STW Resources Holding (STWS) Inactive 10-K3 Apr 152014 FY Annual reportFinancial data

Company Profile

Document_and_Entity_Informatio

Document and Entity Information (USD $)	12 Months Ended
Document and Entity Information (USD $)	Dec. 31, 2014	Apr. 02, 2015	Jun. 30, 2014
Document And Entity Information
Entity Registrant Name	STW RESOURCES HOLDING CORP.
Entity Central Index Key	1357838
Document Type	10-K
Document Period End Date	31-Dec-14
Amendment Flag	FALSE
Current Fiscal Year End Date	-19
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$12,894,724
Entity Common Stock, Shares Outstanding		31,683,150
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2014

Condensed_Consolidated_Balance

Condensed Consolidated Balance Sheets (USD $)	Dec. 31, 2014	Dec. 31, 2013
Current assets
Cash	$123,629	$17,301
Accounts receivable	3,710,180	532,910
Accounts receivable from related parties	519,789
Deferred Project Costs	480,000
Prepaid expenses and other current assets	344,525	33,370
Total current assets	5,178,123	583,581
Property and equipment, net	1,437,999	746,638
Other Assets
Deferred loan costs, net	97,121	185,428
TOTAL ASSETS	6,713,243	1,515,647
Current liabilities
Bank overdraft		30,468
Accounts payable	4,523,265	1,256,043
Payable to related parties:
Black Pearl Energy, LLC	1,371,305	139,763
Crown Financial, LLC	2,035,495
Dufrane Nuclear, Inc.		132,490
Accrued compensation - officers	873,380	584,666
Current portion of notes payable, net of discounts, $1,700,394 and $854,928 payable to related parties	5,890,414	4,668,492
Sales and payroll taxes payable	2,671,843	350,074
Insurance premium finance contract payable	208,271
Accrued expenses and interest	1,769,117	1,839,439
Deferred Revenue	680,000
Accrued compensation	643,777	285,190
Accrued board compensation	496,067	491,724
Fees payable in common stock, including $1,173,500 payable to related parties	2,783,711	231,897
Stock subscriptions payable	27,000	310,000
Derivative liability	802,340	1,630,985
Total current liabilities	24,775,985	11,951,231
Notes payable, net of discount and current portion, related parties	2,825,295	2,623,009
Total liabilities	27,601,280	14,574,240
Stockholders' deficit
Preferred stock, par value $0.001 per share, 10,000,000 shares authorized, no shares issued and outstanding as of December 31, 2014 and December 31, 2013
Common stock $0.001 par value 191,666,667 shares authorized, 28,194,953 and 18,542,642 shares issued and outstanding as of December 31, 2014 and 2013, respectively	28,197	18,543
Additional paid-in capital	18,383,411	11,324,131
Accumulated deficit	-39,112,171	-24,355,343
Total Stockholders' Deficit of STW Resources	-20,700,563	-13,012,669
Non-controlling interest in subsidiary	-187,474	-45,924
Total Stockholders' Deficit	-20,888,037	-13,058,593
Total Liabilities and Stockholders' Deficit	$6,713,243	$1,515,647

Condensed_Consolidated_Balance1

Condensed Consolidated Balance Sheets (Parenthetical) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Current liabilities
Notes payable to related parties	$1,700,394	$854,928
Fees payable to related parties	$1,173,500
Shareholders' equity (deficit)
Preferred stock, par value	$0.00	$0.00
Preferred stock, authorized shares	10,000,000	10,000,000
Preferred stock, issued shares	0	0
Preferred stock, outstanding shares	0	0
Common stock, par value	$0.00	$0.00
Common stock, authorized shares	191,666,667	41,666,667
Common stock, issued shares	28,194,953	18,542,642
Common stock, outstanding shares	28,194,953	18,542,642

Condensed_Consolidated_Stateme

Condensed Consolidated Statements of Operations (USD $)	12 Months Ended
Condensed Consolidated Statements of Operations (USD $)	Dec. 31, 2014	Dec. 31, 2013
Revenues
Contract and service revenues	$16,528,759	$1,598,081
Service revenues from related party	2,079,269	347,550
Total revenues	18,608,028	1,945,631
Costs of Revenues	17,553,588	1,675,314
Gross Profit	1,054,440	270,317
Operating Expenses
Research and Development	156,346	80,556
Sales and marketing	1,014,997	37,066
General and administrative	12,407,485	3,406,438
Depreciation	237,915	60,380
Total operating expenses	13,816,743	3,584,440
Loss from operations	-12,762,303	-3,314,123
Other Income (Expense)
Interest expense	-2,119,261	-1,205,338
Loss on disposition of property and equipment	-44,820
Gain on Debt Settlement - Brooks	123,898
Change in derivative liability	-95,892	-2,561,918
Net Loss	-14,898,378	-7,081,379
Less: Share of net loss of subsidiary attributable to non-controlling interest	-141,550	-48,424
Net Loss of STW Resources	($14,756,828)	($7,032,955)
Loss per common share - basic and diluted	($0.60)	($0.42)
Weighted average shares outstanding - basic and diluted	24,721,493	16,665,400

Consolidated_Statements_of_Sto

Consolidated Statements of Stockholders' Deficit (USD $)	CommonStockMember	Additional Paid In Capital	Accumulated Deficit [Member]	Non-Controlling Interest	Total
Beginning balance, Amount at Dec. 31, 2012	$16,053	$8,147,864	($17,322,388)		($9,158,471)
Beginning Balance, Shares at Dec. 31, 2012	16,051,435
Conversion of accrued interest on 12% convertible notes to common shares, Shares	58,853
Conversion of accrued interest on 12% convertible notes to common shares, Amount	59	21,128			21,187
Conversion of 12% convertible notes to common shares, Shares	125,063
Conversion of 12% convertible notes to common shares, Amount	125	44,897			45,022
Value of warrants issued for loan fee		171,996			171,996
Value of warrants issued with notes payable		65,555			65,555
Shares issued to board members as directors fees, Shares	762,500
Shares issued to board members as directors fees, Amount	762	273,738			274,500
Shares issued to advisory board members as fees, Shares	78,125
Shares issued to advisory board members as fees, Amount	78	28,047			28,125
Shares issued for consulting services, Shares	1,083,333
Shares issued for consulting services, Amount	1,083	432,917			434,000
Reclassification of derivative liability due to increase share authorization		1,977,372			1,977,372
Shares issued as employment signing bonuses, shares	383,333
Shares issued as employment signing bonus, amount	383	160,617			161,000
Non-controlling interest investment in subsidiary				2,500	2,500
Value of derivative associated with converted notes payable
Net Loss for the period			-7,032,955	-48,424	-7,081,379
Ending Balance, Amount at Dec. 31, 2013	18,543	11,324,131	-24,355,343	-45,924	-13,058,593
Ending Balance, Shares at Dec. 31, 2013	18,542,642
Value of warrants issued with notes payable		26,710			26,710
Shares issued to board members as directors fees, Shares	930,261
Shares issued to board members as directors fees, Amount	930	557,227			558,157
Shares issued for consulting services, Amount					788,625
Reclassification of derivative liability due to increase share authorization
Shares issued upon conversion of notes payable and accrued interest, Shares	3,068,004
Shares issued upon conversion of notes payable and accrued interest, Amount	3,069	1,849,007			1,852,076
Shares issued upon extension of notes payable, Shares	124,818
Shares issued upon extension of notes payable, Amount	125	68,491			68,616
Shares issued for conversion of accrued paid in kind interest, Shares	946,535
Shares issued for conversion of accrued paid in kind interest, Amount	947	539,830			540,777
Shares issued to consultants, Shares	788,625
Shares issued to consultants, Amount	789	774,786			775,575
Shares issued to employees as compensation, Shares	981,875
Shares issued to employees as compensation, Amount	982	1,010,393			1,011,375
Shares issued as charitable contribution, Shares	166,667
Shares issued as charitable contribution, Amount	167	109,833			110,000
Shares issued from common stock payable, Shares	333,333
Shares issued from common stock payable, Amount	333	159,667			160,000
Shares issued in connection with unit stock offering, Shares	2,311,875
Shares issued in connection with unit stock offering, Amount	2,312	1,219,187			1,221,499
Shares issued in connection with reverse stock split rounding, Shares	318
Shares issued in connection with reverse stock split rounding, Amount
Value of derivative associated with converted notes payable		694,149			694,149
Value of conversion feature of note		50,000			50,000
Net Loss for the period			-14,756,828	-141,550	-14,898,378
Ending Balance, Amount at Dec. 31, 2014	$28,197	$18,383,411	($39,112,171)	($187,474)	($20,888,037)
Ending Balance, Shares at Dec. 31, 2014	28,194,953

Consolidated_Statements_of_Cas

Consolidated Statements of Cash Flows (USD $)	12 Months Ended
Consolidated Statements of Cash Flows (USD $)	Dec. 31, 2014	Dec. 31, 2013
Cash flows from operating activities
Net Loss	($14,898,378)	($7,081,379)
Adjustments to reconcile net loss of STW Resources to net cash used in operations operating activities:
Depreciation	237,915	60,380
Change in fair value of derivative liability	95,892	2,561,918
Loss on disposition of property and equipment	44,820
Financing costs of notes payable	69,299
Change in fair value of debt instruments converted to equity	-272,980
Amortization of discount and debt issuance costs	230,723	164,549
Share-based compensation	5,079,879	826,897
Changes in operating assets and liabilities:
(Increase) Decrease in accounts receivable	-3,177,270	-527,870
(Increase) Decrease in deferred project costs	-480,000
(Increase) Decrease in prepaid expense	-311,155	55,567
Increase (Decrease) in accounts payable	3,267,222	459,649
Increase (Decrease) in sales and payroll taxes payable	2,321,769	350,074
Increase (Decrease) in insurance premium contract payable	208,271
Increase (Decrease) in deferred revenue	680,000	-97,346
Increase (Decrease) in accrued compensation	358,587	157,525
Increase (Decrease) in accrued expenses and interest	1,335,378	976,613
Increase (Decrease) in accrued board compensation		559,349
Net cash used in operating activities	-5,210,028	-1,534,074
Cash flows used in investing activities
Purchases of vehicles and equipment	-927,180	-608,372
Net cash used in investing activities	-927,180	-608,372
Cash flows provided from financing activities
Bank overdraft (repayment)	-30,468	30,468
Stock subscriptions payable	27,000	310,000
Related party accounts receivables	-435,759
Related party accounts payables, credit facilities, notes, and advances	3,998,260	568,985
Proceeds from notes payable	1,812,137	1,320,611
Principal payments on notes payable	-349,134	-97,662
Proceeds from issuance of common stock	1,221,500
Non-controlling interest contributions		2,500
Debt issuance costs		-35,025
Net cash provided from financing activities	6,243,536	2,099,877
Net increase (decrease) in cash	106,328	-42,569
Cash at beginning of year	17,301	59,870
Cash at end of year	123,629	17,301
Supplemental cash flow information:
Cash paid for interest	29,397	10,413
Non-cash investing and financing activities:
Value of warrants issued as debt issuance costs	26,710	171,996
Value of common shares issued from stock subscriptions payable	160,000
Value of common shares issued as a charitable contribution	110,000
Value of warrants issued with revenue participation notes payable		65,555
Value of common shares issued to board and advisory board for accrued fees	558,157	302,625
Value of common shares issued to consultants	775,575	434,000
Value of common shares issued to employees as compensation	1,011,375	161,000
Value of property, plant & equipment acquired with long term debt		247,004
Value of common shares issued as consideration for extension of notes payable term	68,616
Reclassification of derivative liability due to increased share authorization		1,977,372
Notes and interest settled in stock		66,209
Value of shares issued upon conversion of notes payable and accrued interest	1,852,076
Value of beneficial conversion feature of note payable	50,000
Value of derivative associated with converted notes payable	694,149
Value of common shares issued in payment of accrued PIK interest	$540,777

Nature_of_the_Business_and_Sig

Nature of the Business and Significant Accounting Policies

12 Months Ended

Dec. 31, 2014

Notes to Financial Statements

Nature of the Business and Significant Accounting Policies

History of the Company

STW Resources Holding Corp. (“STW” or the “Company”, is a corporation formed to utilize state of the art water reclamation technologies to reclaim fresh water from highly contaminated oil and gas hydraulic fracture flow-back salt water that is produced in conjunction with the production of oil and gas. STW has been working to establish contracts with oil and gas operators for the deployment of multiple water reclamation systems throughout Texas, Arkansas, Louisiana and the Appalachian Basin of Pennsylvania and West Virginia. STW, in conjunction with energy producers, operators, various state agencies and legislators, is working to create an efficient and economical solution to this complex problem. The Company is also evaluating the deployment of water processing technologies in the municipal wastewater and potable water industry. The Company is also involved in the desalination of brackish water and seawater for industrial and municipal use.

The Company’s operations are located in the United States of America and the principal executive offices are located at 3424 South County Road 1192, Midland, Texas 79706.

Formation of New Subsidiaries

Effective April 16, 2014, the Company formed another new subsidiary, STW Water Process & Technologies, LLC (“Water Process”), a Texas limited liability company. The Company is the sole member of Water Process, owning 100% of the membership interest in such entity, which is managed by its members.

Consolidation policy

The consolidated financial statements for the years ended December 31, 2014 and 2013 include the accounts of the Company and its wholly owned subsidiaries, STW Resources, Inc., STW Oilfield Construction LLC, STW Pipeline Maintenance Construction, LLC, STW Water Process & Technologies, LLC, and 75% owned subsidiary of STW Energy Services, LLC. All significant intercompany transactions and balances have been eliminated in consolidation.

Reclassifications

Certain reclassifications were made to the prior year consolidated financial statements to conform to the current year presentation. There was no change to reported net loss.

Non-Controlling interest

On June 25, 2013, the Company invested in a 75% limited liability company (“LLC”) interest in STW Energy Services, LLC (“STW Energy”). The non-controlling interest in STW Energy is held by Crown Financial, LLC, a Texas Limited Liability Company (“Crown” or “Crown Financial”).

Going Concern and Management's Plans

The Company’s consolidated financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company had an accumulated deficit of $39,112,171 as of December 31, 2014, and as of that date was delinquent in payment of $2,594,128 of sales and payroll taxes. As of December 31, 2014, $3,192,305 of notes payable are in default. Since its inception in January 2008 through December 31, 2014, management has raised equity and debt financing of approximately $18,000,000 to fund operations and provide working capital. The cash resources of the Company are insufficient to meet its planned business objectives without additional financing. These and other factors raise substantial doubt about the Company’s ability to continue as a going concern.

Management has undertaken steps as part of a plan to improve operations with the goal of sustaining our operations for the next twelve months and beyond. These steps include (a) raising additional capital and/or obtaining financing; (b) executing contracts with oil and gas operators and municipal utility districts; and (c) controlling overhead and expenses.

There can be no assurance that the Company can successfully accomplish these steps and it is uncertain that the Company will achieve a profitable level of operations and obtain additional financing. There can be no assurance that any additional financing will be available to the Company on satisfactory terms and conditions, if at all.

The accompanying consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.

Use of Estimates

Consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States require management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Among other things, management has estimated the collectability of its accounts receivable, the valuation of long lived assets, the assumptions used to calculate its derivative liabilities, and equity instruments issued for financing and compensation. Actual results could differ from those estimates.

Concentration of Credit Risk

A financial instrument that potentially subjects the Company to concentration of credit risk is cash. The Company places its cash with financial institutions deemed by management to be of high credit quality. The Federal Deposit Insurance Corporation (“FDIC”) provides basic deposit coverage with limits to $250,000 per owner. At December 31, 2014, there were no uninsured deposits.

The Company anticipates entering into long-term, fixed-price contracts for its services with select oil and gas producers and municipal utilities. The Company will control credit risk related to accounts receivable through credit approvals, credit limits and monitoring procedures.

As of December 31, 2014, three vendors accounted for 20% of total accounts payable. During the year ended December 31, 2014, two vendors accounted for 69% of total purchases. As of December 31, 2013, three vendors accounted for 64% of total accounts payable. During the year ended December 31, 2013, two vendors accounted for 28% of total purchases.

As of December 31, 2014, three customers accounted for 43%, 11% and 3% of accounts receivable. During the year ended December 31, 2014, three customers accounted for 39%, 11% and 7% of total revenues. As of December 31, 2013, three customers accounted for 42%, 17% and 17% of accounts receivable. During the year ended December 31, 2013, three customers accounted for 27%, 22% and 17% of total revenues.

Fair Value of Financial Instruments

Accounting Standards Codification (“ASC”) 820 defines “fair value” as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.

The Company’s financial instruments consist of cash, accounts receivable, convertible notes payable, accounts payable, accrued expenses and derivative liabilities. The carrying value for all such instruments except convertible notes payable and derivative liabilities approximates fair value due to the short-term nature of the instruments. Our derivative liabilities are recorded at fair value (see Note 6).

We determine the fair value of our financial instruments based on a three-level hierarchy for fair value measurements under which these assets and liabilities must be grouped, based on significant levels of observable or unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect management’s market assumptions. This hierarchy requires the use of observable market data when available. These two types of inputs have created the following fair-value hierarchy:

Level 1 — Valuations based on unadjusted quoted market prices in active markets for identical securities.

Level 2 — Valuations based on observable inputs (other than Level 1 prices), such as quoted prices for similar assets at the measurement date; quoted prices in markets that are not active; or other inputs that are observable, either directly or indirectly.

Level 3 — Valuations based on inputs that are unobservable and significant to the overall fair value measurement, and involve management judgment.

If the inputs used to measure fair value fall in different levels of the fair value hierarchy, a financial security’s hierarchy level is based upon the lowest level of input that is significant to the fair value measurement.

The Company’s finance department is responsible for performing the valuation of financial instruments, including Level 3 fair values. The valuation processes and results are reviewed and approved by the CFO at least once every quarter, in line with the Company’s quarterly and annual reporting dates. Valuation results are discussed with the Audit Committee as part of its quarterly review and annual audit of the Company’s financial statements.

The fair value the 12% convertible debentures was estimated using the Black Scholes Merton method, which approximates the Binomial Lattice valuation model. Significant observable and unobservable inputs include stock price, exercise price, annual risk free rate, term, and expected volatility, and were classified within Level 3 of the valuation hierarchy. An increase or decrease in these inputs could significantly increase or decrease the fair value of the warrant.

Our derivative liabilities consist of embedded conversion features on debt and price protection features on warrants, which are classified as Level 3 liabilities. We use Black-Scholes to determine the fair value of these instruments (see Note 6).

Management has used the Black Scholes Merton model to estimate fair value of derivative instruments. Management believes that as a result of the relatively short term nature of the warrants and convertibility features, a lattice model would not result in a materially different valuation.

The following table presents certain financial instruments measured and recorded at fair value in the Company’s consolidated balance sheets on a recurring basis and their level within the fair value hierarchy as of December 31, 2014 and 2013.

Fair value of Derivative Liabilities:

Level 1

Level 2

Level 3

Total

31-Dec-14

802,340

31-Dec-13

1,630,985

Accounting for Derivative Liabilities

The Company evaluates stock options, stock warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under the relevant sections of ASC Topic 815-40, “Derivative Instruments and Hedging: Contracts in Entity’s Own Equity ” (“ASC Topic 815-40”). The result of this accounting treatment could be that the fair value of a financial instrument is classified as a derivative instrument and is marked-to-market at each balance sheet date and recorded as a liability. The change in fair value is recorded in the statement of operations as other income or other expense.

Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Financial instruments that are initially classified as equity that become subject to reclassification under ASC Topic 815-40 are reclassified to a liability account at the fair value of the instrument on the reclassification date.

Certain of the Company’s embedded conversion features on debt, price protection features on outstanding warrants are treated as derivatives for accounting purposes. The common stock purchase warrants were not issued with the intent of effectively hedging any future cash flow, fair value of any asset or liability. The warrants do not qualify for hedge accounting, and as such, the changes in the fair value of these warrants are recognized currently in earnings until such time as the warrants are exercised, expired or waived. These common stock purchase warrants do not trade in an active securities market. The Company estimates the fair value of these warrants and embedded conversion features as derivative liabilities contracts using Black-Scholes (see Note 6).

Equity Instruments Issued to Non-Employees for Acquiring Goods or Services

Issuances of the Company’s common stock for acquiring goods or services are measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The measurement date for the fair value of the equity instruments issued to consultants or vendors is determined at the earlier of (i) the date at which a commitment for performance to earn the equity instruments is reached (a “performance commitment” which would include a penalty considered to be of a magnitude that is a sufficiently large disincentive for nonperformance) or (ii) the date at which performance is complete. When it is appropriate for the Company to recognize the cost of a transaction during financial reporting periods prior to the measurement date, for purposes of recognition of costs during those periods, the equity instrument is measured at the then-current fair values at each of those interim financial reporting dates.

Long-lived Assets and Intangible Assets

In accordance with ASC 350-30, the Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such factors and circumstances exist, the Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amount. Impairment, if any, is based on the excess of the carrying amount over the fair value, based on market value when available, or discounted expected cash flows, of those assets and is recorded in the period in which the determination is made.

The Company had no such asset impairments at December 31, 2014 or 2013. There can be no assurance, however, that market conditions will not change or demand for the Company’s products under development will continue. Either of these could result in future impairment of long-lived assets.

Revenue Recognition

Services Revenues from Master Services Agreements

During the years ended December 31, 2014 and 2013, the Company entered into Master Services Agreements (“MSA”) with several major oil & gas companies. These MSAs contract the Company to provide a range of oil & gas support services including oilfield site construction and maintenance, pipeline maintenance, oil rig cleaning, site preparation, energy support services, and other oil & gas support services. The Company bills these customers pursuant to purchase orders issued under the MSAs. The revenues billed include hourly labor fees and equipment usage fees. The Company realizes revenues from these contracts as the services are performed and signed off by the customer; revenues are recognized when collectability of the receivable is reasonably assured and amounts are fixed and determinable.

During the year ended December 31, 2014, the Company recognized $18,227,371 of revenues from its oil & gas and water reclamation services contracts, of which $2,079,269 were revenue from related parties. During the year ended December 31, 2013, the Company recognized $1,408,896 of revenues from these services contracts, of which $347,550 were revenue from related parties.

Services Revenues from Water Reclamation Services

The Company provides customized water reclamation services. STW’s core expertise is an understanding of water chemistry and its application to the analysis and remediation of complex water reclamation issues. STW provides a complete solution throughout all phases of a water reclamation project including analysis, design, evaluation, implementation and operations. Revenues are recognized when the services are performed or the equipment is delivered to the customer. During the years ended December 31, 2014 and 2013, the Company realized $380,657 and $2,735, respectively, of revenues from services and product sales of its water reclamation business segment.

Contract Revenue and Cost Recognition on Engineering and Design Services

During the year ended December 31, 2013, the Company completed a contract to design, build and deliver a proprietary water desalinization facility to produce 700,000 gallons of water a day by converting brackish well water into the equivalent of rain water to maintain the greens and fairways of the Ranchland Hills Golf Club in Midland, Texas. The Company recognizes revenue on a contract once the services or products are delivered or completed and accepted by the customer. This is based on a thorough analysis of the written contract. Revenues from these contracts are recognized when the customer has passed credit tests and collection is reasonable assured and amounts are fixed and determinable. During the year ended December 31, 2013, the Company realized $534,000 of contract revenues from this project.

Business Segments

The Company has three reportable segments, (1) water reclamation services, (2) oil & gas services, and (3) corporate operations. Segment information is reported in Note 11.

Income Taxes

In accordance with 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 the period that includes the enactment date.

The Company established a valuation allowance based upon the potential likelihood of realizing the deferred tax asset in the future tax consequences. Changes in circumstances, such as the Company generating taxable income, could cause a change in judgment about the realizability of the related deferred tax asset. Any change in the valuation allowance will be included in income in the year of the change in estimate.

The Company has adopted the provisions set forth in FASB ASC Topic 740, to account for uncertainty in income taxes. In the preparation of income tax returns in federal and state jurisdictions, the Company asserts certain tax positions based on its understanding and interpretation of the income tax law. The taxing authorities may challenge such positions, and the resolution of such matters could result in recognition of income tax expense in the Company’s financial statements. Management believes it has used reasonable judgments and conclusions in the preparation of its income tax returns. The Company files income tax returns in the U.S. federal jurisdiction and Texas jurisdiction. All tax years remain open to examination for the U.S. federal jurisdiction as a result of net operating loss carryforwards. The Company’s periodic tax returns filed in 2010 and, thereafter, are subject to examination by state taxing authorities in accordance with normal statutes of limitations in the applicable jurisdictions.

The Company uses the “more likely than not” criterion for recognizing the tax benefit of uncertain tax positions and to establish measurement criteria for income tax benefits. The Company has determined that it has no material unrecognized tax assets or liabilities related to uncertain tax positions as of December 31, 2014 and 2013. The Company does not anticipate any significant changes in such uncertainties and judgments during the next 12 months.

The Company’s policy is to recognize interest and/or penalties related to income tax matters in income tax expense. The Company had no accrual for interest or penalties on its consolidated balance sheets at December 31, 2014 and December 31, 2013, respectively.

Comprehensive Loss

The Company does not have any components of other comprehensive income (loss) as defined by ASC 220, "Reporting Comprehensive Income." For the years ended December 31, 2014 and 2013, comprehensive income (loss) consists only of net loss and, therefore, a Statement of Other Comprehensive Loss has not been included in these consolidated financial statements.

Common Stock, Common Stock Options, and Common Stock Warrants Issued to Employees

The Company uses the fair value recognition provision of ASC 718, “Stock Compensation,” which requires the Company to expense the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of such instruments. The Company uses the Black-Scholes-Merton option pricing model to calculate the fair value of any equity instruments on the grant date.

At December 31, 2014 and 2013, the Company had no grants of employee common stock options or warrants outstanding.

Income (Loss) per Share

The basic income (loss) per share is calculated by dividing the Company’s net income (loss) available to common shareholders by the weighted average number of common shares during the period. The diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted average number of shares adjusted for any potentially dilutive debt or equity. Diluted income (loss) per share is the same as basic income (loss) per share due to the anti-dilutive effect on losses. As of December 31, 2014, the Company had 14,442,977 dilutive shares outstanding, which have been excluded as their effect is anti-dilutive.

Property and Equipment

Property and equipment are stated at cost, net of accumulated depreciation and amortization. The cost of property and equipment is depreciated or amortized on the straight-line method over the following estimated useful lives:

Computer equipment and software

3 years

Furniture

3 years

Machinery

3-5 years

Stock Subscriptions Payable

During the year ended December 31, 2014, the Company received $1,248,500 of proceeds from unit offerings of its common stock in consideration of 2,353,414 shares of its common stock. During the year ended December 31, 2014, the Company cancelled $150,000 of stock subscriptions payable for 312,500 shares of its common stock. As of December 31, 2014, the Company has 41,539 shares remaining to be issued from stock subscriptions at a value of $27,000.

During the year ended December 31, 2013, the Company received stock subscriptions and $310,000 of proceeds from unit offerings of its common stock in consideration of 645,833 shares of its common stock. The stock was not issued as of December 31, 2013 and $310,000 was reported as Stock Subscriptions Payable as of December 31, 2013.

Fees Payable in Common Stock

During the year ended December 31, 2014, the Company agreed to issue an aggregate of 4,813,465 shares of its common stock, net of 382,879 of cancelled shares, in payment of consulting fees and employee incentives valued at an aggregate of $4,517,379. During the year ended December 31, 2014, the Company issued 2,061,985 shares of its common stock as fees payable in common stock at an aggregate value of $1,965,566. As of December 31, 2014, the Company has 3,359,762 shares remaining to be issued associated with this obligation at an aggregate value of $2,783,711.

During the year ended December 31, 2013, the Company agreed to issue an aggregate of 2,074,946 shares of its common stock in payment of consulting fees valued at an aggregate of $826,897. As of December 31, 2013, the Company has issued 1,466,667 of the shares associated with this obligation at a value of $595,000. As of December 31, 2013, the Company is obligated to issue the remaining 608,279 common shares at a value of $231,897.

Loan Discounts

The Company amortizes loan discounts under the effective interest method.

Recently Issued Accounting Standards

In August 2014, the Financial Accounting Standards Board ("FASB") issued a new standard on disclosure of uncertainties about an entity's ability to continue as a going concern. The new standard provides guidance on determining when and how reporting entities must disclose going concern uncertainties in their 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 of issuance of the entity's financial statements. Additionally, an entity must provide certain disclosures if there is substantial doubt about the entity's ability to continue as a going concern. The new standard will be effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted. The Company is in the process of evaluating the impact of adoption on the Company's consolidated financial statements.

In June 2014, the FASB issued a new standard on accounting for share-based payments. The new standard clarifies that entities should treat performance targets that can be met after the requisite service period of a share-based payment award as performance conditions that affect vesting. As such, the performance target should not be reflected in estimating the grant date fair value of the award. The new standard also clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period for which the requisite service has already been rendered. The new standard will be effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. The Company is in the process of evaluating the impact of adoption on the Company's consolidated financial statements.

In May 2014, the FASB issued a new standard on recognizing revenue in contracts with customers. The new standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. The new standard creates a five-step process to recognize revenue that requires entities to exercise judgment when considering contract terms and relevant facts and circumstances. The new standard also requires expanded disclosures surrounding revenue recognition. The new standard will be effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2016. The Company is in the process of evaluating the impact of adoption on the Company's consolidated financial statements.

Other recently issued accounting standards are not expected to have a material effect on the Company's consolidated financial statements.

Property_and_Equipment

Property and Equipment	12 Months Ended
Property and Equipment	Dec. 31, 2014
Notes to Financial Statements
Property and Equipment	Property, plant and equipment consisted of the following at December 31, 2014 and December 31, 2013:

		31-Dec-14			31-Dec-13
	Office furniture and equipment	$	21,806		$	16,838
	Tools and yard equipment		7,661			2,302
	Vehicles and construction equipment		1,231,742			798,273
	Leasehold improvements		15,933			--
	Water wells under development		341,359			--
	Total, cost		1,618,501			817,413
	Accumulated Depreciation and Amortization		(180,502	)		(70,775	)
	Total Property and Equipment	$	1,437,999		$	746,638

	Depreciation expense for the years ended December 31, 2014 and 2013 was $237,915 and $60,380, respectively.

Investment_in_Black_Wolf_LLC

Investment in Black Wolf, LLC	12 Months Ended
Investment in Black Wolf, LLC	Dec. 31, 2014
Notes to Financial Statements
Investment in Black Wolf, LLC	On January 8, 2013, the Company and Black Pearl Energy, LLC ("BPE"), an entity controlled by Stan Weiner and Lee Maddox, the Company’s Chief Executive Officer and Chief Operating Officer, respectively, and one of our directors: Grant Seabolt, entered into an equity exchange agreement (the “Exchange Agreement”) pursuant to which BPE transferred 10% of the outstanding membership interests of Black Wolf Enterprises, LLC, (“Black Wolf”) to the Company in exchange for 7,000,000 shares of the Company’s common stock (the "Pearl Shares"). The Pearl Shares, although supposed to be issued after we amended our articles of incorporation to increase our authorized share capital, were never issued. Other than the Pearl Shares, the Exchange Agreement did not obligate STW to provide any other assets or commitments in consideration of the transaction contemplated thereby. The transaction contemplated by the Agreement - the transfer of ownership in Black Wolf - closed on January 28, 2013. At the time of the Exchange Agreement, Black Wolf commercialized the expertise and services of Lone Wolf Resources, LLC, an environmental and civil construction company operating in the oil and gas industry (“Lone Wolf”). Lone Wolf has worked with the Department of Transportation and the Texas Commission on environmental quality to shape the standards for processing hydrocarbon-impacted soils to a reusable road base. Lone Wolf has completed projects internationally and throughout the United States, including the world's largest in-situ thermal remediation project. BPE is an oilfield service company that has developed an evaporation cover that is conservation friendly, economical and can be floated on to existing ponds or installed during construction for the elimination of evaporation on frac ponds used throughout the oilfield. BPE also provides high quality liners with fusion-welded seams, quality control testing including air tests of seams and destruction testing in West Texas and Eastern New Mexico, and intends to expand into South Texas during the first quarter of next year. Black Wolf combines Lone Wolf’s and BPE’s services and constructs drill sites, reserve pits, frac ponds, roads, pit closings, liners, leak detection systems, evaporation covers, and provides associated maintenance.

	Black Wolf also offers turnkey services for H-11 permitted ponds, including surveys, engineering and design, and permitting for storage of produced and brine waters as well as utilizes proprietary technologies employed by Lone Wolf in the reclamation of hydrocarbon-impacted soils. Black Wolf is currently negotiating on a number of multi-well packages with many of the largest oil and gas producers in West Texas. After 4 months of operations, Lone Wolf initiated their termination clause with Black Pearl and Black Wolf. As a result, Black Wolf was dissolved and we sought to terminate the Exchange Agreement since our investment would no longer be of any value. On October 14, 2013, we entered into a Rescission Agreement with BPE, pursuant to which BPE has agreed to cancel the Exchange Agreement and unwind the transaction in its entirety; as part of the cancellation, we are not required to issue the Pearl Shares and BPE agreed to indemnify the Company from any and all potential liabilities associated with or arising out of the Black Pearl's business.

PAYABLE_TO_FACTOR

PAYABLE TO FACTOR	12 Months Ended
PAYABLE TO FACTOR	Dec. 31, 2014
Notes to Financial Statements
PAYABLE TO FACTOR	Accounts Purchase Agreement – Crown Financial, LLC

	On June 21, 2013, STW Energy entered into an accounts purchase facility with Crown Financial, LLC (Crown) pursuant to an Account Purchase Agreement (the “Accounts Purchase Agreement”), pursuant to the Texas Finance Code. At December 31, 2014, and December 31, 2013, the amount payable to Crown, after grossing up the accounts receivable, was $1,746,479 and $0, respectively. These amounts are reflected in the amounts ‘Related party payable, Crown Financial, LLC’ on the Balance Sheet.

	The Accounts Purchase Agreement shall continue until terminated by either party upon 30 days written notice. The Accounts Purchase Agreement is secured by a security interest in substantially all of STW Energy’s assets pursuant to the terms of a Security Agreement. Under the terms of the Accounts Purchase Agreement, Crown Financial may, at its sole discretion, purchase certain of the STW Energy’s eligible accounts receivable. Upon any acquisition of an account receivable, Crown will advance to STW Energy up to 80% of the face amount of the account receivable; provided however, that based upon when each invoice gets paid, Crown shall pay STW Energy a rebate percentage of between 0-18.5% of the related invoice. Each account receivable purchased by Crown will be subject to a discount fee of 1.5% of the gross face amount of such purchased account for each 30 day period (or part thereof) the purchased account remains unpaid. Crown will generally have full recourse against STW Energy in the event of nonpayment of any such purchased account.

	The Accounts Purchase Agreement contains covenants that are customary for agreements of this type and appoints Crown as attorney in fact for various activities associated with the purchased accounts receivable, including opening STW Energy’s mail, endorsing its name on related notes and payments, and filing liens against related third parties. The failure to satisfy covenants under the Accounts Purchase Agreement or the occurrence of other specified events that constitute an event of default could result in the acceleration of the repayment obligations of the Company or Crown enforcing its rights under the Security Agreement and take possession of the collateral. The Accounts Purchase Agreement contains provisions relating to events of default that are customary for agreements of this type.

	Factoring Agreement with Joshua Brooks

	On September 26, 2013, STW Oilfield Construction, LLC (Oilfield Construction) entered into an accounts receivable factoring facility (the “Factoring Facility”) with Mr. Joshua Brooks, the Company's former Vice President of Operations, pursuant to a Loan Agreement (the “Factoring Agreement”), which shall not be deemed an account purchase agreement pursuant to the Texas Finance Code. The Factoring Facility includes a loan in the amount of $225,000, of which none is outstanding at December 31, 2014 or 2013.

	The Factoring Facility shall continue until terminated by either party upon 30 days written notice. The Factoring Facility is secured by a security interest in substantially all of Oilfield Construction's assets pursuant to the terms of a Security Agreement. Under the terms of the Factoring Agreement, Joshua Brooks may, at his sole discretion, purchase certain of the Company’s eligible accounts receivable. Upon any acquisition of an account receivable, Brooks will advance to the Company up to 80% of the face amount of the account receivable; provided however, that based upon when each invoice gets paid, Mr. Brooks shall pay Oilfield Construction a rebate percentage of between 0-18.5% of the related invoice. Each account receivable purchased by Mr. Brooks will be subject to a factoring fee of 1.5% of the gross face amount of such purchased account for each 30 day period (or part thereof) the purchased account remains unpaid. Mr. Brooks will generally have full recourse against the Company in the event of nonpayment of any such purchased account.

	The Factoring Agreement contains covenants that are customary for agreements of this type and appoints Joshua Brooks as attorney in fact for various activities associated with the purchased accounts receivable, including opening Oilfield Construction's mail, endorsing

	its name on related notes and payments, and filing liens against related third parties. The failure to satisfy covenants under the factoring Agreement or the occurrence of other specified events that constitute an event of default could result in the acceleration of the repayment obligations of the Company or Mr. Brooks enforcing its rights under the Security Agreement and take possession of the collateral. The Factoring Agreement contains provisions relating to events of default that are customary for agreements of this type.

	The Company has guaranteed performance of certain of Oilfield Construction's obligations under the Factoring Agreement, pursuant to a Guaranty Agreement with Mr. Brooks, pursuant to which the Company shall guaranty payment of the loan and the related indebtedness thereon. Pursuant to the Guaranty Agreement, Mr. Brooks may take all reasonable steps to take and hold security for the payment of the obligations under the Guaranty Agreement and the Company granted Mr. Brooks a security interest in any claims the Company may have against Mr. Brooks or Energy Services, as well as the proceeds of any of the foregoing, any of which Mr. Brooks may retain without notice at any time until the guaranteed obligations are paid in full. Pursuant to the Guaranty Agreement, the Company may not, without Mr. Brooks' prior written consent, transfer or otherwise dispose of a material portion of the Company's assets or any interest thereon.

	On December 22, 2014, we entered into a settlement agreement (the “Settlement”) with Dufrane, to settle our outstanding debts with them. Pursuant to the Settlement, the Company shall issue Dufrane a $725,000 promissory note, which bears interest at the rate of 10% per annum (the “Note”). The Note is due and payable in equal monthly installments beginning on January 15, 2015 and continuing until December 15, 2016, when a balloon payment for all then outstanding amounts under the Note shall be paid. Dufrane maintains the right to charge a 5% late fee if the Company is late on any of its payments due under the Note and interest shall increase to 18% per annum on any matured, unpaid amounts. If the Company fails to comply with any terms or conditions of the Settlement, including the terms of the Note, the Company shall immediately pay Brooks $30,000, which amount shall accrue 18% interest per annum until paid in full. As part of the Settlement, Mr. Brooks shall be released from all personal guarantees previously entered into with the Company; failure to do so constitutes an event of default under the Note. Additionally, the Company will return all vehicles owned by Mr. Brooks to him and maintains the option to return all vehicles and equipment previously leased from Dufrane or enter into a new rental agreement with Dufrane. Brooks and Dufrane agreed to refrain from performing rig washing, pipeline construction or water reclamation services to or for any of the Company’s or Black Pearl Energy, LLC’s current customers with whom they have master service agreements, for a period of one year; Brooks and Dufrane shall also refrain from soliciting same, with limited exceptions, during such time period. Pursuant to the Settlement, the parties, along with specified others, released each other from any and all claims they may have against each other. After netting all of the payables and receivables between the various subsidiaries of the Company, STW Resources Holding booked a gain of $123,898.

Notes_Payable

Notes Payable	12 Months Ended
	Dec. 31, 2014
Notes to Financial Statements
Notes Payable	The Company’s notes payable at December 31, 2014 and 2013, consisted of the following:

	Name		2014			2013
	14% Convertible Notes		$	2,296,342		$	2,904,736
	12% Convertible Notes			100,000			375,000
	Other Short-term Debt			55,000			43,280
	GE Note			2,100,000			2,100,000
	Deferred Compensation Notes			279,095			279,095
	Revenue Participation Notes			2,337,500			852,702
	Note payable to Crown Financial LLC, a related party			702,697			683,036
	Note payable to Dufrane Nuclear Shielding, LLC, a related party			725,000			--
	Equipment finance contracts			110,000			137,573
	Capital lease obligations			30,437			23,300
	Unamortized debt discount			-20,362			-107,221
	Total Debt			8,715,709			7,291,501
	Less: Current Portion			(5,890,414	)		(4,668,492	)
	Total Long Term Debt		$	2,825,295		$	2,623,009

	14% Convertible Notes

	Between November 2011 and December 2012, the Company issued a series of 14% convertible notes payable to accredited investors. The Company also issued 3,361,312 two year warrants to purchase common stock at an exercise price of $1.20 per share. These notes are convertible into 5,854,260 shares of the Company’s common stock as of December 31, 2014.

	The Company valued the warrants and the embedded conversion feature at inception using the Black-Scholes option pricing model, using the following variables: annual dividend yield of 0%; expected life of 2 years; risk free rate of return of 0.17% - 0.33%; expected volatility of 100%. The estimated fair value of the warrants issued between November 2011 and December 2012 was $81,656 and the embedded conversion feature was $35,546 at issuance and was recorded as a derivative liability at such time in the accompanying consolidated balance sheets. The warrants and embedded conversion feature were included in the derivative liabilities account each reporting period as the Company had insufficient authorized shares to settle outstanding contracts (see Note 6). On July 12, 2013, the Company increased its share authorization to 41,666,667 shares (see Note 12 for January 22, 2015 increase to 191,666,667 shares) and reclassified the $1,977,372 derivative liability to equity due to the availability of sufficient authorized shares to settle these outstanding contracts.

	As of December 31, 2014 and December 31, 2013, the aggregate principal balances of these notes are $2,296,342 and $2,904,736, respectively. During the year ended December 31, 2014, the Company converted principal and accrued interest of $977,151 in exchange for 1,696,856 shares of the Company’s common stock. The Company also issued 1,071,353 shares for the extension of notes valued at $609,257. Thirteen (13) notes were extended until June 1, 2015 and one (1) note was extended until December 15, 2019.

	The value of the stock issued was $812,607 resulting in additional interest expense of $203,350 upon the conversion of interest. As of December 31, 2014, the total of outstanding 14% convertible notes is $2,296,342 of which $688,210 matured on or before December 31, 2014 and is in default, however, as of April 2, 2015, none of the note holders have declared the notes in default.

	As of December 31, 2014, $171,892 of the 14% convertible notes is payable to related parties.

	12% Convertible Notes

	Between April 2009 and November 2010, the Company issued a series of 12% notes payable to accredited investors that were scheduled to mature on November 30, 2011 and are currently in default. The Company also issued warrants to purchase 273,583 shares of common stock at an exercise price of $0.12 per share that expire at various dates through 2015.

	During the year ended December 31, 2014, the Company paid an aggregate of $50,000 of principal of two of these notes. During the year ended December 31, 2014, the Company issued 1,137,417 shares of its common stock valued at $614,205 in payment of $225,000 of principal and $116,225 accrued interest (total of $341,225). The conversion of these notes payable and accrued interest for common stock resulted in a non-cash charge of $272,980 to the derivative liability upon the conversion of convertible debt. As of December 31, 2014, there is one remaining note payable that has a principal balance of $100,000 and is convertible into 1,391,553 shares of the Company’s common stock.

	Other Short-Term Debt

	During the year ended December 31, 2014, the Company paid $43,280 of principal balance that was comprised of a settlement of a note payable to an accredited investor.

	On January 1, 2014, the Company issued a $30,000 short term note to an investor, MKM Capital. The note bears interest at 8% and matures on January 1, 2015. The balance of this note payable as of December 31, 2014, is $30,000.

	In September and October 2014, the Company entered into short term loan agreements, which matured in October 2014, with eight accredited investors totaling $170,000, to sustain some of its daily operating expenses; the loans had a 5% transaction fee at maturity and the lenders were entitled to receive 18% interest if the notes were not paid at maturity. As additional consideration for the loan, the Company agreed to issue the lenders an aggregate of 202,916 shares of common stock, which are only issuable if and when the Company increases its authorized capital. In October 2014 five of the investors extended their notes to October 24, 2015 for the additional consideration of 17,918 shares of common stock in lieu of interest. These shares were included in the "Fees Payable in Common Stock" and were expensed as interest in the current period. As of the date of this Report, all but $25,000 of the loans have been repaid, but the remaining lender has not declared a default on the payment of his note. On January 28, 2015, 158,335 of the shares were issued. The remaining shares are accrued as Fees Payable in Common Stock. (See Note 9 and Note 12).

	GE Ionics Note

	On August 31, 2010, the Company entered into a Settlement Agreement relating to a $2,100,000 note payable that was amended on October 30, 2011. On May 7, 2012, GE informed the Company that it had failed to make any required installment payment that was due and payable under the GE Note and that the Company’s failure to make any such installment payment(s) constituted an Event of Default under the GE Note. Pursuant to the terms of the GE Note, upon the occurrence of an Event of Default for any reason whatsoever, GE shall, among other things, have the right to (a) cure such defaults, with the result that all costs and expenses incurred or paid by GE in effecting such cure shall bear interest at the highest rate permitted by law, and shall be payable upon demand; and (b) accelerate the maturity of the GE Note and demand the immediate payment thereof, without presentment, demand, protest or other notice of any kind. Upon an event of default under the GE Note, GE shall be entitled to, among other things (i) the principal amount of the GE Note along with any interest accrued but unpaid thereon and (ii) any and all expenses (including attorney’s fees and expenses) incurred in connection with the collection and enforcement of any rights under the GE Note.

	Under the terms of the August 31, 2010 note, interest at the rate of WSJ prime plus 2% is due on the note, upon default, interest is due at the maximum legal rate which is 10% in the state of Texas. The note matured on September 1, 2013, and is in default. Interest on the note through December 31, 2014, has been accrued pursuant to the terms of the note through May 6, 2012, interest upon default on May 7, 2012, has been accrued at the maximum default rate in the state of Texas which is 10%.

	As of the date hereof, the Company has not repaid any principal or accrued but unpaid interest that has become due and payable under the GE Note.

	On May 22, 2013, GE filed a lawsuit against STW in the Supreme Court of the State of New York, County of New York, Index No. 651832/2013 (the “GE Lawsuit”). Although the lawsuit arises out of STW’s obligations to GE under its Settlement Agreement with GE, upon which STW owed GE $2.1 million plus interest, GE has elected to forgo suit on the settlement amount and sue STW for the original debt of $11,239,437, plus interest and attorneys’ fees (the “Original Debt”). As such, STW filed its Answer and asserted that it is entitled to and shall pursue all of its available legal and equitable defenses to the Original Debt, inasmuch as GE has, among other things, failed to discount the Original Debt sued upon by the amounts that it recovered through re-use and re-sale of the equipment it fabricated for STW. Management has not accrued the original amount of the debt because the probability of recovery is remote.

	Deferred Compensation Notes

	As of December 31, 2014, the Company has a balance of $279,095 payable under deferred compensation, non-interest bearing, notes to its former Chief Executive Officer and its in-house counsel. The notes matured December 31, 2012, and the notes are in default.

	Revenue Participation Notes

	As of December 31, 2014, the Company has an outstanding balance of $2,337,500 of Revenue Participation Notes comprised as follows:

	2012 Revenue Participation Notes		$	165,000
	2013 Revenue Participation Notes - STW Resources Salt Water Remediation			302,500
2013 Revenue Participation Notes - STW Energy			182,000
2013 Convertible Revenue Participation Notes - STW Pipeline			115,000
2014 Revenue Participation Notes, Upton Project – STW Water			1,573,000
Total revenue participation notes		$	2,337,500

These notes are described as follows:

2012 Revenue Participation Notes

During February 2012, the Company issued to certain accredited investors (the “Investors”) revenue participation interest notes with a principal amount of $165,000 (the “March 2012 Notes”). These March 2012 Notes mature on January 31, 2017 and carry an interest rate of 12%. Principal and interest payments shall come solely from the Investors share of the revenue participation fees from water processing contracts related to brackish and/or produced water. The Investors shall receive 50% of the net revenues from such contracts until such time as they have received two times their investment amount and 10% of the net revenues thereafter until such time as they have received an additional $295,000 at which time the March 2012 Notes are retired in full. The Investors received warrants to purchase 27,500 shares of the Company’s common stock. These warrants have an exercise price of $1.20, are immediately exercisable and a two year maturity. The Company incurred cash fees of $16,500 which is recorded as a loan origination fee and is included in prepaid expenses and other current assets in the accompanying consolidated balance sheet and is being amortized to interest expense, and issued 2,750 warrants under the same terms as those received by the Investors. As of December 31, 2014, the Company has not generated revenue related to these revenue participating notes.

The Company valued the warrants using the Black-Scholes option pricing model, using the following variables: annual dividend yield of 0%; expected life of 2 years; risk free rate of return of 0.33%; expected volatility of 100%. As the value of the warrants was not significant, the Company did not allocate any portion of the debt proceeds to the warrants and the value of the warrants were derivatives as of December 31, 2012.

As of December 31, 2014, the aggregate principal balance of these notes payable is $165,000.

2013 Revenue Participation Notes – STW Resources Salt Water Remediation Technology

During the nine month period ended September 30, 2013, the Company issued to ten (10) accredited investors revenue participation notes with an aggregate principal amount of $302,500. These notes mature five years from the date of issuance, and carry an interest rate of 12% and an effective interest rate of 13.5%. Principal and interest payments shall come solely from the Investors share of the revenue participation fees from water processing contracts related to brackish and/or produced water. The Company will pay one-half (50%) of the Net Operating Revenues, after deducting project operational and equipment lease expenses, from the Water Processing Master Services Agreements (“MSA’s”) to all Participants generally (with each Participant’s percentage of the $302,500 investment being paid on a pro-rata basis) until such time as each Participant’s share of the $302,500 Note has been paid in full, and until such further time as an additional $302,500 has been paid to the Participants in relation to each Participant’s share of the $302,500 investment. Thereafter, all further Revenue Fees shall cease and this Agreement shall be terminated in all respects.

The Company also issued 100,833 warrants in connection with this investment. These warrants have an exercise price of $1.20, are immediately exercisable and expire on various dates through June 30, 2015.

The Company valued the warrants using the Black-Scholes option pricing model, using the following variables: annual dividend yield of 0%; expected life of 2 years; risk free rate of return of 0.25%; expected volatility of 623%. The Company estimated the value of the warrants to be $33,398 and recorded this loan discount to be amortized to interest expense over the term of the loan.

As of December 31, 2014, the aggregate principal balance of these notes payable is $302,500.

2013 Original Issue Discount Notes with Revenue Participation Interest – STW Energy Services, LLC

During the year ended December 31, 2013, the Company issued to four (4) accredited investors revenue participation note with an aggregate principal amount of $182,000 and an original issue discount of $42,000, yielding net cash proceeds of $140,000 to the Company. These notes mature eighteen (18) months from the date of issuance and carry a stated interest rate of 6% and an effective interest rate of 9.4%. Principal and interest payments shall come solely from the Investors share of the revenue participation fees from STW Energy services contracts. The Investor shall receive the net revenues from such contracts until such time as they have received their investment amount at which time the note is retired in full. The Company also issued 15,167 warrants in connection with this investment. The warrants bear an exercise price of $1.80 per share and expire on various dates through June 30, 2015.

The 6% original issue discount notes with revenue participation interests (the "Notes") were issued pursuant to a private offering (the "Notes Offering"), with a maximum offering size of $325,000. The Notes maintain an original issue discount of $75,000 and are due on or before March 26, 2015; all payments on the Notes shall come solely from the Note holder's share of the revenue participation fees, as hereinafter explained. The Company shall pay each Note Holder out of the Company's share of the Net Operating Revenues; as such term is defined in the Note, of its STW Energy Services, LLC ("Energy Services") subsidiary, until each Note has been paid in full. All payments shall be made on a quarterly basis; provided however that only interest shall be paid in the first quarter and thereafter, payments shall follow the payment schedule set forth in the Notes. If payments are not made on the schedule payment date, interest on the Notes shall increase to 18% until the Notes are paid in full. In consideration for the Note, the Company shall issue 2 year warrants to purchase one share of common stock for each two dollars of such holder's investment, at an exercise price of $1.80 per share; provided however, that the Company shall only issue an aggregate of warrants to purchase up to 27,083 shares. The Notes are secured by a continuing security interest in the Company's net revenues and proceeds thereof.

The Company valued the 15,167 warrants associated with the $182,000 notes using the Black-Scholes option pricing model, using the following variables: annual dividend yield of 0%; expected life of 2 years; risk free rate of return of 0.25%; expected volatility of 623%. The Company estimated the value of the warrants to be $5,004 and recorded this loan discount to be amortized to interest expense over the term of the loan.

As of December 31, 2014, the aggregate principal balance of these notes payable is $182,000.

2013 Convertible Original Issue Discount Notes with Revenue Participation Interest – STW Pipeline Maintenance and Construction, LLC

During the year ended December 31, 2013, the Company issued to two (2) accredited investors convertible revenue participation notes with an aggregate principal amount of $207,115 and an original issue discount of $27,015, yielding net cash proceeds of $180,100 to the Company. These notes mature seven (7) months from the date of issuance and carry a stated interest rate of 6% and an effective interest rate of 8.1%. Principal and interest payments shall come solely from the Investors share of the revenue participation fees from STW Pipeline Maintenance &Construction services contracts. The Investors shall receive the net revenues from such contracts until such time as they have received their investment amount at which time the note is retired in full. The Company also issued 69,039 warrants in connection with this investment. These two year warrants bear an exercise price of $1.80 per share. The notes are convertible into 287,660 shares of the Company’s common stock.

The 6% convertible original issue discount notes with revenue participation interests (the "Notes") were issued pursuant to a private offering (the "Notes Offering"), with a maximum offering size of $207,000. The Notes maintain an original issue discount of $27,000 and are due on or before May 18, 2014; all payments on the Notes shall come solely from the Note holder's share of the revenue participation fees, as hereinafter explained. The Company shall pay each Note Holder out of the Company's share of the Net Operating Revenues; as such term is defined in the Note, of its STW Pipeline Maintenance & Construction, LLC ("Pipeline") subsidiary, until each Note has been paid in full. All payments shall be made on a quarterly basis; provided however that only interest shall be paid in the first quarter and thereafter, payments shall follow the payment schedule set forth in the Notes. If payments are not made on the schedule payment date, interest on the Notes shall increase to 18% until the Notes are paid in full. The Notes are convertible into shares of the Company's common stock at $0.12 per share, subject to adjustment for standard anti-dilution features. In consideration for the Notes, the Company issued 2-year warrants to purchase two shares of common stock for each one dollar of such holder's investment, at an exercise price of $1.20 per share; provided however, that the Company shall only issue an aggregate of warrants to purchase up to 69,000 shares. The Company is required to reserve a sufficient number of shares to be able to issue all of the shares underlying the Notes if same are fully converted. The Notes are secured by a continuing security interest in the Company's net revenues and proceeds thereof.

The Company valued the 69,039 warrants using the Black-Scholes option pricing model, using the following variables: annual dividend yield of 0%; expected life of 2 years; risk free rate of return of 0.25%; expected volatility of 623%. The Company estimated the value of the warrants to be $27,153 and recorded this debt discount to be amortized to interest expense over the term of the loan agreement.

On October 15, 2014 the Company, STW Resource Holding Corp, converted a revenue participation offering of STW Pipeline. Principal and accrued interest of $93,543 was exchanged for 129,921 shares of STW Resource Holding Corp common stock to an investor at a unit price of $0.72 per share. The value of the stock issued was $99,374 resulting in additional interest expense of $5,831 upon the conversion of convertible debt.

As of December 31, 2014, the aggregate principal balance of the remaining note payable is $115,000.

2014 Revenue Participation Notes – STW Resources Upton Project

From September 30, 2014 through December 31, 2014, the Company issued an aggregate of $1,573,000 of notes to eleven (11) accredited investors for the Upton Project. The financing is a Senior Secured Master Note, with a 15% coupon and a maturity of 18 months with interest only payments paid the first three months and equal monthly payments of principal and interest paid for months four though eighteen of the Master Note with Revenue Participation Interest. Additionally, a 5% royalty is assigned to the Master Note, which will be distributed based on pro rata ownership by investors in the Master Note. Principal and interest payments will come solely from the Investors share of the revenue participation fees from water processing contracts related to brackish water. This Agreement, including but not limited to the revenue sharing arrangement, is applicable to the brackish water processing facility being built with the proceeds of the Notes. As of December 31, 2014, the aggregate principal balance of these notes payable is $1,573,000.

Note payable to Crown Financial, LLC, a related party

On June 26, 2013, STW Energy Services, LLC entered into a loan agreement with Crown Financial, LLC for a $1.0 million loan facility to purchase machinery and equipment for STW Energy Services. Crown Financial, LLC is a related party in that it holds a 25% non-controlling interest in STW Energy Services, LLC. The note matures on June 25, 2016, and bears interest at 15%. Commencing November 1, 2013, monthly principal and interest payments are due on the note over a thirty-three month period. The note is secured by all assets of STW Energy Services. LLC. As of December 31, 2014 and 2013, the Company had drawn down $702,697 and $683,036, respectively of this loan facility.

The Company issued 666,667 warrants in connection with this loan agreement, in lieu of a cash loan fee. These warrants have an exercise price of $1.20, are immediately exercisable and a two year maturity. The Company valued the warrants using the Black-Scholes option pricing model, using the following variables: annual dividend yield of 0%; expected life of 2 years; risk free rate of return of 0.25%; expected volatility of 623%. The Company estimated the value of the warrants to be $159,996 and recorded this loan fee a prepaid loan fee to be amortized to interest expense over the term of the loan.

Related party interest expense for this loan was $32,461 and $113,623, for the years ended December 31, 2014 and 2013, respectively.

Note payable to Dufrane Nuclear Shielding, LLC, a related party

On December 22, 2014, the Company entered into an unsecured loan agreement with Dufrane Nuclear Shielding, LLC, in the amount of $725,000 (See note 7). The note bear interest at 10.0% and is payable in monthly principal and interest installments of $43,541 commencing on January 15, 2015. The note matures on December 15, 2016. Dufrane Nuclear Shielding, LLC is a related party since the company is owed by Joshua Brooks, the Company’s former COO. The note provides for default interest rate of $18% and requires the payment of $60,000 of accrued officers’ compensation in the event of default.

Related party interest expense for this loan was $1,788 for the year ended December 31, 2014.

Convertible note payable with original issue discount

On March 19, 2014, the Company issued a $500,000 convertible note to JMJ Financial, an accredited private investor. The note bears interest at 6% and matures on March 19, 2016. The note is convertible under a variable conversion price formula that is based on the lesser of $0.66 per share or 60% of the lowest trade price in the 25 trading days previous to the conversion date. The note bears a $50,000 original issue discount which would yield $450,000 of net cash proceeds to the Company. During the year ended December 31, 2014, the Company drew $50,000 cash proceeds from this note. The $50,000 cash draw plus the applicable pro-rata original issue discount results in a gross note payable balance of $55,556. The value of the conversion feature of this note, accounted for as a liability, was determined under the Black-Scholes pricing model to be $92,592 as of the date of issuance, of which $42,592 was recorded as a financing cost in the consolidated statement of operations and $50,000 was recorded as a loan discount. The conversion feature and the original issue discount have been recorded as a loan discount of $55,556 that will be amortized as interest expense over the term of the note under the effective interest method. The effective interest rate of this note was determined to be 25.7%. In October and November 2014 the note and interest was paid off by the issuance of 103,810 shares of common stock valued at an average of $0.535 per share.

Equipment Finance Contracts

During the year ended December 31, 2013, the Company financed the purchase of vehicles and other equipment with equipment finance contracts from various banks and finance institutions. The contracts mature in three to five years and bear interest rates ranging from 4.7% to 8.0%. The contracts are secured by the associated equipment. As of December 31, 2014 and2013, the Company has an aggregate balance of $110,000 and $137,573, respectively, payable on these equipment finance contracts.

Capital lease obligation

During 2013, the Company entered into a capital lease of a modular office trailer. The lease contract calls for forty eight (48) monthly payments of $593 with a purchase option at the end of the lease. The Company determined the value of the capital lease to be $23,300 with an implicit interest rate in the lease of 10%. In July of 2014, the Company entered into a lease for a commercial ice machine with Executive Leasing, Inc. The lease contract calls for Thirty six (36) monthly payments of $505 with a purchase option at the end of the lease. The Company determined the value of the capital lease to be $14,854 with an implicit interest rate in the lease of 12%. As of December 31, 2014 and December 31, 2013, the principal balances on these capital leases totaled $30,437 and $23,300, respectively.

For the years ended December 31, 2014 and 2013, interest expense on all notes payable described above was $2,089,356 and $1,205,338, respectively, which included $230,723 and $164,549, respectively, of amortization of debt discount and debt issuance costs. There was no interest capitalized in 2014 and 2013. As of December 31, 2014 and 2013, net deferred loan costs, net of $190,742 and $102,435 accumulated amortization, respectively were $97,121 and $185,428, respectively. The balance of unamortized discount at December 31, 2014 and 2013, were $20,362 and $107,221, respectively.

Derivative_Liability

Derivative Liability	12 Months Ended
Derivative Liability	Dec. 31, 2014
Notes to Financial Statements
Derivative Liability	We apply the accounting standard that provides guidance for determining whether an equity-linked financial instrument, or embedded feature, is indexed to an entity’s own stock. The standard applies to any freestanding financial instrument or embedded features that have the characteristics of a derivative, and to any freestanding financial instruments that are potentially settled in an entity’s own common stock.

	From time to time, the Company has issued notes with embedded conversion features and warrants to purchase common stock. Certain of the embedded conversion features and warrants contain price protection or anti-dilution features that result in these instruments being treated as derivatives, or there were insufficient shares to satisfy the exercise of the instruments. On July 12, 2013, the Company increased its share authorization to 41,666,667 shares (see Note 12 for January 22, 2015 increase to 191,666,667 shares) and removed this $1,977,372 derivative liability due to the availability of sufficient authorized shares to settle these outstanding contracts.

	During the year ended December 31, 2014, the Company recalculated its historical volatility factor to be 735% and applied this factor in estimating the value of the derivative instruments. During the year ended December 31, 2013, the Company computed a historical volatility of 623% using daily pricing observations for recent periods. We applied a historical volatility rate during the year ended December 31, 2013, since the Company exited its development stage and commenced commercial operations. We believe this method produces an estimate that is representative of our expectations of future volatility over the expected term of these warrants and embedded conversion features.

	We currently have no reason to believe that future volatility over the expected remaining life of these warrants and embedded conversion features is likely to differ materially from historical volatility. The expected life is based on the remaining term of the warrants and embedded conversion features. The risk-free interest rate is based on one-year to five-year U.S. Treasury securities consistent with the remaining term of the warrants and embedded conversion features.

	The following table presents our warrants and embedded conversion options which have no observable market data and are derived using Black-Scholes measured at fair value on a recurring basis, using Level 3 inputs, as of December 31, 2014 and December 31, 2013:

		For the year ended December 31,			For the year ended
		2014			December 31,
					2013
	Annual dividend yield		0	%		0	%
	Expected life (years)		0.60 – 0.47			0.60 – 0.47
	Risk-free interest rate		0.11% - 0.25	%		0.11% - 0.25	%
	Expected volatility		735	%		623	%

		December 31,			December 31,
		2014			2013
	Embedded Conversion features	$	751,439		$	1,467,579
	Warrants		50,901			163,406
		$	802,340		$	1,630,985

	The following table presents the changes in fair value of our warrants and embedded conversion features measured at fair value on a recurring basis for each reporting period-end.
		For the year ended			For the year ended
		December 31,			December 31,
		2014			2013
	Balance beginning	$	1,630,985		$	1,046,439
	Value of derivative liability associated with JMJ note payable		42,592			--
	Value of derivative liability attributable to conversion of notes payable and accrued interest		(694,149	)		--
	Change in derivative liability associated with conversion of notes payable and accrued interest		(272,980	)		--
	Reclassification of derivative liability due to increased share authorization		--			(1,977,372	)
	Change in fair value		95,892			2,561,918
	Balance ending	$	802,340		$	1,630,985

Related_Party_Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2014
Notes to Financial Statements
Related Party Transactions	Officers’ Compensation

	During years ended December 31, 2014 and 2013, we incurred $150,000 annually in officers’ compensation due to our Director, Chairman and CEO, Mr. Stanley Weiner. As of December 31, 2014 and 2013, the balances of $413,083 and $263,083, respectively, were payable to Mr. Weiner for his officers’ salary.

	During the years ended December 31, 2014 and 2013, we incurred $75,000 and $150,000, respectively, in officers’compensation due our former Director and Chief Operating Officer, Mr. Lee Maddox. As of December 31, 2014 and 2013, the balances of $220,500 and $170,500, respectively, were payable to Mr. Maddox for his officers’ salary.

	During the years ended December 31, 2014 and 2013, we incurred $90,000 annually in general counsel services fees expense with Seabolt Law Group, a firm owned by our Director and General Counsel, Mr. Grant Seabolt. As of December 31, 2014 and 2013, the balances of $179,797 and $121,083, respectively, were payable to Seabolt Law Group for these services.

	During the years ended December 31, 2014 and 2013, we incurred $449,496 and $63,107, respectively, in CFO, audit preparation, tax, and SEC compliance services expense with Miranda & Associates, a Professional Accountancy Corporation, and Miranda CFO Services, Inc., (“Miranda”) firms owned by our Chief Financial Officer, Mr. Robert J. Miranda. During the year ended December 31, 2014, we paid Miranda cash of $182,110 and 120,292 shares of common stock valued at $72,175 toward these fees. As of December 31, 2014, we have agreed to pay 206,667 shares of common stock valued at $155,000 toward these obligations, which would leave an accounts payable balance of $64,271 as of December 31, 2014. The stock awards are accrued as fees payable in common stock as of December 31, 2014. As of December 31, 2014 and December 31, 2013, the balances of $219,271 and $24,060, respectively, were payable to these firms for these services. The December 31, 2014, balances are comprised of $64,271 of accounts payable and $155,000 of fees payable in common stock, for a combined balance payable of $219,271.

	As of December 31, 2013, the balance of $132,490 was payable to Dufrane Nuclear Shielding, LLC (“Dufrane”). Additionally, as of December 31, 2013, the balance of $150,000 was payable as Fees Payable in Common Stock and $30,000 was payable to Joshua Brooks as accrued officers compensation. During the years ended December 31, 2014 and 2013, we incurred $90,000 and $30,000, respectively, in officers’ compensation due to our former Chief Operating Officer, Mr. Joshua Brooks. During the year ended December 31, 2014, we also incurred with Mr. Joshua Brooks a performance bonus comprised of 333,333 shares of the Company’s common stock valued at $120,000.

	During the year ended December 31, 2013, the Company cancelled the $150,000 of stock subscriptions payable and incurred an additional $593,358 of net related party payables with Dufrane. On December 22, 2014, the Company entered into a settlement agreement and a $725,000 note payable to Dufrane. Under the terms of the settlement agreement, the 333,333 shares of common stock payable was cancelled and $180,000 of accrued officers’compensation payable were discharged leaving a balance of accrued officers’ compensation of $60,000 as of December 31, 2014.

	The settlement agreement with Joshua Brooks also provided for the transfer of various items of tools, vehicles, and other equipment to Dufrane. The agreement further requires that the Company remove Mr. Brooks from any personal guarantees or co-signatures that he made on vehicle loans or other liabilities of the Company.

	During the years ended December 31, 2014 and 2013, we incurred $180,000 and $18,461, respectively, in officers’ salary due to the President of our wholly-owned subsidiary, STW Pipeline Maintenance & Construction, LLC. Mr. Adam Jennings. During year ended December 31, 2014, we incurred with Mr. Adam Jennings signing bonuses comprised of 266,667 shares of the Company’s common stock valued at $142,000. As of December 31, 2014 and 2013, the balance of $121,000 and $27,000, respectively, were payable to Mr. Jennings for the value of signing bonuses due under his employment agreement. These stock awards are accrued as fees payable in common stock as the awards are vested.

	During the year ended December 31, 2014, we incurred $107,692, in officers’ salary due to the President of our wholly-owned subsidiary, STW Water Process and Technologies, LLC. Mr. Alan Murphy. During year ended December 31, 2014, we incurred with Mr. Alan Murphy a signing bonus comprised of 333,333 shares of the Company’s common stock valued at $200,000.

	Board and Advisory Board Compensation

	Directors are expected to timely and fully participate in all regular and special board meetings, and all meetings of committees that they serve on. In December 2011, the Board voted to authorize the issuance of shares in lieu of cash compensation for past services.

	Per the Director Agreements, the Company compensates each of the directors through the initial grant of 33,333 shares of common stock and the payment of a cash fee equal to $1,000 plus travel expenses for each board meeting attended, and $75,000 per year as compensation for serving on our board of directors.

	The Company’s advisory board was comprised of three members. Each advisory board member was granted 9,375 shares upon joining the board and 12,500 shares annually thereafter. The advisory board was dissolved on June 12, 2013.

	During the year ended December 31, 2014, we incurred $635,000 in board and consulting fees with Paul DiFrancesco, a Director. Mr. DiFrancesco was paid cash of $282,500, awarded 538,870 shares of common stock in the Company, valued at $277,500 for services related to 2014 activities, and $75,000 per year as compensation for serving on our board of directors.

	During the year ended December 31, 2014, the Company recorded board fees in the accompanying consolidated statement of operations of $562,500 and issued 930,261 shares of its common stock valued at $558,157, leaving a balance of $496,067 of accrued board fees payable as of December 31, 2014.

	During the year ended December 31, 2013, the Company recorded board fees in the accompanying consolidated statement of operations of $602,849 and made payments of $43,500 in cash and issued 840,625 shares of its common stock having valued at $302,625, leaving a balance of $491,924 of accrued board fees as of December 31, 2013.

	Other related party transactions

	As of December 31, 2014 and 2013, the Company has $1,371,305 and $139,763, respectively, of related party payables to Black Pearl Energy, LLC, a company controlled by the Company’s CEO, former COO, and General Counsel.

	As of December 31, 2014, STW Energy, a subsidiary of the Company, has a related party receivable of $519,789 from Black Pearl Energy, LLC.

	During the years ended December 31, 2014 and 2013, the Company, had related party sales of $2,079,269 and $347,550, respectively. Related party sales are a combination of sales to three companies, (1) Black Pearl Energy, LLC, (2) Dufrane Construction, LLC and (3) Dufrane Nuclear Shielding LLC.

	Line of credit with Black Pearl Energy, LLC

	On March 19, 2014, we entered into a Line of Credit Agreement (the "Credit Agreement") with Black Pearl Energy, LLC ("Black Pearl"), an entity controlled by Stan Weiner and Lee Maddox, the Company’s Chief Executive Officer and Chief Operating Officer, respectively, and one of our directors: Grant Seabolt. Pursuant to the Credit Agreement, Black Pearl issued us a $2,000,000 line of credit, of which $1,054,944 has been advanced as of December 31, 2014. The credit was issued in the form of a promissory note (the "Note").

	We must pay back all advanced funds on or before August 1, 2014, although such date will be extended to September 30, 2014 if we do not receive gross proceeds of no less than $6,000,000 resulting from either or both of: (a) the consummation of one or more private placements of debt or equity securities, not including the funds received pursuant to the Credit Agreement; or (b) the filing of a registration statement on Form S-1 with the Securities and Exchange Commission (“SEC”) for an initial public offering of our securities. Interest accrues at 11% per annum. To further induce Black Pearl to issue us the line of credit, we agreed to issue them 250,000 restricted shares of our common stock and a $25,000 transaction fee to be paid on the final closing date of the credit line.

	Upon an event of default, which includes nonpayment of any funds owed or bankruptcy, Black Pearl may cease making further advances to us until such default is cured; if the default is not cured, all of Black Pearl's obligations under the Agreement and the Note shall cease and terminate, and Black Pearl may: (i) declare the outstanding principal evidenced by the Note immediately due and payable; (ii) exercise any remedy provided for in the Credit Agreement; or (iii) (iv) exercise any other right or remedy available to it pursuant to the Credit Agreement or Note, or as provided at law or in equity. Interest on the advanced funds shall increase to 18% until the default is cured.

	Factoring Agreement with Crown Financial, LLC

	On January 13, 2014, STW Resource Holding Corp entered into an accounts receivable factoring facility (the “Factoring Facility”) with Crown Financial, LLC ("Crown"), pursuant to an Account Purchase Agreement (the “Factoring Agreement”). The Factoring Agreement is secured through a Security Agreement between the Company, two of our subsidiaries: STW Pipeline Maintenance & Construction, LLC and STW Oilfield Construction, LLC (collectively, the "Subsidiaries") and Crown, by all of the instruments, accounts, contracts and rights to the payment of money, all general intangibles and all equipment of the Company and the Subsidiaries. The Factoring Facility includes a loan in the amount of $4,000,000. Although our former Chief Operating Officer, Lee Maddox, personally guaranteed our full and prompt performance of all of our obligations, representations, warranties and covenants under the Factoring Agreement, pursuant to a Guaranty Agreement for and in consideration of Crown issuing us the Factoring Facility, such guaranty was terminated when Mr. Maddox resigned as our COO in July 2014, pursuant to the terms of the related Termination Agreement.

	The Factoring Facility shall continue until terminated by either party upon 30 days written notice. Under the terms of the Factoring Agreement, Crown may, at its sole discretion, purchase certain of the Company’s eligible accounts receivable. Upon any acquisition of an account receivable, Crown will advance to the Company up to 80% of the face amount of the account receivable (the "Purchase Price"); although Crown maintains the right to propose a change in that rate, which we can accept in writing, orally or by accepting funding based on such changed rate. Additionally, based upon when each invoice gets paid, Crown shall pay us a rebate percentage of between 0-18% of the related invoice. Crown will generally have full recourse against us in the event of nonpayment of any such purchased account. Crown has the discretion to also accept a substitute invoice from us for uncollected invoices; if such substitute invoice is not accepted, we will be obligated to pay Crown the Purchase Price of such uncollected invoice plus interest at the maximum lawful interest rate per annum, minus any payments made on the invoice.

	The Factoring Agreement contains covenants that are customary for agreements of this type and appoints Crown as attorney in fact for various activities associated with the purchased accounts receivable, including opening our mail, endorsing our name on related notes and payments, and filing liens against related third parties. The failure to satisfy covenants under the Factoring Agreement or the occurrence of other specified events that constitute an event of default could result in the acceleration of our repayment obligations or Crown enforcing its rights under the Security Agreement and taking possession of the collateral. The Factoring Agreement contains provisions relating to events of default that are customary for agreements of this type.

	As of December 31, 2014, the Company has a related party payable of $2,035,495 to Crown Financial.

	Service Agreement

	On September 24, 2013, the Company entered into a service agreement with one of its executive officers pursuant to which the officer agreed to provide a personal guaranty to lenders and/or suppliers from which the Company's subsidiary, STW Oilfield Construction, LLC ("Oilfield Construction"), seeks to rent or purchase equipment, as specified in each agreement. In consideration for the personal guaranty, the Company agreed to issue to the officer that number of shares of its common stock, valued at $0.72 per share, as is equal to the amount of the guaranty (the "Guaranty Shares"). The value of the 63,667 shares of common stock was recorded on September 24, 2013, as fees payable in common stock.

The Company maintains the right to terminate these service agreements at any time with written notice. The term of the agreement/guaranty is for 6 months. The following table provides salient information about this service agreement.

Name and Title	Date of Agreement	Amount of Personal Guaranty				Guaranty Shares
Joshua Brooks, former Chief Operating Officer	24-Sep-13	$	45,800	(1	)		63,667


(1)	Pursuant to the service agreement with Mr. Brooks, any amounts due on a related defaulted lease in excess of 20% of the amount of the personal guaranty, shall be the Company's obligation. If Brooks' employment with the Company is terminated, the Company shall use its best commercial efforts to have it, or a third party, assume Brooks' guarantee obligations.

The service agreement was terminated by mutual agreement on December 24, 2014, when the Company executed a Settlement Agreement and Note Payable to Dufrane Nuclear Shielding, LLC, a company controlled by Mr. Joshua Brooks, the Company’s former executive officer.

Stockholders_Deficit

Stockholders' Deficit	12 Months Ended
Stockholders' Deficit	Dec. 31, 2014
Notes to Financial Statements
Stockholders' Deficit	Preferred Stock

	The Company has authorized 10,000,000 shares of preferred stock with a par value of $0.001 per share. No such shares are issued or outstanding and the Company does not currently have any plans to issue shares of such stock.

	On March 7, 2013, the Company filed a certificate of designation to its articles of incorporation, as amended, with the Secretary of State of the State of Nevada whereby it designated 210,000 shares of preferred stock as series A-1 preferred stock (the “Series A-1 Preferred Stock”). Except as otherwise expressly required by law, each holder of Series A-1 Preferred Stock shall be entitled to vote on all matters submitted to shareholders of the Company and shall be entitled to one vote for each share of common stock deliverable upon conversion of the Series A-1 Preferred Stock owned at the record date for the determination of shareholders entitled to vote on such matter or, if no such record date is established, at the date such vote is taken or any written consent of shareholders is solicited. Except as otherwise required by law, the holders of shares of Series A-1 Preferred Stock shall vote together with the holders of common stock on all matters and shall not vote as a separate class.

	The Series A-1 Preferred Stock pays dividends of 16% per annum (10% cash and 6% paid-in-kind), payable quarterly in arrears. Upon an Event of Default (as defined in the Certificate of Designation) the dividend rate shall increase to eighteen percent (18%) per annum, of which 12% is payable in cash and 6% paid-in-kind, until such time as the Event of Default is cured. Each share of Series A-1 Preferred Stock has a stated value equal to $2.40 per share and is initially convertible at any time into shares of common stock at a conversion price equal to $0.12 per share, subject to adjustment under certain circumstances. The conversion price of the Series A-1 Preferred Stock is subject to weighted average price adjustment for subsequent lower price issuances by the Company, subject to certain exceptions. Notwithstanding the foregoing, a holder of Series A-1 Preferred Stock shall not have the right to convert any portion of the Series A-1 Preferred Stock, to the extent that, after giving effect to the conversion, such Holder would beneficially own in excess of 9.9% of the number of shares of common stock outstanding immediately after giving effect to the issuance of shares of the common stock issuable upon conversion of Series A-1 Preferred Stock held by the applicable holder. In the event of any liquidation, dissolution or winding up of the Company, the holders of Series A-1 Preferred Stock will be entitled to receive an amount equal to two (2) times the original purchase price for the Series A-1 Preferred Stock, plus all declared and unpaid dividends.

	Each share of Series A-1 Preferred Stock shall automatically convert into common stock, at the then applicable conversion price, upon the earlier to occur of (i) the closing share price of the Company’s common stock being at least $0.75 for 10 consecutive trading days, or (ii) the affirmative consent of the holders of at least a majority of the then outstanding shares of Series A-1 Preferred Stock. The Company may, at any time, and upon providing a 30 days written notice, require the holders of Series A-1 Preferred Stock to sell all of their shares of Series A-1 Preferred Stock at a redemption price payable in cash equal to the sum of the outstanding principal and accrued but unpaid dividends, if any, multiplied by a factor such that each Holder receives an annualized return of 20%. In addition, each holder of the Series A-1 Preferred Stock may, at their option upon certain events, require the Company to purchase all of the Series A-1 Preferred Stock held by such holder at a price payable in cash equal to the sum of the outstanding principal and accrued but unpaid dividends, if any, multiplied by a factor such that each holder receives an annualized return of 20%.

	Common Stock

	As of the date of this Report, the Company has authorized 191,666,667 shares of common stock with a par value of $0.001. During the years ended December 31, 2014 and 2013, the Company issued common shares as follows:

	Year ended December 31, 2013:

	On June 6, 2013, the Company issued 58,853 shares of its common stock valued at $21,187 in payment of $6,965 accrued interest on convertible note payable and 125,063 shares of its common stock valued at $45,022 in payment of $15,000 of principal on a 14% convertible note payable. The settlement of this $15,000 note payable and $6,966 of accrued interest, (combined total of $21,966) for common stock valued at $66,209 resulted in an additional interest expense of $44,243.

	Prior to the July 12, 2013, amendment to our Articles of Incorporation to increase our authorized capital from 16,666,667 shares of common stock to 41,666,667 shares (see Note 12 for January 22, 2015 increase to 191,666,667 shares) of common stock (the "Amendment"), we did not have sufficient shares of authorized capital to meet all of our outstanding security obligations. Some of these obligations required us to issue shares of common stock to our officers and directors, pursuant to the agreements we maintain with them or board approved issuances to such persons; following the Amendment, on September 16, 2013 the company issued an aggregate of 840,628 shares of common stock, with a value of $297,581, as follows:

	Name		Amount of Shares		Triggering Event
	Stanley T. Weiner			104,167	2012 Director Compensation
	Manfred E. Birnbaum			104,167	2012 Director Compensation
	D. Grant Seabolt, Jr.			104,167	2012 Director Compensation
	Joseph I. O'Neill III			104,167	2012 Director Compensation
	Audry Lee Maddox			59,375	2012 Advisory Board Compensation (156,250 shares) & Director Appointment Shares (200,000)
	Dale F. Dorn			104,167	2012 Director Compensation
	Paul DiFrancesco			104,167	2012 Director Compensation
	Bill G. Carter			104,167	2012 Director Compensation
	Steven Schachman			26,042	2012 Advisory Board Compensation
	Hunter Hill			26,042	2012 Advisory Board Compensation

	On September 16, 2013, the Company issued 350,000 shares of its Common stock in payment of accrued compensation. These shares were authorized by the board of directors at a value of $0.10 per share based on the value on March 5, 2013, the date that the board of directors approved the payment in shares. At the time of the March 5, 2013, board action to approve the payment of the accrued fees in stock, the Company did not have adequate shares authorized to settle the contracts so the issuance of shares was delayed until September 16, 2013. These shares were issued on September 16, 2013, at a value at the time of issuance of $126,000, resulting in a reduction of accrued compensation expense of $84,000.

	During August and October, 2013, the Company issued to four (4) accredited investors revenue participation notes with an aggregate principal amount of $182,000 and an original issue discount of $42,000, yielding net cash proceeds of $140,000 to the Company.

	These note mature eighteen (18) months from the date of issuance and carry stated interest rates of 6%. Principal and interest payments shall come solely from the Investors’ share of the revenue participation fees from STW Energy services contracts. The Investors shall receive 50% of the net revenues from such contracts until such time as they have received their investment amount at which time the note is retired in full. The Company also issued 15,167 warrants in connection with this investment. The warrants bear an exercise price of $1.80 per share and expire on various dates through June 30, 2015.

	During September, 2013, the Company issued to a related party accredited investor convertible a revenue participation note with an aggregate principal amount of $65,804 and an original issue discount of $15,186, yielding net cash proceeds of $50,618 to the Company. This note matures eighteen (18) months from the date of issuance and carries stated interest rates of 6%. Principal and interest payments shall come solely from the Investors’ share of the revenue participation fees from STW Oilfield Construction services contracts. The Investors shall receive 50% of the net revenues from such contracts until such time as they have received their investment amount at which time the note is retired in full. The Company also issued 21,935 warrants in connection with this investment. The warrants bear an exercise price of $1.80 per share and expire on September 27, 2015. The note is convertible into 91,391 shares of the Company’s common stock. On December 6, 2013, the Company and this investor agreed to a mutual rescission of this note and the related warrants. The net cash proceeds of $50,418 are included in the total balance of $134,013 as Payable to Related Party, Dufrane Nuclear Shielding Inc., a company controlled by our former COO, Mr. Joshua Brooks.

	In the months of October and December 2013 seven (7) of the Company’s consultants were issued 1,083,333 shares in exchange for their invoice amounts due from the company.

	On December 9, 2013, the Company issued 333,333 shares to an employee as a signing bonus under an employment contract. The Company also issued 50,000 shares of its common stock to an employee of its subsidiary, STW Pipeline Maintenance & Construction, LLC, as an installment on a signing bonus under an employment contract with the subsidiary.

	Year ended December 31, 2014:

	During January 2014, the Company issued an aggregate of 926,603 shares of its common stock valued at $510,769 in payment of accrued paid-in-kind (“PIK”) interest to twelve (12) investors.

	During January, 2014, the Company issued an aggregate of 122,190 shares of its common stock to twelve (12) investors valued at $67,354 as consideration for the extension of the maturity date to June 1, 2015, on the 14% convertible notes that matured on November 30, 2013 and in default.

	During January, 2014, the Company issued an aggregate of 1,220,101 shares of its common stock valued at $660,684 upon the conversion of a 14% convertible note and two 12% convertible notes (see Note 5).

	During January and February, 2014, the Company issued 250,000 shares of its common stock valued at $145,000 to consultants for services rendered.

	During March 2014, the Company issued 312,500 shares of its common stock to an investor that had subscribed and paid $150,000 for the shares on November 15, 2013. This subscription of shares was previously reported as Stock Subscriptions Payable as of December 31, 2013.

	During March 2014, the Company issued 130,208 shares of its common stock in consideration of $62,500 cash proceeds realized from the sale of stock to accredited investors at $0.48 per share.

	In April 2014 the Company issued 104,166 shares of common stock on a unit share offering at $0.48 for proceeds of $70,000. The Company issued 930,261 shares of common stock to the Board of Directors for services rendered; this was valued at $558,157. Additional shares of 100,000 were issued to an employee as a signing bonus valued at $60,000. Officer’s compensation was paid by issuing 402,708 shares of common stock in lieu of paying $241,625. Consultants were issued 186,958 shares of common stock in lieu of paying $112,175 in accrued fees.

	On May 22, 2014, the Company converted a 14% convertible note that was in default in the amount of $544,426 of principal and $197,486 of accrued interest into 1,545,650 shares of its common stock.

	In May 2014 a consultant was issued 83,333 shares of common stock in lieu of fees of $60,000.

On June 4, 2014 the company issued 58,333 shares to a consultant at $0.10 per share in payment of $35,000 of consulting fees.

In June 2014 the Company issued 20,833 shares of common stock on a unit share offering at $0.48 for proceeds of $30,000. A charitable contribution was made of 166,667 shares of common stock valued at $110,000.

In July 2014 the Company issued 1,104,167 shares of common stock on a unit share offering at $0.48 for proceeds of $530,000. The Company also issued 41,667 shares for 8,333 warrants at $0.12 for $50,000, 22,561 shares in payment of PIK interest for $10,829, and 83,333 shares for a loan, valued at $40,000.

Two employees also received 283,333 shares of stock for signing bonus and services to the company; these shares were valued at $136,000.

In August 2014 the Company issued 724,167 shares of common stock on a unit share offering at $0.60 for proceeds of $437,500. The Company also issued 108,333 shares to consultants in lieu of paying Consultant fees of $49,000.

In September 2014 the Company issued 10,000 shares of common stock to a consultant in lieu of paying Consultant fees of $4,800 and issued an additional 95,833 shares to employees as signing bonuses.

On September 23, 2014, 100,000 shares of common stock were issued to three employees at $1.32 per share as part of their employment/signing bonuses.

On October 15, 2014 the Company, STW Resource Holding Corp, converted a revenue participation offering of STW Pipeline. Principal and accrued interest of $93,543 was exchanged for 129,921 shares of STW Resource Holding Corp common stock to an investor at a unit price of $0.72 per share. The value of the stock issued was $99,374 resulting in additional interest expense of $5,831 upon the conversion of convertible debt.

On October 23, 2014, the Company issued 33,333 shares of common stock to an investor at a unit value of $1.44 per share on the conversion of $21,120 of a short term convertible note. The value of the stock issued was $48,000 resulting in additional interest expense of $26,880 upon the conversion of convertible debt.

On November 5, 2014 the company issued 70,477 shares of common stock to an investor at a unit value of $1.17 per share on the conversion of $41,102 of a short term convertible note. The value of the stock issued was $82,458 resulting in additional interest expense of $41,356 upon the conversion of convertible debt.

On November 20, 2014, the Company issued 8,333 shares of common stock for a value of $5,000 to one of the investors in the July offering at a unit value of $0.60 per share.

In November and December 2014 it was necessary to issue an additional net of 319 shares to cover the rounding effect of the 1 for 6 reverse stock split.

On December 23, 2014 the Company issued 68,522 shares to an investor for the conversion of a 14% note for $30,175 and the accrued interest of $2,715. The value of the stock was $34,169, resulting in additional interest expense of $1,278 upon the conversion of convertible debt.

On December 31, 2014 the Company issued 207,500 shares for a value of $124,500 to 11 investors pursuant to their purchase of the July 2014 offering at $0.60 per unit.

As of December 31, 2013, the Company had the following securities to acquire the Company’s common stock outstanding:


Security		Number of Underlying Common Shares			ExerciseP rice			Expire
Warrants issued for Professional Services			250,000			24			2014
Warrants associated with the January 14, 2009 Bridge Note			80,000			18			2014
Warrants associated with the acquisition of the Company's Preferred Shares outstanding			250,000			48			2014
Warrants associated with the 12% Convertible Notes			273,583			0.12			2014-2015
Warrants associated with 2012 Revenue Participation Notes			30,250			1.2			2014
Warrants associated with May 2012 Subscription Agreement			87,500			1.2			2014
Warrants associated with June-September 14% Convertible Notes			91,667			1.2			2014
Warrants associated with November 14% Convertible notes			462,917			1.2			2014
Warrants associated with 2013 Revenue Participation Notes			185,038			1.20 – 1.80			2015
Warrants issued to Crown Financial, LLC			666,667			1.2			2016
Warrants issued on $20,000 short term loan			33,333			1.2			2015
Warrants issued with November 2013 Unit Share Offering			645,833			1.2			2015
Sub-total of Warrants outstanding			3,056,788
Common stock associated with the 12% Convertible Notes plus accrued interest			4,627,570			0.02			2014
Common stock associated with Pipeline Convertible Revenue Participation notes			287,660			0.12			2015
12/31/2013 Accrued Default interest			86,186			0.02			2014-2015
Common stock associated with the 14% Convertible Notes plus accrued interest			7,685,772			0.08			2015
12/31/2013 Accrued Default interest			33,050			0.08			2014
12/31/2013 Calibre Note interest			27,328			0.08			2014
Common stock associated with November 2013 Unit Share Offering			645,833			0.08			2015
Common stock payable as fees			608,279		various				2014
Total securities			17,058,466


As of December 31, 2014, the Company had the following securities outstanding which gives the holder the right to acquire the Company’s common stock outstanding:

Security		Number of Underlying Common Shares			Exercise Price			Expire
Warrants associated with the 12% Convertible Notes			66,667			0.012			2015
Warrants associated with 2013 Revenue Participation Notes			185,038			1.20– 1.80			2015
Warrants issued to Crown Financial, LLC			666,667			1.2			2016
Warrants issued on $20,000 short term loan			33,333			1.2			2015
Warrants issued with 2013 and 2014 Unit Share Offerings			2,682,645			1.20– 1.50			2015 - 2016
Sub-total of Warrants outstanding			3,634,350
Common stock associated with the 12% Convertible Notes plus accrued interest			1,391,553			0.12			N/A
Common stock associated with Pipeline Convertible Revenue Participation notes			164,513			0.72			N/A
Common stock associated with 14% convertible notes plus accrued interest			5,854,260			0.48			N/A
Common stock associated with 2013 and 2014 Unit Share Offerings			41,539			0.48			N/A
Common stock payable as fees			3,356,762		various
Total			14,442,977

Warrants

A summary of the Company’s warrant activity and related information during the year ended December 31, 2014 follows:

		Number of Shares			Weighted- Average Exercise		Remaining Contractual Life (Years)		Aggregate Intrinsic Value
		Number of Shares			Price		Remaining Contractual Life (Years)		Aggregate Intrinsic Value
Outstanding at January 1, 2013			5,401,239		$	5.16	1.06		$	32,830
Issued			1,552,807			1.26	2
Exercised			--
Forfeited			--
Cancelled			--
Expired			(3,897,258	)		1.92
Outstanding at December 31, 2013			3,056,788		$	1.26	1.07		$	131,320
Exercisable			3,056,788		$	1.26	1.07		$	131,320
Outstanding at January 1, 2014			3,056,788		$	4.29	1.07		$	131,320
Issued			2,349,312			1.27	1.46
Exercised			--
Forfeited			--
Cancelled			(312,500	)
Expired			(1,459,250	)		13.89
Outstanding at December 31, 2014			3,634,350		$	1.27	1.18		$	851,313
Exercisable			3,634,350		$	1.27	1.18		$	851,313

Income_Taxes

Income Taxes	12 Months Ended
Income Taxes	Dec. 31, 2014
Notes to Financial Statements
Income Taxes	The Company's net loss before income taxes totaled $14,756,828 and $7,032,955 for the years ended December 31, 2014 and 2013, respectively, accordingly, no provision for income taxes were provided in the accompanying financial statements.

	A reconciliation of the tax on the Company's loss for the year before income taxes and total tax expense are shown below:

		Years Ended December 31,
		2014			2013
	Income tax benefit at the U.S. statutory income tax	$	(5,017,321	)	$	(2,391,205	)
	Change in fair value of derivative liability		32,603			871,052
	Non-controlling interest in loss of subsidiary		48,127			16,464
	Non-deductible penalties and other expenses		472,619			290,420
	Changes in Valuation allowance		4,463,972			1,213,269
	Total	$	—		$	—

	Based on the weight of available evidence and uncertainties regarding the Company's ability to generate profits in the near future, the Company’s management has determined that it is more likely than not that the net deferred tax assets will not be realized. Therefore, the company has recorded a full valuation allowance against the net deferred tax assets.

	The components of net deferred tax assets recognized are as follows:


		December 31,			December 31,
		2014			2013
	Deferred noncurrent tax asset:
	Net operating loss carry-forward	$	2,036,123		$	1,481,871
	Accrual to Cash conversion		3,991,660			1,480,682
	Stock based compensation		1,361,342			--
	Depreciation		(38,995	)		(38,995	)
	Charitable Contributions		37,400			18,768
	Valuation allowance		(7,387,530	)		(2,942,326	)
	Total	$	—		$	—

	The future utilization of the Company's federal net operating loss and tax credit carry forwards to offset future taxable income may be subject to an annual limitation, pursuant to Internal Revenue Code sections 382 and 383, as a result of ownership changes that may have occurred previously or that could occur in the future.

	At December 31, 2014, the Company had federal income tax net operating losses of approximately $6.7 million. The federal net operating losses expire at various dates beginning in 2029.The Company files income tax returns in the U.S. federal jurisdiction and Texas jurisdiction. All tax years remain open to examination for the U.S. federal jurisdiction as a result of net operating loss carryforwards. The Company’s periodic tax returns filed in 2010 and, thereafter, are subject to examination by state taxing authorities in accordance with normal statutes of limitations in the applicable jurisdictions.

Commitments_and_Contingencies

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2014
Notes to Financial Statements
Commitments and Contingencies	Lease Commitments

	The Company leased its office facilities under an operating lease that commenced on October 1, 2013 and expires on September 30, 2020. The lease calls for monthly payments of $9,750, plus payment by the Company of all operating expenses, insurance and taxes on the property. The Company has an option until September 30, 2016, to purchase the land and building for $825,500.

	During 2013, the Company entered into a capital lease of a modular office trailer. The lease contract calls for forty eight (48) monthly payments of $593 with a purchase option at the end of the lease. The Company determined the value of the capital lease to be $23,300 with an implicit interest rate in the lease of 10%. In July of 2014, the Company entered into a lease for a commercial ice machine with Executive Leasing, Inc. The lease contract calls for Thirty six (36) monthly payments of $505 with a purchase option at the end of the lease. The Company determined the value of the capital lease to be $14,854 with an implicit interest rate in the lease of 12%. As of December 31, 2014 and 2013, the principal balances on these capital leases totaled $30,438 and $23,300, respectively.

	Future minimum lease payments under the capital lease and operating lease as of December 31, 2014, are as follows:

			Capital Leases				Operating Lease			Totals
	Years ending December 31:		Capital Leases				Operating Lease			Totals
	2015		$	13,176			$	117,000		$	130,176
	2016			13,176				117,000			130,176
	2017			8,960				117,000			125,960
	2018			--				117,000			117,000
	2019			--				117,000			117,000
	Thereafter			--				87,750			87,750
	Total minimum lease payments			35,312				672,750			708,062
	Less interest			(4,874	)
	Capital lease obligation			30,438
	Less current portion			(10,382	)
	Long-term capital lease obligation		$	20,056

	Rental expense for all property, including equipment rentals in the cost of sales, and equipment operating leases during the years ended December 31, 2014 and 2013, respectively, was $4,041,793 (which includes approximately$3.6million of equipment rental used on projects and reflected in cost of revenues) and $78,558, respectively. Related party rental expense during the years ended December 31, 2014 and 2013, was $472,450 and $14,292, respectively.

	Product Purchase and Manufacturing license agreement

	On June 20, 2014, the Company entered into an exclusive product purchase and manufacturing license agreement with Salttech B.V, (“Salttech”) a company based in the Netherlands. The agreement provides exclusive rights to purchase Salttech’s DyVaR devices which are used to remove salinity from brackish/brine water streams. The agreement grant’s to the Company exclusive United States rights to purchase these products for use in the municipal and oil & gas industries. The agreement also grants to the Company the right of first refusal for this technology in North America.

	The initial term of the agreement is for five years and is renewable automatically for five years and every five year period unless terminated by written notice of the parties at least three months before the termination date.

	The initial royalty for the first year of the agreement is for $324,000, payable quarterly beginning with the calendar quarter starting July 1, 2014 as follows: Q3 2014 $60,000, Q4 2014 $60,000, Q1 2015 $100,000 and Q2 2015 $104,000. The Company also agreed to pay a continuing royalty of $240,000 per year for years 2-5, plus 3% of the invoice price of any products sold by the Company under the agreement. The Company also agreed to issue 66,667 shares of its common stock in consideration of this agreement.

	As of December 31, 2014, the minimum royalty obligation payable under this agreement is as follows:

	Years ending December 31:		Minimum Royalty Obligation
	2015		$	324,000
	2016			240,000
	2017			240,000
	2018			240,000
	2019			120,000
	Total minimum royalty payments		$	1,164,000

	Indemnities and Guarantees

	In addition to the indemnification provisions contained in the Company’s charter documents, the Company will generally enter into separate indemnification agreements with the Company’s directors and officers. These agreements require the Company, among other things, to indemnify the director or officer against specified expenses and liabilities, such as attorneys’ fees, judgments, fines and settlements, paid by the individual in connection with any action, suit or proceeding arising out of the individual’s status or service as the Company’s director or officer, other than liabilities arising from willful misconduct or conduct that is knowingly fraudulent or deliberately dishonest, and to advance expenses incurred by the individual in connection with any proceeding against the individual with respect to which the individual may be entitled to indemnification by the Company. These guarantees and indemnities do not provide for any limitation of the maximum potential future payments the Company could be obligated to make. Historically, the Company has not been obligated nor incurred any payments for these obligations and, therefore, no liabilities have been recorded for these indemnities and guarantees in the accompanying consolidated balance sheets.

	Employment Agreements

	On September 23, 2013, one of our wholly owned subsidiaries, STW Pipeline Maintenance & Construction, LLC (“Pipeline Maintenance”), entered into an Executive Employment Agreement with Adam Jennings to serve as Pipeline Maintenance's President (the "Jennings Agreement") for a term of one year, unless otherwise terminated or mutually extended. The Company is a party to the Jennings Agreement only to the extent of the obligations it is required to perform under the Jennings Agreement. Pursuant to the Jennings Agreement, Mr. Jennings may not accept other employment or engage in activity that may interfere with his duties under the agreement without obtaining the Company's prior written consent. The Company also agreed to issue an aggregate of 200,000 shares of its common stock to Mr. Jennings as a signing bonus, to be issued in four (4) equal installments on each consecutive 90th day following Mr. Jennings employment; provided however that the first installment shall be paid within 30 days of signing the agreement and if Mr. Jennings voluntarily terminates employment before September 20, 2014, he shall return the most recently received installment of such signing bonus back to the Company. The Company also has sole discretion to grant Mr. Jennings stock options in the Company. Mr. Jennings is also entitled to receive 10% of Pipeline Maintenance's distributable limited liability company net profits during his employ. The Company has sole rights to terminate Mr. Jennings' employment for cause. The value of the first installment of the signing bonus of 50,000 shares of common stock was recorded on September 23, 2013 as fees payable in common stock.

	The Company amended the employment agreement with Mr. Jennings on April 1, 2014 for an additional year. The terms of the amendment, Mr. Jennings base salary was increased to $200,000 per year. He was also awarded an additional 166,667 shares of its common stock to Mr. Jennings valued at $100,000 as an additional signing bonus.

	On September 20, 2013, the Company entered into an Executive Employment Agreement with Joshua Brooks (the "Brooks Agreement"), to serve as the Company's Vice President of Operations, primarily focusing on the Company's oilfield construction, services and maintenance operations and to observe and learn the other activities that the Company is involved in including water processing. The term of the Brooks Agreement is for a term of one year, unless otherwise terminated or mutually extended. Pursuant to the Brooks Agreement, Mr. Brooks is entitled to an annual salary of $120,000, which shall be paid on a quarterly basis, in shares of the Company's common stock at a price per share equal to the weighted average trading value of such stock during the same quarter. As incentive to help develop the operation and profitability of Pipeline Maintenance, Mr. Brooks is entitled to an aggregate of an additional 4,000,000 shares of the Company's common stock upon the occurrence of certain Company milestones in gross sales and/or profit. As a signing bonus, the Company shall issue Mr. Brooks 333,333 shares of its common stock, which Mr. Brooks must return on a pro-rata basis, if he voluntarily resigns before March 20, 2014. Mr. Brooks shall be entitled to bonuses and stock options, which the Company may award and grant in its sole discretion, and to the benefits offered to similarly situated executives. The Company shall reimburse Mr. Brooks for reasonable business expenses he incurs while carrying out his duties under the Brooks Agreement, and they shall also reimburse him for use of his personal vehicle at standard mileage rates and provide him with a laptop computer and cellular phone, if needed to carry out such duties. The Company shall indemnify Mr. Brooks to the fullest extent permitted under Nevada law. Unless Mr. Brooks is terminated for cause by the Company, which they maintain the right to do, or as a result of disability, Mr. Brooks is entitled to certain severance as set forth in the Brooks Agreement. Mr. Brooks maintains the right to terminate his employment at any time upon 30 days advance written notice and shall be entitled to all compensation payable up through such thirtieth day, after which all of the Company's obligations (other than indemnification and specific benefits) shall cease. Pursuant to the Brooks Agreement, Mr. Brooks is under a 1 year non-compete/solicitation agreement. The value of the signing bonus of $140,000 was recorded as fees payable in common stock on September 20, 2013.The Company has issued 333,333 shares of common stock to satisfy the obligation. As of December 31, 2013 there was no remaining obligation.

	On May 27, 2014, one of our wholly owned subsidiaries, STW Water Process and Technologies, LLC (“STW Water”), entered into an Executive Employment Agreement with Alan Murphy to serve as STW Water’s President (the "Murphy Agreement") for a term of three years, unless otherwise terminated or mutually extended. The initial base salary pursuant to the Murphy agreement is $200,000 annually. The base salary is subject to an annual review and Mr. Murphy is entitled to receive performance bonuses up to 100% of his base salary, subject to the sole discretion of the Company’s CEO. The Company is a party to the Murphy Agreement only to the extent of the obligations it is required to perform under the Murphy Agreement. Pursuant to the Murphy Agreement, Mr. Murphy may not accept other employment or engage in activity that may interfere with his duties under the agreement without obtaining the Company's prior written consent. The Company also agreed to issue an aggregate of 333,333 shares of its common stock valued at $200,000 to Mr. Murphy as a signing bonus. The Company also agreed to grant Mr. Murphy 500,000 stock options in the Company upon the formation and funding of the Company’s employee stock option plan. The Company has sole rights to terminate Mr. Jennings' employment for cause.

	Service Agreement

	On September 24, 2013, the Company entered into a service agreement with one of its executive officers pursuant to which the officer agreed to provide a personal guaranty to lenders and/or suppliers from which the Company's subsidiary, STW Oilfield Construction, LLC ("Oilfield Construction"), seeks to rent or purchase equipment, as specified in each agreement. In consideration for the personal guaranty, the Company agreed to issue to the officer that number of shares of its common stock, valued at $0.72 per share, as is equal to the amount of the guaranty (the "Guaranty Shares"). The value of the 63,667 shares of common stock was recorded on September 24, 2013, as fees payable in common stock. The Company maintains the right to terminate these service agreements at any time with written notice. The term of the agreement/guaranty is for 6 months. The following table provides salient information about this service agreement, which is attached as an exhibit to this Report.



	Name and Title	Date of Agreement		Amount of Personal Guaranty				Guaranty Shares			No. of Shares Owned Following Receipt of Guaranty Shares
	Joshua Brooks, former Chief Operating Officer	24-Sep-13		$	45,800	-1			63,667			63,667


(1) Pursuant to the service agreement with Mr. Brooks, any amounts due on a related defaulted lease in excess of 20% of the amount of the personal guaranty, shall be the Company's obligation. If Brooks' employment with the Company is terminated, the Company shall use its best commercial efforts to have it or a third party assume Brooks' guarantee obligations. The service agreement was terminated by mutual agreement on December 24, 2014, when the Company executed a Settlement Agreement and Note Payable to Dufrane Nuclear Shielding, LLC, a company controlled by Mr. Joshua Brooks, the Company’s former executive officer.

Contingencies

GE Ionics, Inc. Lawsuit. On May 22, 2013, GE filed a lawsuit against STW in the Supreme Court of the State of New York, County of New York, Index No. 651832/2013 (the “GE Lawsuit”). Although the lawsuit arises out of STW’s obligations to GE under its Settlement Agreement with GE (described more fully in Note 5, Notes Payable - GE Ionics Settlement Agreement), upon which STW owed GE $2.1 million plus interest, GE has elected to forgo suit on the settlement amount and sue STW for the original debt of $11,239,437, plus interest and attorneys’ fees (the “Original Debt”). As such, STW filed its Answer and asserted that it is entitled to and shall pursue all of its available legal and equitable defenses to the Original Debt, inasmuch as GE has, among other things, failed to discount the Original Debt sued upon by the amounts that it recovered through re-use and re-sale of the equipment it fabricated for STW. Management has not accrued the original amount of the debt because the probability of recovery is remote. The lawsuit is in the discovery phase of litigation.

Sichenzia and Ross Lawsuit. On June 13, 2014, Sichenzia Ross Friedman Ference LLP filed a lawsuit against the Company in the Supreme Court of New York, County of New York, Index No. 155843/2013, seeking $180,036 in legal fees and expenses from the Company. The legal fees and expenses related to Sichenzia Ross’ representation of the Company on SEC matters. The parties filed a stipulation with the Court on August 25, 2014, which extended the Company’s date to file an Answer to the lawsuit to September 22, 2014. On October 8, 2014, the Parties entered into a Settlement Agreement whereby the Company agreed to pay Sichenzia Ross $80,036.22 on or before November 28, 2014 or within three business days of the Company closing its current round of financing. The agreement to pay was secured by the Company providing Sichenzia Ross an “Affidavit of Judgment by Confession” in the amount of $80,036.22 to be filed only if the Company failed to pay the $80,036.22 by the due date, plus a five day cure period ending on December 03, 2014. On December 10, 2014, Sichenzia Ross filed the Judgement by Confession with the Court and the Judgment remains unsatisfied.

J. Johnson & Associates Lawsuit. There has been one lawsuit filed on July 14, 2014 against the Company’s subsidiary, STW Water Process & Technologies, LLC (“STW Water”), Bob J. Johnson & Associates, Inc. (BJJA) v. Alan Murphy and STW Water & Process Technologies, LLC, Case No. CV50473 in the 238th District Court of Midland County, Texas (the “BJJA Lawsuit”). BJJA sought to enforce an allegedly enforceable covenant not to compete and a confidentiality agreement signed by Alan Murphy, STW Water’s recently hired President, who was a former vice president and employee of BJJA. On July 14, 2014, BJJA obtained a TRO against Alan Murphy, STW Water and those associated with the Defendants, which, by the Company’s ownership of STW Water, included the Company. The TRO temporarily prohibited the Company, STW Water and Alan Murphy from contacting two key customers of STW and STW Water, Pioneer Energy Resources and the City of Ft. Stockton, Texas. On July 28, 2014, the Court held a temporary injunction hearing, which resulted in the TRO being dissolved and the Court refusing to further enjoin STW, STW Water or Alan Murphy from competing with BJJA. The case is still on the docket and BJJA has sought initial discovery from the Company; however, the Company is confident that it will not go forward to a trial on the merits, thereby precluding any appreciable risk of a permanent injunction.

Arbitration Judgment

Viewpoint Securities, LLC Arbitration. On or about July 9, 2012, the Company and Stan Weiner, the Company's chief executive officer, received a demand for arbitration with the American Arbitration Association. The demand was filed by Viewpoint Securities LLC ("VP") who entered into an engagement agreement, dated March 9, 2008 (as amended on March 9, 2008, November 10, 2008, January 1, 2009, February 5, 2010, and December 1, 2010), with STW whereby the Company retained VP to act as its financial and capital markets advisor regarding equity and debt introduced by VP to the Company. The demand alleged breach of contract, breach of the covenant of good faith and fair dealings, negligence prayer for commissions and expenses incurred by VP in its efforts to provide introductions and attempt to provide financing to the Company from March 9, 2008 through February 2, 2012, the date of termination of the Agreement. VP seeks, among other things, $216,217 and a warrant to purchase 94,444 shares of the Company's common stock, payment of a $15,000 promissory note plus 3+ years of interest at 12%, attorneys' fees of $18,000 and costs of arbitration for filing fees and hearing fees. The Company believed it had valid defenses and contested these claims vigorously. On August 18, 2012, VP dismissed Stan Weiner from the claim with prejudice. A final arbitration hearing was held on February 3, 2014. On April 1, 2014, the Arbitrator issued an Award in favor of Viewpoint for $196,727 on Viewpoint's claim for $216,217 in fees and expenses, plus $5,541 in arbitration hearing fees and expenses; interest shall accrue at the rate of 10% per annum on any unpaid portion of the award commencing April 1, 2014. The Arbitrator denied Viewpoint's claims related to the Company's warrants, a $15,000 promissory note plus 12% interest and for $18,000 in attorneys' fees. The Award was final on April 1, 2014, and on October 28, 2014, Viewpoint filed a lawsuit in San Diego County, California Superior Court seeking to enforce its Arbitration Award, in Case No. 37-2014-00036027-CU-PA-CTL. On December 08, 2014, the Company filed a motion to dismiss the enforcement action due to Viewpoint having forfeited its corporate rights in California due to non-payment of California corporate taxes, and that motion is still pending before the Court. The full amount of this award has been accrued for in Accounts Payable.

Segment_Information

Segment Information	12 Months Ended
Segment Information	Dec. 31, 2014
Notes to Financial Statements
Segment Information
	We have three reportable segments, (1) water reclamation services, (2) oil & gas services, and (3) corporate overhead, as described herein.

	Water reclamation services

	The Company plans to provide customized water reclamation services. STW’s core expertise is an understanding of water chemistry and its application to the analysis and remediation of complex water reclamation issues. STW provides a complete solution throughout all phases of a water reclamation project including analysis, design, evaluation, implementation and operations.

	Oil and Gas Services

	Our subsidiaries, STW Energy, STW Pipeline Maintenance & Construction, and STW Oilfield Construction Services offer a wide a range of oilfield and pipeline construction, maintenance and support services. We employ qualified laborers with years of experience in the oil patch, and Supervisor/Sales people with particular oil patch knowledge in the Permian and Delaware Basins of West Texas, Eastern New Mexico, and in the Eagle Ford of South Texas.

	Corporate Operations

	Corporate operations include senior management salaries and benefits, accounting and finance, legal, business development, and other general corporate operating expenses.

	The accounting policies for the segments are the same as those described in the Summary of Significant Accounting Policies (see Note 1). The following is a list of methodologies that we use for segment reporting that differ from our external reporting:

	●	Liabilities including accounts payable, notes payable, and other liabilities are managed at the corporate level and not included in segment operations.

	●	Interest expense and change in derivative liabilities are managed at the corporate level and not included in segment operations.

	Segment Operations

			Year Ended December 31, 2014
			Water Reclamation			Oil & Gas Services			Corporate Operations			Consolidated Totals
	Revenues		$	380,657		$	18,227,371		$	--		$	18,608,028
	Costs of revenues			312,277			17,241,311			--			17,553,588
	Operating expenses			1,283,862			3,468,949			9,063,932			13,816,743
	Other income (expense)			--			--			(2,136,075	)		(2,136,075	)
	Segment income (loss)		$	(1,215,482	)	$	(2,482,889	)	$	(11,200,007	)	$	(14,898,378	)

			Year Ended December 31, 2013
			Water Reclamation			Oil & Gas Services			Corporate Operations			Consolidated Totals
	Revenues		$	536,735		$	1,408,896		$	--		$	1,945,631
	Costs of revenues			472,978			1,202,336			--			1,675,314
	Operating expenses			102,210			763,900			2,718,330			3,584,440
	Other income (expense)			--			--			(3,767,256	)		(3,767,256	)
	Segment income (loss)		$	(38,453	)	$	(557,340	)	$	(6,485,586	)	$	(7,081,379	)

	Segment Assets

			31-Dec-14
			Water Reclamation			Oil & Gas Services			Corporate Operations			Consolidated Totals
	Current Assets		$	1,369,434		$	3,561,024		$	247,665		$	5,178,123
	Fixed assets			837,602			524,219			76,178			1,437,999
	Other assets			--			--			97,121			97,121
	Segment Assets		$	2,207,036		$	4,085,243		$	420,964		$	6,713,243

			31-Dec-13
			Water Reclamation			Oil & Gas Services			Corporate Operations			Consolidated Totals
	Current Assets		$	--		$	579,541		$	4,040		$	583,581
	Fixed assets			--			694,219			52,419			746,638
	Other assets			--			--			185,428			185,428
	Segment Assets		$	--		$	1,273,760		$	241,887		$	1,515,647

Subsequent_Events

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2014
Notes to Financial Statements
Subsequent Events	Management evaluated all activity of the Company through April 2, 2015, the consolidated financial statements issuance date, and has concluded that no material subsequent events have occurred that would require recognition in the financial statements or disclosures in the notes to the financial statements, except as discussed below.

	On January 22, 2015, the Company filed a Certificate of Amendment to increase the number of common stock shares from 41,666,667 to 191,666,667.

	Issuance of convertible notes and common stock:
	In January of 2015 the Company started to raise capital for the purpose of retiring some of the older loans with higher interest rates. To the date of this Report, the Company has issued $1,375,000 of new debt to 4 investors; after reductions for discounts and fees, the Company raised approximately $1,144,000 for that purpose. The new convertible notes bear interest of 5% through July 15, 2015, and 15% if in default and are convertible, subject to limitations, at $0.65. In connection with this funding, in February 2015, the Company issued 525,000 shares of common stock valued at $481,500 to the four investors as further inducement.

	On January 15, 2015 the Company issued 62,500 shares of common stock to an investor, at a unit price of $1.59, in payment of interest on a short term loan for a value of $99,375 and an additional 170,000 shares of common stock, at a unit price of $1.40, to a consultant for services valued at $238,000.

	On January 27, 2015 the Company issued 281,167 shares of common stock, at various unit prices, valued at $210,642 to 19 employees for signing bonuses and continued service to the company.

	On January 28, 2015 the Company issued 158,335 shares of common stock, at various unit prices, to 7 investors valued at $223,501 in payment of interest on 7 short term loans.

	In the first week of February 2015 the Company issued 378,334 shares of common stock, at various unit prices, valued at $429,834 to 4 employees pursuant to their employment contracts.

	On February 3, 2015 the Company issued 15,385 shares of common stock, at a unit price of $0.65, to an accredited investor based on a unit offering at $0.65 per unit raising $10,000 of additional capital for the Company.

	On February 6, 2015 the Company 150,001 shares of common stock, at various unit prices, to 2 consultants valued at $144,333 in payment of services rendered in 2014 and the renewal of a 2015 contract.

	On February 18, 2015 the Company issued 184,975 shares of common stock to an investment group, at a unit price of $0.65, valued at $140,581 for services rendered in procuring investors for the company.

	On February 23, 2015 the Company issued 562,500 shares of common stock to 6 directors, at a unit price of $0.80, valued at $450,000 for services rendered in prior year(s).

	On February 24, 2015 the Company issued 100,000 shares of common stock, at a unit price of $0.65, to a consultant for services valued at $65,000.

	On February 27, 2015, pursuant to the January 8, 2015 Board of Director’s Minutes, a total of 900,000 shares were issued by the Company to 2 employees and 1 consultant for services performed in 2014. They were issued at a unit price of $0.80 per common share at a value of $720,000.

	On January 21, 2015 the Company interred into a securities purchase agreement with 3 accredited investors and received aggregate gross proceeds of $750,000 for 5% Convertible Promissory Notes of the Company.

	On February 24, 2015, the Board voted to increase the short term financing round previously approved by the Board on January 08, 2015 shall be increased in authorization by $250,000 to $1,250,000, together with authorizing an additional 100,000 shares of the Company’s stock in order to close on an offer from an additional $250,000 investor.

	The Board also agreed that in exchange for MKM Master Opportunity Fund, Ltd. extending the Company’s note obligation that the shares of the Company’s restricted common stock shall be increased from the original extension amount of 41,667 (250,000 pre-reverse merger) to 55,556 shares (333,334 pre-reverse merger).

	Black Pearl note payable:
	On February 26, 2015, the Company negotiated an extension on the note payable to Black Pearl Energy, a Related Party, and established the balance at $1,079,944 plus $105,363 in interest due. The note is to be paid on a monthly basis of $12,000 per month for 48 months and a balloon payment in February of 2019. On March 5, 2015, the note was revised to consolidate the receivables and the payable and net the note down to $805,863 and reduce the interest due to approximately $67,000. Additionally Black Pearl is to be granted 75,000 shares to cure the default and 131,704 shares of common stock to make the extension.

	On March 26, 2015, the Company approved three Executive Long Term Agreements for Stanley T. Weiner (as President and CEO), Paul DiFrancesco (as Head of Finance) and D. Grant Seabolt, Jr. (as General Counsel and Corporate Secretary).

	On March 26, 2015, the Board approved amending certain outstanding employment agreements to clarify that any options issuable thereunder, shall only be issued at such time when the Company’s option plan is fully funded and implemented; the Company circulated these amendments to the respective employees and has no reason to believe they will not be countersigned by each such employee.

	The terms of the employment agreements are as follows:

	Stanley T. Weiner shall be employed as Chairman and CEO for a three year term effective February 1, 2015. His base salary shall be $15,000 monthly ($180,000 annually) during the first year of employment, $22,000 monthly ($264,000 annually) during the second year of employment, and $29,000 monthly ($348,000 annually) during the third year of employment. He will be subject to an annual discretionary bonus up to 100% of his previous six month salary, and a signing bonus of 300,000 shares of the Company’s common stock. He will also be subject to quarterly bonuses equal to 50,000 shares of the Company’s common stock. He will also be subject to a twelve month severance award in the event of termination.

	Paul DiFrancesco shall be employed as Head of Finance for a three year term effective February 1, 2015. His base salary shall be $12,000 monthly ($144,000 annually) during the first year of employment, $16,000 monthly ($192,000 annually) during the second year of employment, and $16,000 monthly ($192,000 annually) during the third year of employment. He will be subject to an annual discretionary bonus up to 100% of his previous six month salary, and a signing bonus of 300,000 shares of the Company’s common stock. He will also be subject to quarterly bonuses equal to 50,000 shares of the Company’s common stock. He will also be subject to a twelve month severance award in the event of termination.

	Grant Seabolt shall be employed as General Counsel and Corporate Secretary for a three year term effective February 1, 2015. His base salary shall be $8,000 monthly ($96,000 annually) during the first year of employment, $9,500 monthly ($114,000 annually) during the second year of employment, and $9,500 monthly ($114,000 annually) during the third year of employment. He will be subject to an annual discretionary bonus up to 100% of his previous six month salary, and a signing bonus of 100,000 shares of the Company’s common stock. He will also be subject to quarterly bonuses equal to 25,000 shares of the Company’s common stock. He will also be subject to a twelve month severance award in the event of termination.

Nature_of_the_Business_and_Sig1

Nature of the Business and Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2014

Organization, Consolidation and Presentation of Financial Statements [Abstract]

History of the Company

The Company’s operations are located in the United States of America and the principal executive offices are located at 3424 South County Road 1192, Midland, Texas 79706.

Formation of New Subsidiaries

Consolidation Policy

Reclassifications

Certain reclassifications were made to the prior year consolidated financial statements to conform to the current year presentation. There was no change to reported net loss.

Non-Controlling Interest

Going Concern and Management's Plan

oil and gas operators and municipal utility districts; and (c) controlling overhead and expenses.

Use of Estimates

Concentration of Credit Risk

Fair Value of Financial Instruments

Level 1 — Valuations based on unadjusted quoted market prices in active markets for identical securities.

Level 3 — Valuations based on inputs that are unobservable and significant to the overall fair value measurement, and involve management judgment.

Fair value of Derivative Liabilities:

Level 1

Level 2

Level 3

Total

31-Dec-14

802,340

31-Dec-13

1,630,985

Accounting for Derivative Liabilities

Equity Instruments Issued to Non-Employees for Acquiring Goods or Services

Long-lived Assets and Intangible Assets

Revenue Recognition

Services Revenues from Master Services Agreements

During the years ended December 31, 2014 and 2013, the Company entered into Master Services Agreements (“MSA”) with several major oil & gas companies. These MSAs contract the Company to provide a range of oil & gas support services including oilfield site construction and maintenance, pipeline maintenance, oil rig cleaning, site preparation, energy support services, and other oil & gas support services. The Company bills these customers pursuant to purchase orders issued under the MSAs. The revenues billed include hourly labor fees and equipment usage fees. The Company realizes revenues from these contracts as the services are performed under the customer purchase orders. As services are performed and signed off by the customer, the Company generates an invoice and recognizes the revenue from its customers. Revenues are recognized when collectability of the receivable is reasonably assured and amounts are fixed and determinable.

Services Revenues from Water Reclamation Services

Contract Revenue and Cost Recognition on Engineering and Design Services

Business Segments

The Company has three reportable segments, (1) water reclamation services, (2) oil & gas services, and (3) corporate operations. Segment information is reported in Note 11.

Income Taxes

The Company has adopted the provisions set forth in FASB ASC Topic 740, to account for uncertainty in income taxes. In the preparation of income tax returns in federal and state jurisdictions, the Company asserts certain tax positions based on its understanding and interpretation of the income tax law. The taxing authorities may challenge such positions, and the resolution of such matters could result in recognition of income tax expense in the Company’s financial statements. Management believes it has used reasonable judgments and conclusions in the preparation of its income tax returns. The Company files income tax returns in the U.S. federal jurisdiction and one state jurisdiction. The Company’s periodic tax returns filed in 2011 and, thereafter, are subject to examination by taxing authorities in accordance with normal statutes of limitations in the applicable jurisdictions.

Comprehensive Loss

The Company does not have any components of other comprehensive income (loss) as defined by ASC 220, “Reporting Comprehensive Income.” For the years ended December 31, 2014 and 2013, comprehensive income (loss) consists only of net loss and, therefore, a Statement of Other Comprehensive Loss has not been included in these consolidated financial statements.

Common Stock and Common Stock Warrants Issued to Employees

At December 31, 2014 and 2013, the Company had no grants of employee common stock options or warrants outstanding.

Income (Loss) per Share

Property and Equipment

Computer equipment and software

3 years

Furniture

3 years

Machinery

3-5 years

Stock Subscriptions Payable

Fees Payable in Common Stock

Loan Discounts

The Company amortizes loan discounts under the effective interest method.

Recently Issued Accounting Standards

Other recently issued accounting standards are not expected to have a material effect on the Company's consolidated financial statements.

Nature_of_the_Business_and_Sig2

Nature of the Business and Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Fair Value of Derivative Liability	Fair value of Derivative Liabilities:		Level 1		Level 2		Level 3		Total
	31-Dec-14		$	--	$	--	$	802,340	$	802,340
	31-Dec-13		$	--	$	--	$	1,630,985	$	1,630,985

Estimated useful life of property and equipment	Computer equipment and software	3 years
	Furniture	3 years
	Machinery	3-5 years

Property_and_Equipment_Tables

Property and Equipment (Tables)	12 Months Ended
Property and Equipment (Tables)	Dec. 31, 2014
Property And Equipment Tables
Property, Plant and Equipment		31-Dec-14			31-Dec-13
	Office furniture and equipment	$	21,806		$	16,838
	Tools and yard equipment		7,661			2,302
	Vehicles and construction equipment		1,231,742			798,273
	Leasehold improvements		15,933			--
	Water wells under development		341,359			--
	Total, cost		1,618,501			817,413
	Accumulated Depreciation and Amortization		(180,502	)		(70,775	)
	Total Property and Equipment	$	1,437,999		$	746,638

Notes_Payable_Tables

Notes Payable (Tables)	12 Months Ended
Notes Payable (Tables)	Dec. 31, 2014
Notes Payable Tables
Notes Payable	Name	2014			2013
	14% Convertible Notes	$	2,296,342		$	2,904,736
	12% Convertible Notes		100,000			375,000
	Other Short-term Debt		55,000			43,280
	GE Note		2,100,000			2,100,000
	Deferred Compensation Notes		279,095			279,095
	Revenue Participation Notes		2,337,500			852,702
	Note payable to Crown Financial LLC, a related party		702,697			683,036
	Note payable to Dufrane Nuclear Shielding, LLC, a related party		725,000			--
	Equipment finance contracts		110,000			137,573
	Capital lease obligations		30,437			23,300
	Unamortized debt discount		-20,362			-107,221
	Total Debt		8,715,709			7,291,501
	Less: Current Portion		(5,890,414	)		(4,668,492	)
	Total Long Term Debt	$	2,825,295		$	2,623,009
Revenue Participation Notes	2012 Revenue Participation Notes	$	165,000
	2013 Revenue Participation Notes - STW Resources Salt Water Remediation		302,500
	2013 Revenue Participation Notes - STW Energy		182,000
	2013 Convertible Revenue Participation Notes - STW Pipeline		115,000
	2014 Revenue Participation Notes, Upton Project – STW Water		1,573,000
	Total revenue participation notes	$	2,337,500

Derivative_Liability_Tables

Derivative Liability (Tables)	12 Months Ended
Derivative Liability (Tables)	Dec. 31, 2014
Notes to Financial Statements
Warrants and embedded conversion options which have no observable market data		For the year ended December 31,			For the year ended
		2014			December 31,
					2013
	Annual dividend yield		0	%		0	%
	Expected life (years)		0.60 – 0.47			0.60 – 0.47
	Risk-free interest rate		0.11% - 0.25	%		0.11% - 0.25	%
	Expected volatility		735	%		623	%
Warrants and embedded conversion options measured at fair value on a recurring basis		For the year ended			For the year ended
		December 31,			December 31,
		2014			2013
	Balance beginning	$	1,630,985		$	1,046,439
	Value of derivative liability associated with JMJ note payable		42,592			--
	Value of derivative liability attributable to conversion of notes payable and accrued interest		(694,149	)		--
	Change in derivative liability associated with conversion of notes payable and accrued interest		(272,980	)		--
	Reclassification of derivative liability due to increased share authorization		--			(1,977,372	)
	Change in fair value		95,892			2,561,918
	Balance ending	$	802,340		$	1,630,985

Stockholders_Deficit_Tables

Stockholders' Deficit (Tables)	12 Months Ended
Stockholders' Deficit (Tables)	Dec. 31, 2014
Notes to Financial Statements
Amendment shares issued	Security	Number of Underlying Common Shares			ExerciseP rice			Expire
	Warrants issued for Professional Services		250,000			24			2014
	Warrants associated with the January 14, 2009 Bridge Note		80,000			18			2014
	Warrants associated with the acquisition of the Company's Preferred Shares outstanding		250,000			48			2014
	Warrants associated with the 12% Convertible Notes		273,583			0.12			2014-2015
	Warrants associated with 2012 Revenue Participation Notes		30,250			1.2			2014
	Warrants associated with May 2012 Subscription Agreement		87,500			1.2			2014
	Warrants associated with June-September 14% Convertible Notes		91,667			1.2			2014
	Warrants associated with November 14% Convertible notes		462,917			1.2			2014
	Warrants associated with 2013 Revenue Participation Notes		185,038			1.20 – 1.80			2015
	Warrants issued to Crown Financial, LLC		666,667			1.2			2016
	Warrants issued on $20,000 short term loan		33,333			1.2			2015
	Warrants issued with November 2013 Unit Share Offering		645,833			1.2			2015
	Sub-total of Warrants outstanding		3,056,788
	Common stock associated with the 12% Convertible Notes plus accrued interest		4,627,570			0.02			2014
	Common stock associated with Pipeline Convertible Revenue Participation notes		287,660			0.12			2015
	12/31/2013 Accrued Default interest		86,186			0.02			2014-2015
	Common stock associated with the 14% Convertible Notes plus accrued interest		7,685,772			0.08			2015
	12/31/2013 Accrued Default interest		33,050			0.08			2014
	12/31/2013 Calibre Note interest		27,328			0.08			2014
	Common stock associated with November 2013 Unit Share Offering		645,833			0.08			2015
	Common stock payable as fees		608,279		various				2014
	Total securities		17,058,466
Securities to acquire common stock outstanding	Security	Number of Underlying Common Shares			Exercise Price			Expire
	Warrants associated with the 12% Convertible Notes		66,667			0.012			2015
	Warrants associated with 2013 Revenue Participation Notes		185,038			1.20– 1.80			2015
	Warrants issued to Crown Financial, LLC		666,667			1.2			2016
	Warrants issued on $20,000 short term loan		33,333			1.2			2015
	Warrants issued with 2013 and 2014 Unit Share Offerings		2,682,645			1.20– 1.50			2015 - 2016
	Sub-total of Warrants outstanding		3,634,350
	Common stock associated with the 12% Convertible Notes plus accrued interest		1,391,553			0.12			N/A
	Common stock associated with Pipeline Convertible Revenue Participation notes		164,513			0.72			N/A
	Common stock associated with 14% convertible notes plus accrued interest		5,854,260			0.48			N/A
	Common stock associated with 2013 and 2014 Unit Share Offerings		41,539			0.48			N/A
	Common stock payable as fees		3,356,762		various
	Total		14,442,977
Warrant activity
	A summary of the Company’s warrant activity and related information during the year ended December 31, 2014 follows:

		Number of Shares			Weighted- Average Exercise		Remaining Contractual Life (Years)		Aggregate Intrinsic Value
		Number of Shares			Price		Remaining Contractual Life (Years)		Aggregate Intrinsic Value
	Outstanding at January 1, 2013		5,401,239		$	5.16	1.06		$	32,830
	Issued		1,552,807			1.26	2
	Exercised		--
	Forfeited		--
	Cancelled		--
	Expired		(3,897,258	)		1.92
	Outstanding at December 31, 2013		3,056,788		$	1.26	1.07		$	131,320
	Exercisable		3,056,788		$	1.26	1.07		$	131,320
	Outstanding at January 1, 2014		3,056,788		$	4.29	1.07		$	131,320
	Issued		2,349,312			1.27	1.46
	Exercised		--
	Forfeited		--
	Cancelled		(312,500	)
	Expired		(1,459,250	)		13.89
	Outstanding at December 31, 2014		3,634,350		$	1.27	1.18		$	851,313
	Exercisable		3,634,350		$	1.27	1.18		$	851,313

Income_Taxes_Tables

Income Taxes (Tables)	12 Months Ended
Income Taxes (Tables)	Dec. 31, 2014
Income Taxes Tables
Reconciliation of tax on the Company's loss		Years Ended December 31,
		2014			2013
	Income tax benefit at the U.S. statutory income tax	$	(5,017,321	)	$	(2,391,205	)
	Change in fair value of derivative liability		32,603			871,052
	Non-controlling interest in loss of subsidiary		48,127			16,464
	Non-deductible penalties and other expenses		472,619			290,420
	Changes in Valuation allowance		4,463,972			1,213,269
	Total	$	—		$	—
Net deferred tax assets recognized		December 31,			December 31,
		2014			2013
	Deferred noncurrent tax asset:
	Net operating loss carry-forward	$	2,036,123		$	1,481,871
	Accrual to Cash conversion		3,991,660			1,480,682
	Stock based compensation		1,361,342			--
	Depreciation		(38,995	)		(38,995	)
	Charitable Contributions		37,400			18,768
	Valuation allowance		(7,387,530	)		(2,942,326	)
	Total	$	—		$	—

Commitments_and_Contingencies_

Commitments and Contingencies (Tables)	12 Months Ended
Commitments and Contingencies (Tables)	Dec. 31, 2014
Commitments And Contingencies Tables
Future minimum lease payments	Future minimum lease payments under the capital lease and operating lease as of December 31, 2014, are as follows:

			Capital Leases				Operating Lease			Totals
	Years ending December 31:		Capital Leases				Operating Lease			Totals
	2015		$	13,176			$	117,000		$	130,176
	2016			13,176				117,000			130,176
	2017			8,960				117,000			125,960
	2018			--				117,000			117,000
	2019			--				117,000			117,000
	Thereafter			--				87,750			87,750
	Total minimum lease payments			35,312				672,750			708,062
	Less interest			(4,874	)
	Capital lease obligation			30,438
	Less current portion			(10,382	)
	Long-term capital lease obligation		$	20,056

Product Purchase and Manufacturing license agreement	As of December 31, 2014, the minimum royalty obligation payable under this agreement is as follows:

	Years ending December 31:		Minimum Royalty Obligation
	2015		$	324,000
	2016			240,000
	2017			240,000
	2018			240,000
	2019			120,000
	Total minimum royalty payments		$	1,164,000

Service Agreement	Name and Title	Date of Agreement		Amount of Personal Guaranty				Guaranty Shares			No. of Shares Owned Following Receipt of Guaranty Shares
Service Agreement	Joshua Brooks, former Chief Operating Officer	24-Sep-13		$	45,800	-1			63,667			63,667

Segment_Information_Tables

Segment Information (Tables)	12 Months Ended
Segment Information (Tables)	Dec. 31, 2014
Segment Information Tables
Segment Operations and Assets	Segment Operations

		Year Ended December 31, 2014
		Water Reclamation			Oil & Gas Services			Corporate Operations			Consolidated Totals
	Revenues	$	380,657		$	18,227,371		$	--		$	18,608,028
	Costs of revenues		312,277			17,241,311			--			17,553,588
	Operating expenses		1,283,862			3,468,949			9,063,932			13,816,743
	Other income (expense)		--			--			(2,136,075	)		(2,136,075	)
	Segment income (loss)	$	(1,215,482	)	$	(2,482,889	)	$	(11,200,007	)	$	(14,898,378	)

		Year Ended December 31, 2013
		Water Reclamation			Oil & Gas Services			Corporate Operations			Consolidated Totals
	Revenues	$	536,735		$	1,408,896		$	--		$	1,945,631
	Costs of revenues		472,978			1,202,336			--			1,675,314
	Operating expenses		102,210			763,900			2,718,330			3,584,440
	Other income (expense)		--			--			(3,767,256	)		(3,767,256	)
	Segment income (loss)	$	(38,453	)	$	(557,340	)	$	(6,485,586	)	$	(7,081,379	)

	Segment Assets

		31-Dec-14
		Water Reclamation			Oil & Gas Services			Corporate Operations			Consolidated Totals
	Current Assets	$	1,369,434		$	3,561,024		$	247,665		$	5,178,123
	Fixed assets		837,602			524,219			76,178			1,437,999
	Other assets		--			--			97,121			97,121
	Segment Assets	$	2,207,036		$	4,085,243		$	420,964		$	6,713,243

		31-Dec-13
		Water Reclamation			Oil & Gas Services			Corporate Operations			Consolidated Totals
	Current Assets	$	--		$	579,541		$	4,040		$	583,581
	Fixed assets		--			694,219			52,419			746,638
	Other assets		--			--			185,428			185,428
	Segment Assets	$	--		$	1,273,760		$	241,887		$	1,515,647

Nature_of_Business_and_Signifi

Nature of Business and Significant Accounting Policies (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Fair Value of Derivative Liability	$802,340	$1,630,985
Level 1 [Member]
Fair Value of Derivative Liability
Level 2 [Member]
Fair Value of Derivative Liability
Level 3 [Member]
Fair Value of Derivative Liability	$802,340	$1,630,985

Nature_of_Business_and_Signifi1

Nature of Business and Significant Accounting Policies (Details 1)	12 Months Ended
	Dec. 31, 2014
Computer Equipment [Member]
Useful lives of Property, Plant and Equipment	3 years
Furniture and Fixtures [Member]
Useful lives of Property, Plant and Equipment	3 years
Machinery and Equipment [Member] \| Minimum [Member]
Useful lives of Property, Plant and Equipment	3 years
Machinery and Equipment [Member] \| Maximum [Member]
Useful lives of Property, Plant and Equipment	5 years

Nature_of_Business_and_Signifi2

Nature of Business and Significant Accounting Policies (Details Narrative) (USD $)	12 Months Ended		83 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2014
Accumulated Deficit	($39,112,171)	($24,355,343)	($39,112,171)
Accrued sales and payroll taxes	2,594,128		2,594,128
Notes payable in default	3,192,305		3,192,305
Raised net equity and debt financing			18,000,000
Cash on hand	123,629	17,301	123,629
Total revenues including service contracts	18,608,028	1,945,631
Common Stock equivalents outstanding	14,442,977	14,442,977	14,442,977
Proceeds from stock subscriptions and unit offering	27,000	310,000	27,000
Stock subscription and unit offering, shares	2,353,414	645,833	2,353,414
Stock subscriptions payable cancelled	150,000
stock subscriptions payable cancelled, shares	312,500
stock subscriptions payable remained	27,000		27,000
stock subscriptions payable remained, shares	41,539		41,539
Shares issued for consulting fees, value	788,625	434,000
Consulting [Member]
Total revenues including service contracts		534,000
Shares issued for consulting fees, commitment	4,813,465	12,449,673
Shares issued for consulting fees, value, commitment	4,517,379	826,897
Shares issued for consulting fees	2,061,985	1,466,667
Shares issued for consulting fees, value	1,965,566	595,000
Shares issuable under commitment	3,359,762	608,279	3,359,762
Shares issuable under commitment, value	2,783,711	231,897	2,783,711
Oil & Gas Services [Member]
Total revenues including service contracts	18,227,371	1,408,996
Revenue from related parties	2,079,269	347,550
Water Reclamation [Member]
Total revenues including service contracts	$380,657	$2,735
Three Vendors [Member]
Percent of accounts payable	20.00%	69.00%	20.00%
Two Vendors [Member]
Concentration risk	64.00%	28.00%
Customer One [Member]
Percent of accounts receivable	43.00%	42.00%	43.00%
Percent of revenues	39.00%	27.00%
Customer Two [Member]
Percent of accounts receivable	11.00%	17.00%	11.00%
Percent of revenues	11.00%	22.00%
Customer Three [Member]
Percent of accounts receivable	3.00%	17.00%	3.00%
Percent of revenues	7.00%	17.00%

Property_and_Equipment_Details

Property and Equipment (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Property And Equipment Details
Office furniture and equipment	$21,806	$16,838
Tools and yard equipment	7,661	2,302
Vehicles and construction equipment	1,231,742	798,273
Leasehold improvements	15,933
Water wells under development	341,359
Total, cost	1,618,501	817,413
Accumulated Depreciation and Amortization	-180,502	-70,775
Total Property and Equipment	$1,437,999	$746,638

Property_and_Equipment_Details1

Property and Equipment (Details Narrative) (USD $)	12 Months Ended
Property and Equipment (Details Narrative) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Notes to Financial Statements
Depreciation Expense	$237,915	$60,380

Notes_Payable_Details

Notes Payable (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Unamortized debt discount	($20,362)	($107,221)
Total Debt	8,715,709	7,291,501
Less: Current Portion	-5,890,414	-4,668,492
Total Long Term Debt	2,825,295	2,623,009
CNotes 14% [Member]
Total Debt	2,296,342	2,904,736
CNotes 12% [Member]
Total Debt	100,000
Other Debt [Member]
Total Debt	43,280
GE Ionics [Member]
Total Debt	2,100,000	2,100,000
Deferred Compensation Notes [Member]
Total Debt	279,095	279,095
Revenue Participation Notes [Member]
Total Debt	2,337,500	852,702
Crown Financial Notes
Total Debt	702,697	683,036
DufraneNuclearShielding [Member]
Total Debt	725,000
Equipment contract [Member]
Total Debt	110,000	137,573
Capital Lease Obligations [Member]
Total Debt	$30,437	$23,300

Notes_Payable_Details_1

Notes Payable (Details 1) (USD $)	Dec. 31, 2014
Revenue Participation Notes balance	$2,337,500
ParticipationNote 1 [Member]
Revenue Participation Notes balance	165,000
ParticipationNote 2 [Member]
Revenue Participation Notes balance	302,500
ParticipationNote 3 [Member]
Revenue Participation Notes balance	182,000
ParticipationNote 5 [Member]
Revenue Participation Notes balance	$1,573,000

Notes_Payable_Details_Narrativ

Notes Payable (Details Narrative) (USD $)	12 Months Ended
Notes Payable (Details Narrative) (USD $)	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2011
Warrants issued	32,407,434	3,056,788	29,803,434
Annual dividend yield	0.00%	0.00%
Expected volatility	735.00%	623.00%
Common stock, authorized shares	191,666,667	41,666,667
Total Debt	$8,715,709	$7,291,501
note payable to an accredited investor, amount	349,134	97,662
STW original debt with GE, amount	1,573,000
Revenue Participation Notes balance	2,337,500
Interest expense, notes payable	655,371	1,205,338
Amortization of debt discount and debt issuance costs	44,675	164,549
Net deferred loan costs	-47,167	-185,428
Unamortized debt discount	80,735	107,221
Monthly lease payment		593
Capital lease obligation
Lease interest rate		10.00%
Minimum [Member]
Expected life (years)	5 months 19 days	5 months 19 days
Risk-free interest rate	0.11%	0.11%
Minimum [Member] \| Machinery and Equipment [Member]
interest rate of debt	4.70%
Maximum [Member]
Expected life (years)	7 months 6 days	7 months 6 days
Risk-free interest rate	0.25%	0.25%
Maximum [Member] \| Machinery and Equipment [Member]
interest rate of debt	8.00%
Capital Lease Obligations [Member]
Total Debt	30,437	23,300
Effective interest rate	12.00%
Interest expense, notes payable	2,089,356	1,205,338
Amortization of debt discount and debt issuance costs	230,723	164,549
Net deferred loan costs	190,742	102,435
Unamortized debt discount	20,362	107,221
Capital lease obligation	14,854
Lease interest rate	10.00%
Accumulated amortization	97,121	185,428
DufraneNuclearShielding [Member]
warrants exercise price	$0.20
Estimated fair value of warrants	159,996
Total Debt	725,000
Loan facility amount outstanding	683,036
interest rate of debt	18.00%
Interest expense, notes payable	1,788
Capital lease obligation	43,541
Crown Financial Notes
Warrants issued	666,667
warrants exercise price	$1.20
Annual dividend yield	0.00%
Expected life (years)	2 years
Risk-free interest rate	0.25%
Expected volatility	623.00%
Estimated fair value of warrants	159,996
Total Debt	702,697	683,036
interest rate of debt	15.00%
Interest expense, notes payable	32,461	113,623
ParticipationNote 4 [Member]
Warrants issued	69,039
warrants exercise price	$0.20
Annual dividend yield		0.00%
Expected life (years)		2 years
Risk-free interest rate		0.25%
Expected volatility		623.00%
Estimated fair value of warrants	27,153
notes convertible into common stock share	287,660
Aggregate principal balance of notes	115,000
Total Debt	207,115
interest rate of debt		6.00%
Effective interest rate		8.10%
Revenue receivable initial rate		50.00%
note discount		27,015
proceeds to company		180,100
ParticipationNote 3 [Member]
Warrants issued	100,833
warrants exercise price	$1.20
Annual dividend yield	0.00%
Expected life (years)	2 years
Risk-free interest rate	0.25%
Expected volatility	623.00%
Estimated fair value of warrants	1,624
Aggregate principal balance of notes	302,500
interest rate of debt	12.00%
Revenue Participation Notes balance	182,000
Revenue receivable initial rate	50.00%
CNotes 14% [Member]
Warrants issued	3,361,312
warrants exercise price	$1.20
Annual dividend yield	0.00%
Expected life (years)	2 years
Expected volatility	100.00%
Estimated fair value of warrants	81,656
Embedded conversion feature at issuance	35,546
notes convertible into common stock share	5,854,260
Common stock, authorized shares	41,666,667
Derivative liability to equity	1,977,372
Aggregate principal balance of notes	2,296,342	2,904,736
shares issued in consideration, value amount	64,078
Total Debt	2,296,342	2,904,736
Total debt matured and in default	688,210
Notes payable to related parties	171,892
CNotes 14% [Member] \| Minimum [Member]
Risk-free interest rate	0.17%
CNotes 14% [Member] \| Maximum [Member]
Risk-free interest rate	0.33%
CNotes 12% [Member]
Warrants issued	273,583
warrants exercise price	$0.12
notes convertible into common stock share	1,391,553
Common stock, authorized shares	1,137,417
Derivative liability to equity	272,980
Aggregate principal balance of notes	225,000
shares issued in consideration, value amount	614,205
Total Debt	100,000
Accrued interest	116,225
Other Debt [Member]
Warrants issued	200,000
warrants exercise price	$0.20
Estimated fair value of warrants	12,000
Total Debt	43,280
unsecured loan agreement, amount		30,000
interest rate of debt		8.00%
unpaid principal balance of unsecured loan		30,000
GE Ionics [Member]
Total Debt	2,100,000	2,100,000
Default note rate		10.00%
STW original debt with GE, amount	11,239,437
Deferred Compensation Notes [Member]
Total Debt	279,095	279,095
Revenue Participation Notes [Member]
Total Debt	2,337,500	852,702
ParticipationNote 1 [Member]
Warrants issued	27,500
warrants exercise price	$1.20
Annual dividend yield	0.00%
Expected life (years)	2 years
Risk-free interest rate	0.33%
Expected volatility	100.00%
Aggregate principal balance of notes	165,000
interest rate of debt	12.00%
Revenue Participation Notes balance	165,000
Revenue receivable initial rate	50.00%
Revenue receivable subsequent rate	10.00%
Revenue payable maximum amount	295,000
Cash fees related to issuance of notes	16,500
Warrants issued related to cash fees due for issuance of notes	2,750
ParticipationNote 2 [Member]
Warrants issued	100,833
warrants exercise price	$1.20
Annual dividend yield	0.00%
Expected life (years)	2 years
Risk-free interest rate	0.25%
Expected volatility	623.00%
Estimated fair value of warrants	33,398
Aggregate principal balance of notes	302,500
interest rate of debt	12.00%
Revenue Participation Notes balance	302,500
Revenue receivable initial rate	50.00%
Equipment contract [Member]
Total Debt	$110,000	$137,573

Derivative_Liability_Details

Derivative Liability (Details) (USD $)	12 Months Ended
Derivative Liability (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Annual dividend yield	0.00%	0.00%
Expected volatility	735.00%	623.00%
Minimum [Member]
Expected life (years)	5 months 19 days	5 months 19 days
Risk-free interest rate	0.11%	0.11%
Maximum [Member]
Expected life (years)	7 months 6 days	7 months 6 days
Risk-free interest rate	0.25%	0.25%
FairValueInputsLevel3Member
Embedded conversion Options	751,439	1,467,579
Warrants	50,901	163,406
Increase (Decrease) in fair value	802,340	1,630,985

Derivative_Liability_Details_1

Derivative Liability (Details 1) (USD $)	12 Months Ended
Derivative Liability (Details 1) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Derivative Liabilities Details 1
Beginning Balance	$1,630,985	$1,046,439
Value of derivative liability associated with JMJ note payable	42,592
Value of derivative liability attributable to conversion of notes payable and accrued interest	-694,149
Change in derivative liability associated with conversion of notes payable and accrued interest	-272,980
Reclassification of derivative liability due to increased share authorization		-1,977,372
Change in fair value	-95,892	-2,561,918
Ending Balance	$802,340	$1,630,985

Derivative_Liability_Details_N

Derivative Liability (Details Narrative)	12 Months Ended
Derivative Liability (Details Narrative)	Dec. 31, 2014	Dec. 31, 2013
Derivative Liability Details Narrative
Volatility rate to value derivative instruments	735.00%	623.00%

Related_Party_Transactions_Det

Related Party Transactions (Details) (Joshua Brooks, former Chief Operating Officer [Member], USD $)	12 Months Ended
	Dec. 31, 2014
Joshua Brooks, former Chief Operating Officer [Member]
Date of Agreement	24-Sep-13
Amount of Personal Guaranty	$45,800
Guaranty Shares	63,667

Related_Party_Transactions_Det1

Related Party Transactions (Details Narrative) (USD $)	12 Months Ended
Related Party Transactions (Details Narrative) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Accrued commissions payable	$1,335,378	$976,613
Common stock value, related party	28,197	18,543
Notes Payable	3,192,305
Weiner [Member]
Consulting fees incurred	150,000	150,000
Salary and consulting fees payable	413,083	263,083
Maddox [Member]
Consulting fees incurred	75,000	150,000
Salary and consulting fees payable	220,500	170,500
Seabolt [Member]
Consulting fees incurred	90,000	90,000
Salary and consulting fees payable	179,797	121,083
Miranda & Associates [Member]
Services expense	449,496	63,107
Advance paid to related parties	182,110
Common stock paid to related parties	120,292
Common stock value	72,175
Accrued professional fees	219,271	24,060
Due to related parties	64,271
Related party payable, cash	155,000
Related party payable, common stock	206,667
Dufrane [Member]
Consulting fees incurred		180,000
Initial grant		60,000
Accrued professional fees		150,000
Due to related parties		132,490
Related party payable, cash		593,358
Stock Subscription payable		150,000
Notes Payable		725,000
Joshua Brooks [Member]
Consulting fees incurred	90,000	30,000
Common stock value	120,000
Due to related parties		30,000
Related party payable, cash	333,333
President [Member]
Consulting fees incurred	180,000	18,461
Services expense	107,692
STW Pipeline Maintenance & Construction/Adam Jennings [Member]
Due to related parties	121,000	27,000
Related party payable, common stock	142,000
Related party sales	48,328
Signing bonuses	266,667
Alan Murphy [Member]
Due to related parties	333,333
Related party payable, cash	200,000
DiFrancesco [Member]
Salary and consulting fees payable	75,000
Related party payable, cash	282,500
Related party payable, common stock	538,870
Common stock value, related party	277,500
Board of Directors [Member]
Salary and consulting fees payable	562,500	602,849
Due to related parties	496,067	491,924
Related party payable, cash		43,500
Related party payable, common stock	930,261	840,625
Common stock value, related party	558,157	302,625
Black Pearl Energy, LLC [Member]
Due to related parties	1,371,305	139,763
Related party sales	2,079,269	347,550
Due from related party	519,789
Crown Financial [Member]
Due to related parties	$2,035,495

Stockholders_Deficit_Details

Stockholdersb Deficit (Details)	12 Months Ended
Stockholdersb Deficit (Details)	Dec. 31, 2014	Dec. 31, 2013
Stanley T. Weiner [Member]
Shares	104,167
Triggering Event	2012 Director Compensation
Manfred E. Birnbaum [Member]
Shares	104,167
Triggering Event	2012 Director Compensation
D. Grant Seabolt, Jr. [Member]
Shares	104,167
Triggering Event	2012 Director Compensation
Joseph I. O'Neill III [Member]
Shares	104,167
Triggering Event	2012 Director Compensation
Audry Lee Maddox [Member]
Shares	59,375
Triggering Event	2012 Advisory Board Compensation (156,250 shares) & Director Appointment Shares (200,000)
Dale F. Dorn [Member]
Shares	104,167
Triggering Event	2012 Director Compensation
Paul DiFrancesco [Member]
Shares	104,167
Triggering Event	2012 Director Compensation
Bill G. Carter [Member]
Shares	104,167
Triggering Event	2012 Director Compensation
Steven Schachman [Member]
Shares	26,042
Triggering Event	2012 Advisory Board Compensation
Hunter Hill [Member]
Shares		26,042
Triggering Event		2012 Advisory Board Compensation

Stockholders_Deficit_Details_1

Stockholdersb Deficit (Details 1) (USD $)	12 Months Ended
Stockholdersb Deficit (Details 1) (USD $)	Dec. 31, 2014
Number of Underlying Common Shares	17,058,466
Warrant 9 [Member]
Expire year	2015
Warrant 1 [Member]
Expire year	2014
Warrant 2 [Member]
Expire year	2014
Warrant 3 [Member]
Expire year	2014
Warrant 4 [Member]
Expire year	2014-2015
Warrant 5 [Member]
Expire year	2014
Warrant 6 [Member]
Expire year	2014
Warrant 7 [Member]
Expire year	2014
Warrant 8 [Member]
Expire year	2014
Warrant 10 [Member]
Expire year	2016
Warrant 11 [Member]
Expire year	2015
Warrant 12 [Member]
Expire year	2015
Notes 1 [Member]
Expire year	2014
Notes 2 [Member]
Expire year	2015
Notes 3 [Member]
Expire year	2014-2015
Notes 4 [Member]
Expire year	2015
Notes 5 [Member]
Expire year	2014
Notes 6 [Member]
Expire year	2014
Notes 7 [Member]
Expire year	2015
Maximum [Member] \| Warrant 9 [Member]
Number of Underlying Common Shares	185,038
Exercise price	1.8
Warrant 1 [Member]
Number of Underlying Common Shares	250,000
Exercise price	24
Warrant 2 [Member]
Number of Underlying Common Shares	80,000
Exercise price	18
Warrant 3 [Member]
Number of Underlying Common Shares	250,000
Exercise price	48
Warrant 4 [Member]
Number of Underlying Common Shares	273,583
Exercise price	0.12
Warrant 5 [Member]
Number of Underlying Common Shares	30,250
Exercise price	1.2
Warrant 6 [Member]
Number of Underlying Common Shares	87,500
Exercise price	1.2
Warrant 7 [Member]
Number of Underlying Common Shares	91,667
Exercise price	1.2
Warrant 8 [Member]
Number of Underlying Common Shares	462,917
Exercise price	1.2
Warrant 9 [Member] \| Minimum [Member]
Exercise price	1.2
Warrant 10 [Member]
Number of Underlying Common Shares	666,667
Exercise price	1.2
Warrant 11 [Member]
Number of Underlying Common Shares	33,333
Exercise price	1.2
Warrant 12 [Member]
Number of Underlying Common Shares	645,833
Exercise price	1.2
Warrant Total [Member]
Number of Underlying Common Shares	3,056,788
Notes 1 [Member]
Number of Underlying Common Shares	4,627,570
Exercise price	0.02
Notes 2 [Member]
Number of Underlying Common Shares	287,660
Exercise price	0.12
Notes 3 [Member]
Number of Underlying Common Shares	86,186
Exercise price	0.02
Notes 4 [Member]
Number of Underlying Common Shares	7,685,772
Exercise price	0.08
Notes 5 [Member]
Number of Underlying Common Shares	33,050
Exercise price	0.08
Notes 6 [Member]
Number of Underlying Common Shares	27,328
Exercise price	0.08
Notes 7 [Member]
Number of Underlying Common Shares	645,833
Exercise price	0.08
Common Stock Payable [Member]
Number of Underlying Common Shares	608,279

Stockholders_Deficit_Details_2

Stockholdersb Deficit (Details 2) (USD $)	12 Months Ended
Stockholdersb Deficit (Details 2) (USD $)	Dec. 31, 2014
Number of Underlying Common Shares	17,058,466
Holder [Member]
Number of Underlying Common Shares	14,442,977
Warrant 1 [Member]
Expire year	2014
Warrant 1 [Member] \| Holder [Member]
Number of Underlying Common Shares	66,667
Exercise price	0.012
Expire year	2015
Warrant 2 [Member]
Expire year	2014
Warrant 2 [Member] \| Holder [Member]
Number of Underlying Common Shares	185,038
Expire year	2015
Warrant 2 [Member] \| Holder [Member] \| Minimum [Member]
Exercise price	1.2
Warrant 2 [Member] \| Holder [Member] \| Maximum [Member]
Exercise price	1.8
Warrant 3 [Member]
Expire year	2014
Warrant 3 [Member] \| Holder [Member]
Number of Underlying Common Shares	666,667
Exercise price	1.2
Expire year	2016
Warrant 4 [Member]
Expire year	2014-2015
Warrant 4 [Member] \| Holder [Member]
Number of Underlying Common Shares	33,333
Exercise price	1.2
Expire year	2015
Warrant 5 [Member]
Expire year	2014
Warrant 5 [Member] \| Holder [Member] \| Minimum [Member]
Exercise price	1.2
Expire year	2015
Warrant 5 [Member] \| Holder [Member] \| Maximum [Member]
Number of Underlying Common Shares	2,682,645
Exercise price	1.5
Expire year	2016
Warrant Total [Member] \| Holder [Member]
Number of Underlying Common Shares	3,634,350
Notes 1 [Member]
Expire year	2014
Notes 1 [Member] \| Holder [Member]
Number of Underlying Common Shares	1,391,553
Exercise price	0.12
Notes 2 [Member]
Expire year	2015
Notes 2 [Member] \| Holder [Member]
Number of Underlying Common Shares	164,513
Exercise price	0.72
Notes 3 [Member]
Expire year	2014-2015
Notes 3 [Member] \| Holder [Member]
Number of Underlying Common Shares	5,854,260
Exercise price	0.48
Notes 4 [Member]
Expire year	2015
Notes 4 [Member] \| Holder [Member]
Number of Underlying Common Shares	41,539
Exercise price	0.48
Common Stock Payable [Member] \| Holder [Member]
Number of Underlying Common Shares	3,356,762

Stockholders_Deficit_Details_3

Stockholdersb Deficit (Details 3) (USD $)	12 Months Ended
Stockholdersb Deficit (Details 3) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Number of Shares Under Warrants
Warrants outstanding at beginning of period	3,056,788	5,401,239
Warrants Issued	2,349,312	1,552,807
Warrants Exercised
Warrants Forfeited
Warrants Cancelled	-312,500
Warrants Expired	-1,459,250	-3,897,258
Warrants outstanding at end of period	3,634,350	3,056,788
Warrants exercisable at end of period	3,634,350	3,056,788
Weighted Average Exercise Price
Warrants outstanding at beginning of period	$1.26	$5.16
Warrants Issued	$1.27	$1.26
Warrants Expired	$13.89	$1.92
Warrants outstanding at end of period	$1.27	$1.26
Warrants exercisable at end of period	$1.27	$1.26
Remaining Contractual Life (Years)
Warrants outstanding at beginning of period	1 year 26 days	1 year 22 days
Warrants Issued	1 year 5 months 16 days	2 years
Warrants outstanding at end of period	1 year 2 months 5 days	1 year 26 days
Warrants exercisable at end of period	1 year 2 months 5 days	1 year 26 days
Aggregate Intrinsic Value
Warrants outstanding at beginning of period	$131,320	$32,830
Warrants outstanding at end of period	851,313	131,320
Warrants exercisable at end of period	$851,313	$131,320

Stockholders_Deficit_Details_N

Stockholdersb Deficit (Details Narrative) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Stockholders Equity Details Narrative
Preferred stock, par value	$0.00	$0.00
Preferred stock, authorized shares	10,000,000	10,000,000
Common stock, par value	$0.00	$0.00
Common stock, authorized shares	191,666,667	41,666,667

Income_Taxes_Details

Income Taxes (Details) (USD $)	12 Months Ended
Income Taxes (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Income Taxes Details
Income tax benefit at the U.S. statutory income tax	($5,017,321)	($2,391,205)
Change in fair value of derivative liability	32,603	871,052
Non-controlling interest in loss of subsidiary	30,677	16,464
Non-deductible penalties and other expenses	472,619	290,420
Valuation allowance	4,463,972	1,213,269
Total

Income_Taxes_Details_1

Income Taxes (Details 1) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Deferred noncurrent tax asset:
Net operating loss carry-forward	$2,036,123	$1,481,871
Accrual to Cash conversion	3,991,660	1,480,682
Stock based compensation	1,361,342
Depreciation	-38,995	-38,995
Charitable contributions	3,740	18,768
Valuation allowance	-7,387,530	-2,942,326
Total

Income_Taxes_Details_Narrative

Income Taxes (Details Narrative) (USD $)	12 Months Ended
Income Taxes (Details Narrative) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Income Taxes Details Narrative
Net Loss	$14,756,828	$7,032,955
Federal income tax net operating loss	$6,000,000

Commitments_and_Contingencies_1

Commitments and Contingencies (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Future minimum lease payments
2015	$130,176
2016	130,176
2017	125,960
2018	117,000
2019	117,000
Thereafter	87,750
Total future minimum lease payments	708,062
Less interest
Capital lease obligation
Less current portion
Long-term capital lease obligation
Capital Lease Obligations [Member]
Future minimum lease payments
2015		13,176
2016		13,176
2017		8,960
2018
2019
Thereafter
Total future minimum lease payments		35,312
Less interest		-4,874
Capital lease obligation		30,438
Less current portion		-10,382
Long-term capital lease obligation		20,056
Operating Lease Expense [Member]
Future minimum lease payments
2015		117,000
2016		117,000
2017		117,000
2018		117,000
2019		117,000
Thereafter		87,750
Total future minimum lease payments		672,750
Less interest
Capital lease obligation
Less current portion
Long-term capital lease obligation

Commitments_and_Contingencies_2

Commitments and Contingencies (Details 1) (Joshua Brooks [Member], USD $)	Dec. 31, 2013
Joshua Brooks [Member]
2015	$324,000
2016	240,000
2017	240,000
2018	240,000
2019	120,000
Total minimum royalty payments	$1,164,000

Commitments_and_Contingencies_3

Commitments and Contingencies (Details 2) (Joshua Brooks, former Chief Operating Officer [Member], USD $)	12 Months Ended
	Dec. 31, 2014
Joshua Brooks, former Chief Operating Officer [Member]
Date of Agreement	24-Sep-13
Amount of Personal Guaranty	$45,800
Guaranty Shares	63,667
No. of Shares Owned Following Receipt of Guaranty Shares	63,667

Commitments_and_Contingencies_4

Commitments and Contingencies (Details Narrative) (USD $)	12 Months Ended
Commitments and Contingencies (Details Narrative) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Commitments And Contingencies Details Narrative
Operating leases	$4,041,793	$78,558
Principal balance on capital lease	30,438	14,292
Equipment rental used on projects	3,600,000
Related party rental expense	$472,450	$14,292

Segment_Information_Details

Segment Information (Details) (USD $)	12 Months Ended
Segment Information (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Segment Operations
Revenues	$18,608,028	$1,945,631
Cost of revenues	17,553,588	1,675,314
Operating expenses	13,816,743	3,584,440
Other income (expense)	-2,136,075	-3,767,256
Segment income (loss)	-14,898,378	-7,081,379
Segment Assets
Current Assets	5,178,123	583,581
Fixed assets	1,437,999	746,638
Other assets	97,121	185,428
Segment Assets	6,713,243	1,515,647
Water Reclamation [Member]
Segment Operations
Revenues	380,657	2,735
Cost of revenues	312,277	472,978
Operating expenses	1,283,862	102,210
Other income (expense)
Segment income (loss)	-1,215,482	-38,453
Segment Assets
Current Assets	1,369,434	1,369,434
Fixed assets	837,602	837,602
Other assets
Segment Assets	2,207,036	2,207,036
Oil & Gas Services [Member]
Segment Operations
Revenues	18,227,371	1,408,996
Cost of revenues	17,241,311	1,202,336
Operating expenses	3,468,949	763,900
Other income (expense)		-3,160,713
Segment income (loss)	-2,482,889	2,603,374
Segment Assets
Current Assets	3,561,024	579,541
Fixed assets	524,219	694,219
Other assets
Segment Assets	4,085,243	1,273,760
Corporate Operations [Member]
Segment Operations
Revenues
Cost of revenues
Operating expenses	9,063,932	2,718,330
Other income (expense)	-2,136,075	-3,767,256
Segment income (loss)	-11,200,007	-6,485,586
Segment Assets
Current Assets	247,665	4,040
Fixed assets	76,178	52,419
Other assets	97,121	185,428
Segment Assets	$420,964	$241,887