Max Sound (MAXD) 10-Q/A 29 Jun 20 2020 Q1 Quarterly report (amended) Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2020	Jun. 29, 2020
Cover [Abstract]
Document Type	10-Q/A
Amendment Flag	false
Amendment Description	Added explanatory note in accordance with Release No. 34-88465.
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2020
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2020
Current Fiscal Year End Date	--12-31
Entity File Number	000-51886
Entity Registrant Name	MAX SOUND CORPORATION
Entity Central Index Key	0001353499
Entity Tax Identification Number	26-3534190
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	3525 Del Mar Heights Road # 802
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92130
City Area Code	(800)
Local Phone Number	327-6293
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		6,583,852,823

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Dec. 31, 2020	Mar. 31, 2020	Dec. 31, 2019
Current Assets
Cash	$ 34	$ 3,073	$ 34
Total  Assets	34	3,073
Current Liabilities
Accounts payable	735,845	782,767	735,845
Accrued expenses	1,725,327	1,873,405
Accrued expenses - related party	1,329,984	1,574,608
Judgement payable	819,626	819,626
Line of credit - related party	384,000	380,901
Convertible note payable	6,160,429	6,160,429
Total Current Liabilities	11,155,211	11,591,736
Commitments and Contingencies
Stockholders' Deficit
Preferred stock,  $0.0001 par value; 10,000,000 shares authorized, No shares issued and outstanding
Common stock,  $0.00001 par value; 10,000,000,000 shares authorized, 6,583,852,824 and 6,583,852,824 shares issued and outstanding, respectively	65,967	65,967
Additional paid-in capital	70,787,984	70,787,984
Treasury stock	(534,575)	(534,575)
Accumulated deficit	(81,474,653)	(81,908,139)
Total Stockholders' Deficit	(11,155,177)	(11,588,663)	(11,155,177)
Total Liabilities and Stockholders' Deficit	$ 34	3,073
Series A Preferred Stock [Member]
Stockholders' Deficit
Preferred stock,  $0.0001 par value; 10,000,000 shares authorized, No shares issued and outstanding		$ 100	$ 100

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2020	Dec. 31, 2019
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, shares authorized	10,000,000,000	10,000,000,000
Common stock, shares issued	6,583,852,824	6,583,852,824
Common stock, shares outstanding	6,583,852,824	6,583,852,824
Convertible Preferred Stock [Member]
Preferred stock, par value	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	10,000,000	10,000,000
Preferred stock, shares outstanding	10,000,000	10,000,000

Condensed Statements of Operati

Condensed Statements of Operations - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Income Statement [Abstract]
Revenue
Operating Expenses
General and administrative	30,755	44,002
Consulting		11,800
Professional fees	46,000	19,393
Website development		5,250
Compensation	126,000	126,000
Total Operating Expenses	202,755	206,445
Loss from Operations	(202,755)	(206,445)
Other Income / (Expense)
Interest expense	(138,439)	(117,508)
Interest expense - related party	(118,625)	(117,023)
Amortization of debt offering costs		(1,660)
Other income	26,333
Amortization of debt discount		(122,866)
Change in fair value of embedded derivative liability		(618,669)
Total Other Income / (Expense)	(230,731)	(977,726)
Provision for Income  Taxes
Net Loss	$ (433,486)	$ (1,184,171)
Net Loss Per Share  - Basic and Diluted	$ 0	$ 0
Weighted average number of shares outstanding during the year Basic and Diluted	6,583,852,824	6,573,852,824

Condensed Statement of Changes

Condensed Statement of Changes in Stockholders Equity - USD ($)	Preferred Stock [Member]Series A Preferred Stock [Member]	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Treasury Stock [Member]	Total
Balance,  December 31, 2018 at Dec. 31, 2018	$ 100		$ 65,867	$ 70,776,084	$ (93,595,670)	$ (534,575)	$ (23,288,194)
Shares, Issued, Beginning Balance at Dec. 31, 2018	10,000,000		6,573,852,824
Net loss					(1,184,171)		(1,184,171)
Balance,  March 31, 2019 at Mar. 31, 2019	$ 100		$ 65,867	70,776,084	(94,779,841)	(534,575)	(24,472,365)
Shares, Issued, Ending Balance at Mar. 31, 2019	10,000,000		6,573,852,824
Balance,  December 31, 2018 at Dec. 31, 2019	$ 100		$ 65,967	70,787,984	(81,474,653)	(534,575)	(11,155,177)
Shares, Issued, Beginning Balance at Dec. 31, 2019	10,000,000		6,583,852,824
Net loss					(433,486)		(433,486)
Balance,  March 31, 2019 at Mar. 31, 2020	$ 100		$ 65,967	$ 70,787,984	$ (81,908,139)	$ (534,575)	$ (11,588,663)
Shares, Issued, Ending Balance at Mar. 31, 2020	10,000,000		6,583,852,824

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Cash Flows From Operating Activities:
Net Loss	$ (433,486)	$ (1,184,171)
Adjustments to reconcile net loss to net cash used in operations
Amortization of debt offering costs	0	1,660
Amortization of debt discount	0	122,866
Change in fair value of derivative liability		618,669
Changes in operating assets and liabilities:
Increase in accounts payable	46,922	11,337
Increase in accrued expenses	148,078	129,904
Increase in accrued expenses - related party	244,625	243,023
Net Cash Used In Operating Activities	6,139	(56,712)
Net Cash Used In Investing Activities
Cash Flows From Financing Activities:
Proceeds from stockholder loans / lines of credit	24,500	56,512
Repayment from stockholder loans / lines of credit	(27,600)
Net Cash Provided by Financing Activities	(3,100)	56,512
Net Decrease in Cash	3,039	(200)
Cash at Beginning of Period	34	449
Cash at End of Period	3,073	249
Supplemental disclosure of cash flow information:
Cash paid for interest
Cash paid for taxes	$ 650

NOTE 1 SUMMARY OF SIGNIFICANT A

NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION	3 Months Ended
	Mar. 31, 2020
Accounting Policies [Abstract]
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION	(A) Organization and Basis of Presentation Max Sound Corporation (the "Company") was incorporated in Delaware on December 9, 2005, under the name 43010, Inc. The Company’s business operations are focused primarily on developing and launching audio technology software. Effective March 1, 2011, the Company filed with the State of Delaware a Certificate of Amendment of Certificate of Incorporation changing our name from So Act Network, Inc. to Max Sound Corporation. On August 9, 2016, the Company moved a level down from OTCQB to OTC Pink Current Information where it is within the continued standards and pricing requirements as found in Section 2 of the OTCQB Eligibility Standards. The Company’s services may re-apply at any time after a price increase to meet all the OTCQB Eligibility Standards to be moved back to the higher OTCQB marketplace. It is management's opinion, however, that all material adjustments (consisting of normal and recurring adjustments) have been made which are necessary for a fair financial statement presentation. The results for the interim period are not necessarily indicative of the results to be expected for the year. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on May 4, 2020. (B) Risks and Uncertainties In December 2019, a novel strain of coronavirus (COVID-19) emerged in Wuhan, Hubei Province, China. While initially the outbreak was largely concentrated in China and caused significant disruptions to its economy, it has now spread to several other countries and infections have been reported globally fiscal first quarter and potentially beyond. Because COVID-19 infections have been reported throughout the United States, certain federal, state and local governmental authorities have issued stay-at-home orders, proclamations and/or directives aimed at minimizing the spread of COVID-19. Additional, more restrictive proclamations and/or directives may be issued in the future. As a result, all of our office locations have been closed effective April 1, 2020. The ultimate impact of the COVID-19 pandemic on the Company’s operations is unknown and will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the COVID-19 outbreak, new information which may emerge concerning the severity of the COVID-19 pandemic, and any additional preventative and protective actions that governments, or the Company, may direct, which may result in an extended period of continued business disruption, reduced customer traffic and reduced operations. Any resulting financial impact cannot be reasonably estimated at this time but is anticipated to have a material adverse impact on our business, financial condition and results of operations. The measures taken to date will impact the Company’s business for the first quarter and potentially beyond. Management expects that all of its business segments, across all of its geographies, will be impacted to some degree, but the significance of the impact of the COVID-19 outbreak on the Company’s business and the duration for which it may have an impact cannot be determined at this time. (C) Use of Estimates In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates. (D) Cash and Cash Equivalents For purposes of the cash flow statements, the Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. As of March 31, 2020 and December 31, 2019, the Company had no (E) Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation is provided using the straight-line method over the estimated useful life of three to five years. (F) Research and Development The Company has adopted the provisions of FASB Accounting Standards Codification No. 350, Intangibles - Goodwill & Other . (G) Concentration of Credit Risk The Company at times has had cash in banks in excess of FDIC insurance limits. The Company had $ 0 (H) Revenue Recognition Effective January 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the commercial sales of products, licensing agreements and contracts by applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied. For the comparative periods, revenue has not been adjusted and continues to be reported under ASC 605 — Revenue Recognition. Under ASC 605, revenue is recognized when the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) the performance of service has been rendered to a customer or delivery has occurred; (3) the amount of fee to be paid by a customer is fixed and determinable; and (4) the collectability of the fee is reasonably assured. (I) Loss Per Share In accordance with accounting guidance now codified as FASB ASC Topic 260, “Earnings per Share,” The computation of basic and diluted loss per share for the three months ended March 31, 2020 and 2019, excludes the common stock equivalents of the following potentially dilutive securities because their inclusion would be anti-dilutive: March 31, March 31, 2020 2019 Stock Warrants (Exercise price -$ 0.25 .52 — 1,000,000 Stock Options (Exercise price - $ 0.00250 95,332,500 95,332,500 Convertible Debt (Exercise price - $ 0.0001 .00006 117,980,324,264 86,731,320,317 Series A Convertible Preferred Shares ($ 0.01 250,000,000 250,000,000 Total 118,325,656,764 87,077,652,817 The Company’s obligations to issue shares upon conversion of its outstanding convertible notes, the exercise of stock options and warrants and conversion of its preferred stock (the “Convertible Instruments”) at current market prices for its common stock exceeds by the 114,909,509,587 (J) Income Taxes The Company accounts for income taxes under FASB Codification Topic 740-10-25 (“ASC 740-10-25”) Income Taxes. Under ASC 740-10-25, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740-10-25, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. (K) Business Segments The Company operates in one segment and therefore no segment information is not presented. (L) Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Topic 842 affects any entity that enters into a lease, with some specified scope exemptions. The guidance in this Update supersedes Topic 840, Leases. The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For public companies, the amendments in this Update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We adopted the new standard effective January 1, 2019. The adoption of this guidance did not have a material impact on our financial statements. All other newly issued accounting pronouncements but not yet effective have been deemed either immaterial or not applicable. (M) Fair Value of Financial Instruments The carrying amounts on the Company’s financial instruments including accounts payable, derivative liability, convertible note payable, and note payable, approximate fair value due to the relatively short period to maturity for these instruments. We adopted accounting guidance for financial and non-financial assets and liabilities (ASC 820). The adoption did not have a material impact on our results of operations, financial position or liquidity. This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. This standard does not require any new fair value measurements, but rather applies to all other accounting pronouncements that require or permit fair value measurements. This guidance does not apply to measurements related to share-based payments. This guidance discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The guidance utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use. The following are the major categories of liabilities measured at fair value on a recurring basis: as of March 31, 2020 and December 31, 2019, using quoted prices in active markets for identical liabilities (Level 1); significant other observable inputs (Level 2); and significant unobservable inputs (Level 3): March 31, 2020 December 31, 2019 Fair Value Measurement Using Fair Value Measurement Using Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Derivative Liabilities — — — — — — — — On December 20, 2019, the Company removed the variable component and penalties related to its convertible debt and made it a fixed price. Therefore, as of March 31, 2020 there is no longer an existing derivative liability. (N) Stock-Based Compensation In December 2004, the FASB issued FASB Accounting Standards Codification No. 718, Compensation - Stock Compensation. Under FASB Accounting Standards Codification No. 718, companies are required to measure the compensation costs of share-based compensation arrangements based on the grant-date fair value and recognize the costs in the financial statements over the period during which employees are required to provide services. Share-based compensation arrangements include stock options, restricted share plans, performance-based awards, share appreciation rights and employee share purchase plans. As such, compensation cost is measured on the date of grant at their fair value. Such compensation amounts, if any, are amortized over the respective vesting periods of the option grant. The Company applies this statement prospectively. Equity instruments (“instruments”) issued to other than employees are recorded based on the fair value of the instruments, as required by FASB Accounting Standards Codification No. 718. FASB Accounting Standards Codification No. 505, Equity Based Payments to Non-Employees defines the measurement date and recognition period for such instruments. In general, the measurement date is when either a (a) performance commitment, as defined, is reached or (b) the earlier of (i) the non-employee performance is complete or (ii) the instruments are vested. The measured value related to the instruments is recognized over a period based on the facts and circumstances of each grant as defined in the FASB Accounting Standards Codification. (O) Reclassification Certain amounts from prior periods have been reclassified to conform to the current period presentation. These reclassifications had no impact on the Company's net loss or cash flows. (P) Derivative Financial Instruments Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments, and measurement of their fair value for accounting purposes. In determining the appropriate fair value, the Company uses the Black-Scholes option-pricing model. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt, the Company will continue its evaluation process of these instruments as derivative financial instruments. Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. In addition, the fair value of freestanding derivative instruments such as warrants, are also valued using the Black-Scholes option-pricing model. (Q) Original Issue Discount For certain convertible debt issued, the Company provides the debt holder with an original issue discount. The original issue discount is recorded to debt discount, reducing the face amount of the note and is amortized to interest expense over the life of the debt. (R) Debt Issue Costs and Debt Discount The Company may pay debt issue costs, and record debt discounts in connection with raising funds through the issuance of convertible debt. These costs are amortized to interest expense over the life of the debt. If a conversion of the underlying debt occurs, a proportionate share of the unamortized amounts is immediately expensed.

NOTE 2 GOING CONCERN

NOTE 2 GOING CONCERN	3 Months Ended
	Mar. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NOTE 2 GOING CONCERN	NOTE 2 GOING CONCERN As reflected in the accompanying condensed unaudited financial statements, the Company has an accumulated deficit of $ 81,908,139 11,588,663 11,588,663 As the Company continues to incur losses, transition to profitability is dependent upon the successful commercialization of its products and achieving a level of revenues adequate to support the Company’s cost structure. The Company may never achieve profitability, and unless and until it does, the Company will continue to need to raise additional cash. Management intends to fund future operations through additional private or public debt or equity offerings. Based on the Company’s operating plan, existing working capital at December 31, 2019 was not sufficient to meet the cash requirements to fund planned operations through December 31, 2020 without additional sources of cash. The Company continues to explore various financing alternatives, including debt and equity financings and strategic partnerships, as well as trying to generate revenue. However, at this time, the Company has no commitments to obtain any additional funds, and there can be no assurance such funds will be available on acceptable terms or at all. If the Company is unable to obtain additional funding and improve its operations, the Company’s financial condition and results of operations may be materially adversely affected, and the Company may not be able to continue operations. The COVID-19 pandemic may have an adverse impact on the Company’s ability to raise capital or to continue as a going concern. This raises substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern and do not include adjustments that might result from the outcome of this uncertainty.

NOTE 3 DEBT AND ACCOUNTS PAYABL

NOTE 3 DEBT AND ACCOUNTS PAYABLE	3 Months Ended
	Mar. 31, 2020
Debt Disclosure [Abstract]
NOTE 3 DEBT AND ACCOUNTS PAYABLE	NOTE 3 DEBT AND ACCOUNTS PAYABLE Debt consists of the following: As of March As of December 31, 2020 31, 2019 Line of credit– related party 380,901 $ 384,000 Accrued interest – related party 827,663 709,039 Accrued expenses – related party 746,945 620,945 Convertible debt - net 6,160,429 6,160,429 Total current debt 8,115,938 $ 7,874,413 Line of credit – related party Line of credit with the principal stockholder consisted of the following activity and terms: Principal Interest Rate Balance - December 31, 2019 402,472 — Borrowings during the three months ended March 31, 2020 24,500 — Interest accrual 3,741 — Repayments (27,600 ) — Balance – March 31, 2020 403,113 — Accounts payable consists of the following: As of March 31, As of December 31, Accounts Payable 782,767 $ 735,845 Total accounts payable 782,767 $ 735,845 (A) Convertible Debt The convertible notes in the amount of $ 6,160,429 Convertible debt consisted of the following activity and terms: Convertible Debt Balance as of December 31, 2019 6,160,429 4% - 12% Borrowings — Conversions — Convertible Debt Balance as of March 31, 2020 6,160,429 (B) Debt Issue Costs The following is a summary of the Company’s debt issue costs: Three Months Ended Three Month’s Ended March 31, 2020 March 31, 2019 Debt issue costs $ 362,423 362,423 Accumulated amortization of debt issue costs (362,423 ) (360,558 ) Debt issue costs – net $ — 1,865 During the three months ended March 31, 2020 and 2019 the Company amortized $ 0 1,660 (C) Debt Discount & Original Issue Discount The Company amortized $ 0 122,866 Three Months Ended Year Ended March 31, 2020 December 31, 2019 Debt discount $ 13,221,839 13,221,839 Accumulated amortization of debt discount (13,221,839 ) (13,221,839 ) Debt discount - Net $ — — (D) Line of Credit – Related Party During the three months ended March 31, 2020, the principal stockholder has advanced $24,500 and accrued $3,741 in interest and was repaid $27,600. The line of credit balance and accrued interest as of March 31, 2020 is $403,113.

NOTE 4 STOCKHOLDERS_ DEFICIT

NOTE 4 STOCKHOLDERS’ DEFICIT	3 Months Ended
	Mar. 31, 2020
Equity [Abstract]
NOTE 4 STOCKHOLDERS’ DEFICIT	NOTE 4 STOCKHOLDERS’ DEFICIT Stock Options The following tables summarize all option grants as of March 31, 2020, and the related changes during these periods are presented below: Weighted Average Remaining Weighted Average Contractual Life (In Number of Options Exercise Price Years) Outstanding – December 31, 2019 95,332,500 — Exercised — — — Forfeited or Canceled — — Outstanding – March 31, 2020 95,332,500 0.0025 0.25 Exercisable – March 31, 2020 95,332,500

NOTE 5 LITIGATION

NOTE 5 LITIGATION	3 Months Ended
	Mar. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
NOTE 5 LITIGATION	NOTE 5 LITIGATION On June 1, 2016, the Company was named as a defendant in an action filed in the Superior Court of the State of California, County of Los Angeles – Central District, captioned Adli Law Group, PC v. Max Sound Corporation (Case No. BC621886). Plaintiff alleges two causes of action for Breach of Contract and a cause of action for Common Counts, all arising out of the Company’s alleged failure to pay for Plaintiff’s legal services. Even though the Company was never served with the Complaint, default was entered against the Company. The Default has been set aside and the Company has responded to the Complaint with an Answer and Cross-Complaint for Breach of Contract, Professional Negligence, Breach of Fiduciary Duty, Conversion, and Fraud, due to the fact, that among other things, Adli Law reassigned the Company's primary patent to itself. The parties had begun the discovery phase of the litigation and the Judge had set a status hearing for January 19, 2018. On June 1, 2018, Adli filed a motion for summary judgment on numerous issues. One issue raised by Adli (at the very end of their motion and in only a single paragraph) was that Max Sound was a forfeited corporation and thus, “is foreclosed from prosecuting any action in California courts.” Adli did not raise this issue before filing its papers. Max Sound’s counsel, SML Avvocati, P.C. had since learned that the California Franchise Tax Board contended that Max Sound owed back taxes, hence the forfeiture. Max Sound hired a CPA tax specialist to assist with paying its outstanding taxes which the state finally agreed were approximately $8,000 instead of the $340,000 the state had arbitrarily wrongly calculated and the Company sought to obtain a revivor to cure its forfeited status and thus be able to regain its ability to both defend itself in this action and prosecute its counterclaims. However, despite working diligently with the hope of resolving this issue before the summary judgment motion hearing set for September 6, 2018, Max Sound had not resolved its issues with the state of California and had not yet obtained a revivor. As a result of this issue and glaring mistakes by the Company’s Counsel SML Avvocati, Max Sound had to respectfully request that the court grant a stay in the proceedings until Max Sound was able to obtain a revivor or, in the alternative, a continuance of all proceedings. A stay or continuance was necessary because Max Sound’s counsel would not be able to respond to the pending summary judgment motion (or any other substantive proceeding), and Max Sound would be unable to defend itself against this action or prosecute its cross-complaint until Max Sound’s forfeited status was cured. The court provided a summary default judgment in favor of Adli one day before Max Sound obtained a revivor. In response, the Company hired Klapach & Klapach, P.C. who filed an application for an extension to file an opening brief. The extension was granted, and the opening brief was filed April 26, 2019. Adli responded with a Respondent Brief, Appendix and Motion to Augment. Max Sound’s counsel filed a reply brief. In the conclusion of the brief, Max Sound’s counsel Mr. Klapach stated: “The trial court committed error in granting summary judgment in the Adli Firm’s favor. Based on the Adli Firm’s own evidence, there were triable issues of fact regarding the Adli Firm’s claims for unpaid fees. With respect to the Steele Litigation, nearly all of the unpaid invoices that the Adli Firm sought to recover were for legal services that were separately billed to Mr. Trammell for Mr. Trammell, Mr. Wolff, and Audio Genesis’s defense. The record also reflects that Dr. Adli orally agreed to look solely to Mr. Trammell and Mr. Wolff for payment of the Adli Firm’s fees. With respect to the patent prosecution representation, triable issues of fact existed as to whether the Adli Firm’s admitted error in identifying itself – instead of Max Sound – as the assignee of the MAXD patent was a material breach that excused Max Sound’s performance and/or entitled Max Sound to set off. With respect to the Cross-Complaint, the trial court erred in concluding that Max Sound lacked the capacity to sue when Max Sound had presented the court with a Certificate of Revivor prior to the summary judgment hearing. The trial court also erred in refusing to grant Max Sound a short continuance so that it could pay its outstanding taxes and obtain a Certificate of Revivor.” No assurance can be given as to the ultimate outcome of these actions or their effect on the Company however the Company is confident it will receive a reversal in of the Summary Judgment and ultimately succeed in its cross complaint against the Adli Firm.

NOTE 6 SUBSEQUENT EVENT

NOTE 6 SUBSEQUENT EVENT	3 Months Ended
	Mar. 31, 2020
Subsequent Events [Abstract]
NOTE 6 SUBSEQUENT EVENT	NOTE 6 SUBSEQUENT EVENT Subsequent to March 31, 2020 the principal stockholder has advanced $ 10,500

NOTE 1 SUMMARY OF SIGNIFICANT_2

NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Policies)	3 Months Ended
	Mar. 31, 2020
Accounting Policies [Abstract]
(A) Organization and Basis of Presentation	(A) Organization and Basis of Presentation Max Sound Corporation (the "Company") was incorporated in Delaware on December 9, 2005, under the name 43010, Inc. The Company’s business operations are focused primarily on developing and launching audio technology software. Effective March 1, 2011, the Company filed with the State of Delaware a Certificate of Amendment of Certificate of Incorporation changing our name from So Act Network, Inc. to Max Sound Corporation. On August 9, 2016, the Company moved a level down from OTCQB to OTC Pink Current Information where it is within the continued standards and pricing requirements as found in Section 2 of the OTCQB Eligibility Standards. The Company’s services may re-apply at any time after a price increase to meet all the OTCQB Eligibility Standards to be moved back to the higher OTCQB marketplace. It is management's opinion, however, that all material adjustments (consisting of normal and recurring adjustments) have been made which are necessary for a fair financial statement presentation. The results for the interim period are not necessarily indicative of the results to be expected for the year. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on May 4, 2020.
(B) Risks and Uncertainties	(B) Risks and Uncertainties In December 2019, a novel strain of coronavirus (COVID-19) emerged in Wuhan, Hubei Province, China. While initially the outbreak was largely concentrated in China and caused significant disruptions to its economy, it has now spread to several other countries and infections have been reported globally fiscal first quarter and potentially beyond. Because COVID-19 infections have been reported throughout the United States, certain federal, state and local governmental authorities have issued stay-at-home orders, proclamations and/or directives aimed at minimizing the spread of COVID-19. Additional, more restrictive proclamations and/or directives may be issued in the future. As a result, all of our office locations have been closed effective April 1, 2020. The ultimate impact of the COVID-19 pandemic on the Company’s operations is unknown and will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the COVID-19 outbreak, new information which may emerge concerning the severity of the COVID-19 pandemic, and any additional preventative and protective actions that governments, or the Company, may direct, which may result in an extended period of continued business disruption, reduced customer traffic and reduced operations. Any resulting financial impact cannot be reasonably estimated at this time but is anticipated to have a material adverse impact on our business, financial condition and results of operations. The measures taken to date will impact the Company’s business for the first quarter and potentially beyond. Management expects that all of its business segments, across all of its geographies, will be impacted to some degree, but the significance of the impact of the COVID-19 outbreak on the Company’s business and the duration for which it may have an impact cannot be determined at this time.
(C) Use of Estimates	(C) Use of Estimates In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates.
(D) Cash and Cash Equivalents	(D) Cash and Cash Equivalents For purposes of the cash flow statements, the Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. As of March 31, 2020 and December 31, 2019, the Company had no
(E) Property and Equipment	(E) Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation is provided using the straight-line method over the estimated useful life of three to five years.
(F) Research and Development	(F) Research and Development The Company has adopted the provisions of FASB Accounting Standards Codification No. 350, Intangibles - Goodwill & Other .
(G) Concentration of Credit Risk	(G) Concentration of Credit Risk The Company at times has had cash in banks in excess of FDIC insurance limits. The Company had $ 0
(H) Revenue Recognition	(H) Revenue Recognition Effective January 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the commercial sales of products, licensing agreements and contracts by applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied. For the comparative periods, revenue has not been adjusted and continues to be reported under ASC 605 — Revenue Recognition. Under ASC 605, revenue is recognized when the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) the performance of service has been rendered to a customer or delivery has occurred; (3) the amount of fee to be paid by a customer is fixed and determinable; and (4) the collectability of the fee is reasonably assured.
(I) Loss Per Share	(I) Loss Per Share In accordance with accounting guidance now codified as FASB ASC Topic 260, “Earnings per Share,” The computation of basic and diluted loss per share for the three months ended March 31, 2020 and 2019, excludes the common stock equivalents of the following potentially dilutive securities because their inclusion would be anti-dilutive: March 31, March 31, 2020 2019 Stock Warrants (Exercise price -$ 0.25 .52 — 1,000,000 Stock Options (Exercise price - $ 0.00250 95,332,500 95,332,500 Convertible Debt (Exercise price - $ 0.0001 .00006 117,980,324,264 86,731,320,317 Series A Convertible Preferred Shares ($ 0.01 250,000,000 250,000,000 Total 118,325,656,764 87,077,652,817 The Company’s obligations to issue shares upon conversion of its outstanding convertible notes, the exercise of stock options and warrants and conversion of its preferred stock (the “Convertible Instruments”) at current market prices for its common stock exceeds by the 114,909,509,587
(J) Income Taxes	(J) Income Taxes The Company accounts for income taxes under FASB Codification Topic 740-10-25 (“ASC 740-10-25”) Income Taxes. Under ASC 740-10-25, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740-10-25, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
(K) Business Segments	(K) Business Segments The Company operates in one segment and therefore no segment information is not presented.
(L) Recent Accounting Pronouncements	(L) Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Topic 842 affects any entity that enters into a lease, with some specified scope exemptions. The guidance in this Update supersedes Topic 840, Leases. The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For public companies, the amendments in this Update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We adopted the new standard effective January 1, 2019. The adoption of this guidance did not have a material impact on our financial statements. All other newly issued accounting pronouncements but not yet effective have been deemed either immaterial or not applicable.
(M) Fair Value of Financial Instruments	(M) Fair Value of Financial Instruments The carrying amounts on the Company’s financial instruments including accounts payable, derivative liability, convertible note payable, and note payable, approximate fair value due to the relatively short period to maturity for these instruments. We adopted accounting guidance for financial and non-financial assets and liabilities (ASC 820). The adoption did not have a material impact on our results of operations, financial position or liquidity. This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. This standard does not require any new fair value measurements, but rather applies to all other accounting pronouncements that require or permit fair value measurements. This guidance does not apply to measurements related to share-based payments. This guidance discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The guidance utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use. The following are the major categories of liabilities measured at fair value on a recurring basis: as of March 31, 2020 and December 31, 2019, using quoted prices in active markets for identical liabilities (Level 1); significant other observable inputs (Level 2); and significant unobservable inputs (Level 3): March 31, 2020 December 31, 2019 Fair Value Measurement Using Fair Value Measurement Using Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Derivative Liabilities — — — — — — — — On December 20, 2019, the Company removed the variable component and penalties related to its convertible debt and made it a fixed price. Therefore, as of March 31, 2020 there is no longer an existing derivative liability.
(N) Stock-Based Compensation	(N) Stock-Based Compensation In December 2004, the FASB issued FASB Accounting Standards Codification No. 718, Compensation - Stock Compensation. Under FASB Accounting Standards Codification No. 718, companies are required to measure the compensation costs of share-based compensation arrangements based on the grant-date fair value and recognize the costs in the financial statements over the period during which employees are required to provide services. Share-based compensation arrangements include stock options, restricted share plans, performance-based awards, share appreciation rights and employee share purchase plans. As such, compensation cost is measured on the date of grant at their fair value. Such compensation amounts, if any, are amortized over the respective vesting periods of the option grant. The Company applies this statement prospectively. Equity instruments (“instruments”) issued to other than employees are recorded based on the fair value of the instruments, as required by FASB Accounting Standards Codification No. 718. FASB Accounting Standards Codification No. 505, Equity Based Payments to Non-Employees defines the measurement date and recognition period for such instruments. In general, the measurement date is when either a (a) performance commitment, as defined, is reached or (b) the earlier of (i) the non-employee performance is complete or (ii) the instruments are vested. The measured value related to the instruments is recognized over a period based on the facts and circumstances of each grant as defined in the FASB Accounting Standards Codification.
(O) Reclassification	(O) Reclassification Certain amounts from prior periods have been reclassified to conform to the current period presentation. These reclassifications had no impact on the Company's net loss or cash flows.
(P) Derivative Financial Instruments	(P) Derivative Financial Instruments Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments, and measurement of their fair value for accounting purposes. In determining the appropriate fair value, the Company uses the Black-Scholes option-pricing model. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt, the Company will continue its evaluation process of these instruments as derivative financial instruments. Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. In addition, the fair value of freestanding derivative instruments such as warrants, are also valued using the Black-Scholes option-pricing model.
(Q) Original Issue Discount	(Q) Original Issue Discount For certain convertible debt issued, the Company provides the debt holder with an original issue discount. The original issue discount is recorded to debt discount, reducing the face amount of the note and is amortized to interest expense over the life of the debt.
(R) Debt Issue Costs and Debt Discount	(R) Debt Issue Costs and Debt Discount The Company may pay debt issue costs, and record debt discounts in connection with raising funds through the issuance of convertible debt. These costs are amortized to interest expense over the life of the debt. If a conversion of the underlying debt occurs, a proportionate share of the unamortized amounts is immediately expensed.

NOTE 1 SUMMARY OF SIGNIFICANT_3

NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Tables)	3 Months Ended
	Mar. 31, 2020
Accounting Policies [Abstract]
Summary of Significant Accounting Policies and Organization	March 31, March 31, 2020 2019 Stock Warrants (Exercise price -$ 0.25 .52 — 1,000,000 Stock Options (Exercise price - $ 0.00250 95,332,500 95,332,500 Convertible Debt (Exercise price - $ 0.0001 .00006 117,980,324,264 86,731,320,317 Series A Convertible Preferred Shares ($ 0.01 250,000,000 250,000,000 Total 118,325,656,764 87,077,652,817
Summary of Significant Accounting Policies and Organization - Fair Value of Financial Instruments	March 31, 2020 December 31, 2019 Fair Value Measurement Using Fair Value Measurement Using Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Derivative Liabilities — — — — — — — —

NOTE 3 DEBT AND ACCOUNTS PAYA_2

NOTE 3 DEBT AND ACCOUNTS PAYABLE (Tables)	3 Months Ended
	Mar. 31, 2020
Debt Disclosure [Abstract]
Summary of Convertible Debt	Debt consists of the following: As of March As of December 31, 2020 31, 2019 Line of credit– related party 380,901 $ 384,000 Accrued interest – related party 827,663 709,039 Accrued expenses – related party 746,945 620,945 Convertible debt - net 6,160,429 6,160,429 Total current debt 8,115,938 $ 7,874,413
Debt - Line of Credit With Principle Stockholder	Principal Interest Rate Balance - December 31, 2019 402,472 — Borrowings during the three months ended March 31, 2020 24,500 — Interest accrual 3,741 — Repayments (27,600 ) — Balance – March 31, 2020 403,113 —
Accounts Payable	Accounts payable consists of the following: As of March 31, As of December 31, Accounts Payable 782,767 $ 735,845 Total accounts payable 782,767 $ 735,845
Debt - Convertible Debt	Convertible debt consisted of the following activity and terms: Convertible Debt Balance as of December 31, 2019 6,160,429 4% - 12% Borrowings — Conversions — Convertible Debt Balance as of March 31, 2020 6,160,429
Debt - Debt Issue Costs	The following is a summary of the Company’s debt issue costs: Three Months Ended Three Month’s Ended March 31, 2020 March 31, 2019 Debt issue costs $ 362,423 362,423 Accumulated amortization of debt issue costs (362,423 ) (360,558 ) Debt issue costs – net $ — 1,865
Debt - Debt Discount	Three Months Ended Year Ended March 31, 2020 December 31, 2019 Debt discount $ 13,221,839 13,221,839 Accumulated amortization of debt discount (13,221,839 ) (13,221,839 ) Debt discount - Net $ — —

NOTE 4 STOCKHOLDERS_ DEFICIT (T

NOTE 4 STOCKHOLDERS’ DEFICIT (Tables)	3 Months Ended
	Mar. 31, 2020
Equity [Abstract]
Stockholders' Deficit- Summary of option activity	Weighted Average Remaining Weighted Average Contractual Life (In Number of Options Exercise Price Years) Outstanding – December 31, 2019 95,332,500 — Exercised — — — Forfeited or Canceled — — Outstanding – March 31, 2020 95,332,500 0.0025 0.25 Exercisable – March 31, 2020 95,332,500

Summary of Significant Accounti

Summary of Significant Accounting Policies and Organization (Details) - $ / shares	12 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Property, Plant and Equipment [Line Items]
Potentially dilutive securities	118,325,656,764	87,077,652,817
Preferred Stock [Member]
Property, Plant and Equipment [Line Items]
Potentially dilutive securities	250,000,000	250,000,000
Warrant [Member]
Property, Plant and Equipment [Line Items]
Potentially dilutive securities		1,000,000
Equity Option [Member]
Property, Plant and Equipment [Line Items]
Potentially dilutive securities	95,332,500	95,332,500
Convertible Debt Securities [Member]
Property, Plant and Equipment [Line Items]
Potentially dilutive securities	117,980,324,264	86,731,320,317
Equity Securities [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Exercise Price	$ 0.25	$ 0.25
Equity Securities [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Exercise Price	0.52	0.52
Equity Option [Member]
Property, Plant and Equipment [Line Items]
Exercise Price	0.00250	0.00250
Convertible Debt [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Exercise Price	0.0001	0.0001
Convertible Debt [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Exercise Price	0.00006	0.00006
Convertible Preferred Stock [Member]
Property, Plant and Equipment [Line Items]
Exercise Price	$ 0.01	$ 0.01

Summary of Significant Accoun_2

Summary of Significant Accounting Policies and Organization - Fair Value of Financial Instruments (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liabilities
Fair Value, Inputs, Level 1 [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liabilities
Fair Value, Inputs, Level 2 [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liabilities
Fair Value, Inputs, Level 3 [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liabilities

NOTE 1 SUMMARY OF SIGNIFICANT_4

NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Accounting Policies [Abstract]
Cash Equivalents	$ 0	$ 0
Excess of FDIC Insurance Limits	$ 0	$ 0
Common Stock Authorized But Unissued	114,909,509,587

NOTE 2 GOING CONCERN (Details N

NOTE 2 GOING CONCERN (Details Narrative) - USD ($)	12 Months Ended
	Mar. 31, 2020	Dec. 31, 2020	Dec. 31, 2019	Mar. 31, 2019	Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated Deficit	$ 81,908,139	$ 81,474,653
Stockholders Deficit	11,588,663	$ 11,155,177	$ 11,155,177	$ 24,472,365	$ 23,288,194
Working Capital Deficit	$ (11,588,663)

Summary of Convertible Debt (De

Summary of Convertible Debt (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Debt Disclosure [Abstract]
Line of credit– related party	$ 380,901	$ 384,000
Accrued interest – related party	827,663	709,039
Accrued expenses – related party	746,945	620,945
Convertible debt - net	6,160,429	6,160,429
Total current debt	$ 8,115,938	$ 7,874,413

Debt - Line of Credit With Prin

Debt - Line of Credit With Principle Stockholder (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2020	Dec. 31, 2019
Line of Credit Facility [Line Items]
Ending Balance, Line of Credit	$ 380,901	$ 380,901		$ 384,000
Borrowings during period		24,500	$ 56,512
Repayments		(27,600)
Principle Stockholder
Line of Credit Facility [Line Items]
Ending Balance, Line of Credit	403,113	$ 403,113			$ 402,472
Borrowings during period	24,500
Interest accrual	3,741
Repayments	$ (27,600)

Accounts Payable (Details)

Accounts Payable (Details) - USD ($)	Dec. 31, 2020	Mar. 31, 2020	Dec. 31, 2019
Debt Disclosure [Abstract]
Accounts Payable	$ 735,845	$ 782,767	$ 735,845
Total accounts payable		$ 782,767	$ 735,845

Debt - Convertible Debt (Detail

Debt - Convertible Debt (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Dec. 31, 2018
Debt Instrument [Line Items]
Long-term Debt, Gross	$ 6,160,429
Proceeds from Convertible Debt
Debt Conversion, Converted Instrument, Amount
Long-term Debt, Gross	$ 6,160,429
Minimum [Member]
Debt Instrument [Line Items]
Convertible Debt Beginning Balance, Interest Rate		4.00%
Maximum [Member]
Debt Instrument [Line Items]
Convertible Debt Beginning Balance, Interest Rate		12.00%

Debt - Debt Issue Costs (Detail

Debt - Debt Issue Costs (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Debt Disclosure [Abstract]
Debt issue costs	$ 362,423	$ 362,423
Accumulated amortization of debt issue costs	(362,423)	(360,558)
Debt issue costs – net		$ (1,865)

Debt - Debt Discount (Details)

Debt - Debt Discount (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Debt Disclosure [Abstract]
Debt discount	$ 13,221,839	$ 13,221,839
Accumulated amortization of debt discount	(13,221,839)	(13,221,839)
Debt discount - Net

NOTE 3 DEBT AND ACCOUNTS PAYA_3

NOTE 3 DEBT AND ACCOUNTS PAYABLE (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Debt Disclosure [Abstract]
Convertible Notes Oustanding	$ 6,160,429
Amortization of Debt Discount Expense	0	$ 1,660
Amortization of debt discount expense	$ 0	$ 122,866
Line of Credit Terms	During the three months ended March 31, 2020, the principal stockholder has advanced $24,500 and accrued $3,741 in interest and was repaid $27,600. The line of credit balance and accrued interest as of March 31, 2020 is $403,113.

Stockholders' Deficit- Summary

Stockholders' Deficit- Summary of option activity (Details) - $ / shares	3 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Equity [Abstract]
Outstanding, Number of Options, Ending Balance	95,332,500	95,332,500
Oustanding, Weighted Average Exercise Price, End of Period	$ 0.0025
Exercised, Number of Options
Exercised, Weighted Average Exercise Price
Forfeited or Cancelled, Number of Options
Forfeited or Cancelled, Weighted Average Exercise Price
Outstanding, Weighted Average Contractual Life Remaining, End of Period	3 months
Exercisable, Number of Options, End of Period	95,332,500

NOTE 6 SUBSEQUENT EVENT (Detail

NOTE 6 SUBSEQUENT EVENT (Details Narrative)	3 Months Ended
	Jun. 26, 2020USD ($)
Subsequent Events [Abstract]
Advance under terms of Line of Credit Agreement	$ 10,500