, accounts payable and accrued expenses	$ 150,000	$ 1,446,197

GENERAL ORGANIZATION AND BUSINE

GENERAL ORGANIZATION AND BUSINESS	12 Months Ended
	Oct. 31, 2012
GENERAL ORGANIZATION AND BUSINESS
NOTE 1. GENERAL ORGANIZATION AND BUSINESS	Fresh Harvest Products, Inc. (the “ Parent Company We sold our products to consumers at, what we believe are, reasonable prices through local, regional and national supermarkets, retailers, distributors, brokers, and wholesalers. Our strategy was to focus on finding and developing and selling the best organic and natural food products in the world. Part of this strategy is to have the “Wings of Nature™” or “AC LaRocco” names branded on our products, as well acquiring other natural and organic food brands. During October 2012, the Parent Company began integrating a digital plan and strategy which shifted the Company’s focus to expanding the online network and community, as well as an expansion of online services, with a focus on developing various SaaS models in the health, wellness, fitness, lifestyles of health and sustainability (LOHAS) and healthcare industries. The Company expects to develop, license and acquire software applications that will generate revenue through subscription fees, in-app upgrades, purchases and advertising. The Company is currently working on several software applications including a calorie calculator and food comparison software solution so that consumers can be informed and compare what foods they are eating and be able to accurately calculate their daily calories per item, as well as compare foods with each other to learn and understand what the healthier options are. The Company is actively seeking strategic partners and acquisition targets in order to grow and expand. During the fiscal year ended October 31, 2012, we did not generate any revenues as we were integrating our new business model, and developing software products.

LIQUIDITY, CAPITAL RESOURCES AN

LIQUIDITY, CAPITAL RESOURCES AND GOING CONCERN	12 Months Ended
	Oct. 31, 2012
LIQUIDITY, CAPITAL RESOURCES AND GOING CONCERN
NOTE 2. LIQUIDITY, CAPITAL RESOURCES AND GOING CONCERN	The accompanying consolidated financial statements have been prepared on a going-concern basis, which contemplates the continuation of operations, realization of assets and liquidation of liabilities in the ordinary course of business. For the years ended October 31, 2012 and 2011, the Company reported a net loss of $1,488,485 and $1,101,547, respectively. As of October 31, 2012, the Company maintained total assets of $0, total liabilities including long-term debt of $2,100,017 along with an accumulated deficit of $9,318,185. Management believes that additional capital will be required to fund operations through the year ending October 31, 2013 and beyond, as it attempts to generate increasing revenue, and develop new products. Management intends to attempt to raise capital through additional equity offerings and debt obligations. There can be no assurance that the Company will be successful in obtaining financing at the level needed or on terms acceptable to the Company. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company’s insolvent financial condition also may create a risk that we may be forced to file for protection under applicable bankruptcy laws or state insolvency statutes. We also may face the risk that a receiver may be appointed. We face that risk and other risks resulting from our current financial condition. For these and other reasons, our management recognizes the adverse difficulties and continuing severe challenges we face. Apart from the limited funds that we have received there can be no assurance that we will receive any financing or funding from any source or if any financing should be obtained, that existing shareholders will not incur substantial, immediate, and permanent dilution of their existing investment. The Company’s operations are subject to certain additional risks and uncertainties including, among others, dependence on outside suppliers and manufacturers, competition, dependence on its exclusive license and relationship with the licensor, uncertainties regarding patents and proprietary rights, dependence on key personnel, and other business risks. In addition, there is no assurance, assuming the Company is successful in raising additional capital that the Company will be successful in achieving profitability or positive cash flow.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Oct. 31, 2012
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with General Accepted Accounting Principles (GAAP) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and reflect all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company as of and for the years ended October 31, 2012 and 2011. Basis of Consolidation The Company prepares its financial statements on the accrual basis of accounting. The accompanying consolidated financial statements include the accounts of the Company, and its wholly owned subsidiary. All significant intercompany accounts, balances and transactions have been eliminated upon consolidation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported revenues and expenses during the reporting periods. Because of the use of estimates inherent in the financial reporting process, actual results may differ significantly from those estimates. Cash and Cash Equivalents The Company maintains cash balances in a non-interest bearing account that currently does not exceed federally insured limits. For the purpose of the consolidated statements of cash flows, all highly liquid investments with a maturity of three months or less are considered to be cash equivalents. There were no cash equivalents as of October 31, 2012. Net Loss Per Share Calculation Basic net loss per common share ("EPS") is computed by dividing income available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted earnings per shares is computed by dividing net income by the weighted average shares outstanding, assuming all dilutive potential common shares were issued. Revenue Recognition and Sales Incentives Sales will be recognized when an online transaction is processed, which occurs when a user of one of software products purchases the products online or in an app. Sales are reported net of sales incentives, which could include discounts and promotions. Income Taxes The provision for income taxes is the total of the current taxes payable and the net of the change in the deferred income taxes. Provision is made for the deferred income taxes where differences exist between the period in which transactions affect current taxable income and the period in which they enter into the determination of net income in the financial statements. Advertising Advertising is expensed when incurred. For the years ended October 31, 2012 and 2011, advertising expense was $0 and $67,977, respectively. Fair Value of Financial Instruments The Company’s financial instruments, including accounts payable are reflected in the accompanying consolidated financial statements at carrying value, which approximates fair value because of the short-term maturity of these instruments. Share-based compensation The Company accounts for common stock issued to employees, directors, and consultants in accordance with the provisions of the Accounting Standards Codification (ASC) 718 Stock Based Compensation For the years ended October 31, 2012 and 2011, the Company recognized $752,230 and $252,500 in stock based compensation expense. Recently Issued Accounting Pronouncements As of and for the year ended October 31, 2012, the Company does not expect any of the recently issued accounting pronouncements to have a material impact on its financial condition or results of operations. Subsequent Events In accordance with ASC 855, Subsequent Events

NOTES PAYABLE - RELATED PARTIES

NOTES PAYABLE - RELATED PARTIES	12 Months Ended
	Oct. 31, 2012
NOTES PAYABLE - RELATED PARTIES
NOTE 4. NOTES PAYABLE - RELATED PARTIES	As of October 31, 2012 and 2011, the Company had $32,312 and $6,237, respectively, in outstanding notes payable to related parties. The outstanding notes payable have one-year terms and 10% interest rates. The principal amount of the notes and accrued and unpaid interest are convertible into common shares of the Company upon the due date at $0.0001 per share, subject to adjustments.

NOTES PAYABLE

NOTES PAYABLE	12 Months Ended
	Oct. 31, 2012
NOTES PAYABLE
NOTE 5. NOTES PAYABLE	The Company entered into six notes payable during the year ended October 31, 2012. As of October 31, 2012 and 2011, the notes payable are as follows: Date of Note Issuance Original Principal Balance Maturity Date Interest Rate % Conversion Rate Principal Balance 10/31/12 Principal Balance 10/31/11 10/31/12 $ 104,278 10/31/13 10 % lesser $0.0015 or 50% discount to market $ 104,278 $ - 3/16/12 50,000 9/16/12 10 % $ 0.00200 60,000 - 2/14/12 14,900 2/14/13 10 % $ 0.00100 24,900 - 2/10/12 25,000 8/10/12 10 % $ 0.00119 25,000 - 1/26/12 40,000 7/26/12 10 % $ 0.00113 8,000 - 1/26/12 65,595 7/26/12 10 % $ 0.00113 27,595 - 10/18/11 1,900 10/18/11 8 % no written agreement 6,900 1,900 10/11/11 2,500 4/11/12 12 % $ 0.00390 2,500 2,500 8/25/11 108,101 2/25/12 10 % $ 0.01000 2,631 108,101 8/10/11 30,000 2/10/12 12 % $ 0.00850 - 30,000 8/10/11 10,000 2/10/12 12 % $ 0.00850 - 10,000 5/23/11 7,500 11/23/11 12 % $ 0.00850 - 7,500 5/23/11 7,500 11/23/11 12 % $ 0.00850 - 7,500 2/14/11 100,000 8/10/11 12 % $ 0.00850 - 100,000 10/3/10 20,000 10/3/12 10 % lesser $0.01 or 20% discount to market 20,000 20,000 9/20/10 10,000 9/20/11 8 % 50% discount to market - 10,000 10/31/09 4,000 10/31/10 8 % no written agreement 4,000 4,000 8/31/09 5,000 8/31/12 12 % lesser $0.01 or 20% discount to market 5,000 5,000 8/26/09 20,000 8/26/12 12 % lesser $0.01 or 20% discount to market 20,000 20,000 8/25/09 20,000 8/25/12 12 % lesser $0.01 or 20% discount to market 20,000 20,000 2/26/07 30,000 2/26/09 12 % lesser $0.50 or 35% discount to market 30,000 30,000 4/17/07 20,000 4/17/09 10 % lesser $0.45 or 35% discount to market 20,000 20,000 6/14/07 15,000 6/15/09 10 % lesser $0.50 or 25% discount to market 15,000 15,000 1/29/07 15,000 1/29/09 10 % $ 0.95000 15,000 15,000 4/17/07 15,000 4/17/09 10 % lesser $0.45 or 35% discount to market 15,000 15,000 12/23/06 18,000 12/23/08 10 % $ 0.95000 18,000 18,000 11/30/06 50,000 11/30/08 10 % $ 0.85000 50,000 50,000 9/16/06 100,000 9/9/08 12 % 35% discount to market 38,000 92,000 10/1/05 15,000 4/1/07 10 % $ 0.50000 15,000 15,000 Total $ 546,804 $ 616,501 Debt Discount (140,721 ) - Total $ 406,083 $ 616,501 The Company currently has a total of twenty-three convertible promissory notes that are in default and we may be subject to legal proceedings or lawsuits from any number of those convertible noteholders.

DERIVATIVE LIABILITY

DERIVATIVE LIABILITY	12 Months Ended
	Oct. 31, 2012
DERIVATIVE LIABILITY
NOTE 6. DERIVATIVE LIABILITY	The following tables summarize the components of the Company’s derivative liabilities and linked common shares as of October 31, 2012 and 2011 and the amounts that were reflected in income related to derivatives for the year then ended: October 31, 2012 Indexed Fair The financings giving rise to derivative financial instruments Shares Values Compound embedded derivative 1,929,452,480 $ (334,526 ) October 31, 2011 Indexed Fair The financings giving rise to derivative financial instruments Shares Values Compound embedded derivative 42,780,768 $ (176,871 ) The following tables summarizes the effects on the Company’s gain (loss) associated with changes in the fair values of the derivative financial instruments by type of financing for the years ended October 31, 2012 and 2011: The financings giving rise to derivative financial instruments and the income effects: Year Ended October 31, 2012 October 31, 2011 Compound embedded derivative $ 37,156 $ (54,433 ) Day one derivative loss (62,149 ) Total derivative gain (loss) $ (24,993 ) $ (54,433 ) The Company’s Convertible Notes gave rise to derivative financial instruments. The Notes embodied certain terms and conditions that were not clearly and closely related to the host debt agreement in terms of economic risks and characteristics. These terms and features consist of the embedded conversion option. Current accounting principles that are provided in ASC 815 - Derivatives and Hedging Significant inputs and results arising from the Monte Carlo Simulations process are as follows for the compound embedded derivative that has been bifurcated from the Convertible Notes and classified in liabilities: Inception October 31, 2012 Quoted market price on valuation date $ 0.01 $ 0.0003 Contractual conversion rate $ 0.0054 - $0.0081 $ 0.00015 - $0.00029 Range of effective contractual conversion rates -- -- Contractual term to maturity 1.00 Year 0.09 – 1.00 Years Market volatility: Volatility 138.28% - 238.13 % 138.28% - 238.13 % Contractual interest rate 5% - 12 % 5% - 12 % The following table reflects the issuances of compound embedded derivatives and changes in fair value inputs and assumptions related to the compound embedded derivatives during the years ended October 31, 2012 and 2011. October 31, 2012 October 31, 2011 Beginning balance $ 176,871 $ 122,438 Issuances: Convertible Note Financing 182,648 - Changes in fair value inputs and assumptions reflected in income (24,993 ) 54,433 Ending balance $ 334,526 $ 176,871 The fair value of the compound embedded derivative is significantly influenced by the Company’s trading market price, the price volatility in trading and the interest components of the Monte Carlo Simulation technique.

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	12 Months Ended
	Oct. 31, 2012
STOCKHOLDERS' EQUITY
NOTE 7. STOCKHOLDERS' EQUITY	Series A Preferred Stock Certificate of Designations On February 23, 2011, the Parent Company filed a Certificate of Designations of Series A Convertible Preferred Stock (the “ Certificate of Designations Series A Preferred Stock Number 5,000,000 shares of the Parent Company’s Preferred Stock are designated as shares of Series A Convertible Preferred Stock. Dividends Any dividends (other than dividends on common stock payable solely in common stock or dividends on the Series A Preferred Stock payable solely in Series A Preferred Stock) declared or paid in any fiscal year will be declared or paid among the holders of the Series A Preferred Stock and common stock then outstanding in proportion to the greatest whole number of shares of common stock which would be held by each such holder if all shares of Series A Preferred Stock were converted into shares of common stock pursuant to the terms of the Certificate of Designations. The Parent Company’s Board of Directors is under no obligation to declare dividends on the Series A Preferred Stock. Conversion Each share of Series A Preferred Stock is generally convertible into 100 shares of the Parent Company’s common stock (the “ Conversion Rate Liquidation In the event of any liquidation, dissolution or winding up of the Parent Company, the assets of the Parent Company legally available for distribution by the Parent Company would be distributed with equal priority and pro rata among the holders of the Series A Preferred Stock and common stock in proportion to the number of shares of common stock held by them, with the shares of Series A Preferred Stock being treated for this purpose as if they had been converted to shares of common stock at the then applicable Conversion Rate. Voting On any matter presented to the stockholders of the Parent Company for their action or consideration at any meeting of stockholders of the Parent Company (or by written consent of stockholders in lieu of meeting), each holder of outstanding shares of Series A Preferred Stock would be entitled to cast the number of votes equal to the number of whole shares of common stock into which the shares of Series A Preferred Stock held by such holder are convertible as of the record date for determining stockholders entitled to vote on such matter. Except as provided by law or by the other provisions of the Parent Company’s Certificate of Incorporation, holders of Series A Preferred Stock vote together with the holders of common stock as a single class.

PROVISION FOR CORPORATE INCOME

PROVISION FOR CORPORATE INCOME TAXES	12 Months Ended
	Oct. 31, 2012
PROVISION FOR CORPORATE INCOME TAXES
NOTE 8. PROVISION FOR CORPORATE INCOME TAXES	The Company provides for income taxes by the use of an asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse. This also requires the reduction of deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company has approximately $1,950,000 in gross deferred tax assets at October 31, 2012, resulting from net operating loss carry forwards. A valuation allowance has been recorded to fully offset these deferred tax assets because the future realization of the related income tax benefits is uncertain. Accordingly, the net provision for income taxes is zero as of October 31, 2012. As of October 31, 2012, the Company has federal net operating loss carry forwards of approximately $5,000,000 available to offset future taxable income through 2031. As of October 31 2012, the difference between the tax provision at the statutory federal income tax rate and the tax provision attributable to loss before income taxes is as follows (in percentages): Statutory federal income tax rate (34 %) State taxes – net of federal benefits (5 %) Valuation allowance 39 % Income tax rate – net 0 % Fin 48 - Accounting for Uncertain Tax Positions The Parent Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various state, and local jurisdictions. The Company is no longer subject to U.S. federal income tax examination by tax authorities for the years prior to October 31, 2005. With respect to state and local jurisdictions, with limited exception, the Parent Company and or its subsidiaries are no longer subject to income tax audits prior to October 31, 2005. In the normal course of business, the Company is subject to examination by various taxing authorities. Although the outcome of tax audits is always uncertain, the Company believes that adequate amounts of tax, interest and penalties have been provided for any adjustments that may result from these open tax years. Based on management’s review of the Company’s tax position, the Parent Company and subsidiaries had no significant unrecognized corporate tax liabilities as of October 31, 2012 and 2011 payable to the Internal Revenue Service due to the net operating loss carry-forward, however, the Company had yet to file its 2005 through 2009 Federal, New Jersey nor New York Corporate Income Tax Returns.

UNPAID PAYROLL TAXES

UNPAID PAYROLL TAXES	12 Months Ended
	Oct. 31, 2012
UNPAID PAYROLL TAXES
NOTE 9. UNPAID PAYROLL TAXES	As of October 31, 2012, the Company owed the Internal Revenue Service and New York State payroll related taxes in the amounts of $135,875 and $30,084, respectively, plus applicable interest and penalties. The total amount due to both taxing authorities including penalties and interest as of October 31, 2012 was $165,959 subject to further penalties and interest.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	12 Months Ended
	Oct. 31, 2012
COMMITMENTS AND CONTINGENCIES
NOTE 10. COMMITMENTS AND CONTINGENCIES	Rent As of October 31, 2012, the Parent Company maintains its office in New York, New York. There is a month-to-month office lease. The rent is approximately $1,050 per month for our current office. For the years ended October 31, 2012 and 2011, rent expense was $16,450 and $7,600, respectively. As of October 31, 2012 and October 31, 2011, the total amount owed to related party was $24,050 and $6,250, including $4,850 and $0, respectively, for accumulated rent. IRS Tax Lien The Internal Revenue Service has placed a federal tax lien on all of the assets of the Company.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	12 Months Ended
	Oct. 31, 2012
SUBSEQUENT EVENTS
NOTE 11. SUBSEQUENT EVENTS	The Company has evaluated subsequent events for recognition and disclosure through January 29, 2021, the date the financial statements were available to be issued, and determined that there were no such events requiring adjustment to, or disclosure in, the accompanying financial statements, other than included below:. Change of Domicile On November 3, 2017 the Company changed its domicile from New Jersey to Delaware and authorized shares to 20 Billion shares of common stock, par value, $0.000001 per share, and 500 Million shares of Series A Preferred Stock, par value, $0.000001 per share, and 500 Million Shares of Series B Preferred Stock, par value, $0.000001 per share. Each share of Series A and Series B Preferred Stock is convertible into 100 shares of the Company’s common stock. Release of Federal Tax Liens Between the period of May 2016 and April 2018 federal tax liens in the amount of $103,156 were released. D&E Agreements – Convertible Promissory Notes and Put Option Agreement On May 5, 2020, the Company entered into 4 agreements with D&E Holdings 20, LLC (“D&E”). The Agreements were: Convertible Promissory Note for $50,000 (the note has a 6-month term, a 10% interest rate and a conversion price of $0.0001), a Stock Purchase Agreement, a Note Purchase Agreement and a Put Option Agreement. The Put Option Agreement describes a transaction where, once D&E loans the Company a total of $100,000, then D&E may, at its sole discretion, exercise their Put Option to merge their real estate asset (a laboratory space consisting of between 30, 000 and 40,000 sq ft within the Former MetroSouth Medical Center Campus Illinois) with the Company. Upon D&E exercising the Put Option, D&E shall be issued a total of 83% of all of the outstanding shares of stock of the Company. Increase of Authorized Common and Preferred Shares On December 21, 2020, the Company increased its authorized shares to 1 Trillion shares of common stock, par value, $0.000001 per share, and 5 Billion shares of Series A Preferred Stock, par value, $0.000001 per share, and 5 Billion Shares of Series B Preferred Stock, par value, $0.000001 per share. Each share of Series A and Series B Preferred Stock is convertible into 100 shares of the Company’s common stock. On December 31, 2020 the Company issued 1,050,000,000 common shares for services rendered to the Company. On December 31, 2020 five (5) Noteholders, including the Company’s Board of Director Members, converted a total of $1,965,460 of convertible promissory notes into 40,702,104,817 common shares of the Company. The Company’s two Board of Director Members converted a total of $1,644,825 of convertible promissory notes into a total of 34,267,187,500 common shares. The Company’s Board of Director Members control approximately 87.32% of the voting rights of the Company. The 3 (three) Noteholders converted a total of $325,666 of convertible promissory notes into a total of 6,434,917,317 common shares.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Oct. 31, 2012
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation	The accompanying consolidated financial statements have been prepared in accordance with General Accepted Accounting Principles (GAAP) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and reflect all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company as of and for the years ended October 31, 2012 and 2011.
Basis of Consolidation	The Company prepares its financial statements on the accrual basis of accounting. The accompanying consolidated financial statements include the accounts of the Company, and its wholly owned subsidiary. All significant intercompany accounts, balances and transactions have been eliminated upon consolidation.
Use of Estimates	The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported revenues and expenses during the reporting periods. Because of the use of estimates inherent in the financial reporting process, actual results may differ significantly from those estimates.
Cash and Cash Equivalents	The Company maintains cash balances in a non-interest bearing account that currently does not exceed federally insured limits. For the purpose of the consolidated statements of cash flows, all highly liquid investments with a maturity of three months or less are considered to be cash equivalents. There were no cash equivalents as of October 31, 2012.
Net Loss Per Share Calculation	Basic net loss per common share ("EPS") is computed by dividing income available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted earnings per shares is computed by dividing net income by the weighted average shares outstanding, assuming all dilutive potential common shares were issued.
Revenue Recognition and Sales Incentives	Sales will be recognized when an online transaction is processed, which occurs when a user of one of software products purchases the products online or in an app. Sales are reported net of sales incentives, which could include discounts and promotions.
Income Taxes	The provision for income taxes is the total of the current taxes payable and the net of the change in the deferred income taxes. Provision is made for the deferred income taxes where differences exist between the period in which transactions affect current taxable income and the period in which they enter into the determination of net income in the financial statements.
Advertising	Advertising is expensed when incurred. For the years ended October 31, 2012 and 2011, advertising expense was $0 and $67,977, respectively.
Fair Value of Financial Instruments	The Company’s financial instruments, including accounts payable are reflected in the accompanying consolidated financial statements at carrying value, which approximates fair value because of the short-term maturity of these instruments.
Share-based compensation	The Company accounts for common stock issued to employees, directors, and consultants in accordance with the provisions of the Accounting Standards Codification (ASC) 718 Stock Based Compensation For the years ended October 31, 2012 and 2011, the Company recognized $752,230 and $252,500 in stock based compensation expense.
Recently Issued Accounting Pronouncements	As of and for the year ended October 31, 2012, the Company does not expect any of the recently issued accounting pronouncements to have a material impact on its financial condition or results of operations.
Subsequent Events	In accordance with ASC 855, Subsequent Events

NOTES PAYABLE (Tables)

NOTES PAYABLE (Tables)	12 Months Ended
	Oct. 31, 2012
NOTES PAYABLE
Schedule of Notes Payable	Date of Note Issuance Original Principal Balance Maturity Date Interest Rate % Conversion Rate Principal Balance 10/31/12 Principal Balance 10/31/11 10/31/12 $ 104,278 10/31/13 10 % lesser $0.0015 or 50% discount to market $ 104,278 $ - 3/16/12 50,000 9/16/12 10 % $ 0.00200 60,000 - 2/14/12 14,900 2/14/13 10 % $ 0.00100 24,900 - 2/10/12 25,000 8/10/12 10 % $ 0.00119 25,000 - 1/26/12 40,000 7/26/12 10 % $ 0.00113 8,000 - 1/26/12 65,595 7/26/12 10 % $ 0.00113 27,595 - 10/18/11 1,900 10/18/11 8 % no written agreement 6,900 1,900 10/11/11 2,500 4/11/12 12 % $ 0.00390 2,500 2,500 8/25/11 108,101 2/25/12 10 % $ 0.01000 2,631 108,101 8/10/11 30,000 2/10/12 12 % $ 0.00850 - 30,000 8/10/11 10,000 2/10/12 12 % $ 0.00850 - 10,000 5/23/11 7,500 11/23/11 12 % $ 0.00850 - 7,500 5/23/11 7,500 11/23/11 12 % $ 0.00850 - 7,500 2/14/11 100,000 8/10/11 12 % $ 0.00850 - 100,000 10/3/10 20,000 10/3/12 10 % lesser $0.01 or 20% discount to market 20,000 20,000 9/20/10 10,000 9/20/11 8 % 50% discount to market - 10,000 10/31/09 4,000 10/31/10 8 % no written agreement 4,000 4,000 8/31/09 5,000 8/31/12 12 % lesser $0.01 or 20% discount to market 5,000 5,000 8/26/09 20,000 8/26/12 12 % lesser $0.01 or 20% discount to market 20,000 20,000 8/25/09 20,000 8/25/12 12 % lesser $0.01 or 20% discount to market 20,000 20,000 2/26/07 30,000 2/26/09 12 % lesser $0.50 or 35% discount to market 30,000 30,000 4/17/07 20,000 4/17/09 10 % lesser $0.45 or 35% discount to market 20,000 20,000 6/14/07 15,000 6/15/09 10 % lesser $0.50 or 25% discount to market 15,000 15,000 1/29/07 15,000 1/29/09 10 % $ 0.95000 15,000 15,000 4/17/07 15,000 4/17/09 10 % lesser $0.45 or 35% discount to market 15,000 15,000 12/23/06 18,000 12/23/08 10 % $ 0.95000 18,000 18,000 11/30/06 50,000 11/30/08 10 % $ 0.85000 50,000 50,000 9/16/06 100,000 9/9/08 12 % 35% discount to market 38,000 92,000 10/1/05 15,000 4/1/07 10 % $ 0.50000 15,000 15,000 Total $ 546,804 $ 616,501 Debt Discount (140,721 ) - Total $ 406,083 $ 616,501

DERIVATIVE LIABILITY (Tables)

DERIVATIVE LIABILITY (Tables)	12 Months Ended
	Oct. 31, 2012
DERIVATIVE LIABILITY
Schedule of Fair value derivative liabilities	October 31, 2012 Indexed Fair The financings giving rise to derivative financial instruments Shares Values Compound embedded derivative 1,929,452,480 $ (334,526 ) October 31, 2011 Indexed Fair The financings giving rise to derivative financial instruments Shares Values Compound embedded derivative 42,780,768 $ (176,871 )
Schedule of derivative financial instruments	Year Ended October 31, 2012 October 31, 2011 Compound embedded derivative $ 37,156 $ (54,433 ) Day one derivative loss (62,149 ) Total derivative gain (loss) $ (24,993 ) $ (54,433 )
Schedule of Convertible Notes	Inception October 31, 2012 Quoted market price on valuation date $ 0.01 $ 0.0003 Contractual conversion rate $ 0.0054 - $0.0081 $ 0.00015 - $0.00029 Range of effective contractual conversion rates -- -- Contractual term to maturity 1.00 Year 0.09 – 1.00 Years Market volatility: Volatility 138.28% - 238.13 % 138.28% - 238.13 % Contractual interest rate 5% - 12 % 5% - 12 %
Schedule of compound embedded derivatives	October 31, 2012 October 31, 2011 Beginning balance $ 176,871 $ 122,438 Issuances: Convertible Note Financing 182,648 - Changes in fair value inputs and assumptions reflected in income (24,993 ) 54,433 Ending balance $ 334,526 $ 176,871

PROVISION FOR CORPORATE INCOM_2

PROVISION FOR CORPORATE INCOME TAXES (Tables)	12 Months Ended
	Oct. 31, 2012
PROVISION FOR CORPORATE INCOME TAXES
Schedule of statutory federal income tax rate	Statutory federal income tax rate (34 %) State taxes – net of federal benefits (5 %) Valuation allowance 39 % Income tax rate – net 0 %

LIQUIDITY, CAPITAL RESOURCES _2

LIQUIDITY, CAPITAL RESOURCES AND GOING CONCERN (Details Narrative) - USD ($)	12 Months Ended
	Oct. 31, 2012	Oct. 31, 2011
LIQUIDITY, CAPITAL RESOURCES AND GOING CONCERN
Total assets	$ 0	$ 86,038
Total liabilities	2,100,017	2,657,841
Accumulated deficit	(9,318,185)	(7,829,700)
Net loss	$ (1,488,485)	$ (1,101,547)

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	12 Months Ended
	Oct. 31, 2012	Oct. 31, 2011
LIQUIDITY, CAPITAL RESOURCES AND GOING CONCERN
Stock based compensation expense	$ 752,230	$ 252,500
Advertising expense	0	$ 67,977
Cash and cash equivalents	$ 0

NOTES PAYABLE - RELATED PARTI_2

NOTES PAYABLE - RELATED PARTIES (Details Narrative) - USD ($)	12 Months Ended
	Oct. 31, 2012	Oct. 31, 2011
NOTES PAYABLE
Notes payable	$ 32,312	$ 6,237
Debt term	1 year
Interest rate	10.00%
Convertible price	$ 0.0001

NOTES PAYABLE (Details)

NOTES PAYABLE (Details) - USD ($)	12 Months Ended
	Oct. 31, 2012	Oct. 31, 2011
Notes payable	$ 546,804	$ 616,501
Debt discount	(140,721)	0
Total notes payable	406,083	616,501
Notes Payable Twenty Nine [Member]
Debt instrument, principal balance	15,000	15,000
Debt instrument, original principal balance	$ 15,000
Date of issuance	Oct. 1, 2005
Maturity date	Apr. 1, 2007
Interest rate	10.00%
Conversion rate	$ 0.50000
Notes Payable Twenty Eight [Member]
Debt instrument, principal balance	$ 38,000	92,000
Debt instrument, original principal balance	$ 100,000
Date of issuance	Sep. 16, 2006
Maturity date	Sep. 9, 2008
Interest rate	12.00%
Conversion rate, percentage	35.00%
Notes Payable Twenty Seveen [Member]
Debt instrument, principal balance	$ 50,000	50,000
Debt instrument, original principal balance	$ 50,000
Date of issuance	Nov. 30, 2006
Maturity date	Nov. 30, 2008
Interest rate	10.00%
Conversion rate	$ 0.85000
Notes Payable Twenty Six [Member]
Debt instrument, principal balance	$ 18,000	18,000
Debt instrument, original principal balance	$ 18,000
Date of issuance	Dec. 23, 2006
Maturity date	Dec. 23, 2008
Interest rate	10.00%
Conversion rate	$ 0.95000
Notes Payable Twenty Five [Member]
Debt instrument, principal balance	$ 15,000	15,000
Debt instrument, original principal balance	$ 15,000
Date of issuance	Apr. 17, 2007
Maturity date	Apr. 17, 2009
Interest rate	10.00%
Conversion rate	$ 0.45
Notes Payable Twenty Four [Member]
Debt instrument, principal balance	$ 15,000	15,000
Debt instrument, original principal balance	$ 15,000
Date of issuance	Jan. 29, 2007
Maturity date	Jan. 29, 2009
Interest rate	10.00%
Conversion rate	$ 0.95000
Notes Payable Twenty Three [Member]
Debt instrument, principal balance	$ 15,000	15,000
Debt instrument, original principal balance	$ 15,000
Date of issuance	Jun. 14, 2007
Maturity date	Jun. 15, 2009
Interest rate	10.00%
Conversion rate	$ 0.50
Notes Payable Twenty Two [Member]
Debt instrument, principal balance	$ 20,000	20,000
Debt instrument, original principal balance	$ 20,000
Date of issuance	Apr. 17, 2007
Maturity date	Apr. 17, 2009
Interest rate	10.00%
Conversion rate	$ 0.45
Notes Payable Twenty One [Member]
Debt instrument, principal balance	$ 30,000	30,000
Debt instrument, original principal balance	$ 30,000
Date of issuance	Feb. 26, 2007
Maturity date	Feb. 26, 2009
Interest rate	12.00%
Conversion rate	$ 0.50
Notes Payable Twenty [Member]
Debt instrument, principal balance	$ 20,000	20,000
Debt instrument, original principal balance	$ 20,000
Date of issuance	Aug. 25, 2009
Maturity date	Aug. 25, 2012
Interest rate	12.00%
Conversion rate	$ 0.01
Notes Payable Nineteen [Member]
Debt instrument, principal balance	$ 20,000	20,000
Debt instrument, original principal balance	$ 20,000
Date of issuance	Aug. 26, 2009
Maturity date	Aug. 26, 2012
Interest rate	12.00%
Conversion rate	$ 0.01
Notes Payable Eighteen [Member]
Debt instrument, principal balance	$ 5,000	5,000
Debt instrument, original principal balance	$ 5,000
Date of issuance	Aug. 31, 2009
Maturity date	Aug. 31, 2012
Interest rate	12.00%
Conversion rate	$ 0.01
Notes Payable Seventeen [Member]
Debt instrument, principal balance	$ 4,000	4,000
Debt instrument, original principal balance	$ 4,000
Date of issuance	Oct. 31, 2009
Maturity date	Oct. 31, 2010
Interest rate	8.00%
Conversion rate description	no written agreement
Notes Payable Sixteen [Member]
Debt instrument, principal balance	$ 0	10,000
Debt instrument, original principal balance	$ 10,000
Date of issuance	Sep. 20, 2010
Maturity date	Sep. 20, 2011
Interest rate	8.00%
Conversion rate, percentage	50.00%
Notes Payable Fifteen [Member]
Debt instrument, principal balance	$ 20,000	20,000
Debt instrument, original principal balance	$ 20,000
Date of issuance	Oct. 3, 2010
Maturity date	Oct. 3, 2012
Interest rate	10.00%
Conversion rate	$ 0.01
Notes Payable Fourteen [Member]
Debt instrument, principal balance	$ 0	100,000
Debt instrument, original principal balance	$ 100,000
Date of issuance	Feb. 14, 2011
Maturity date	Aug. 10, 2011
Interest rate	12.00%
Conversion rate	$ 0.00850
Notes Payable Thirteen [Member]
Debt instrument, principal balance	$ 0	7,500
Debt instrument, original principal balance	$ 7,500
Date of issuance	May 23, 2011
Maturity date	Nov. 23, 2011
Interest rate	12.00%
Conversion rate	$ 0.00850
Notes Payable Twelve [Member]
Debt instrument, principal balance	$ 0	7,500
Debt instrument, original principal balance	$ 7,500
Date of issuance	May 23, 2011
Maturity date	Nov. 23, 2011
Interest rate	12.00%
Conversion rate	$ 0.00850
Notes Payable Eleven [Member]
Debt instrument, principal balance	$ 0	10,000
Debt instrument, original principal balance	$ 10,000
Date of issuance	Aug. 10, 2011
Maturity date	Feb. 10, 2012
Interest rate	12.00%
Conversion rate	$ 0.00850
Notes Payable Ten [Member]
Debt instrument, principal balance	$ 0	30,000
Debt instrument, original principal balance	$ 30,000
Date of issuance	Aug. 10, 2011
Maturity date	Feb. 10, 2012
Interest rate	12.00%
Conversion rate	$ 0.00850
Notes Payable Nine [Member]
Debt instrument, principal balance	$ 2,631	108,101
Debt instrument, original principal balance	$ 108,101
Date of issuance	Aug. 25, 2011
Maturity date	Feb. 25, 2012
Interest rate	10.00%
Conversion rate	$ 0.01000
Notes Payable Eight [Member]
Debt instrument, principal balance	$ 2,500	2,500
Debt instrument, original principal balance	$ 2,500
Date of issuance	Oct. 11, 2011
Maturity date	Apr. 11, 2012
Interest rate	12.00%
Conversion rate	$ 0.00390
Notes Payable Seven [Member]
Debt instrument, principal balance	$ 6,900	1,900
Debt instrument, original principal balance	$ 1,900
Date of issuance	Oct. 18, 2011
Maturity date	Oct. 18, 2011
Interest rate	8.00%
Conversion rate descriptions	no written agreement
Notes Payable Six [Member]
Debt instrument, principal balance	$ 27,595	0
Debt instrument, original principal balance	$ 65,595
Date of issuance	Jan. 26, 2012
Maturity date	Jul. 26, 2012
Interest rate	10.00%
Conversion rate	$ 0.00113
Notes Payable Five [Member]
Debt instrument, principal balance	$ 8,000	0
Debt instrument, original principal balance	$ 40,000
Date of issuance	Jan. 26, 2012
Maturity date	Jul. 26, 2012
Interest rate	10.00%
Conversion rate	$ 0.00113
Notes Payable Four [Member]
Debt instrument, principal balance	$ 25,000	0
Debt instrument, original principal balance	$ 25,000
Date of issuance	Feb. 10, 2012
Maturity date	Aug. 10, 2012
Interest rate	10.00%
Conversion rate	$ 0.00119
Notes Payable Three [Member]
Debt instrument, principal balance	$ 24,900	0
Debt instrument, original principal balance	$ 14,900
Date of issuance	Feb. 14, 2012
Maturity date	Feb. 14, 2013
Interest rate	10.00%
Conversion rate	$ 0.00100
Notes Payable Two [Member]
Debt instrument, principal balance	$ 60,000	0
Debt instrument, original principal balance	$ 50,000
Date of issuance	Mar. 16, 2012
Maturity date	Sep. 16, 2012
Interest rate	10.00%
Conversion rate	$ 0.00200
Notes Payable One [Member]
Debt instrument, principal balance	$ 104,278	$ 0
Debt instrument, original principal balance	$ 104,278
Date of issuance	Oct. 31, 2012
Maturity date	Oct. 31, 2013
Interest rate	10.00%
Conversion rate	$ 0.0015

DERIVATIVE LIABILITY (Details)

DERIVATIVE LIABILITY (Details) - Compound embedded derivative [Member] - USD ($)	Oct. 31, 2012	Oct. 31, 2011
Indexed Shares	1,929,452,480	42,780,768
Fair Value	$ (334,526)	$ (176,871)

DERIVATIVE LIABILITY (Details 1

DERIVATIVE LIABILITY (Details 1) - USD ($)	12 Months Ended
	Oct. 31, 2012	Oct. 31, 2011
DERIVATIVE LIABILITY (Details)
Compound embedded derivative	$ 37,156	$ (54,433)
Day one derivative loss	(62,149)	0
Total derivative gain (loss)	$ (24,993)	$ (54,433)

DERIVATIVE LIABILITY (Details 2

DERIVATIVE LIABILITY (Details 2) - $ / shares	12 Months Ended
	Oct. 31, 2012	Dec. 16, 2005
Quoted market price on valuation date	$ 0.0003	$ 0.01
Range of effective contractual conversion rates	0.00%
Maximum [Member]
Contractual term to maturity	1 year
Contractual conversion rate	$ 0.00029
Contractual interest rate	12.00%
Market volatility:	238.13%
Minimum [Member]
Contractual term to maturity	1 month 2 days
Contractual conversion rate	$ 0.00015
Contractual interest rate	5.00%
Market volatility:	138.28%
Inception Date [Member]
Range of effective contractual conversion rates	0.00%
Contractual term to maturity	1 year
Inception Date [Member] | Maximum [Member]
Contractual conversion rate	$ 0.0081
Contractual interest rate	12.00%
Market volatility:	238.13%
Inception Date [Member] | Minimum [Member]
Contractual conversion rate	$ 0.0054
Contractual interest rate	5.00%
Market volatility:	138.28%

DERIVATIVE LIABILITY (Details 3

DERIVATIVE LIABILITY (Details 3) - USD ($)	12 Months Ended
	Oct. 31, 2012	Oct. 31, 2011
DERIVATIVE LIABILITY (Details)
Beginning balance	$ 176,871	$ 122,438
Issuances Convertible Note Financing	182,648	0
Changes in fair value inputs and assumptions reflected in income	(24,993)	54,433
Ending balance	$ 334,526	$ 176,871

STOCKHOLDERS EQUITY (Detail Nar

STOCKHOLDERS EQUITY (Detail Narrative) - $ / shares	1 Months Ended	12 Months Ended
	Feb. 23, 2011	Oct. 31, 2012
STOCKHOLDERS EQUITY (Detail Narrative)
Series A Convertible Preferred Stock par share	$ 0.0001
Series A convertible preferred stock conversion description		Each share of Series A Preferred Stock is generally convertible into 100 shares of the Parent Company’s common stock (the “Conversion Rate”).
Series A Convertible Preferred Stock Shares	5,000,000

PROVISION FOR CORPORATE INCOM_3

PROVISION FOR CORPORATE INCOME TAXES (Details )	12 Months Ended
	Oct. 31, 2012
NOTES PAYABLE - RELATED PARTIES
Statutory federal income tax rate	(34.00%)
State taxes - net of federal benefits	(5.00%)
Valuation allowance	39.00%
Income tax rate - net	0.00%

PROVISION FOR CORPORATE INCOM_4

PROVISION FOR CORPORATE INCOME TAXES (Details Narrative)	Oct. 31, 2012USD ($)
NOTES PAYABLE - RELATED PARTIES
Gross deferred tax assets	$ 1,950,000
Net operating losses	$ 5,000,000

UNPAID PAYROLL TAXES (Detail Na

UNPAID PAYROLL TAXES (Detail Narrative)	Oct. 31, 2012USD ($)
STOCKHOLDERS' EQUITY
Payroll related taxes, Internal Revenue Service	$ 135,875
Payroll related taxes, New York State	30,084
Due to IRS and New York State payroll taxes	$ 165,959

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Detail Narrative) - USD ($)	12 Months Ended
	Oct. 31, 2012	Oct. 31, 2011
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accumulated rent	$ 4,850	$ 0
Office lease rent per month	1,050
Due to related party	24,050	6,250
Rent expense	$ 16,450	$ 7,600

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - USD ($)	May 05, 2020	Nov. 03, 2017	Dec. 31, 2020	Oct. 31, 2012	Apr. 30, 2018	Dec. 21, 2020	Oct. 31, 2011
Convertible price				$ 0.0001
Debt term				1 year
Common Stock, Shares Authorized				2,000,000,000			2,000,000,000
Common Stock, Par Value				$ 0.0001			$ 0.0001
Series A convertible preferred stock conversion description				Each share of Series A Preferred Stock is generally convertible into 100 shares of the Parent Company’s common stock (the “Conversion Rate”).
Preferred Stock, Shares Authorized				5,000,000			5,000,000
Preferred Stock, Par Value				$ 0.0001			$ 0.0001
Subsequent Event [Member]
Common stock, shares issued for services rendered			1,050,000,000
Common Stock, Shares Authorized		20,000,000,000				1,000,000,000,000
Common Stock, Par Value		$ 0.000001				$ 0.000001
Series A convertible preferred stock conversion description		Each share of Series A and Series B Preferred Stock is convertible into 100 shares of the Company’s common stock.
Debt conversion, converted instrument, shares			40,702,104,817
Debt conversion, converted amount			$ 1,965,460
Subsequent Event [Member] | Series B Preferred Stock [Member]
Preferred Stock, Shares Authorized		500,000,000				5,000,000,000
Preferred Stock, Par Value		$ 0.000001				$ 0.000001
Subsequent Event [Member] | Series A Preferred Stock [Member]
Preferred Stock, Shares Authorized		500,000,000				5,000,000,000
Preferred Stock, Par Value		$ 0.000001				$ 0.000001
Subsequent Event [Member] | Three Noteholders [Member]
Debt conversion, converted instrument, shares			643,917,317
Debt conversion, converted amount			$ 325,666
Ownership percentage			87.32%
Subsequent Event [Member] | Two Director [Member]
Debt conversion, converted instrument, shares			34,267,187,500
Debt conversion, converted amount			$ 1,644,825
Subsequent Event [Member] | D&E Holdings 20, LLC [Member]
Federal tax amount					$ 103,156
Convertible price	$ 0.0001
Interest rate	10.00%
Loans payable	$ 100,000
Debt description	At its sole discretion, exercise their Put Option to merge their real estate asset (a laboratory space consisting of between 30, 000 and 40,000 sq ft within the Former MetroSouth Medical Center Campus Illinois) with the Company. Upon D&E exercising the Put Option, D&E shall be issued a total of 83% of all of the outstanding shares of stock of the Company.
Convertible Promissory Note	$ 50,000
Debt term	6 months