Worthington Energy (WGASQ) Inactive 10-Q5 Mar 152014 Q2 Quarterly reportFinancial data

Company Profile

Document_And_Entity_Informatio

Document And Entity Information	6 Months Ended
Document And Entity Information	Jun. 30, 2014	Mar. 03, 2015
Document And Entity Information
Document Type	10-Q
Amendment Flag	FALSE
Document Period End Date	30-Jun-14
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q2
Entity Common Stock, Shares Outstanding		2,868,077,366
Entity Registrant Name	WORTHINGTON ENERGY, INC.
Entity Central Index Key	1342643
Current Fiscal Year End Date	-19
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	No
Entity Filer Category	Smaller Reporting Company

CONDENSED_CONSOLIDATED_BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)	Jun. 30, 2014	Dec. 31, 2013
Current Assets:
Cash and cash equivalents	$265	$166
Total Current Assets	265	166
Oil and gas properties, held for recession	0	5,698,563
Oil and gas properties	762,941	0
Property and Equipment, net of accumulated depreciation	7,562	10,123
Other assets	14,610	14,610
Total Assets	785,378	5,723,462
Current Liabilities:
Accounts payable	620,892	863,702
Accrued interest	122,756	1,340,122
Accrued liabilities	351,708	442,863
Payable to Tarpon Bay Partners, LLC	1,078,578	0
Payable to Ironridge Global IV, Ltd.	140,876	241,046
Payable to former officer	15,000	115,000
Unsecured convertible promissory notes payable, net of discount, in default	996,520	929,964
Secured notes payable, net of discount, in default	533,040	620,512
Convertible debentures in default	0	2,453,032
Derivative liabilities	2,287,831	7,908,415
Total Current Liabilities	6,147,201	14,914,656
Long-Term Liabilities
Long-term asset retirement obligation	190,705	37,288
Total Liabilities	6,337,906	14,951,944
Stockholders' Deficiency:
Common stock, $0.001 par value; 6,490,000,000 shares authorized, 2,530,877,041 and 47,476,293 shares issued and outstanding, respectively	2,530,876	47,476
Additional paid-in capital	24,585,517	26,435,670
Accumulated Deficit	-32,669,921	-35,712,628
Total Stockholders' Deficiency	-5,552,528	-9,228,482
Total Liabilities and Stockholders' Deficiency	785,378	5,723,462
Undesignated preferred stock [Member]
Stockholders' Deficiency:
Preferred stock	0	0
Series A Preferred Stock [Member]
Stockholders' Deficiency:
Preferred stock	$1,000	$1,000

CONDENSED_CONSOLIDATED_BALANCE1

CONDENSED CONSOLIDATED BALANCE SHEETS [Parenthetical] (USD $)	Jun. 30, 2014	Dec. 31, 2013
Common stock, par value (in dollars per share)	$0.00	$0.00
Common stock, shares authorized	6,490,000,000	6,490,000,000
Common stock, shares issued	2,530,877,041	47,476,293
Common stock, shares outstanding	2,530,877,041	47,476,293
Undesignated preferred stock [Member]
Preferred stock, par value (in dollars per share)	$0.00	$0.00
Preferred stock, shares authorized	9,000,000	9,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Series A Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$0.00	$0.00
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	1,000,000	1,000,000
Preferred stock, shares outstanding	1,000,000	1,000,000

CONDENSED_CONSOLIDATED_STATEME

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)	3 Months Ended		6 Months Ended
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Income Statement [Abstract]
Oil and gas revenues, net	$0	$0	$0	$0
Costs and Operating Expenses
Impairment loss on oil and gas properties	0	0	0	11,623
General and administrative expense	716,153	448,637	1,039,720	890,492
Total costs and operating expenses	716,153	448,637	1,039,720	902,115
Loss from operations	-716,153	-448,637	-1,039,720	-902,115
Other income (expense)
Change in fair value of derviative liabilities	413,924	1,238,545	1,117,306	1,402,514
Gain on recession of oil and gas properties	3,915,707	0	3,915,707	0
Interest expense	-27,411	-143,246	-173,318	-308,233
Financing costs and penalty interest	-199,460	-271,945	-484,931	-597,758
Amortization of debt discount	-165,543	-179,025	-292,337	-530,829
Amortization of deferred financing costs	0	-370,000	0	-370,000
Total other income (expense)	3,937,217	274,329	4,082,427	-404,306
Net income ( loss)	$3,221,064	($174,308)	$3,042,707	($1,306,421)
Earnings (loss) Common Share - Basic	$0	($0.02)	$0	($0.24)
Earnings (loss) Common Share - Diluted	$0	($0.02)	$0	($0.24)
Basic and Diluted Weighted-Average Common Shares Outstanding - Basic	1,271,345,644	8,393,391	679,844,247	5,409,600
Basic and Diluted Weighted-Average Common Shares Outstanding - Diluted	32,636,478,657	8,393,391	32,044,977,260	5,409,600

CONDENSED_CONSOLIDATED_STATEME1

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY) (USD $)	Preferred Stock	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Beginning balance, value at Dec. 31, 2013	$1,000	$47,476	$26,435,670	($35,712,628)	($9,228,482)
Beginning balance, shares at Dec. 31, 2013	1,000,000	47,476,293
Issuance of common stock upon conversion of notes payable and accrued interest, shares issued		1,697,923,758
Issuance of common stock upon conversion of notes payable and accrued interest, amount		1,697,923	-1,349,863		348,060
Issuance of common stock in settlement of liabilities, stock issued		701,026,000
Issuance of common stock in settlement of liabilities, amount		701,026	-551,939		149,087
Issuance of common stock for acquisition of oil and gas properties, shares		70,000,000
Issuance of common stock for acquisition of oil and gas properties, value		70,000	56,000		126,000
Issuance of common stock upon conversion of convertible debentures, shares issued		13,444,444
Issuance of common stock upon conversion of convertible debentures, amount		13,444	-12,544		900
Issuance of common stock under an equity investment agreement, shares issued		1,006,546
Issuance of common stock under an equity investment agreement, amount		1,007	8,193		9,200
Net Income				3,042,707	3,042,707
Ending balance, value at Jun. 30, 2014	$1,000	$2,530,876	$24,585,517	($32,669,921)	($5,552,528)
Ending balance, shares at Jun. 30, 2014	1,000,000	2,530,877,041

CONSOLIDATED_STATEMENTS_OF_CAS

CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)	6 Months Ended
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)	Jun. 30, 2014	Jun. 30, 2013
Cash Flows From Operating Activities
Net loss (loss)	$3,042,707	($1,306,421)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Impairment loss on oil and gas properties	0	11,623
Share-based compensation for services	0	84,214
Financing costs and penalty interest	484,931	597,758
Amortiztion of debt discount	292,337	530,829
Amortization of deferred financing costs	0	370,000
Gain on recession of oil and gas properties	-3,915,707	0
Accretion of asset retirement obligation	3,764	0
Depreciation expense	2,561	2,548
Change in fair value of derivative liabilities	-1,117,306	-1,402,514
Change in assets and liabilities:
Prepaid expense and other current assets	0	36,308
Other assets	0	100,000
Accounts payable and accrued liabilities	864,848	572,043
Net Cash Used In Operating Activities	-341,865	-403,612
Cash Flows From Investing Activities
Purchase of property and equipment	0	-866
Net Cash Used in Investing Activities	0	-866
Cash Flows From Financing Activities
Proceeds from the issuance of common stock and warrants, net of registration and offering costs	9,200	144,000
Proceeds from issuance of convertible notes and other debt, less amount held in attorney's trust accounts	332,764	260,500
Payment on principal on notes payable	0	-3,750
Net Cash Provided By Financing Activities	341,964	400,750
Net Increase (Decrease) In Cash and Cash Equivalents	99	-3,728
Cash and Cash Equivalents At Beginning Of Period	166	8,065
Cash and Cash Equivalents At End Of Period	265	4,337
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for interest	0	13,650
Cash paid during the period for taxes	0	0
NON CASH INVESTING AND FINANCING ACTIVITIES
Derivative liabilities recorded as valuation discounts and interest	372,764	1,078,258
Common stock issued for conversion of notes and accrued interest	348,960	1,645,725
Common stock issued for Ironridge Global IV Ltd settement	100,170	1,405,495
Common stock issued for Tarpon Bay Partners LLC settlement	48,917	0
Acquisition of oil and gas properties with common stock and secured notes	762,941	0
Common and preferred stock issued for executive compensation	0	25,000
Cancelation of common stock in connection with Black Cat Exploration & Production, LLC settlement	$0	$54,000

1_Organization_and_Significant

1. Organization and Significant Accounting Policies	6 Months Ended
1. Organization and Significant Accounting Policies	Jun. 30, 2014
Accounting Policies [Abstract]
Basis of Presentation and Significant Accounting Policies	Organization – Paxton Energy, Inc. was organized under the laws of the State of Nevada on June 30, 2004. On January 27, 2012, Paxton Energy, Inc. changed its name to Worthington Energy, Inc. (the “Company”). On October 2, 2013 the Company effected a 1-for-50 reverse common stock split. All references in these consolidated financial statements and related notes to numbers of shares of common stock, prices per share of common stock, and weighted average number of shares of common stock outstanding prior to the reverse stock splits have been adjusted to reflect the reverse stock splits on a retroactive basis for all periods presented, unless otherwise noted.

	Nature of Operations – As further described in Note 2 to these consolidated financial statements, the Company commenced acquiring working interests in oil and gas properties in June 2005. We are in the business of acquiring, exploring and developing oil and gas-related assets. The Company was considered to be in the exploration stage through March 31, 2014. In June 2014, as discussed in Note, 2, the Financial Accounting Standards Board (FASB) issued new guidance that removed incremental financial reporting requirements from generally accepted accounting principles in the United States for development and exploration stage entities. The Company early adopted this new guidance effective June 30, 2014, as a result of which all inception-to-date financial information and disclosures have been omitted from this report.

	Condensed Interim Consolidated Financial Statements – The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q. Accordingly, these condensed consolidated financial statements do not include all of the information and disclosures required by generally accepted accounting principles for complete financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to fairly present the Company’s consolidated financial position as of June 30, 2014, and its consolidated results of operations and cash flows for the three and six months ended June 30, 2014 and 2013. The results of operations for the six months ended June 30, 2014, may not be indicative of the results that may be expected for the year ending December 31, 2014. The condensed consolidated financial statements included in this report on Form 10-Q should be read in conjunction with the audited financial statements of Worthington Energy, Inc., and the notes thereto for the year ended December 31, 2013, included in its annual report on Form 10-K filed with the SEC on April 16, 2014.

	Going Concern – The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company has not had significant revenue and is still considered to be in the exploration stage. At June 30, 2014, the Company has a working capital deficit of $6,146,936 and a stockholders’ deficiency of $5,552,528 and a significant portion of the Company’s debt is in default. The Company also used cash of $341,865 in its operating activities during the six months ended June 30, 2014 and $228,024 during the year ended December 31, 2013. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. The Company’s independent registered public accounting firm, in its report on the Company’s December 31, 2013 financial statements, has raised substantial doubt about the Company’s ability to continue as a going concern.

	The Company is currently seeking debt and equity financing to fund potential acquisitions and other expenditures, although it does not have any contracts or commitments for either at this time. The Company will have to raise additional funds to continue operations and, while it has been successful in doing so in the past, there can be no assurance that it will be able to do so in the future. The Company’s continuation as a going concern is dependent upon its ability to obtain necessary additional funds to continue operations and the attainment of profitable operations. The Company hopes that working capital will become available via financing activities currently contemplated with regards to its intended operating activities. There can be no assurance that such funds, if available, can be obtained, or if obtained, on terms reasonable to the Company. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern and do not include any adjustments that may result from the outcome of this uncertainty.

	Principles of Consolidation – The accompanying consolidated financial statements present the financial position, results of operations, and cash flows of Worthington Energy, Inc. and of PaxAcq Inc., a wholly-owned subsidiary. Intercompany accounts and transactions have been eliminated in consolidation.

	Use of Estimates – In preparing these consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated financial statements and the reported amount of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Significant estimates and assumptions included in the Company’s consolidated financial statements relate to the valuation of long-lived assets, accrued other liabilities, and valuation assumptions related to share-based payments and derivative liability.

	Oil and Gas Properties – The Company follows the full cost method of accounting for oil and gas properties. Under this method, all costs associated with acquisition, exploration, and development of oil and gas reserves, including directly related overhead costs and related asset retirement costs, are capitalized. Costs capitalized include acquisition costs, geological and geophysical expenditures, lease rentals on undeveloped properties, and costs of drilling and equipping productive and nonproductive wells. Drilling costs include directly related overhead costs. Capitalized costs are categorized either as being subject to amortization or not subject to amortization.

	All capitalized costs of oil and gas properties, including the estimated future costs to develop proved reserves, will be amortized, on the unit-of-production method using estimates of proved reserves. At June 30, 2014 and December 31, 2013, there were no capitalized costs subject to amortization. Investments in unproved properties and major development projects are not amortized until proved reserves associated with the projects can be determined. If the results of an assessment indicate that the properties are impaired, the amount of the impairment is charged to operations. The Company has not yet obtained a reserve report on its producing properties in Kansas because the properties are considered to be in the exploration stage.

	In addition, properties subject to amortization will be subject to a “ceiling test,” which basically limits such costs to the aggregate of the “estimated present value,” based on the projected future net revenues from proved reserves, discounted at 10% per annum to present value of future net revenues from proved reserves, based on current economic and operating conditions, plus the lower of cost or fair market value of unproved properties.

	Sales of proved and unproved properties are accounted for as adjustments of capitalized costs with no gain or loss recognized, unless such adjustments would significantly alter the relationship between capitalized costs and proved reserves of oil and gas, in which case the gain or loss is recognized in the results of operations. Abandonments of properties are accounted for as adjustments of capitalized costs with no loss recognized.

	Asset Retirement Obligation – The Company accounts for its future asset retirement obligations (“ARO”) by recording the fair value of the liability during the period in which it was incurred. The associated asset retirement costs are capitalized as part of the carrying amount of the long-lived asset. The increase in carrying value of a property associated with the capitalization of an ARO is included in oil and gas properties in the balance sheets. The ARO consists of costs related to the plugging of wells, removal of facilities and equipment, and site restoration on its oil and gas properties. The asset retirement liability is accreted to operating expense over the useful life of the related asset. As of June 30, 2014 and December 31, 2013, the Company had an ARO of $190,705 and $37,288, respectively.

	Revenue Recognition – All revenues are derived from the sale of produced crude oil and natural gas. Revenue and related production taxes and lease operating expenses are recorded in the month the product is delivered to the purchaser. Normally, payment for the revenue, net of related taxes and lease operating expenses, is received from the operator of the well approximately 45 days after the month of delivery.

	Stock-Based Compensation – The Company recognizes compensation expense for stock-based awards to employees expected to vest on a straight-line basis over the requisite service period of the award based on their grant date fair value. The Company estimates the fair value of stock options using a Black-Scholes option pricing model which requires management to make estimates for certain assumptions regarding risk-free interest rate, expected life of options, expected volatility of stock and expected dividend yield of stock.

	The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees and non-employee directors in accordance with Accounting Standards Codification (ASC) 505-50, Equity-Based Payments to Non-Employees. Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration for other than employee services is determined on the earlier of a performance commitment or completion of performance by the provider of goods or services. The fair value of the equity instrument is charged directly to share-based compensation expense and credited to paid-in capital.

	Basic and Diluted Loss per Common Share – Basic loss per common share amounts are computed by dividing net loss by the weighted-average number of shares of common stock outstanding during each period. Diluted loss per share amounts are computed assuming the issuance of common stock for potentially dilutive common stock equivalents. As of June 30, 2014 and 2013 there were options, warrants, and stock awards to acquire 2,493,270 and 2,029,594 shares of common stock outstanding and promissory notes and debentures convertible into an aggregate of 31,365,133,013 and 545,676,610 shares of common stock outstanding. The table below shows the calculation of basic and diluted earnings (loss) per shares:

			Three Months Ended June 30,								Nine Months Ended June 30,
			2014				2013				2014				2013
	Basic:
	Weighted average common shares outstanding			1,271,345,644				8,393,391				679,844,247				5,409,600
	Net income (loss)		$	3,221,064			$	(174,308	)		$	3,042,707			$	(1,306,421	)
	Earnings (loss) per common share, basic		$	0			$	(0.02	)		$	0			$	(0.24	)


	Diluted:
	Weighted average common shares outstanding			1,271,345,644				8,393,391				679,844,247				5,409,600
	Dilutive effect of conversion of convertible debt			31,365,133,013				–				31,365,133,013				–
	Assumed average common shares outstanding			32,636,478,657				8,393,391				32,044,977,260				5,409,600

	Net income (loss)		$	3,221,064			$	(174,308	)		$	3,042,707			$	(1,306,421	)
	Deduct Change in fair value of derivative			(413,924	)			–				(1,117,306	)			–
	Add interest and financing costs on convertible debentures			226,871				–				658,249				–
	Add amortization of discounts on convertible debentures			165,543				–				292,337				–
	Net income (loss) for diluted earnings (loss) per common shares		$	3,199,554			$	(174,308	)		$	2,875,987			$	(1,306,421	)
	Earnings (loss) per common share, diluted		$	0			$	(0.02	)		$	0			$	(0.24	)

	Fair Values of Financial Instruments – The carrying amounts reported in the consolidated balance sheets for cash, accounts payable, accrued liabilities, payable to Ironridge Global IV, Ltd., and payable to former officer approximate fair value because of the immediate or, short-term maturity of these financial instruments. The carrying amounts reported for unsecured convertible promissory notes payable, secured notes payable, and convertible debentures approximate fair value because the underlying instruments are at interest rates which approximate current market rates. The fair value of derivative liabilities are estimated based on a probability weighted average Black Scholes-Merton pricing model.

	For assets and liabilities measured at fair value, the Company uses the following hierarchy of inputs:

		●	Level one – Quoted market prices in active markets for identical assets or liabilities;

		●	Level two – Inputs other than level one inputs that are either directly or indirectly observable; and

		●	Level three – Unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use.

	Liabilities measured at fair value on a recurring basis at June 30, 2014 are summarized as follows:

		Level 1				Level 2				Level 3				Total
Derivative liability - conversion feature of debentures and related warrants		$	–			$	–			$	–			$	–

Derivative liability - embedded conversion feature and reset provisions of notes		$	–			$	2,287,831			$	–			$	2,287,831

Liabilities measured at fair value on a recurring basis at December 31, 2013 are summarized as follows:

		Level 1				Level 2				Level 3				Total
Derivative liability - conversion feature of debentures and related warrants		$	–			$	5,467,223			$	–			$	5,467,223

Derivative liability - embedded conversion feature and reset provisions of notes		$	–			$	2,441,192			$	–			$	2,441,192

Derivative Financial Instruments – The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For stock-based derivative financial instruments, the Company uses a probability weighted average Black-Scholes-Merton pricing model to value the derivative instruments. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date.

Recently Accounting Pronouncements

In April 2014, the FASB issued Accounting Standards Update No. 2014-08 (ASU 2014-08), Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360). ASU 2014-08 amends the requirements for reporting discontinued operations and requires additional disclosures about discontinued operations. Under the new guidance, only disposals representing a strategic shift in operations or that have a major effect on the Company's operations and financial results should be presented as discontinued operations. This new accounting guidance is effective for annual periods beginning after December 15, 2014. The Company is currently evaluating the impact of adopting ASU 2014-08 on the Company's results of operations or financial condition.

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09 (ASU 2014-09), Revenue from Contracts with Customers. ASU 2014-09 will eliminate transaction- and industry-specific revenue recognition guidance under current U.S. GAAP and replace it with a principle based approach for determining revenue recognition. ASU 2014-09 will require that companies recognize revenue based on the value of transferred goods or services as they occur in the contract. The ASU also will require additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 is effective for reporting periods beginning after December 15, 2016, and early adoption is not permitted. Entities can transition to the standard either retrospectively or as a cumulative-effect adjustment as of the date of adoption. Management is currently assessing the impact the adoption of ASU 2014-09 and has not determined the effect of the standard on our ongoing financial reporting.

In June 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-10 (ASU 2014-10), Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. ASU 2014-10 eliminates the requirement to present inception-to-date information about income statement line items, cash flows, and equity transactions, and clarifies how entities should disclosure the risks and uncertainties related to their activities. ASU 2014-10 also eliminates an exception provided to development stage entities in Consolidations (ASC Topic 810) for determining whether an entity is a variable interest entity on the basis of the amount of investment equity that is at risk. The presentation and disclosure requirements in Topic 915 will no longer be required for interim and annual reporting periods beginning after December 15, 2014, and the revised consolidation standards will take effect in annual periods beginning after December 15, 2015. Early adoption is permitted. The Company adopted the provisions of ASU 2014-10 effective for its financial statements for the interim period ended June 30, 2014, and will no longer present the inception-to-date information formally required.

In August 2014, the FASB issued Accounting Standards Update No. 2014-15 (ASU 2014-15), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which provides guidance on determining when and how to disclose going-concern uncertainties in the financial statements. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. An entity must provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The ASU applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impact the adoption of ASU 2014-15 on the Company’s financial statement presentation and disclosures.

In November 2014, the FASB issued Accounting Standards Update No. 2014-16 (ASU 2014-16), Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity. The amendments in this ASU do not change the current criteria in U.S. GAAP for determining when separation of certain embedded derivative features in a hybrid financial instrument is required. The amendments clarify that an entity should consider all relevant terms and features, including the embedded derivative feature being evaluated for bifurcation, in evaluating the nature of the host contract. The ASU applies to all entities that are issuers of, or investors in, hybrid financial instruments that are issued in the form of a share and is effective for public business entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted.

In January 2015, the FASB issued Accounting Standards Update (ASU) No. 2015-01 (Subtopic 225-20) - Income Statement - Extraordinary and Unusual Items. ASU 2015-01 eliminates the concept of an extraordinary item from GAAP. As a result, an entity will no longer be required to segregate extraordinary items from the results of ordinary operations, to separately present an extraordinary item on its income statement, net of tax, after income from continuing operations or to disclose income taxes and earnings-per-share data applicable to an extraordinary item. However, ASU 2015-01 will still retain the presentation and disclosure guidance for items that are unusual in nature and occur infrequently. ASU 2015-01 is effective for periods beginning after December 15, 2015. The adoption of ASU 2015-01 is not expected to have a material effect on the Company’s consolidated financial statements. Early adoption is permitted.

In February, 2015, the FASB issued Accounting Standards Update (ASU) No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis. ASU 2015-02 provides guidance on the consolidation evaluation for reporting organizations that are required to evaluate whether they should consolidate certain legal entities such as limited partnerships, limited liability corporations, and securitization structures (collateralized debt obligations, collateralized loan obligations, and mortgage-backed security transactions). ASU 2015-02 is effective for periods beginning after December 15, 2015. The adoption of ASU 2015-02 is not expected to have a material effect on the Company’s consolidated financial statements. Early adoption is permitted

Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future consolidated financial statements.

2_Oil_and_Gas_Properties_Held_

2. Oil and Gas Properties, Held for Recession	6 Months Ended
2. Oil and Gas Properties, Held for Recession	Jun. 30, 2014
Extractive Industries [Abstract]
2. Oil and Gas Properties, Held for Recession	On May 6, 2011, the Company acquired a 70% leasehold working interest, with a net revenue interest of 51.975%, of certain oil and gas leases from Montecito Offshore, L.L.C. (Montecito) located in the Vermillion 179 tract in the Gulf of Mexico offshore from Louisiana, for $1,500,000 in cash, a subordinated promissory note in the amount of $500,000, and 30,000 shares of common stock. The leasehold interest was capitalized in the amount of $5,698,563, representing $2,000,000 in cash and promissory note, $3,675,000 for 30,000 shares of the Company’s common stock based on a closing price of $122.50 per share on the closing date, and $23,563 in acquisition costs. In conjunction with the acquisition, the Company issued $2,550,000 of convertible debentures secured by the leases (see Note 7). In December 2011, Montecito filed a lawsuit to rescind the asset sale transaction. No drilling or production activities was ever commenced in the Vermillion 179 tract by the Company.

	On May 27, 2014, the parties entered into a Joint Motion to Dismiss to close the case whereby the sale was rescinded, the leasehold interests were returned to Montecito, and the Company’s secured note payable of $500,000 to Montecito (see Note 6) and convertible debentures of $2,453,032 (see Note 7) were extinguished. The Company accounted for the transaction as an exchange of the oil and gas asset for the debt and an extinguishment of a debt related derivative liability (see Note 8). The Company recorded a gain on the recession of $3,915,707 by removing the following balances of assets and liabilities from its books as of May 27, 2014:

	Assets
	Oil and gas properties	$	5,698,563
	Total assets rescinded		5,698,563

	Liabilities
	Accrued interest		1,364,181
	Secured note payable		500,000
	Convertible debentures		2,453,032
	Long-term asset retirement obligation		37,288
	Total Liabilities extinguished		4,354,501

	Subtotal-loss on exchange of oil and gas properties for debt		(1,344,062	)

	Extinguishment of derivative liabilities related to convertible debentures		5,259,769

	Gain on recession	$	3,915,707

3_Oil_and_Gas_Properties

3. Oil and Gas Properties	6 Months Ended
3. Oil and Gas Properties	Jun. 30, 2014
Extractive Industries [Abstract]
3. Oil and Gas Properties	Oil and gas properties consisted of the following:

		30-Jun-14		31-Dec-13
	ADR leases	$	344,470		–
	Sunwest leases		418,471		–
	Total	$	762,941		–

	On April 17, 2014, the Company completed the acquisition of the oil and gas assets of American Dynamic Resources, Inc. (ADR). The assets of ADR consist of multiple non-operating leases in Montgomery, Labette and Wilson Counties in Kansas. The combined leases contain 140 oil wells and 17 gas wells within 3,527 acres, none of which are currently operating. We also acquired ADR's patents related to enhanced oil recovery. The ADR acquisition has been capitalized in the amount of $344,470, representing a $125,000 note payable (See Note 6), $126,000 for the fair value of the issuance of 70,000,000 shares of the Company’s common stock based on the closing price of $0.0018 per share on the closing date, and $93,470, the present value of an abandonment obligations up to the amount of $250,000 assumed by the Company. All capitalized costs of the ADR oil and gas leases, including the estimated future costs to develop proved reserves, will be amortized, on the unit-of-production method using estimates of proved reserves once the wells become operating. At June 30, 2014, there was no production at the ADR oil and gas leases and the capitalized costs of the ADR oil and gas leases at June 30, 2014 were not subject to amortization.

	On April 18, 2014, the Company purchased certain assets from Sunwest Group, LLC (Sunwest) consisting of 18 non-operating leases in Montgomery, Labette and Wilson Counties in Kansas. The Sunwest acquisition has been capitalized in the amount of $418,471, representing a $325,000 note payable (see Note 6), and $93,471, the present value of an abandonment obligations up to the amount of $250,000 assumed by the Company. All capitalized costs of the Sunwest oil and gas leases, including the estimated future costs to develop proved reserves, will be amortized, on the unit-of-production method using estimates of proved reserves once the wells become operating. At June 30, 2014, there was no production at the Sunwest oil and gas leases and the capitalized costs of the Sunwest oil and gas assets at June 30, 2014 were not subject to amortization.

4_Payable_to_Ironridge_Global_

4. Payable to Ironridge Global IV, Ltd. and Payable to Tarpon Bay Partners, LLC	6 Months Ended
	Jun. 30, 2014
Payables and Accruals [Abstract]
Payable to Ironridge Global IV, Ltd. and Payable to Tarpon Bay Partners, LLC	Ironridge Global IV, Ltd.

	In March 2012, Ironridge Global IV, Ltd. (“Ironridge”) filed a complaint against the Company for the payment of $1,388,407 in outstanding accounts payable, accrued compensation, accrued interest, and notes payable of the Company (the “Claim Amount”) that Ironridge had purchased from various creditors of the Company. The lawsuit was filed in the Superior Court of the State of California for the County of Los Angeles Central District, and the case was Ironridge Global IV, Ltd. v. Worthington Energy, Inc., Case No. BC 480184. On March 22, 2012, the court approved an Order for Approval of Stipulation for Settlement of Claims (the "Order").

	The Order provided for the immediate issuance by the Company of 20,300 shares of common stock (the “Initial Shares”) to Ironridge towards settlement of the Claim Amount. The Order also provided for an adjustment in the total number of shares which may be issuable to Ironridge based on a calculation period for the transaction, defined as that number of consecutive trading days following the date on which the Initial Shares were issued (the “Issuance Date”) required for the aggregate trading volume of the common stock, as reported by Bloomberg LP, to exceed $4.2 million (the "Calculation Period"). Pursuant to the Order, Ironridge would retain 200 shares of the Company's common stock as a fee, plus that number of shares (the “Final Amount”) with an aggregate value equal to (a) the $1,358,135 plus reasonable attorney fees through the end of the Calculation Period, (b) divided by 70% of the following: the volume weighted average price ("VWAP") of the Common Stock over the length of the Calculation Period, as reported by Bloomberg, not to exceed the arithmetic average of the individual daily VWAPs of any five trading days during the Calculation Period. The Company has calculated that the Calculation Period ended during the year ended December 31, 2012 and calculated that the Final Amount to be issued under the Order is 856,291 shares of common stock. Additionally, during the year ended December 31, 2012 when the Final Amount was determined, the Company calculated the fair value of the original liability to Ironridge Global IV, Ltd to be $1,981,312, that amount which when discounted to 70% of the VWAP and multiplied by the Final Amount, would equal $1,358,135 plus reasonable attorney fees. In so doing, the Company recognized an expense for the excess of the fair value of the resultant liability to Ironridge Global IV, Ltd. in excess of the original carrying amount of the liabilities acquired by Ironridge and adjusted the liability to Ironridge Global IV, Ltd. for the fair value adjustment.

	Since the issuance of the Initial Shares, the Company issued an additional 194,200 shares of common stock during the year ended December 31, 2012 (for an aggregate value of $531,689) which has been accounted for as the reduction of a proportionate amount of the calculated fair value of the original liability to Ironridge. During the year ended December 31, 2013 the Company issued an additional 6,550,000 shares of common stock to Ironridge with an aggregate value of $1,421,595. At that time, the Company believed it had a remaining obligation to Ironridge of $68,028. However, on February 24, 2014, Ironridge claimed that the Company’s failure to comply with prior order and stipulation has caused them harm and claimed that it was still owed $241,046. A judge awarded Ironridge a third order enforcing a prior order for approval of stipulation for settlement claim by requiring the Company to reserve 1,095,950,732 shares of the Company’s common stock until the balance of the claim is paid. On February 26, 2014, the Company issued to Ironridge 5,000,000 shares of common stock valued at $4,550. During the three months ended June 30, 2014, the Company issued Ironridge an additional 386,000,000 shares of common stock valued at $95,620 and at June 30, 2014, the balance due to Ironridge was $140,876.

	Tarpon Bay Partners LLC

	In 2014, Tarpon Bay Partners LLC (Tarpon) assumed $1.1 million of past due accounts payable and accrued compensation of the Company from various creditors of the Company. Tarpon then commenced an action against the Company to recover the aggregate of the past due accounts. On April 21, 2014, the Circuit Court of the Second Judicial Circuit for Leon County, Florida approved an agreement between the Company and Tarpon, in which the Company agreed to issue shares of the Company’s common stock to Tarpon sufficient to generate proceeds equal to the aggregate of the past due accounts. In addition, Tarpon will receive a fee of approximately 43% based on the proceeds. The Company will record the fees as the shares are issued and the past due accounts are paid. The past due amounts assumed are current liabilities until settled under the assignment agreement.

	In connection with the settlement, during the six months ended June 30, 2014, the Company issued to Tarpon 310,026,000 shares of common stock valued at $48,917 and at June 30, 2014, the balance due to Tarpon was $1,078,578.

5_Unsecured_Convertible_Promis

5. Unsecured Convertible Promissory Notes Payable	6 Months Ended
5. Unsecured Convertible Promissory Notes Payable	Jun. 30, 2014
Convertible Notes Payable [Abstract]
Unsecured Convertible Promissory Notes Payable	A summary of unsecured convertible promissory notes at June 30, 2014 and December 31, 2013 is as follows:

		30-Jun-14						31-Dec-13
		Unpaid		Unamortized		Carrying		Unpaid		Unamortized		Carrying
		Principal		Discount		Value		Principal		Discount		Value

	Asher Enterprises, Inc.	$	110,160	$	59,273	$	50,887	$	111,900	$	7,473	$	104,427
	GEL Properties, LLC		126,280		1,288		124,992		149,000		13,486		135,514
	Prolific Group, LLC		77,900		–		77,900		79,900		11,849		68,051
	Haverstock Master Fund, LTD and Common Stock, LLC		317,476		–		317,476		289,906		–		289,906
	Redwood Management LLC		193,115		31,833		161,282		–		–		–
	AGS Capital Group		25,000		13,542		11,458		–		–		–
	Hanover Holdings		31,500		23,625		7,875		–		–		–
	LG Group		70,669		53,625		17,044		–		–		–
	IBC		51,614		32,986		18,629		–		–		–
	Magna Group		10,000		–		10,000		–		–		–
	Charles Volk (related party)		125,000		–		125,000		125,000		53,596		71,404
	Various Other Individuals and Entities		73,977		–		73,977		285,000		24,338		260,662
		$	1,212,691	$	216,172	$	996,520	$	1,040,706	$	110,742	$	929,964

	At December 31, 2013, the unsecured convertible promissory notes payable totaled $1,040,706 and are generally due within one year from the date of issuance, bear interest at rates ranging from 8% to 12% and are convertible into shares of our common stock at discounts ranging from 30% to 70% of the Company’s common stock market price during a certain time period, as defined in the agreements. Additionally, the notes have generally contained a reset provision that provides that if the Company issues or sells any shares of common stock for consideration per share less than the conversion price of the notes, that the conversion price will be reduced to the amount of consideration per share of the stock issuance.

	During the six months ended June 30, 2014, the Company issued $332,764 of unsecured convertible promissory notes to various entities. The convertible promissory notes bear interest from 8% to 12% per annum, are convertible into shares of our common stock at discounts ranging from 49% to 70%, contain reset provisions, and are due from six months to 12 months after the issuance date. Approximately $163,000 of the notes were not paid when due, and are currently in default. Under authoritative guidance of the FASB, due to the variable conversion prices and reset provisions, the Company accounted for the conversion features of these notes as instruments which do not have fixed settlement provisions and are deemed to be derivative instruments (see Note 7). The Company determined the aggregate fair value of the derivative liabilities related to these notes was $756,492, of which $372,764 was recorded as note discount (up to the face amount of the notes) to be amortized over the term of the related notes, and the balance of $383,728 is recorded in current period financing costs and penalty interest expense.

	During the six months ended June 30, 2014, notes payable and accrued interest and fees in the aggregate balance of $80,881 previously classified as secured notes were added to unsecured convertible notes after the holders of the notes sold their interests in the notes to Magna Group (see Note 6). Also during the six months ended June 30, 2014, the Company increased certain notes by $101,203 to reflect an increase in the principal amount due to an event of default occurring, which was included in financing costs and penalty interest expense.

	During the six months ended June 30, 2014, $342,863 of notes payables and $5,197 of accrued interest were converted into 1,697,923,758 shares of the Company’s common stock.

	Most of our unsecured convertible promissory notes payable are in default at June 30, 2014. During the six months ended June 30, 2014 and 2013, the Company recognized interest expense from the amortization of discounts in the amount of $267,334 and $308,233, respectively.

6_Secured_Notes_Payable

6. Secured Notes Payable

6 Months Ended

Jun. 30, 2014

Debt Disclosure [Abstract]

Secured Notes Payable

A summary of secured notes payable at June 30, 2014 and December 31, 2013:

30-Jun-14

31-Dec-13

Unpaid

Unamortized

Carrying

Unpaid

Unamortized

Carrying

Principal

Discount

Value

Principal

Discount

Value

Montecito Offshore, LLC

–

500,000

–

500,000

Bridge Loan Settlement Note

–

40,000

–

40,000

What Happened LLC

–

21,575

–

21,575

La Jolla Cove Investors, Inc.

83,040

–

83,040

83,940

25,003

58,937

ADR Acquisition Note

125,000

–

125,000

–

Sunwest Group LLC

325,000

–

325,000

–

533,040

–

533,040

645,515

25,003

620,512

The secured notes payable are generally secured with oil and gas properties, bear interest at rates ranging from 4.75% to 9% and some are convertible into shares of our common stock at discount up to 93%. The Montecito Offshore LLC note was secured by a second lien mortgage, and was extinguished on May 27, 2014 (see Note 2). During the six months ended June 30, 2014, the notes payable for the Bridge Loan Settlement Note and to La Jolla Cove Investors, Inc. were sold by their holders to Magna Group and the aggregate principal balance of $61,575 was transferred to unsecured convertible promissory notes (See Note 5). The note payable to La Jolla Cove Investors was due April 30, 2013, is currently in default, and contains a variable conversion feature which is deemed to be a derivative instrument (see Note 7). In April 2014, the ADR Acquisition note and Sunwest Group LLC note were issued in conjunction with the acquisition of oil and gas properties (see Note 3). The ADR Acquisition note bears interest at 6% per annum, is secured by the property acquired and was due on August 15, 2014. This note has not been repaid and is currently in default. The Sunwest Group, LLC note bears interest at 6% per annum is secured by the property acquired and was due on October 14, 2014. This note has not been repaid and is currently in default.

During the six months ended June 30, 2014, $900 of notes payables to La Jolla Cove Investors were converted into 13,444,444 shares of the Company’s common stock.

During the six months ended June 30, 2014 and 2013, the Company recognized interest expense from the amortization of discounts in the amount of $25,003 and $41,380, respectively.

7_Convertible_Debentures

7. Convertible Debentures	6 Months Ended
7. Convertible Debentures	Jun. 30, 2014
Debt Disclosure [Abstract]
Convertible Debentures	In May 2011 the Company sold units to certain investors for aggregate cash proceeds of $2,550,000 at a price of $30,000 per unit, consisting of a secured convertible debenture of $30,000 and a warrant to purchase 400 shares of the Company’s common stock. The debentures were secured by certain oil and gas leases (see Note 2). The convertible debentures matured in May, 2012 and originally accrued interest at 9% per annum. The debentures were convertible at the holder’s option at any time into common stock at a conversion price originally set at $150.00 per share. The Company was in default under the convertible debentures beginning in July 2011, and the Company accrued interest at the default interest rate is 18% per annum commencing on July 1, 2011.

	On May 27, 2014, the Company’s obligations under the secured debentures of $2,453,032 was extinguished in conjunction with the recession of the secured oil and gas leases by the Company (see Note 2).

	The debentures contained price ratchet anti-dilution protection. The Company has determined that this anti-dilution reset provision caused the conversion feature to be bifurcated from the debentures, treated as a derivative liability, and accounted for as a valuation discount at its fair value. On May 27, 2014, the derivative liability related to the convertible debentures was $5,259,769 and was extinguished due to the recession and recorded as part of the gain on recession (see Notes 2 and 8).

8_Derivative_Liabilities

8. Derivative Liabilities

6 Months Ended

Jun. 30, 2014

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Liabilities

Under the authoritative guidance of the FASB on determining whether an instrument (or embedded feature) is indexed to an entity’s own stock, instruments which do not have fixed settlement provisions are deemed to be derivative instruments. All of the notes described in Notes 4 and 5 that contain a reset provision or have a conversion price that is a percentage of the market price contain embedded conversion features which are considered derivative liabilities to be re-measured at the end of every reporting period with the change in value reported in the statement of operations. The conversion feature of the Company’s Debentures (described in Note 6), and the related warrants, do not have fixed settlement provisions because their conversion and exercise prices, respectively, may be lowered if the Company issues securities at lower prices in the future. The Company was required to include the reset provisions in order to protect the holders of the Debentures from the potential dilution associated with future financings. In accordance with the FASB authoritative guidance, the conversion feature of the Debentures was separated from the host contract (i.e., the Debentures) and recognized as a derivative instrument.

As of June 30, 2014 and December 31, 2013, the derivative liabilities were valued using a probability weighted average Black Scholes-Merton pricing model with the following assumptions:

New Derivatives

Issued During

Six Months Ended

June 30,

December 31,

2014

2013

Conversion feature:

Risk-free interest rate

0.13%

0.11% to 0.13%

0.13%

Expected Volatility

462%

421% to 469%

425%

Expected life (in years)

.12 to .95

.50 to 1.0

.04 to .62

Expected dividend yield

Warrants:

Risk-free interest rate

0.13%

N/A

0.13%

Expected Volatility

462%

N/A

425%

Expected life (in years)

1.08 to 2.68

N/A

1.6 to 3.6

Expected dividend yield

N/A

Fair Value

Conversion feature

2,287,596

756,491

7,896,892

Warrants

235

–

11,523

2,287,831

756,491

7,908,415

The risk-free interest rate was based on rates established by the Federal Reserve Bank. The Company uses the historical volatility of its common stock to estimate the future volatility for its common stock. The expected life of the convertible debentures and notes was determined by the maturity date of the notes. The expected life of the warrants was determined by their expiration dates. The expected dividend yield was based on the fact that the Company has not paid dividends to its common stockholders in the past and does not expect to pay dividends to its common stockholders in the future.

At June 30, 2014 and December 31, 2013, the fair value of the aggregate derivative liability of the conversion features and warrants was $2,287,831 and $7,908,415, respectively. During the six months ended June 30, 2014, we recognized additional derivative liabilities of $756,491, related to the issuances of convertible promissory notes payable (see Note 5). For the three and six months ended June 30, 2014 and 2013 the Company recorded a change in fair value of the derivative liability of $1,117,306 and $1,402,514, respectively. For the three months ended June 30, 2014, a derivative liability of $5,259,769 related to convertible debentures was extinguished and recorded as part of the recession of notes related to oil and gas properties (see Notes 2 and 7).

9_Preferred_and_Common_Stock

9. Preferred and Common Stock	6 Months Ended
	Jun. 30, 2014
Stockholders' Equity Note [Abstract]
Preferred and Common Stock	Issuance of Common Stock for Cash

	During the six months ended June 30, 2014, the Company sold 1,006,546 shares of common stock at an average price of $0.009 per share for total proceeds of $9,200.

	Equity Investment Agreements

	Pursuant to the Equity Investment Agreement, La Jolla Cove Investors, Inc., has the right from time to time during the term of the agreement to purchase up to $2,000,000 of the Company’s Common Stock in accordance with the terms of the agreement. Beginning October 27, 2012 and for each month thereafter, La Jolla shall purchase from the Company at least $100,000 of common stock, at a price per share equal to 125% of the VWAP on the Closing Date, provided, however, that La Jolla shall not be required to purchase common stock if (i) the VWAP for the five consecutive trading days prior to the payment date is equal to or less than $10.00 per share or (ii) an event of default has occurred under the SPA, the Convertible Debenture or the Equity Investment Agreement. Pursuant to the Equity Investment Agreement, La Jolla has the right to purchase, at any time and in any amount, at La Jolla’s option, common stock from the Company at a price per share equal to 125% of the VWAP on the Closing Date.

	During the six months ended June 30, 2014, the Company received notices of purchase from La Jolla under the Equity Investment Agreement totaling $9,000, pursuant to which the Company issued 6,546 shares of common stock at a weighted average price of $1.37 per share. In addition, during the six months ended June 30, 2014, the Company issued 1,000,000 shares of common stock to Caro Capital Inc. under an equity investment agreement at a weighted average price of $0.0002 per share.

	Issuance of Common Stock for Debt

	During the six months ended June 30, 2014, the Company issued:

		·	1,697,923,758 shares of its common stock to the holders of certain unsecured convertible promissory notes payable in exchange for $348,060 of notes payable and accrued interest,

		·	13,444,444 shares of its common stock to La Jolla Cover Investors, Inc. in exchange for $900 of secured notes payable,

		·	391,000,000 shares of its common stock to Ironridge Global IV, Ltd. in exchange for $100,170 of debt, and

		·	310,026,000 shares of its common stock to Tarpon Bay Partners LLC. in exchange for $48,917 of debt.

	Issuance of Common Stock for acquisition

	In April 2014, the Company issued 70,000,000 shares of its common stock to American Dynamic Resources, Inc. (ADR) related to the acquisition of certain oil and gas properties from ADR (see Note 3).

10_Stock_Options_and_Warrants

10. Stock Options and Warrants

6 Months Ended

Jun. 30, 2014

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock Options and Warrants

Stock Options and Compensation-Based Warrants

On September 29, 2010, the stockholders of the Company approved the adoption of the 2010 Stock Option Plan. The Plan provides for the granting of incentive and nonqualified stock options to employees and consultants of the Company. Generally, options granted under the plan may not have a term in excess of ten years. Upon adoption, the Plan reserved 40,000 shares of the Company’s common stock for issuance there under.

Generally accepted accounting principles for stock options and compensation-based warrants require the recognition of the cost of services received in exchange for an award of equity instruments in the financial statements, is measured based on the grant date fair value of the award, and requires the compensation expense to be recognized over the period during which an employee or other service provider is required to provide service in exchange for the award (the vesting period). No income tax benefit has been recognized for share-based compensation arrangements and no compensation cost has been capitalized in the accompanying consolidated balance sheet.

A summary of stock option and compensation-based warrant activity for the six months ended June 30, 2014 is presented below:

Weighted

Average

Under

Average

Remaining

Aggregate

Option or

Exercise

Contractual

Intrinsic

Warrant

Price

Life (in years)

Value

Outstanding at December 31, 2013

92,300

33.52

2.7

–

Granted or issued

–

Expired or forfeited

(8,400

)

121.43

Exercisable at June 30, 2014

83,900

24.72

2.7

–

Other Stock Warrants

A summary of other stock warrant activity for the three-month period ended June 30, 2014 is presented below:

Weighted

Average

Remaining

Aggregate

Under

Exercise

Contractual

Intrinsic

Warrant

Price

Life (in years)

Value

Outstanding at December 31, 2013

2,409,370

0.38

2.4

–

Granted or issued

–

Expired or forfeited

(37,400

)

Outstanding at June 30, 2014

2,371,970

0.38

1.9

–

11_Related_Party_Transactions

11. Related Party Transactions	6 Months Ended
11. Related Party Transactions	Jun. 30, 2014
Related Party Transactions [Abstract]
Related Party Transactions	Payable to Related Parties

	Warren Rothouse was appointed to be a director of the Company in October 2012. Mr. Rothouse is Senior Partner of Surety Financial Group, LLC (Surety). Surety has provided investor relations services to the Company in recent years. On November 7, 2012, the Company entered into a new agreement with Surety to provide investor relations services for the fifteen month period commencing December 1, 2012 and continuing through February 28, 2014. The agreement provided for monthly payments of $6,500 for Surety’s services. In addition, Surety was issued 10,000 shares of restricted common stock of the Company’s common stock and warrants to purchase 15,000 shares of the Company’s common stock. The exercise price of the warrants is $5.00 per share and the warrants are exercisable on a cashless basis. The term of the warrants is three years. On February 27, 2013, the Company amended the November 7, 2012 agreement. Under the amended agreement, Surety will provide investor relations services for the fifteen month period commencing March 1, 2013 and continuing through May 31, 2014 and Surety will receive monthly payments of $10,000 for its services. Compensation to Surety under the agreements was $30,000 for the six months ended June 30, 2014. The balance due to Surety at June 30, 2014 and December 31, 2013 was $110,602 and $113,300, respectively, included on the Company’s accounts payable balance.

	Effective January 31, 2013, David Pinkman was appointed to the Board of Directors of the Company. On February 1, 2013, the Company entered into a consulting agreement with Mr. Pinkman. The term of the agreement is for twelve months and provides for monthly compensation of $8,330. As additional compensation, the Company issued 20,000 shares of restricted common stock to Mr. Pinkman and issued him a warrant to acquire 20,000 shares of the Company’s common stock at $2.50 per share. Compensation earned by Mr. Pinkman under the consulting agreement was $17,121 for the year ended December 31, 2013 and June 30, 2014, of which approximately $7,000 remained outstanding and included on the Company’s Accounts payable balance at December 31, 2013 and June 30, 2014.

12_Income_Taxes

12. Income Taxes	6 Months Ended
12. Income Taxes	Jun. 30, 2014
Income Tax Disclosure [Abstract]
Income Taxes	For the three and six months ended June 30, 2014, net income was $3,221,064 and $3,042,707, respectively, and the Company did not record any provision for income taxes primarily because the income in 2014 is a result of the extinguishment of a derivative liability due to the recession of the property discussed in Note 2. The income from the removal of the derivative liability is not considered income for tax purposes. For the three and six months ended June 30, 2013, the net loss was $174,308 and $1,306,451 respectively, and the Company did not record any provisions for income taxes.

	In accordance with Accounting Standards Codification (“ASC”) 740, Income Taxes, the Company evaluates its deferred tax assets to determine if a valuation allowance is required based on the consideration of all available evidence using a “more likely than not” standard, with significant weight being given to evidence that can be objectively verified. This assessment considers, among other matters, the nature, frequency and severity of current and cumulative losses, forecasts of future profitability; the length of statutory carryover periods for operating losses and tax credit carryovers; and available tax planning alternatives. Our deferred tax assets are composed primarily of U.S. federal net operating loss carryforwards and temporary differences related to stock based compensation. Based on available objective evidence, management believes it is more likely than not that these deferred tax assets are not recognizable and will not be recognizable until its determined that we have sufficient taxable income. We may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. ASC 740 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods, and disclosures. As of June 30, 2014, the Company does not have any liabilities for unrecognized tax uncertainties.

13_Subsequent_Events

13. Subsequent Events	6 Months Ended
	Jun. 30, 2014
Subsequent Events [Abstract]
Subsequent Events	Subsequent to June 30, 2014, the Company issued:

		·	67,200,325 shares of its common stock to the holders of certain unsecured convertible promissory notes payable in exchange for $3,360 of notes payable,

		·	270,000,000 shares of its common stock to Ironridge Global IV, Ltd. in exchange for $18,900 of debt

		·	In August 2015, the Company issued a convertible note for consulting services in the amount of $75,000. The note is unsecured, due on June 1, 2015, bear interest at 6% per annum, and may be converted after 180 days of issuance at a 50% discount to the price of the Company’s common stock,

		·	In September 2015, the Company issued a note payable in the amount of $15,000. The note is unsecured, due 90 days after issuance, and bear interest at 10% per annum,

		·	In January 2015, the Company issued two convertible notes in the aggregate of $47,500. The notes are unsecured, due in one year, bear interest at 8% per annum, and contain a $9,500 original issue discount. The notes may be converted after 180 days of issuance at a 45% discount to the price of the Company’s common stock over a period of trading days, as defined. The notes contains certain covenants and events of default, and increases in principal amount and interest rates in the event of defaults.

1_Organization_and_Significant1

1. Organization and Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2014
Accounting Policies [Abstract]
Organization	Organization – Paxton Energy, Inc. was organized under the laws of the State of Nevada on June 30, 2004. On January 27, 2012, Paxton Energy, Inc. changed its name to Worthington Energy, Inc. (the “Company”). On October 2, 2013 the Company effected a 1-for-50 reverse common stock split. All references in these consolidated financial statements and related notes to numbers of shares of common stock, prices per share of common stock, and weighted average number of shares of common stock outstanding prior to the reverse stock splits have been adjusted to reflect the reverse stock splits on a retroactive basis for all periods presented, unless otherwise noted.
Nature of Operations	Nature of Operations – As further described in Note 2 to these consolidated financial statements, the Company commenced acquiring working interests in oil and gas properties in June 2005. We are in the business of acquiring, exploring and developing oil and gas-related assets. The Company was considered to be in the exploration stage through March 31, 2014. In June 2014, as discussed in Note, 2, the Financial Accounting Standards Board (FASB) issued new guidance that removed incremental financial reporting requirements from generally accepted accounting principles in the United States for development and exploration stage entities. The Company early adopted this new guidance effective June 30, 2014, as a result of which all inception-to-date financial information and disclosures have been omitted from this report.
Condensed Interim Consolidated Financial Statements	Condensed Interim Consolidated Financial Statements – The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q. Accordingly, these condensed consolidated financial statements do not include all of the information and disclosures required by generally accepted accounting principles for complete financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to fairly present the Company’s consolidated financial position as of June 30, 2014, and its consolidated results of operations and cash flows for the three and six months ended June 30, 2014 and 2013. The results of operations for the six months ended June 30, 2014, may not be indicative of the results that may be expected for the year ending December 31, 2014. The condensed consolidated financial statements included in this report on Form 10-Q should be read in conjunction with the audited financial statements of Worthington Energy, Inc., and the notes thereto for the year ended December 31, 2013, included in its annual report on Form 10-K filed with the SEC on April 16, 2014.
Going Concern	Going Concern – The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company has not had significant revenue and is still considered to be in the exploration stage. At June 30, 2014, the Company has a working capital deficit of $6,146,936 and a stockholders’ deficiency of $5,552,528 and a significant portion of the Company’s debt is in default. The Company also used cash of $341,865 in its operating activities during the six months ended June 30, 2014 and $228,024 during the year ended December 31, 2013. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. The Company’s independent registered public accounting firm, in its report on the Company’s December 31, 2013 financial statements, has raised substantial doubt about the Company’s ability to continue as a going concern.

	The Company is currently seeking debt and equity financing to fund potential acquisitions and other expenditures, although it does not have any contracts or commitments for either at this time. The Company will have to raise additional funds to continue operations and, while it has been successful in doing so in the past, there can be no assurance that it will be able to do so in the future. The Company’s continuation as a going concern is dependent upon its ability to obtain necessary additional funds to continue operations and the attainment of profitable operations. The Company hopes that working capital will become available via financing activities currently contemplated with regards to its intended operating activities. There can be no assurance that such funds, if available, can be obtained, or if obtained, on terms reasonable to the Company. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern and do not include any adjustments that may result from the outcome of this uncertainty.
Principles of Consolidation	Principles of Consolidation – The accompanying consolidated financial statements present the financial position, results of operations, and cash flows of Worthington Energy, Inc. and of PaxAcq Inc., a wholly-owned subsidiary. Intercompany accounts and transactions have been eliminated in consolidation.
Use of Estimates	Use of Estimates – In preparing these consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated financial statements and the reported amount of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Significant estimates and assumptions included in the Company’s consolidated financial statements relate to the valuation of long-lived assets, accrued other liabilities, and valuation assumptions related to share-based payments and derivative liability.
Oil and Gas Properties	Oil and Gas Properties – The Company follows the full cost method of accounting for oil and gas properties. Under this method, all costs associated with acquisition, exploration, and development of oil and gas reserves, including directly related overhead costs and related asset retirement costs, are capitalized. Costs capitalized include acquisition costs, geological and geophysical expenditures, lease rentals on undeveloped properties, and costs of drilling and equipping productive and nonproductive wells. Drilling costs include directly related overhead costs. Capitalized costs are categorized either as being subject to amortization or not subject to amortization.

	All capitalized costs of oil and gas properties, including the estimated future costs to develop proved reserves, will be amortized, on the unit-of-production method using estimates of proved reserves. At June 30, 2014 and December 31, 2013, there were no capitalized costs subject to amortization. Investments in unproved properties and major development projects are not amortized until proved reserves associated with the projects can be determined. If the results of an assessment indicate that the properties are impaired, the amount of the impairment is charged to operations. The Company has not yet obtained a reserve report on its producing properties in Kansas because the properties are considered to be in the exploration stage.

	In addition, properties subject to amortization will be subject to a “ceiling test,” which basically limits such costs to the aggregate of the “estimated present value,” based on the projected future net revenues from proved reserves, discounted at 10% per annum to present value of future net revenues from proved reserves, based on current economic and operating conditions, plus the lower of cost or fair market value of unproved properties.

	Sales of proved and unproved properties are accounted for as adjustments of capitalized costs with no gain or loss recognized, unless such adjustments would significantly alter the relationship between capitalized costs and proved reserves of oil and gas, in which case the gain or loss is recognized in the results of operations. Abandonments of properties are accounted for as adjustments of capitalized costs with no loss recognized.
Asset Retirement Obligations	Asset Retirement Obligation – The Company accounts for its future asset retirement obligations (“ARO”) by recording the fair value of the liability during the period in which it was incurred. The associated asset retirement costs are capitalized as part of the carrying amount of the long-lived asset. The increase in carrying value of a property associated with the capitalization of an ARO is included in oil and gas properties in the balance sheets. The ARO consists of costs related to the plugging of wells, removal of facilities and equipment, and site restoration on its oil and gas properties. The asset retirement liability is accreted to operating expense over the useful life of the related asset. As of June 30, 2014 and December 31, 2013, the Company had an ARO of $190,705 and $37,288, respectively.
Revenue Recognition	Revenue Recognition – All revenues are derived from the sale of produced crude oil and natural gas. Revenue and related production taxes and lease operating expenses are recorded in the month the product is delivered to the purchaser. Normally, payment for the revenue, net of related taxes and lease operating expenses, is received from the operator of the well approximately 45 days after the month of delivery.
Stock-Based Compensation	Stock-Based Compensation – The Company recognizes compensation expense for stock-based awards to employees expected to vest on a straight-line basis over the requisite service period of the award based on their grant date fair value. The Company estimates the fair value of stock options using a Black-Scholes option pricing model which requires management to make estimates for certain assumptions regarding risk-free interest rate, expected life of options, expected volatility of stock and expected dividend yield of stock.

	The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees and non-employee directors in accordance with Accounting Standards Codification (ASC) 505-50, Equity-Based Payments to Non-Employees. Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration for other than employee services is determined on the earlier of a performance commitment or completion of performance by the provider of goods or services. The fair value of the equity instrument is charged directly to share-based compensation expense and credited to paid-in capital.
Basic and Diluted Loss per Common Share	Basic and Diluted Loss per Common Share – Basic loss per common share amounts are computed by dividing net loss by the weighted-average number of shares of common stock outstanding during each period. Diluted loss per share amounts are computed assuming the issuance of common stock for potentially dilutive common stock equivalents. As of June 30, 2014 and 2013 there were options, warrants, and stock awards to acquire 2,493,270 and 2,029,594 shares of common stock outstanding and promissory notes and debentures convertible into an aggregate of 31,365,133,013 and 545,676,610 shares of common stock outstanding. The table below shows the calculation of basic and diluted earnings (loss) per shares:

			Three Months Ended June 30,						Nine Months Ended June 30,
			2014			2013			2014			2013
	Basic:
	Weighted average common shares outstanding			1,271,345,644			8,393,391			679,844,247			5,409,600
	Net income (loss)		$	3,221,064		$	(174,308	)	$	3,042,707		$	(1,306,421	)
	Earnings (loss) per common share, basic		$	0		$	(0.02	)	$	0		$	(0.24	)


	Diluted:
	Weighted average common shares outstanding			1,271,345,644			8,393,391			679,844,247			5,409,600
	Dilutive effect of conversion of convertible debt			31,365,133,013			–			31,365,133,013			–
	Assumed average common shares outstanding			32,636,478,657			8,393,391			32,044,977,260			5,409,600

	Net income (loss)		$	3,221,064		$	(174,308	)	$	3,042,707		$	(1,306,421	)
	Deduct Change in fair value of derivative			(413,924	)		–			(1,117,306	)		–
	Add interest and financing costs on convertible debentures			226,871			–			658,249			–
	Add amortization of discounts on convertible debentures			165,543			–			292,337			–
	Net income (loss) for diluted earnings (loss) per common shares		$	3,199,554		$	(174,308	)	$	2,875,987		$	(1,306,421	)
	Earnings (loss) per common share, diluted		$	0		$	(0.02	)	$	0		$	(0.24	)

Fair Values of Financial Instruments	Fair Values of Financial Instruments – The carrying amounts reported in the consolidated balance sheets for cash, accounts payable, accrued liabilities, payable to Ironridge Global IV, Ltd., and payable to former officer approximate fair value because of the immediate or, short-term maturity of these financial instruments. The carrying amounts reported for unsecured convertible promissory notes payable, secured notes payable, and convertible debentures approximate fair value because the underlying instruments are at interest rates which approximate current market rates. The fair value of derivative liabilities are estimated based on a probability weighted average Black Scholes-Merton pricing model.

	For assets and liabilities measured at fair value, the Company uses the following hierarchy of inputs:

		●	Level one – Quoted market prices in active markets for identical assets or liabilities;

		●	Level two – Inputs other than level one inputs that are either directly or indirectly observable; and

		●	Level three – Unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use.

	Liabilities measured at fair value on a recurring basis at June 30, 2014 are summarized as follows:

			Level 1			Level 2			Level 3			Total
	Derivative liability - conversion feature of debentures and related warrants		$	–		$	–		$	–		$	–

	Derivative liability - embedded conversion feature and reset provisions of notes		$	–		$	2,287,831		$	–		$	2,287,831

	Liabilities measured at fair value on a recurring basis at December 31, 2013 are summarized as follows:

			Level 1			Level 2			Level 3			Total
	Derivative liability - conversion feature of debentures and related warrants		$	–		$	5,467,223		$	–		$	5,467,223

	Derivative liability - embedded conversion feature and reset provisions of notes		$	–		$	2,441,192		$	–		$	2,441,192

Derivative Financial Instruments	Derivative Financial Instruments – The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For stock-based derivative financial instruments, the Company uses a probability weighted average Black-Scholes-Merton pricing model to value the derivative instruments. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date.
Recently Issued Accounting Statements	Recently Accounting Pronouncements

	In April 2014, the FASB issued Accounting Standards Update No. 2014-08 (ASU 2014-08), Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360). ASU 2014-08 amends the requirements for reporting discontinued operations and requires additional disclosures about discontinued operations. Under the new guidance, only disposals representing a strategic shift in operations or that have a major effect on the Company's operations and financial results should be presented as discontinued operations. This new accounting guidance is effective for annual periods beginning after December 15, 2014. The Company is currently evaluating the impact of adopting ASU 2014-08 on the Company's results of operations or financial condition.

	In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09 (ASU 2014-09), Revenue from Contracts with Customers. ASU 2014-09 will eliminate transaction- and industry-specific revenue recognition guidance under current U.S. GAAP and replace it with a principle based approach for determining revenue recognition. ASU 2014-09 will require that companies recognize revenue based on the value of transferred goods or services as they occur in the contract. The ASU also will require additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 is effective for reporting periods beginning after December 15, 2016, and early adoption is not permitted. Entities can transition to the standard either retrospectively or as a cumulative-effect adjustment as of the date of adoption. Management is currently assessing the impact the adoption of ASU 2014-09 and has not determined the effect of the standard on our ongoing financial reporting.

	In June 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-10 (ASU 2014-10), Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. ASU 2014-10 eliminates the requirement to present inception-to-date information about income statement line items, cash flows, and equity transactions, and clarifies how entities should disclosure the risks and uncertainties related to their activities. ASU 2014-10 also eliminates an exception provided to development stage entities in Consolidations (ASC Topic 810) for determining whether an entity is a variable interest entity on the basis of the amount of investment equity that is at risk. The presentation and disclosure requirements in Topic 915 will no longer be required for interim and annual reporting periods beginning after December 15, 2014, and the revised consolidation standards will take effect in annual periods beginning after December 15, 2015. Early adoption is permitted. The Company adopted the provisions of ASU 2014-10 effective for its financial statements for the interim period ended June 30, 2014, and will no longer present the inception-to-date information formally required.

	In August 2014, the FASB issued Accounting Standards Update No. 2014-15 (ASU 2014-15), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which provides guidance on determining when and how to disclose going-concern uncertainties in the financial statements. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. An entity must provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The ASU applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impact the adoption of ASU 2014-15 on the Company’s financial statement presentation and disclosures.

	In November 2014, the FASB issued Accounting Standards Update No. 2014-16 (ASU 2014-16), Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity. The amendments in this ASU do not change the current criteria in U.S. GAAP for determining when separation of certain embedded derivative features in a hybrid financial instrument is required. The amendments clarify that an entity should consider all relevant terms and features, including the embedded derivative feature being evaluated for bifurcation, in evaluating the nature of the host contract. The ASU applies to all entities that are issuers of, or investors in, hybrid financial instruments that are issued in the form of a share and is effective for public business entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted.

	In January 2015, the FASB issued Accounting Standards Update (ASU) No. 2015-01 (Subtopic 225-20) - Income Statement - Extraordinary and Unusual Items. ASU 2015-01 eliminates the concept of an extraordinary item from GAAP. As a result, an entity will no longer be required to segregate extraordinary items from the results of ordinary operations, to separately present an extraordinary item on its income statement, net of tax, after income from continuing operations or to disclose income taxes and earnings-per-share data applicable to an extraordinary item. However, ASU 2015-01 will still retain the presentation and disclosure guidance for items that are unusual in nature and occur infrequently. ASU 2015-01 is effective for periods beginning after December 15, 2015. The adoption of ASU 2015-01 is not expected to have a material effect on the Company’s consolidated financial statements. Early adoption is permitted.

	In February, 2015, the FASB issued Accounting Standards Update (ASU) No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis. ASU 2015-02 provides guidance on the consolidation evaluation for reporting organizations that are required to evaluate whether they should consolidate certain legal entities such as limited partnerships, limited liability corporations, and securitization structures (collateralized debt obligations, collateralized loan obligations, and mortgage-backed security transactions). ASU 2015-02 is effective for periods beginning after December 15, 2015. The adoption of ASU 2015-02 is not expected to have a material effect on the Company’s consolidated financial statements. Early adoption is permitted

	Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future consolidated financial statements.

1_Organization_and_Significant2

1. Organization and Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2014
Accounting Policies [Abstract]
Basic and diluted loss per common share		Three Months Ended June 30,						Nine Months Ended June 30,
		2014			2013			2014			2013
	Basic:
	Weighted average common shares outstanding		1,271,345,644			8,393,391			679,844,247			5,409,600
	Net income (loss)	$	3,221,064		$	(174,308	)	$	3,042,707		$	(1,306,421	)
	Earnings (loss) per common share, basic	$	0		$	(0.02	)	$	0		$	(0.24	)


	Diluted:
	Weighted average common shares outstanding		1,271,345,644			8,393,391			679,844,247			5,409,600
	Dilutive effect of conversion of convertible debt		31,365,133,013			–			31,365,133,013			–
	Assumed average common shares outstanding		32,636,478,657			8,393,391			32,044,977,260			5,409,600

	Net income (loss)	$	3,221,064		$	(174,308	)	$	3,042,707		$	(1,306,421	)
	Deduct Change in fair value of derivative		(413,924	)		–			(1,117,306	)		–
	Add interest and financing costs on convertible debentures		226,871			–			658,249			–
	Add amortization of discounts on convertible debentures		165,543			–			292,337			–
	Net income (loss) for diluted earnings (loss) per common shares	$	3,199,554		$	(174,308	)	$	2,875,987		$	(1,306,421	)
	Earnings (loss) per common share, diluted	$	0		$	(0.02	)	$	0		$	(0.24	)
Fair values of financial instruments	Liabilities measured at fair value on a recurring basis at June 30, 2014 are summarized as follows:

		Level 1			Level 2			Level 3			Total
	Derivative liability - conversion feature of debentures and related warrants	$	–		$	–		$	–		$	–

	Derivative liability - embedded conversion feature and reset provisions of notes	$	–		$	2,287,831		$	–		$	2,287,831

	Liabilities measured at fair value on a recurring basis at December 31, 2013 are summarized as follows:

		Level 1			Level 2			Level 3			Total
	Derivative liability - conversion feature of debentures and related warrants	$	–		$	5,467,223		$	–		$	5,467,223

	Derivative liability - embedded conversion feature and reset provisions of notes	$	–		$	2,441,192		$	–		$	2,441,192

2_Oil_and_Gas_Properties_Held_1

2. Oil and Gas Properties, Held for Recession (Tables)	6 Months Ended
2. Oil and Gas Properties, Held for Recession (Tables)	Jun. 30, 2014
Extractive Industries [Abstract]
Removal of balances due to recession	Assets
	Oil and gas properties	$	5,698,563
	Total assets rescinded		5,698,563

	Liabilities
	Accrued interest		1,364,181
	Secured note payable		500,000
	Convertible debentures		2,453,032
	Long-term asset retirement obligation		37,288
	Total Liabilities extinguished		4,354,501

	Subtotal-loss on exchange of oil and gas properties for debt		(1,344,062	)

	Extinguishment of derivative liabilities related to convertible debentures		5,259,769

	Gain on recession	$	3,915,707

3_Oil_and_Gas_Properties_Table

3. Oil and Gas Properties (Tables)	6 Months Ended
3. Oil and Gas Properties (Tables)	Jun. 30, 2014
Extractive Industries [Abstract]
Oil and gas properties		30-Jun-14		31-Dec-13
	ADR leases	$	344,470		–
	Sunwest leases		418,471		–
	Total	$	762,941		–

5_Unsecured_Convertible_Promis1

5. Unsecured Convertible Promissory Notes Payable (Tables)	6 Months Ended
5. Unsecured Convertible Promissory Notes Payable (Tables)	Jun. 30, 2014
Convertible Notes Payable [Abstract]
Schedule of convertible debt		30-Jun-14						31-Dec-13
		Unpaid		Unamortized		Carrying		Unpaid		Unamortized		Carrying
		Principal		Discount		Value		Principal		Discount		Value

	Asher Enterprises, Inc.	$	110,160	$	59,273	$	50,887	$	111,900	$	7,473	$	104,427
	GEL Properties, LLC		126,280		1,288		124,992		149,000		13,486		135,514
	Prolific Group, LLC		77,900		–		77,900		79,900		11,849		68,051
	Haverstock Master Fund, LTD and Common Stock, LLC		317,476		–		317,476		289,906		–		289,906
	Redwood Management LLC		193,115		31,833		161,282		–		–		–
	AGS Capital Group		25,000		13,542		11,458		–		–		–
	Hanover Holdings		31,500		23,625		7,875		–		–		–
	LG Group		70,669		53,625		17,044		–		–		–
	IBC		51,614		32,986		18,629		–		–		–
	Magna Group		10,000		–		10,000		–		–		–
	Charles Volk (related party)		125,000		–		125,000		125,000		53,596		71,404
	Various Other Individuals and Entities		73,977		–		73,977		285,000		24,338		260,662
		$	1,212,691	$	216,172	$	996,520	$	1,040,706	$	110,742	$	929,964

6_Secured_Notes_Payable_Tables

6. Secured Notes Payable (Tables)	6 Months Ended
6. Secured Notes Payable (Tables)	Jun. 30, 2014
Debt Disclosure [Abstract]
Schedule of secured notes payable		30-Jun-14						31-Dec-13
		Unpaid		Unamortized		Carrying		Unpaid		Unamortized		Carrying
		Principal		Discount		Value		Principal		Discount		Value

	Montecito Offshore, LLC	$	–	$	–	$	–	$	500,000	$	–	$	500,000
	Bridge Loan Settlement Note		–		–		–		40,000		–		40,000
	What Happened LLC		–		–		–		21,575		–		21,575
	La Jolla Cove Investors, Inc.		83,040		–		83,040		83,940		25,003		58,937
	ADR Acquisition Note		125,000		–		125,000		–		–		–
	Sunwest Group LLC		325,000		–		325,000		–		–		–
		$	533,040	$	–	$	533,040	$	645,515	$	25,003	$	620,512

8_Derivative_Liabilities_Table

8. Derivative Liabilities (Tables)	6 Months Ended
8. Derivative Liabilities (Tables)	Jun. 30, 2014
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of assumptions				New Derivatives
				Issued During
				Six Months Ended
		June 30,		June 30,		December 31,
		2014		2014		2013
	Conversion feature:
	Risk-free interest rate		0.13%		0.11% to 0.13%		0.13%
	Expected Volatility		462%		421% to 469%		425%
	Expected life (in years)		.12 to .95		.50 to 1.0		.04 to .62
	Expected dividend yield		0%		0%		0%

	Warrants:
	Risk-free interest rate		0.13%		N/A		0.13%
	Expected Volatility		462%		N/A		425%
	Expected life (in years)		1.08 to 2.68		N/A		1.6 to 3.6
	Expected dividend yield		0%		N/A		0%

	Fair Value
	Conversion feature		2,287,596		756,491		7,896,892
	Warrants		235		–		11,523
		$	2,287,831	$	756,491	$	7,908,415

10_Stock_Options_and_Warrants_

10. Stock Options and Warrants (Tables)

6 Months Ended

Jun. 30, 2014

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule of option activity

Weighted

Average

Under

Average

Remaining

Aggregate

Option or

Exercise

Contractual

Intrinsic

Warrant

Price

Life (in years)

Value

Outstanding at December 31, 2013

92,300

33.52

2.7

–

Granted or issued

–

Expired or forfeited

(8,400

)

121.43

Exercisable at June 30, 2014

83,900

24.72

2.7

–

Schedule of stock warrant activity

Weighted

Average

Remaining

Aggregate

Under

Exercise

Contractual

Intrinsic

Warrant

Price

Life (in years)

Value

Outstanding at December 31, 2013

2,409,370

0.38

2.4

–

Granted or issued

–

Expired or forfeited

(37,400

)

Outstanding at June 30, 2014

2,371,970

0.38

1.9

–

1_Organization_and_Significant3

1. Organization and Significant Accounting Policies (Details - Basic and Diluted Earnings Per Share) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Basic:
Weighted average common shares outstanding	1,271,345,644	8,393,391	679,844,247	5,409,600
Net income (loss)	$3,221,064	($174,308)	$3,042,707	($1,306,421)
Earnings (loss) per common share, basic	$0	($0.02)	$0	($0.24)
Diluted:
Weighted average common shares outstanding	1,271,345,644	8,393,391	679,844,247	5,409,600
Dilutive effect of conversion of convertible debt	31,365,133,013	0	31,365,133,013	0
Assumed average common shares outstanding	32,636,478,657	8,393,391	32,044,977,260	5,409,600
Net income (loss)	3,221,064	-174,308	3,042,707	-1,306,421
Deduct Change in fair value of derivative	-413,924	0	-1,117,306	0
Add interest and financing costs on convertible debentures	226,871	0	658,249	0
Add amortization of discounts on convertible debentures	165,543	0	292,337	0
Net income (loss) for diluted earnings (loss) per common shares	$3,199,554	($174,308)	$2,875,987	($1,306,421)
Earnings (loss) per common share, diluted	$0	($0.02)	$0	($0.24)

1_Organization_and_Significant4

1. Organization and Significant Accounting Policies (Details-Fair value) (USD $)	Jun. 30, 2014	Dec. 31, 2013
FairValueMeasurementsLineItems [Line Items]
Derivative liability	$2,287,831	$7,908,415
Conversion Feature Of Debentures And Related Warrants [Member]
FairValueMeasurementsLineItems [Line Items]
Derivative liability	0	5,467,223
Conversion Feature Of Debentures And Related Warrants [Member] \| Fair Value, Inputs, Level 1 [Member]
FairValueMeasurementsLineItems [Line Items]
Derivative liability	0	0
Conversion Feature Of Debentures And Related Warrants [Member] \| Fair Value, Inputs, Level 2 [Member]
FairValueMeasurementsLineItems [Line Items]
Derivative liability	0	5,467,223
Conversion Feature Of Debentures And Related Warrants [Member] \| Fair Value, Inputs, Level 3 [Member]
FairValueMeasurementsLineItems [Line Items]
Derivative liability	0	0
Embedded Conversion Feature And Reset Provisions Of Notes [Member]
FairValueMeasurementsLineItems [Line Items]
Derivative liability	2,287,831	2,441,192
Embedded Conversion Feature And Reset Provisions Of Notes [Member] \| Fair Value, Inputs, Level 1 [Member]
FairValueMeasurementsLineItems [Line Items]
Derivative liability	0	0
Embedded Conversion Feature And Reset Provisions Of Notes [Member] \| Fair Value, Inputs, Level 2 [Member]
FairValueMeasurementsLineItems [Line Items]
Derivative liability	2,287,831	2,441,192
Embedded Conversion Feature And Reset Provisions Of Notes [Member] \| Fair Value, Inputs, Level 3 [Member]
FairValueMeasurementsLineItems [Line Items]
Derivative liability	$0	$0

1_Organization_and_Significant5

1. Organization and Significant Accounting Policies (Details Narrative) (USD $)	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Working capital	-6,146,936
Asset retirement obligation	190,705		$37,288
Options, warrants and stock awards
Antidilutive shares excluded from EPS	2,493,270	2,029,594

2_Oil_and_Gas_Properties_Held_2

2. Oil and Gas Properties, Held for Recession (Details) (USD $)	3 Months Ended		6 Months Ended		5 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	27-May-14	Dec. 31, 2013
Assets
Oil and gas properties	$0		$0			$5,698,563
Total assets rescinded	785,378		785,378			5,723,462
Liabilities
Long-term asset retirement obligation	190,705		190,705			37,288
Total Liabilities extinguished	6,337,906		6,337,906			14,951,944
Extinguishment of derivative liabilities related to convertible debentures	5,259,769		5,259,769
Gain on recession	3,915,707	0	3,915,707	0
Montecito
Assets
Oil and gas properties					5,698,563
Total assets rescinded					5,698,563
Liabilities
Accrued interest					1,364,181
Secured note payable					500,000
Convertible debentures					2,453,032
Long-term asset retirement obligation					37,288
Total Liabilities extinguished					4,354,501
Subtotal-loss on exchange of oil and gas properties for debt					-1,344,062
Extinguishment of derivative liabilities related to convertible debentures					5,259,769
Gain on recession					$3,915,707

3_Oil_and_Gas_Properties_Detai

3. Oil and Gas Properties (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Oil and gas properties	$762,941	$0
ADR Leases
Oil and gas properties	344,470	0
Sunwest leases
Oil and gas properties	$418,471	$0

4_Payable_to_Ironridge_Global_1

4. Payable to Ironridge Global IV, Ltd and Tarpon Bay Partners, LLC (Details Narrative) (USD $)	6 Months Ended
	Jun. 30, 2014	Dec. 31, 2013
Due to Ironridge	$140,876	$241,046
Due to Tarpon Bay Partners	1,078,578	0
Issuance of common stock in settlement of liabilities, amount	149,087
Ironridge
Issuance of common stock in settlement of liabilities, stock issued	391,000,000
Issuance of common stock in settlement of liabilities, amount	100,170
Tarpon Bay Partners
Issuance of common stock in settlement of liabilities, stock issued	310,026,000
Issuance of common stock in settlement of liabilities, amount	$48,917

5_Unsecured_Convertible_Promis2

5. Unsecured Convertible Promissory Notes Payable (Details-Unsecured debt schedule) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Debt Instrument [Line Items]
Carrying Value	$996,520	$929,964
Unsecured Convertible Promisorry Notes Payable [Member]
Debt Instrument [Line Items]
Unpaid Principal	1,212,691	1,040,706
Unamortized Discount	216,172	110,742
Carrying Value	996,520	929,964
Asher Enterprises, Inc [Member]
Debt Instrument [Line Items]
Unpaid Principal	110,160	111,900
Unamortized Discount	59,273	7,473
Carrying Value	50,887	104,427
GEL Properties, LLC [Member]
Debt Instrument [Line Items]
Unpaid Principal	126,280	149,000
Unamortized Discount	1,288	13,486
Carrying Value	124,992	135,514
Prolific Group, LLC [Member]
Debt Instrument [Line Items]
Unpaid Principal	77,900	79,900
Unamortized Discount	0	11,849
Carrying Value	77,900	68,051
Haverstock Master Fund, LTD And Common Stock, LLC [Member]
Debt Instrument [Line Items]
Unpaid Principal	317,476	289,906
Unamortized Discount	0	0
Carrying Value	317,476	289,906
Charles Volk [Member]
Debt Instrument [Line Items]
Unpaid Principal	125,000	125,000
Unamortized Discount	0	53,596
Carrying Value	125,000	71,404
Various Other Individuals and Entities [Member]
Debt Instrument [Line Items]
Unpaid Principal	73,977	285,000
Unamortized Discount	0	24,338
Carrying Value	73,977	260,662
Redwood Management [Member]
Debt Instrument [Line Items]
Unpaid Principal	193,115
Unamortized Discount	31,833
Carrying Value	161,282
AGS Capital Group [Member]
Debt Instrument [Line Items]
Unpaid Principal	25,000
Unamortized Discount	13,542
Carrying Value	11,458
Hanover Holdings [Member]
Debt Instrument [Line Items]
Unpaid Principal	31,500
Unamortized Discount	23,625
Carrying Value	7,875
LG Group [Member]
Debt Instrument [Line Items]
Unpaid Principal	70,669
Unamortized Discount	53,625
Carrying Value	17,044
IBC [Member]
Debt Instrument [Line Items]
Unpaid Principal	51,614
Unamortized Discount	32,986
Carrying Value	18,629
Magna Group [Member]
Debt Instrument [Line Items]
Unpaid Principal	10,000
Unamortized Discount	0
Carrying Value	$10,000

5_Unsecured_Convertible_Promis3

5. Unsecured Convertible Promissory Notes Payable (Details Narrative) (USD $)	6 Months Ended
	Jun. 30, 2014
Proceeds from unsecured convertible promissory notes	$332,764
Unsecured Convertible Promissory Notes [Member]
Interest expense from amortization of discounts	$267,334

6_Secured_Notes_Payable_Detail

6. Secured Notes Payable (Details-Schedule of notes) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Carrying Value	$533,040	$620,512
Secured Notes Payable [Member]
Unpaid Principal	533,040	645,015
Unamortized Discount	0	25,003
Carrying Value	533,040	620,512
Montecito Offshore LLC [Member]
Unpaid Principal	0	500,000
Unamortized Discount	0	0
Carrying Value	0	500,000
Bridge Loan [Member]
Unpaid Principal	0	40,000
Unamortized Discount	0	0
Carrying Value	0	40,000
What Happened LLC [Member]
Unpaid Principal	0	21,575
Unamortized Discount	0	0
Carrying Value	0	21,575
La Jolla Cove Investors Inc [Member]
Unpaid Principal	83,440	83,940
Unamortized Discount	0	25,003
Carrying Value	83,040	58,937
ADR Acquisition note [Member]
Unpaid Principal	125,000
Unamortized Discount	0
Carrying Value	125,000
Sunwest Group [Member]
Unpaid Principal	325,000
Unamortized Discount	0
Carrying Value	$325,000

6_Secured_Notes_Payable_Detail1

6. Secured Notes Payable (Details Narrative) (USD $)	6 Months Ended
6. Secured Notes Payable (Details Narrative) (USD $)	Jun. 30, 2014	Jun. 30, 2013
Issuance of common stock upon conversion of convertible debentures, amount	$900
La Jolla Cove Investors
Issuance of common stock upon conversion of convertible debentures, shares issued	13,444,444
Issuance of common stock upon conversion of convertible debentures, amount	900
Secured Notes Payable [Member]
Interest expense from amortization of discounts	$25,003	$41,380

7_Convertible_Debentures_Detai

7. Convertible Debentures (Details Narrative) (USD $)	3 Months Ended	6 Months Ended
7. Convertible Debentures (Details Narrative) (USD $)	Jun. 30, 2014	Jun. 30, 2014	Dec. 31, 2013
Debt Disclosure [Abstract]
Convertible debentures	$0	$0	$2,453,032
Gain on extinguishment of debt due to recession	$5,259,769	$5,259,769

8_Derivative_Liabilities_Detai

8. Derivative Liabilities (Details) (USD $)	6 Months Ended	12 Months Ended
8. Derivative Liabilities (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Liability, Fair Value	$2,287,831	$7,908,415
Conversion Feature [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Risk-free interest rate	0.13%	0.13%
Expected Volatility	462.00%	425.00%
Expected life (in years)	.12 to .95	.04 to .62
Expected dividend yield	0.00%	0.00%
Derivative Liability, Fair Value	2,287,596	7,896,892
Warrant [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Risk-free interest rate	0.13%	0.13%
Expected Volatility	462.00%	425.00%
Expected life (in years)	1.08 to 2.68	1.6 to 3.6
Expected dividend yield	0.00%	0.00%
Derivative Liability, Fair Value	$235	$11,523

8_Derivative_Liabilities_Detai1

8. Derivative Liabilities (Details Narrative) (USD $)	3 Months Ended	6 Months Ended
8. Derivative Liabilities (Details Narrative) (USD $)	Jun. 30, 2014	Jun. 30, 2014	Dec. 31, 2013
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Liability, Current	$2,287,831	$2,287,831	$7,908,415
Change in fair value of derivative liability	1,117,306	1,402,514
Additional derivative liabilities recognized during the period		756,491
Gain on extinguishment of debt due to recession	$5,259,769	$5,259,769

10_Stock_Options_and_Warrants_1

10. Stock Options and Warrants (Details-Options outstanding) (Options [Member], USD $)	6 Months Ended	12 Months Ended
	Jun. 30, 2014	Dec. 31, 2013
Options [Member]
Number of shares
Options outstanding, beginning balance	92,300
Granted or issued	0
Expired or forfeited	-8,400
Options outstanding, ending balance	83,900	92,300
Options exercisable	83,900
Weighted Average Exercise Price
Options outstanding, beginning balance	$33.52
Expired or forfeited	$121.43
Options outstanding, ending balance	$24.72	$33.52
Options exercisable	$24.72
Weighted Average Remaining Contractual Life
Options outstanding, ending balance	2 years 8 months 12 days	2 years 8 months 12 days
Aggregate Intrinsic Value
Intrinsic value, ending balance	$0	$0

10_Stock_Options_and_Warrants_2

10. Stock Options and Warrants (Details-Warrants outstanding) (Warrants [Member], USD $)	6 Months Ended	12 Months Ended
	Jun. 30, 2014	Dec. 31, 2013
Warrants [Member]
Number of Shares
Warrants outstanding, beginning balance	2,409,370
Warrants granted or issued	0
Warrants expired or forfeited	-37,400
Warrants outstanding, ending balance	2,371,970	2,409,370
Weighted Average Exercise Price
Warrants outstanding, beginning balance	$0.38
Warrants outstanding, ending balance	$0.38	$0.38
Weighted Average Remaining Contractual Life
Warrants outstanding, ending balance	1 year 10 months 24 days	2 years 4 months 24 days
Aggregate Intrinsic Value
Warrants outstanding, ending balance	$0	$0

11_Related_Party_Transactions_

11. Related Party Transactions (Details Narrative) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Surety Financial Group, LLC
Accounts payable, related parties	$110,300	$113,300
Pinkman
Accounts payable, related parties	$7,000	$7,000