Trans-Pacific Aerospace (TPAC) Inactive 10-Q19 Sep 142014 Q3 Quarterly reportFinancial data

Company Profile

Document_and_Entity_Informatio

Document and Entity Information	9 Months Ended
Document and Entity Information	Jul. 31, 2014	Sep. 17, 2014
Document And Entity Information	'	'
Entity Registrant Name	'Trans-Pacific Aerospace Company, Inc.	'
Entity Central Index Key	'0001422295	'
Document Type	'10-Q	'
Document Period End Date	31-Jul-14	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--10-31	'
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 Common Stock, Shares Outstanding	'	166,362,858
Document Fiscal Period Focus	'Q3	'
Document Fiscal Year Focus	'2014	'

Consolidated_Balance_Sheets

Consolidated Balance Sheets (USD $)	Jul. 31, 2014	Oct. 31, 2013
Current assets	'	'
Cash	$201,872	$27,456
Deferred financing costs	0	0
Prepaid expenses	0	1,584
Total current assets	201,872	29,040
Non-Current assets	'	'
Office equipment, net of accumulated depreciation of $3,197 and $2,294, respectively	5,209	6,112
Security deposit	1,584	1,584
Total non-current assets	6,793	7,696
Total assets	208,665	36,736
Current liabilities	'	'
Accounts payable and accrued expenses	108,319	185,819
Income taxes payable	1,951	1,951
Accrued salary and payroll taxes	20,433	20,433
Accrued interest payable	5,399	5,740
Other payable - related parties	350,300	35,000
Convertible note payable, net of discount	243,884	7,773
Convertible note payable, currently in default	260,000	260,000
Derivitave liabilities - conversion option	146,785	0
Total current liabilities	1,137,071	516,716
Total liabilities	1,137,071	516,716
Stockholders' (deficit)	'	'
Preferred stock, par value $0.001, 5,000,000 shares authorized. No shares issued and outstanding at July 31, 2014 and October 31, 2013	0	0
Common stock, par value $0.001, 150,000,000 shares authorized. 160,111,672 shares issued and outstanding at July 31, 2014 and 100,790,659 shares issued and outstanding at October 31, 2013	160,111	100,790
Additional paid-in capital	14,486,785	12,157,394
Common stock to be issued	64,093	137,693
Accumulated Deficit	-15,277,564	-12,759,304
Total Trans-Pacific Aerospace Company Inc. stockholders' deficit	-566,574	-363,427
Non-controlling interest in subsidiary	-361,832	-116,553
Total stockholders' (deficit)	-928,406	-479,980
Total liabilities and stockholders' (deficit)	$208,665	$36,736

Consolidated_Balance_Sheets_Pa

Consolidated Balance Sheets (Parenthetical) (USD $)	Jul. 31, 2014	Oct. 31, 2013
Statement of Financial Position [Abstract]	'	'
Accumulated depreciation	$3,197	$2,294
Preferred stock, par value	$0.00	$0.00
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$0.00	$0.00
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	160,111,672	100,790,659
Common stock, shares outstanding	160,111,672	100,790,659

Consolidated_Statements_of_Ope

Consolidated Statements of Operations (USD $)	3 Months Ended		9 Months Ended
Consolidated Statements of Operations (USD $)	Jul. 31, 2014	Jul. 31, 2013	Jul. 31, 2014	Jul. 31, 2013
Operating expenses	'	'	'	'
Professional fees	$7,381	$15,785	$185,500	$66,581
Consulting	77,650	0	704,878	0
Other general and administrative	497,232	359,316	1,636,458	1,360,616
Total operating expenses	582,263	375,101	2,526,836	1,427,197
Operating loss from continuing operations	-582,263	-375,101	-2,526,836	-1,427,197
Impairment of acquisition	0	-528,101	0	-528,101
Interest expense, net	-70,288	-4,550	-144,903	-13,650
Change in fair value of derivative	-91,785	0	-91,785	0
Net loss from continuing operations	-744,336	-907,752	-2,763,524	-1,968,948
Income taxes	-15	0	-15	0
Net Loss	-744,351	-907,752	-2,763,539	-1,968,948
Less: Loss attributable to non-controlling interest	-52,836	-9,945	-245,279	-9,945
Net Loss attributable to the Company	($691,515)	($897,807)	($2,518,260)	($1,959,003)
Basic and dilutive net loss from operations per share	($0.01)	($0.01)	($0.02)	($0.02)
Weighted average number of common shares outstanding, basic and diluted	135,533,651	93,295,007	120,429,303	83,191,484

Consolidated_Statement_of_Stoc

Consolidated Statement of Stockholders' Equity (Deficit) (USD $)	Common Stock	Additional Paid-In Capital	Common Stock To Be Issued	Accumulated Noncontrolling Interest	Deficit Accumulated during the development stage	Total
Beginning balance, amount at Oct. 31, 2013	$100,790	$12,157,394	$137,693	($116,553)	($12,759,304)	($479,980)
Beginning balance, shares at Oct. 31, 2013	100,790,659	'	'	'	'	'
Common stock issued for cash, shares	23,837,382	'	'	'	'	'
Common stock issued for cash, amount	23,837	446,163	'	'	'	470,000
Common stock issued in lieu of finders fees, shares	4,390,351	'	'	'	'	'
Common stock issued in lieu of finders fees, value	4,390	-4,390	'	'	'	'
Common stock issued for services and compensation, shares	20,893,566	'	'	'	'	'
Common stock issued for services and compensation, value	20,894	928,785	'	'	'	949,679
Acquisition of ownership interest in Godfrey, shares	800,000	'	'	'	'	'
Acquisition of ownership interest in Godfrey, value	800	72,800	-73,600	'	'	'
Common stock issued upon conversion of notes payable, shares	9,399,714	'	'	'	'	'
Common stock issued upon conversion of notes payable, value	9,400	94,667	'	'	'	104,067
Amortization of stock options	'	695,217	'	'	'	695,217
Imputed interest	'	13,650	'	'	'	13,650
Note discount	'	82,500	'	'	'	82,500
Loss on Minority interest	'	'	'	-245,279	'	-245,279
Net loss	'	'	'	'	-2,518,260	-2,518,260
Ending balance, amount at Jul. 31, 2014	$160,111	$14,486,785	$64,093	($361,832)	($15,277,564)	($928,406)
Ending balance, shares at Jul. 31, 2014	160,111,672	'	'	'	'	'

Consolidated_Statements_of_Cas

Consolidated Statements of Cash Flows (USD $)	9 Months Ended
Consolidated Statements of Cash Flows (USD $)	Jul. 31, 2014	Jul. 31, 2013
Cash flows from operating activities:	'	'
Net Loss attributable to the Company	($2,518,260)	($1,959,003)
Non-controlling interest in net loss	-245,279	-9,945
Adjustments to reconcile net loss to net cash used in operating activities:	'	'
Stock based compensation	1,644,896	871,060
Amortization of debt discount	125,445	0
Imputed interest expense	13,650	13,650
Loss on induced debt conversion	0	0
Change in fair value of derivative	91,785	0
Depreciation expense	903	543
Impairment of Godfrey ownership interest	0	528,101
Contribution of officer salaries	0	45,000
Change in operating assets and liabilities:	'	'
Prepaid and deferred expenses	1,584	-792
Accounts payable and accrued expenses	-77,500	26,000
Accounts payable - related party	0	12,155
Accrued salary and payroll taxes	0	5,400
Accrued interest payable	-341	0
Net cash used in operating activities	-963,117	-467,830
Cash flows from investing activities	'	'
Sale of equipment	0	0
Notes receivable	0	0
Purchase of equipment	0	-3,124
Oil & gas working interest	0	0
Net cash used in investing activities	0	-3,124
Cash flows from financing activities:	'	'
Common stock issued for cash	470,000	463,979
Convertible note issued for cash	379,834	0
Repayment of convertible notes	-27,601	0
Other payables - related parties	315,300	0
Net cash provided by financing activities	1,137,533	463,979
Net increase / decrease in cash	174,416	-6,975
Cash, beginning of the period	27,456	18,219
Cash, end of the period	201,872	'
Supplemental cash flow disclosure:	'	'
Interest paid	2,916	0
Income taxes paid	0	0
Supplemental disclosure of non-cash transactions:	'	'
Common stock issued for payment on outstanding liabilities	51,000	0
Common stock issued for conversion of notes payable	97,917	0
Common stock issued for finders fees	4,390	600
Common stock issued for common stock payable	0	56,421
Beneficial conversion feature of convertible note payable	82,500	0
Derivative Liabilities	146,785	0
Acquisition of ownership interest in Godfrey	$0	$528,101

1_BACKGROUND_AND_ORGANIZATION

1. BACKGROUND AND ORGANIZATION	9 Months Ended
1. BACKGROUND AND ORGANIZATION	Jul. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
BACKGROUND AND ORGANIZATION	'
	Organization

	The Company was incorporated in the State of Nevada on June 5, 2007, as Gas Salvage Corp. for the purpose of engaging in the exploration and development of oil and gas. In July 2008, the Company changed its name to Pinnacle Energy Corp. On February 1, 2010, the Company completed the acquisition of the aircraft component part design, engineering and manufacturing assets of Harbin Aerospace Company, LLC (“HAC”). The transaction was structured as a business combination. Following completion of the HAC acquisition, the Company’s Board of Directors decided to dispose of the oil and gas business interests and focus on the aircraft component market. On February 10, 2010, the Company completed the sale of all of its oil and gas business interests in exchange for cancellation of all obligations under an outstanding promissory note having a principal amount of $1,000,000. Pursuant to FASB standards, the Company has retro-actively presented its oil and gas business as discontinued operations.

	In March 2010, the Company changed its name to Trans-Pacific Aerospace Company, Inc.

	On July 27, 2008, the Company completed a three-for-one stock split of the Company’s common stock. The share and per-share information disclosed within this Form 10-Q reflect the completion of this stock split.

	On April 5, 2013, the Company entered into separate Securities Purchase Agreements with Tina Kwan, Betty Li and Harbin Aerospace Company, LLC (“Harbin”), each of whom are holders of the capital stock of Godfrey (China) Limited (“Godfrey”), the Company’s 25%-owned Hong Kong subsidiary engaged in the development of the production facility in Guangzhou, China.

	Pursuant to the Securities Purchase Agreements, Tina Kwan and Betty Li each agreed to transfer to the Company 125,000 shares of the capital stock of Godfrey and Harbin agreed to transfer to the Company 50,000 shares of the capital stock of Godfrey in consideration of the Company’s issuance of 2,000,000 shares of its common stock to each of Ms. Kwan and Ms. Li and 800,000 shares of its common stock to Harbin. In addition, the Company agreed that in the event all of the stock holders of Godfrey sell 100% of the issued and outstanding shares of Godfrey for cash, the Company will pay to Kwan, Li and Harbin the cash amount they would have received had they retained their Godfrey shares. The Godfrey shares transferred by Kwan, Li and Harbin represented all of the shares of capital stock of Godfrey held by them.

	On June 21, 2013, upon closing of the transactions under the Securities Purchase Agreements, the Company increased its ownership of Godfrey from 25% to 55%.

	Pursuant to the Agreement, the Company had issued 4,000,000 shares of its common stock to Ms. Kwan and Ms. Li, which as of June 21, 2013, the acquisition date, the shares were valued at $368,000 based on the closing market price on that date. The 800,000 shares to Harbin were valued at $73,600 and were issued during the quarter ended April 30, 2014. On June 21, 2013, the transactions were approved by the Hong Kong SAR Government. The acquisition increased current liabilities from related parties by $179,053 and incomes taxes owed to Hong Kong by $322; offset by an increase in impairment expense of $528,101, and a decrease in non-controlling interest of $70,774. The impairment was immediately recognized due to the fact that Godfrey has not produced any revenue in its operations and lacks sufficient capital to implement its business plan. As Godfrey’s statement of operations was not significant to the Company’s, no pro forma information will be presented below.

	Business Overview

	The Company was in the business of acquiring and developing oil and gas properties until February 2010.

	The Company’s aircraft component business commenced on February 1, 2010. To date, its operations have focused on product design and engineering. The Company has not commenced commercial manufacture or sales of its products.

	The Company designs, manufactures and sells aerospace quality component parts for commercial and military aircraft, space vehicles, power plants and surface and undersea vessels. These parts have applications in both newly constructed platforms and as spares for existing platforms. The Company’s initial products are self-lubricating spherical bearings that help with several flight-critical tasks, including aircraft flight controls and landing gear.

	Going Concern

	The Company's financial statements are prepared using the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America, and have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities in the normal course of business. The Company incurred a net loss from operations of $2,518,260 during the nine months ended July 31, 2014, and an accumulated deficit of $15,277,564 since inception. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease development of operations.

	Management’s plans to continue as a going concern include raising additional capital through sales of common stock and/or a debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

	The Company anticipates that losses will continue until such time, if ever, that the Company is able to generate sufficient revenues to support its operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

2_SUMMARY_OF_SIGNIFICANT_ACCOU

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Jul. 31, 2014

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S.) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X promulgated by the Securities and Exchange Commission (“SEC”) and reflect all adjustments, consisting of normal recurring adjustments and other adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company, for the respective periods presented. The results of operations for an interim period are not necessarily indicative of the results that may be expected for any other interim period or the year as a whole. The accompanying unaudited financial statements should be read in conjunction with the financial statements and notes thereto in the Company’s Annual Report on Form 10-K for the year ended October 31, 2013, filed with the SEC on February 13, 2014.

Consolidation

Accounting policies used by the Company and the Company’s subsidiaries conform to US GAAP. Significant policies are discussed below. The Company’s consolidated accounts include the Company’s accounts and the accounts of the Company’s subsidiaries of which we own a 50% interest or greater.

These consolidated financial statements include the accounts of the parent company Trans-Pacific Aerospace Company, Inc., and the majority owned subsidiary: Godfrey. All intercompany transactions have been eliminated.

Non-controlling interests

The Company accounts for changes in our controlling interests of subsidiaries according to Accounting Codification Standards 810 – Consolidations (“ASC 810”). ASC 810 requires that the Company record such changes as equity transactions, recording no gain or loss on such a sale.

The Company’s non-controlling interest arises from the purchase of equity in Godfrey. It represents the portion of Godfrey that is not owned. ASC 810 requires that the Company account for the equity and income or loss on that operation separately from the Company’s other activities. In the equity section of the Consolidated Balance Sheet, the Company presents the portion of the negative equity attributable to non-controlling interests in Godfrey. In the Consolidated Statement of Operations, the Company presents the portion of current period net loss in Godfrey attributable to non-controlling interests.

Use of Estimates

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Cash and Equivalents

Cash and equivalents include investments with initial maturities of three months or less. The Company maintains its cash balances at credit-worthy financial institutions that are insured by the Federal Deposit Insurance Corporation ("FDIC") up to $250,000. There were no cash equivalents at July 31, 2014 or October 31, 2013.

Concentration of Credit Risk

Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, are cash and cash equivalents. The Company places its cash and temporary cash investments with credit quality institutions. At times, such investments may be in excess of FDIC insurance limits.

Impairment of Long-Lived Assets

The Company has adopted Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 360-10, Property, Plant and Equipment FASB ASC 360-10 requires that long-lived assets and certain identifiable intangibles held and used by the Company be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company evaluates its long-lived assets for impairment annually or more often if events and circumstances warrant. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses or a forecasted inability to achieve break-even operating results over an extended period. The Company evaluates the recoverability of long-lived assets based upon forecasted undiscounted cash flows. Should impairment in value be indicated, the carrying value of intangible assets will be adjusted, based on estimates of future discounted cash flows resulting from the use and ultimate disposition of the asset. ASC 360-10 also requires assets to be disposed of be reported at the lower of the carrying amount or the fair value less costs to sell.

Indefinite-lived Intangible Assets

The Company has an indefinite-lived intangible asset (goodwill) relating to purchased blueprints, formulas, designs and processes for manufacturing and production of self-lubricated spherical bearings, bushings and rod-end bearings. The indefinite-lived intangible asset is not amortized; rather, it is tested for impairment at least annually by comparing the carrying amount of the asset with the fair value. An impairment loss is recognized if the carrying amount is greater than fair value. Testing done for the year ended October 31, 2010, determined that the above mentioned intangible asset with a cost of $2,469,404 was fully impaired.

Fair Value of Financial Instruments

The Company adopted FASB ASC 820 on October 1, 2008. Under this FASB, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). The standard outlines a valuation framework and creates a fair value hierarchy in order to increase the consistency and comparability of fair value measurements and the related disclosures. Under GAAP, certain assets and liabilities must be measured at fair value, and FASB ASC 820-10-50 details the disclosures that are required for items measured at fair value.

The Company has various financial instruments that must be measured under the new fair value standard including: cash and debt. The Company currently does not have non-financial assets or non-financial liabilities that are required to be measured at fair value on a recurring basis. The Company’s financial assets and liabilities are measured using inputs from the three levels of the fair value hierarchy. The three levels are as follows:

Level 1 - Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. The fair value of the Company’s cash is based on quoted prices and therefore classified as Level 1.

Level 2 - Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).

Level 3 - Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability.

Cash, accounts payable, other payables, derivative liability, and accrued expenses reported on the balance sheet are estimated by management to approximate fair market value due to their short term nature.

The following tables provide a summary of the fair values of assets and liabilities:

Fair Value Measurements at

31-Jul-14

(Unaudited)

Carrying

Value

July 31,

2014

Level 1

Level 2

Level 3

Liabilities:

Convertible notes payable, net

243,884

–

243,884

Convertible notes payable – currently in default

260,000

–

260,000

Derivative liabilities

146,785

–

146,785

Fair Value Measurements at

31-Oct-13

(Audited)

Carrying

Value

October 31,

2013

Level 1

Level 2

Level 3

Liabilities:

Convertible notes payable, net

7,773

–

7,773

Convertible notes payable – currently in default

260,000

–

260,000

Goodwill and the investment in Godfrey have been recorded as fully impaired, see Notes 3 and 4.

The Company believes that the market rate of interest as of July 31, 2014 and October 31, 2013 was not materially different to the rate of interest at which the convertible notes payable were issued. Accordingly, the Company believes that the fair value of the convertible notes payable approximated their carrying value at July 31, 2014 and October 31, 2013.

Income Taxes

The Company accounts for income taxes under standards issued by the FASB. Under those standards, deferred tax assets and liabilities are recognized for future tax benefits or consequences attributable to temporary 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. A valuation allowance is provided for significant deferred tax assets when it is more likely than not that such assets will not be realized through future operations.

No provision for federal income taxes has been recorded due to the net operating loss carry forwards totaling approximately $4,165,634 as of July 31, 2014 that will be offset against future taxable income. The available net operating loss carry forwards of approximately $4,165,634 will expire in various years through 2033. No tax benefit has been reported in the financial statements because the Company believes there is a 50% or greater chance the carry forwards will expire unused.

Equipment

Equipment is recorded at cost and depreciated using straight line methods over the estimated useful lives of the related assets. The Company reviews the carrying value of long-term assets to be held and used when events and circumstances warrant such a review. If the carrying value of a long-lived asset is considered impaired, a loss is recognized based on the amount by which the carrying value exceeds the fair market value. Fair market value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. The cost of normal maintenance and repairs is charged to operations as incurred. Major overhaul that extends the useful life of existing assets is capitalized. When equipment is retired or disposed, the costs and related accumulated depreciation are eliminated and the resulting profit or loss is recognized in income. As of July 31, 2014, the useful lives of the office equipment ranged from five years to seven years.

Issuance of Shares for Non-Cash Consideration

The Company accounts for the issuance of equity instruments to acquire goods and/or services based on the fair value of the goods and services received or the fair value of the equity instrument at the time of issuance, whichever is more readily determinable. The Company's accounting policy for equity instruments issued to consultants and vendors in exchange for goods and services follows the provisions of standards issued by the FASB. The measurement date for the fair value of the equity instruments issued is determined at the earlier of (i) the date at which a commitment for performance by the consultant or vendor is reached or (ii) the date at which the consultant or vendor's performance is complete. In the case of equity instruments issued to consultants, the fair value of the equity instrument is recognized over the term of the consulting agreement.

Stock-Based Compensation

In December of 2004, the FASB issued a standard which applies to transactions in which an entity exchanges its equity instruments for goods or services and also applies to liabilities an entity may incur for goods or services that are based on the fair value of those equity instruments. For any unvested portion of previously issued and outstanding awards, compensation expense is required to be recorded based on the previously disclosed methodology and amounts. Prior periods presented are not required to be restated. We adopted the standard as of inception and applied the standard using the modified prospective method.

Beneficial Conversion Features

From time to time, the Company may issue convertible notes that may contain an embedded beneficial conversion feature. A beneficial conversion feature exists on the date a convertible note is issued when the fair value of the underlying common stock to which the note is convertible into is in excess of the remaining unallocated proceeds of the note after first considering the allocation of a portion of the note proceeds to the fair value of the warrants, if related warrants have been granted. The intrinsic value of the beneficial conversion feature is recorded as a debt discount with a corresponding amount to additional paid in capital. The debt discount is amortized to interest expense over the life of the note using the effective interest method.

Net Loss Per Share

The Company adopted the standard issued by the FASB, which requires presentation of basic earnings or loss per share and diluted earnings or loss per share. Basic income (loss) per share (“Basic EPS”) is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share (“Diluted EPS”) are similarly calculated using the treasury stock method except that the denominator is increased to reflect the potential dilution that would occur if dilutive securities at the end of the applicable period were exercised. There were 2,000,000 Series A Warrants, 2,000,000 Series B Warrants and options for 54,000,000 shares outstanding as of July 31, 2014 that are not included in the calculation of Diluted EPS as their impact would be anti-dilutive.

For the

Nine Months Ended

July 31,

2014

2013

Net loss attributable to the Company

(2,518,260

)

(1,959,003

)

Basic and diluted net loss from operations per share

(0.02

)

(0.02

)

Weighted average number of common shares outstanding, basic and diluted

120,429,303

83,191,484

The weighted average numbers of shares included in the calculation above are post-split.

Recently Adopted and Recently Enacted Accounting Pronouncements

In July 2013, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2013-11: Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. The new guidance requires that unrecognized tax benefits be presented on a net basis with the deferred tax assets for such carryforwards. This new guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2013. The adoption of the new provisions did not have a material impact on our financial condition or results of operations.

In February 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, to improve the transparency of reporting these reclassifications. Other comprehensive income includes gains and losses that are initially excluded from net income for an accounting period. Those gains and losses are later reclassified out of accumulated other comprehensive income into net income. The amendments in the ASU do not change the current requirements for reporting net income or other comprehensive income in financial statements. All of the information that this ASU requires already is required to be disclosed elsewhere in the financial statements under U.S. GAAP. The new amendments will require an organization to:

Present (either on the face of the statement where net income is presented or in the notes) the effects on the line items of net income of significant amounts reclassified out of accumulated other comprehensive income - but only if the item reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period; and

Cross-reference to other disclosures currently required under U.S. GAAP for other reclassification items (that are not required under U.S. GAAP) to be reclassified directly to net income in their entirety in the same reporting period. This would be the case when a portion of the amount reclassified out of accumulated other comprehensive income is initially transferred to a balance sheet account (e.g., inventory for pension-related amounts) instead of directly to income or expense.

The amendments apply to all public and private companies that report items of other comprehensive income. Public companies are required to comply with these amendments for all reporting periods (interim and annual). The amendments are effective for reporting periods beginning after December 15, 2012, for public companies. Early adoption is permitted. The adoption of the new provisions did not have a material impact on our financial condition or results of operations.

In January 2013, the FASB issued ASU No. 2013-01, Balance Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities, which clarifies which instruments and transactions are subject to the offsetting disclosure requirements originally established by ASU 2011-11. The new ASU addresses preparer concerns that the scope of the disclosure requirements under ASU 2011-11 was overly broad and imposed unintended costs that were not commensurate with estimated benefits to financial statement users. In choosing to narrow the scope of the offsetting disclosures, the Board determined that it could make them more operable and cost effective for preparers while still giving financial statement users sufficient information to analyze the most significant presentation differences between financial statements prepared in accordance with U.S. GAAP and those prepared under IFRSs. Like ASU 2011-11, the amendments in this update will be effective for fiscal periods beginning on, or after January 1, 2013. The adoption of the new provisions did not have a material impact on our financial condition or results of operations.

In June 2014, the FASB issued ASU 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. ASU 2014-10 eliminates the distinction of a development stage entity and certain related disclosure requirements, including the elimination of inception-to-date information on the statements of operations, cash flows and stockholders' equity. The amendments in ASU 2014-10 will be effective prospectively for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods, however early adoption is permitted. The Company adopted ASU 2014-10 during the quarter ended May 31, 2014, thereby no longer presenting or disclosing any information required by Topic 915.

The Company reviewed all recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the AICPA, and the SEC and they did not or are not believed by management to have a material impact on the Company's present or future financial statements.

3_ACQUISITION_OF_INTANGIBLE_AS

3. ACQUISITION OF INTANGIBLE ASSETS	9 Months Ended
3. ACQUISITION OF INTANGIBLE ASSETS	Jul. 31, 2014
Goodwill and Intangible Assets Disclosure [Abstract]	'
ACQUISITION OF INTANGIBLE ASSETS	'
	On February 1, 2010, the Company completed its acquisition of the aircraft component part design, engineering and manufacturing assets of Harbin Aerospace Company, LLC (“HAC”). The transaction was structured as a business combination in exchange for:

		·	8,000,000 shares of the Company’s common stock.
		·	A Series A common stock purchase warrant to purchase 4,000,000 shares of the Company’s common stock at an exercise price of $0.50 per share. The Series A warrant becomes exercisable on the date that the Company recognizes revenue equal to or exceeding $50,000,000 for any consecutive twelve-month period and expires on January 31, 2015.
		·	A Series B common stock purchase warrant to purchase 4,000,000 shares of the Company’s common stock at an exercise price of $1.00 per share. The Series B warrant becomes exercisable on the date that the Company recognizes revenue equal to or exceeding $100,000,000 for any consecutive twelve-month period and expires on January 31, 2018.
		·	The assumption by the Company of $260,000 of obligations under a convertible note. The convertible note assumed by the Company does not bear interest and becomes payable on March 12, 2011. The note is convertible into shares of the Company’s common stock at an initial conversion price of $0.25 per share. The conversion price is subject to adjustment for stock splits and combinations; certain dividends and distributions; reclassification, exchange or substitution; reorganization, merger, consolidation or sales of assets. As the convertible note does not bear interest, the Company recorded the present value of the convertible note obligation at $239,667 and accordingly recorded a convertible note payable for $260,000 and a corresponding debt discount of $20,333. Under the effective interest method, the Company accretes the note obligation to the face amount of the convertible note over the remaining term of the note. Debt discount expense totaled $9,394 for the year ended October 31, 2010. See Note 8 for further discussion.
		·	The assumption by the Company of $200,000 of obligations under a note payable plus $11,737 of accrued interest. The holder of the note payable is the mother-in-law of William McKay, the Chairman of the Company’s Board of Directors and Chief Executive Officer. See Note 6 and 8 for further discussion.
		·	Cancellation of $26,000 of HAC's secured promissory notes due to the Company.

	The Company acquired intangible intellectual property including blueprints, formulas, designs and processes for manufacturing and production of self-lubricated spherical bearings, bushings and rod-end bearings. The transaction was deemed to be a business combination pursuant to the FASB standards.

	The following table summarizes the entry recording the intangible assets acquired:

	Intangible assets - goodwill		$	2,469,404
	Debt discount on convertible note			20,333
	Common stock			(8,000	)
	Additional paid in capital			(1,984,000	)
	Convertible note payable			(260,000	)
	Note payable – related party			(200,000	)
	Accrued interest on note payable			(11,737	)
	Cancellation of HAC note receivable			(26,000	)
			$	0

	These intangible assets (goodwill) are deemed to be indefinite-lived and accordingly are not amortized. The Company does perform an annual review for impairment. At October 31, 2010 a valuation of the purchase price was performed by an independent valuation expert who determined that the intangible assets were fully impaired. Accordingly, an allowance for impairment for the full cost of the property was established at October 31, 2010.

4_ACQUISITION_OF_INTEREST_IN_G

4. ACQUISITION OF INTEREST IN GODFREY (CHINA) LIMITED	9 Months Ended
	Jul. 31, 2014
Business Combinations [Abstract]	'
ACQUISITION OF INTEREST IN GODFREY (CHINA) LIMITED	'

	On March 30, 2010, the Company acquired 25% of the outstanding share capital of Godfrey (China) Limited, a Hong Kong corporation (“Godfrey”), in exchange for the Company’s technology used for the design and production of SAE-AS81820, 81934 and 81935 self-lubricated spherical bearings, bushings and rod-end bearings. The Company legally owns 25% of Godfrey. The formation and acquisition of the interest in Godfrey is intended to assist the Company in its focus on the Chinese bearings market. In September 2010, Godfrey opened a production facility in Guangzhou, China. The Company received its 25% interest in Godfrey for a 50% interest in the intellectual property assets acquired on February 1, 2010 (as discussed in Note 3). Since the investment in Godfrey is an active investment, it has been accounted for under the “equity method”. Since the independent valuation determined that the purchase price allocation attributed no value to the intangible assets, there was no dollar investment in Godfrey by the Company and therefore no charge to the investment being impaired.

	On April 5, 2013, the Company entered into separate Securities Purchase Agreements with Tina Kwan, Betty Li and Harbin Aerospace Company, LLC (“Harbin”), each of whom are holders of the capital stock of Godfrey (China) Limited (“Godfrey”), the Company’s 25%-owned Hong Kong subsidiary engaged in the development of the production facility in Guangzhou, China.

	Pursuant to the Securities Purchase Agreements, Tina Kwan and Betty Li each agreed to transfer to the Company 125,000 shares of the capital stock of Godfrey and Harbin agreed to transfer to the Company 50,000 shares of the capital stock of Godfrey in consideration of the Company’s issuance of 2,000,000 shares of its common stock to each of Ms. Kwan and Ms. Li and 800,000 shares of its common stock to Harbin. In addition, the Company agreed that in the event all of the stock holders of Godfrey sell 100% of the issued and outstanding shares of Godfrey for cash, the Company will pay to Kwan, Li and Harbin the cash amount they would have received had they retained their Godfrey shares. The Godfrey shares transferred by Kwan, Li and Harbin represented all of the shares of capital stock of Godfrey held by them.

	On June 21, 2013, upon the closing of the transactions under the Securities Purchase Agreements, the Company increased its ownership of Godfrey from 25% to 55%.

	Pursuant to the Agreement, the Company had issued 4,000,000 shares of its common stock to Ms. Kwan and Ms. Li, which as of June 21, 2013, the acquisition date, the shares were valued at $368,000 based on the closing market price on that date. The 800,000 shares to Harbin were valued at $73,600. On June 21, 2013, the transactions were approved by the Hong Kong Government. The acquisition increased current liabilities from related parties by $156,953 and incomes taxes owed to Hong Kong by $322; offset by an increase in impairment expense of $528,101, and a decrease in non-controlling interest of $70,774. The impairment was immediately recognized due to the fact that Godfrey has not produced any revenue in its operations and lacks sufficient capital to implement its business plan. As Godfrey’s statement of operations was not significant to the Company’s, no pro forma information will be presented below.

	The Company acquired liabilities including other payables to related parties and taxes payable to the Hong Kong government. The transaction was deemed to be a business combination pursuant to the FASB standards.

	The following table summarizes the entry recording the liabilities acquired:

	Other payable – related party	$	156,953
	Taxes payable		322
	Common stock		4,000
	Additional paid in capital		364,000
	Common stock to be issued		73,600
	Non-controlling interest		(70,774	)
	Impairment on acquisition		(528,101	)
	Total	$	0

	At June 21, 2013 a valuation of the purchase price was performed by an independent valuation expert who determined that the acquisition costs were fully impaired. Accordingly, the costs were written off for the full cost of the acquisition on June 21, 2013.

5_PROPERTY_AND_EQUIPMENT

5. PROPERTY AND EQUIPMENT	9 Months Ended
5. PROPERTY AND EQUIPMENT	Jul. 31, 2014
Property, Plant and Equipment [Abstract]	'
PROPERTY AND EQUIPMENT	'
	On April 12, 2010, the Company purchased $82,500 of tooling for its proprietary bearings. The Company and the vendor agreed that 328,000 shares of common stock would be issued as payment in full for the tooling assets. As the value of the common stock obligation totaled $104,960 at April 12, 2010 (the closing stock price was $0.32 per share on April 12, 2010), the Company recorded in equity $104,960 and recorded a corresponding loss on settlement with stock for $22,460 for the difference between the value of the common stock to be issued and the value of the tooling asset acquired. On June 9, 2010, the Company issued 328,000 shares of common stock to pay the obligation in full. In May 2010 the Company sold the tooling to Godfrey for $132,880. The portion of the sales price in excess of the tooling’s original cost was deemed to be contributed capital due to the related party nature of the transaction.

	As of July 31, 2014, the Company had office equipment of $5,209, net of accumulated depreciation of $3,197. For the nine months ended July 31, 2014 and 2013, the Company recorded depreciation expense of $903 and $543, respectively.

6_RELATED_PARTY_TRANSACTIONS

6. RELATED PARTY TRANSACTIONS	9 Months Ended
6. RELATED PARTY TRANSACTIONS	Jul. 31, 2014
Related Party Transactions [Abstract]	'
RELATED PARTY TRANSACTIONS	'
	On June 29, 2009, the Company entered into a Support Services Agreement with Cardiff Partners, LLC (formerly Strands Management Company, LLC) (the “Cardiff Agreement”). Matt Szot, our former Chief Financial Officer and former Secretary, is the Chief Financial Officer of Cardiff. Keith Moore and David Walters, former members of our board of directors, each own a 50% interest and is a managing member of Cardiff. Pursuant to the Cardiff Agreement, in consideration for providing certain services to the Company, Cardiff is entitled to a monthly fee in the amount of $10,000. The Company also issued 50,000 shares of the Company’s common stock to Mr. Szot pursuant to the Cardiff Agreement. The initial term of the Cardiff Agreement expired June 28, 2010. The Company incurred $120,500 in consulting fees under the terms of the agreement for the year ended October 31, 2010, which is included in consulting expenses. On January 28, 2010, the Company issued 448,340 shares of common stock as payment in full of $50,000 of outstanding balances due to Cardiff. As of October 31, 2010, $49,500 was outstanding under the agreement and is included in common stock to be issued.

	On January 12, 2010, the Company amended the Cardiff Agreement. Under the amended Cardiff Agreement, Cardiff has the option to accept payment of outstanding cash compensation owed to it under its agreements with the Company in the form of shares of our common stock. The number of shares to be issued will be calculated by dividing the outstanding balance to be paid by 50% of the average of the closing prices for the Company’s common stock during the 20 trading day period ending one trading day prior to the date that notice accepting shares in payment is sent to us. In addition, under the amended Cardiff Agreement, Cardiff has provided and will provide the Company with transaction execution support services in connection with the HAC transaction, including due diligence, business review of relevant transaction documentation and audit support. As compensation for the additional services, in February 2010 the Company issued to Cardiff 2,500,000 shares of the Company’s common stock, a Series A common stock purchase warrant to purchase 2,000,000 shares of the Company’s common stock and a Series B common stock purchase warrant to purchase 2,000,000 shares of the Company’s common stock. The Series A warrant has an exercise price of $0.50 and becomes exercisable on the date that the Company recognizes revenue equal to or exceeding $50,000,000 for any consecutive twelve-month period and expires on January 31, 2015. The Series B warrant has an exercise price of $1.00 and becomes exercisable on the date that the Company recognizes revenue equal to or exceeding $100,000,000 for any consecutive twelve-month period and expires on January 31, 2018. The warrants have not been included in paid in capital because it is unlikely that in the near term the Company can attain revenue numbers high enough for the warrants to become exercisable.

	On February 15, 2010, we entered into a placement agency and advisory services agreement with Monarch Bay Associates, LLC, a FINRA member investment banking firm. Mr. Walters is a manager and 50%-owner of Monarch Bay. Under the agreement, Monarch Bay was to act as our placement agent on an exclusive basis with respect to private placements of our capital stock and as our exclusive advisor with respect to acquisitions, mergers, joint ventures and similar transactions. Pursuant to the agreement, Monarch Bay would receive fees equal to (a) 8% of the gross proceeds raised by us in any private placement, plus warrants to purchase 8% of the number of shares of common stock issued or issuable by us in connection with any private placement and (b) up to 5% of the total consideration paid or received by us or our stockholders in any acquisition, merger, joint venture or similar transaction.

	On October 19, 2010, we entered into a settlement and release agreement with Cardiff Partners, LLC, Monarch Bay Associates, LLC, David Walters, Keith Moore and Matt Szot, collectively referred to as the “Cardiff parties.” Under the settlement and release agreement, we terminated the aforementioned agreements with Cardiff and Monarch Bay and all other agreements and arrangements between us, on the one hand, and any of the Cardiff parties in exchange for our issuance of 1,838,649 shares of our common stock to Cardiff Partners, LLC. We also agreed with the Cardiff parties to mutually release each other of all claims, known or unknown.

	On July 1, 2011, a Complaint was filed in the Superior Court of the State of California, in Orange County, California, by Trans-Pacific Aerospace Company, Inc. and one of our shareholders, Harbin Aerospace Company, LLC, against Monarch Bay Associates, LLC, a FINRA member firm, and certain of its officers, employees and affiliates, including David Walters, Keith Moore, Mathew Szot and Cardiff Partners, LLC (“Defendants”). The Complaint alleges that Monarch Bay Associates entered into investment banking agreements initially with Harbin Aerospace and then subsequently with Trans-Pacific Aerospace based upon certain misrepresentations and omissions of material fact by Monarch Bay and its principals, David Walters and Keith Moore. The Complaint further alleges that Monarch Bay, Walters, Moore and Szot breached their fiduciary duties owed to Trans-Pacific Aerospace and Harbin Aerospace and otherwise engaged in acts of securities and common law fraud, professional negligence and unlawful practices under the California Business and Professions Code. The Complaint seeks, among other things, (i) general and special damages in an amount to be proven at trial; (ii) the rescission of certain material agreements entered into between Trans-Pacific Aerospace or Harbin Aerospace, on the one hand, and the Defendants, on the other, and (iii) the Defendants return of all cash and stock-based compensation received from either Trans-Pacific Aerospace or Harbin Aerospace in breach of the defendants’ fiduciary duties or applicable law. David Walters and Keith Moore are former members of the board of directors of Trans-Pacific Aerospace and Walters and Mathew Szot are former executive officers of Trans-Pacific Aerospace. The Defendants as a group are believed to own in excess of 9% of the issued and outstanding common shares of Trans-Pacific Aerospace.

	On September 12, 2011, the Defendants filed a Cross-Complaint against Trans-Pacific Aerospace or Harbin Aerospace alleging the claims of Trans-Pacific Aerospace and Harbin Aerospace were released pursuant to a Settlement Agreement and Release dated October 19, 2010 between Trans-Pacific Aerospace and the Defendants. In their Cross-Complaint, the Defendants allege that although Harbin Aerospace was not a party to the Settlement Agreement and Release, Harbin Aerospace had effectively transferred to Trans-Pacific Aerospace any claims Harbin Aerospace had against the Defendants as part of Harbin Aerospace’s sale of assets to Trans-Pacific Aerospace in February 2010, and that such claims were then effectively released by Trans-Pacific Aerospace by way of the Settlement Agreement and Release dated October 19, 2010.

	On December 5, 2011, the Defendants filed a First Amended Cross-Complaint against the Company and Harbin Aerospace for declaratory relief, breach of contract, specific performance, and indemnity, alleging that the claims of the Company and Harbin were released pursuant to the aforementioned settlement agreement. The Company and Harbin have filed an Answer to the First Amended Cross-Complaint denying the allegations and setting forth affirmative defenses. The Company and Harbin believe that the allegations contained within this First Amended Cross-Complaint are meritless.

	On January 30, 2013, the Company, Harbin, the Defendants, and other parties entered into a settlement agreement (the “Settlement Agreement”) resolving the action. Under the terms of the Settlement Agreement, Defendant Cardiff Partners, LLC (“Cardiff”) agreed to return 3,728,503 shares of the Company’s common stock to the Company for cancellation. The Company agreed that Cardiff could retain 2,000,000 shares of the Company’s common stock, and that the retained shares would be subject to a lock-up/leak-out arrangement. In addition, the parties agreed to amend certain Series A and Series B common stock purchase warrants held by Cardiff to extend the expiration date of said warrants to March 20, 2021 (as described in Note 8) and to allow for the vesting of such warrants upon a “change in control” of the Company. In addition, the Company agreed to indemnify the Defendants for certain matters arising out of the Settlement Agreement and for certain matter arising out the Defendants’ status or conduct as a director, officer, employee or agent of the Company. The parties agreed to dismiss the action with prejudice and the Company, Harbin, and the other parties, on the one hand, and the Defendants, on the other hand, have agreed to a full and complete settlement and general release of all claims asserted by the parties regarding the subject matter of the action. The court shall retain jurisdiction to enforce the terms of the Settlement Agreement.

	On June 29, 2009, the Company entered into an Employment Agreement with David Walters, its former Chief Executive Officer and former member of its Board of Directors. Under the agreement, which had a term of one year, Mr. Walters received a base salary of $180,000, plus 500,000 shares of the Company’s common stock. On January 12, 2010, the Company amended the Employment Agreement with Mr. Walters. Under the amended agreement, Mr. Walters had the option to accept payment of outstanding cash compensation owed to him under the agreement in the form of shares of the Company’s common stock. The number of shares to be issued is calculated by dividing the outstanding balance to be paid by 50% of the average of the closing prices for our common stock during the 20 trading day period ending one trading day prior to the date that notice accepting shares in payment is sent to the Company. On January 28, 2010, the Company issued 941,514 shares of common stock as payment in full of outstanding balances due to Mr. Walters totaling $105,000. As of October 31, 2010, no amounts were outstanding under the agreement. On October 19, 2010 the Agreement was terminated by mutual agreement of the parties.

	As part of the acquisition of Harbin Aerospace Company (HAC), the Company assumed $200,000 of obligations under a note payable plus $11,737 of accrued interest. The holder of the note payable (Theodora Kobal) is the mother-in-law of William McKay, the Chairman of the Company’s Board of Directors and Chief Executive Officer. On June 4, 2010, the Company entered into an amended and restated convertible promissory note with Theodora Kobal which amended and restated in its entirety the Promissory Note in the original principal amount of $200,000 issued by HAC to Theodora Kobal on March 16, 2009, and assumed by the Company on February 1, 2010 in connection with its acquisition of the assets of HAC. The amended and restated note has a principal amount of $216,455 which included all outstanding interest due on the note. The amended and restated note includes a fixed conversion price of $0.058 per share, 7% interest rate per annum and was due and payable on June 3, 2011. In June 2010, the Company issued 2,200,000 shares of common stock to the note holder valued at $.058 per the agreement reducing its principal obligation by $127,600 pursuant to conversion requests. The Company has evaluated the conversion feature of the notes and determined that there was a $216,455 beneficial conversion feature on them as the fixed conversion price of $0.058 was less than the fair value of the common stock at the time of issuance. The beneficial conversion feature was recorded as a debt discount on the accompanying balance sheet. The amortization of the debt discount totaled $59,284 and $177,503 for the years ended October 31, 2011 and 2010. On November 22, 2010 the note was further amended, reducing the fixed conversion price to $0.029 per share. During the year ended October 31, 2011, the Company issued 3,063,958 shares of common stock to the note holder valued at $0.029 per the agreement as a full payment of the note payable pursuant to conversion requests. No gain or loss has been recorded because it was converted within the terms of the agreement. Due to the reduction in conversion price at a rate below fair market value, this has been determined to be an induced conversion of debt under ASC 470-20, resulting in $55,000 of expense and corresponding paid in capital for the year ended October 31, 2011.

	On March 21, 2011, as a consideration to Harbin Aerospace assigning its claim against Monarch, the Company granted an option to purchase 8,000,000 shares of its common stock to William McKay at an exercise price of $0.15 per share in exchange for the outstanding Series A and Series B warrants to purchase a total of 8,000,000 shares of its common stock. The option is fully vested and exercisable and expires on March 20, 2021. The total estimated value using the Black-Scholes Model, based on a volatility rate of 127%, and a call option value of $0.1272, was $1,017,634. For the year ended October 31, 2011, the Company recorded $1,017,634 as stock based compensation expense.

	On August 25, 2011, in connection with his agreement to serve as the Company’s sole officer, the Company granted an option to purchase 2,000,000 shares of its common stock to William McKay at an exercise price of $0.15 per share. The option vests in three equal amounts on each of the next three anniversary dates of this agreement, beginning August 25, 2012 and is exercisable until August 24, 2021. The total estimated value using the Black-Scholes Model, based on a volatility rate of 127%, and a call option value of $0.0859, was $171,888. For the years ended October 31, 2013 and 2012, $57,296 and $57,296 were amortized as stock based compensation expense, respectively.

	During the year ended October 31, 2012, Mr. McKay waived $330,000 of the salaries owed to him which was treated as a capital contribution increasing additional paid in capital by $330,000.

	During the year ended October 31, 2013, Mr. McKay waived $47,200 of the salaries owed to him which was treated as a capital contribution increasing additional paid in capital by $47,200.

	During the year ended October 31, 2013, Mr. McKay also forgave $223,684 of the outstanding amount owed to him which was treated as a capital contribution increasing additional paid in capital by $223,684.

	On April 5, 2013, the Company entered into separate Securities Purchase Agreements with Tina Kwan, Betty Li and Harbin Aerospace Company, LLC (“Harbin”), each of whom are holders of the capital stock of Godfrey (China) Limited (“Godfrey”), and therefore related parties, the Company’s 55%-owned Hong Kong subsidiary engaged in the development of the production facility in Guangzhou, China.

	Pursuant to the Securities Purchase Agreements, Tina Kwan and Betty Li each agreed to transfer to the Company 125,000 shares of the capital stock of Godfrey and Harbin agreed to transfer to the Company 50,000 shares of the capital stock of Godfrey in consideration of the Company’s issuance of 2,000,000 shares of its common stock to each of Ms. Kwan and Ms. Li and 800,000 shares of its common stock to Harbin. In addition, the Company agreed that in the event all of the stock holders of Godfrey sell 100% of the issued and outstanding shares of Godfrey for cash, the Company will pay to Kwan, Li and Harbin the cash amount they would have received had they retained their Godfrey shares. The Godfrey shares transferred by Kwan, Li and Harbin represented all of the shares of capital stock of Godfrey held by them.

	On June 21, 2013, upon the closing of the transactions under the Securities Purchase Agreements, the Company increased its ownership of Godfrey from 25% to 55%.

	Pursuant to the Agreement, the Company had issued 4,000,000 shares of its common stock to Ms. Kwan and Ms. Li, which as of June 21, 2013, the acquisition date, the shares were valued at $368,000 based on the closing market price on that date. The 800,000 shares to Harbin were valued at $73,600. On June 21, 2013, the transactions were approved by the Hong Kong SAR Government. The acquisition increased current liabilities from related parties by $156,953 and incomes taxes owed to Hong Kong by $322; offset by an increase in impairment expense of $528,101, and a decrease in non-controlling interest of $70,774. The impairment was immediately recognized due to the fact that Godfrey has not produced any revenue in its operations and lacks sufficient capital to implement its business plan. As Godfrey’s statement of operations was not significant to the Company’s, no pro forma information will be presented.

	Due to lack of sufficient funding to maintain the Company’s operations, the Company’s officers and directors loaned money to the Company for short term cash flow needs. As of July 31, 2014 and October 31, 2013, Mr. Liu had payables due to him from Godfrey of $60,000 and $35,000; respectively; Mr. McKay had payables due to him of $281,300 and $0; respectively; Mr. Kevin Gould had payables due to him of $9,000 and $0; respectively.

7_CONVERTIBLE_NOTES_PAYABLE

7. CONVERTIBLE NOTES PAYABLE	9 Months Ended
7. CONVERTIBLE NOTES PAYABLE	Jul. 31, 2014
Debt Disclosure [Abstract]	'
CONVERTIBLE NOTES PAYABLE	'
	As part of the acquisition of HAC, the Company assumed $260,000 of obligations under a convertible note. The convertible note assumed by the Company does not bear interest and became payable on March 12, 2011. The note is convertible into shares of the Company’s common stock at an initial conversion price of $0.25 per share. The conversion price is subject to adjustment for stock splits and combinations; certain dividends and distributions; reclassification, exchange or substitution; reorganization, merger, consolidation or sales of assets. As the convertible note does not bear interest, the Company recorded the present value of the convertible note obligation at $239,667 and accordingly recorded a convertible note payable for $260,000 and a corresponding debt discount of $20,333. Under the effective interest method, the Company accretes the note obligation to the face amount of the convertible note over the remaining term of the note. The discount was fully amortized at March 12, 2011. Debt discount expense totaled $7,452 and $12,880 for the years ended October 31, 2011 and 2010 respectively. The Company performed an evaluation and determined that the anti-dilution clause did not require derivative treatment. On September 16, 2011, the Company entered into an agreement with the note holder to extend the maturity date of the note. Pursuant to the agreement, the entire outstanding amount became fully due and payable on December 31, 2011. The note is now currently in default. For the nine months ended July 31, 2014 and 2013, the Company recorded imputed interest of $9,100 and $9,100, respectively.

	As part of the acquisition of HAC, the Company assumed $200,000 of obligations under a note payable plus $11,737 of accrued interest. The holder of the note payable (Theodora Kobal) is the mother-in-law of William McKay, the Chairman of the Company’s Board of Directors and Chief Executive Officer. The note bears interest at 7% per annum and principal and interest was due and payable on March 31, 2011. On June 4, 2010, the Company entered into an amended and restated convertible promissory note with Theodora Kobal which amended and restated in its entirety the Promissory Note in the original principal amount of $200,000 issued by HAC to Theodora Kobal on March 16, 2009, and assumed by the Company on February 1, 2010 in connection with its acquisition of the assets of HAC. The amended and restated note had a principal amount of $216,455 which included all outstanding interest due on the note. The amended and restated note included a fixed conversion price of $0.058 per share, 7% interest rate per annum and was due and payable on June 3, 2011. The Company has evaluated the conversion feature of the notes and determined that there was a $216,455 beneficial conversion feature on certain notes as the fixed conversion price of $0.058 was less than the fair value of the common stock at the time of issuance. The beneficial conversion feature was recorded as a debt discount on the accompanying balance sheet. The amortization of the debt discount totaled $59,284 and $177,503 for the years ended October 31, 2011 and 2010. In June 2010, the Company issued 2,200,000 shares of common stock at $.058 per share to the note holder reducing its principal obligation by $127,600 pursuant to conversion requests. On November 22, 2010 the note was further amended which resulted in the reduction of the conversion price from $0.058 to $0.029 per share and a corresponding loss of $55,000 on induced debt conversion was recorded. During the year ended October 31, 2011, the Company issued 3,063,958 shares of common stock to the note holder valued at $.029 per the agreement as a full payment of the note payable pursuant to conversion requests. No gain or loss was recorded because it was converted within the terms of the agreement.

	On September 4, 2013, December 18, 2013 and February 27, 2014, we entered into Securities Purchase Agreements with Asher Enterprises, Inc., pursuant to which we sold to Asher an 8% Convertible Promissory Note in the original principal amount of $37,500, $32,500 and $32,500, respectively, (the “Asher Notes”). The Asher Notes have maturity dates of June 6, 2014, September 20, 2014 and December 3, 2014, respectively, and are convertible into our common stock at the greater of (i) the Variable Conversion Price and (ii) the Fixed Conversion Price. The “Variable Conversion Price” shall mean 58% multiplied by the Market Price (representing a discount rate of 42%). “Market Price” means the average of the lowest three (3) Trading Prices for the Common Stock during the ten (10) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date. “Fixed Conversion Price” shall mean $0.00005. The shares of common stock issuable upon conversion of the Asher Notes will be restricted securities as defined in Rule 144 promulgated under the Securities Act of 1933. The issuances of the Asher Notes were exempt from the registration requirements of the Securities Act of 1933 pursuant to Rule 506 of Regulation D promulgated thereunder. The purchaser was an accredited and sophisticated investor, familiar with our operations, and there was no solicitation.

	The Company evaluated the Asher Notes and determined that the shares issuable pursuant to the conversion option were determinate due to the Fixed Conversion Price and, as such, does not constitute a derivative liability as the Company has obtained authorization from a majority of shareholders such that should conversion occur at the Fixed Conversion Price the appropriate number of shares will be available or issuable for settlement to occur. The beneficial conversion feature discount resulting from the conversion prices below the market price on the agreement dates provided a value of $77,222, which was recorded as a discount on debt with a corresponding increase to additional paid in capital. In March 2014, the Asher Notes issued on September 4, 2013 and December 18, 2014 were fully converted. As of July 31, 2014, the outstanding amount of convertible notes due to Asher was $32,500.

	On November 20, 2013, we entered into a Promissory Note Agreements with JMJ Financial, pursuant to which we sold to JMJ a Convertible Promissory Note in the total principal amount of $335,000 with a consideration of $300,000 (the “JMJ Note”). The difference of $35,000 is stated as original issue discount (the “OID”). JMJ paid $25,000 of consideration upon closing of this Note and another $25,000 on April 16, 2014. These were the only funds received by the Company during the nine months ended July 31, 2014. JMJ may pay additional consideration to the Company in such amounts and at such dates as JMJ may choose in its sole discretion. The maturity date is two years from the effective date of each payment. JMJ Note is convertible into our common stock at the greater of (i) the Variable Conversion Price and (ii) the Fixed Conversion Price. The “Variable Conversion Price” shall mean 60% multiplied by the Market Price (representing a discount rate of 40%). “Market Price” means the average of the lowest Trading Price for the Common Stock during the 25 Trading Days prior to the Conversion Date. “Fixed Conversion Price” shall mean $0.00009. The shares of common stock issuable upon conversion of the JMJ Note will be restricted securities as defined in Rule 144 promulgated under the Securities Act of 1933. The issuance of the JMJ Note was exempt from the registration requirements of the Securities Act of 1933 pursuant to Rule 506 of Regulation D promulgated thereunder. The purchaser was an accredited and sophisticated investor, familiar with our operations, and there was no solicitation.

	Upon closing of the JMJ Note, the Company received $50,000 in cash, which the total principal was $55,834, including $5,834 as OID. The OID was recorded as a debt discount with the corresponding increase to the note principal balance. The Company evaluated the JMJ Note and determined that the shares issuable pursuant to the conversion option were determinate due to the Fixed Conversion Price and, as such, does not constitute a derivative liability as the Company has obtained authorization from a majority of shareholders such that should conversion occur at the Fixed Conversion Price the appropriate number of shares will be available or issuable for settlement to occur. The beneficial conversion feature discount resulting from the conversion prices below the market price on the agreement dates provided a value of $50,000, which was recorded as a discount on debt with a corresponding increase to additional paid in capital. As of July 31, 2014, the JMJ note was fully converted into our common stock.

	During the nine months ended July 31, 2014, we entered into Securities Purchase Agreements with various other accredited and sophisticated investors, pursuant to which we sold Convertible Promissory Notes with interest rates ranging from 8% to 12%, in the original principal amount of $204,000 (the “Notes”). The Notes have maturity date of six months or one year from the issuance date and are convertible into our common stock, at any time after 180 days, at a price for each share of common stock equal to 50% to 60 % of the lowest closing bid price of the common stock as reported on the National Quotations Bureau OTCQB exchange, based on formulas specified in the agreements.

	The issuances of the Notes were exempt from the registration requirements of the Securities Act of 1933 pursuant to Rule 506 of Regulation D promulgated thereunder. The purchasers were accredited and sophisticated investors, familiar with our operations, and there was no solicitation.

	The Company analyzed the conversion option of the Notes for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the instrument should be classified as liabilities once the conversion option becomes effective after 180 days due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options for the Notes issued.

	On June 13, 2014, we entered into Securities Purchase Agreements with Tangiers Investment Group LLC, pursuant to which we sold a 10% Convertible Promissory Note, in the original principal amount of $55,000 (the “Tangiers Note”). The Tangiers Note has a maturity date of June 13, 2015 and is convertible into our common stock, at any time at a price for each share of common stock equal to 60 % of the lowest closing bid price of the common stock as reported on the National Quotations Bureau OTCQB exchange, based on a formula specified in the agreement.

	The issuances of the Tangiers Note was exempt from the registration requirements of the Securities Act of 1933 pursuant to Rule 506 of Regulation D promulgated thereunder. The purchaser was accredited and sophisticated investors, familiar with our operations, and there was no solicitation.

	The Company analyzed the conversion option of the Tangiers Note for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the instrument should be classified as liabilities due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options for the Tangiers Note issued. The Company then calculated the fair value of the conversion option and recorded derivative liability on the issuance date and the subsequent period end date, July 31, 2014. For the quarter ended July 31, 2014, the Company recorded change in fair value of derivative liability of $91,785 as expense. As of July 31, 2014, the derivative liability amounted to $146,785.

8_COMMITMENTS_AND_CONTINGENCIE

8. COMMITMENTS AND CONTINGENCIES	9 Months Ended
8. COMMITMENTS AND CONTINGENCIES	Jul. 31, 2014
Commitments and Contingencies Disclosure [Abstract]	'
COMMITMENTS AND CONTINGENCIES	'
	Consulting Agreements

	The Company has entered into consulting agreements for services to be provided to the Company in the ordinary course of business. These agreements call for expense reimbursement and various payments upon performance of services.

	Employment Agreements

	On February 1, 2010, the Company entered into an Employment Agreement with William McKay. Under the agreement, Mr. McKay will receive a base salary of $180,000, plus an initial bonus of 1,200,000 shares of the Company’s common stock (to be issued in 300,000 share blocks on a quarterly basis). The shares were valued based on the closing stock price on the date of the agreement. The initial term of the Employment Agreement expired on January 31, 2011 and automatically renewed for an additional one-year term. The agreement ended January 31, 2013 and Mr. McKay agreed to continue serve as the Company’s CEO without base salary. During the year ended October 31, 2011, Mr. McKay waived $37,025 of the salaries owed to him. During the year ended October 31, 2012, Mr. McKay waived $330,000 of the salaries owed to him which was treated as a capital contribution increasing additional paid in capital by $330,000. During the year ended October 31, 2013, Mr. McKay waived $47,200 of the salaries owed to him which was treated as a capital contribution increasing additional paid in capital by $47,200.

	Since January 31, 2013, the Company stopped accruing salaries to Mr. McKay based on the agreement. As of January 31, 2014 and October 31, 2013, the total accrued salaries owed to Mr. McKay were $0. Mr. McKay also agreed to terminate the terms of the salary compensation agreement.

	Legal Proceedings

	On July 1, 2011, a Complaint was filed in the Superior Court of the State of California, in Orange County, California, by Trans-Pacific Aerospace Company, Inc. and one of our shareholders, Harbin Aerospace Company, LLC, against Monarch Bay Associates, LLC, a FINRA member firm, and certain of its officers, employees and affiliates, including David Walters, Keith Moore, Mathew Szot and Cardiff Partners, LLC (“Defendants”). The Complaint alleges that Monarch Bay Associates entered into investment banking agreements initially with Harbin Aerospace and then subsequently with Trans-Pacific Aerospace based upon certain misrepresentations and omissions of material fact by Monarch Bay and its principals, David Walters and Keith Moore. The Complaint further alleges that Monarch Bay, Walters, Moore and Szot breached their fiduciary duties owed to Trans-Pacific Aerospace and Harbin Aerospace and otherwise engaged in acts of securities and common law fraud, professional negligence and unlawful practices under the California Business and Professions Code. The Complaint seeks, among other things, (i) general and special damages in an amount to be proven at trial; (ii) the rescission of certain material agreements entered into between Trans-Pacific Aerospace or Harbin Aerospace, on the one hand, and the Defendants, on the other, and (iii) the Defendants return of all cash and stock-based compensation received from either Trans-Pacific Aerospace or Harbin Aerospace in breach of the defendants’ fiduciary duties or applicable law. David Walters and Keith Moore are former members of the board of directors of Trans-Pacific Aerospace and Walters and Mathew Szot are former executive officers of Trans-Pacific Aerospace. The Defendants as a group are believed to own in excess of 9% of the issued and outstanding common shares of Trans-Pacific Aerospace.

	On September 12, 2011, the Defendants filed a Cross-Complaint against Trans-Pacific Aerospace or Harbin Aerospace alleging the claims of Trans-Pacific Aerospace and Harbin Aerospace were released pursuant to a Settlement Agreement and Release dated October 19, 2010 between Trans-Pacific Aerospace and the Defendants. In their Cross-Complaint, the Defendants allege that although Harbin Aerospace was not a party to the Settlement Agreement and Release, Harbin Aerospace had effectively transferred to Trans-Pacific Aerospace any claims Harbin Aerospace had against the Defendants as part of Harbin Aerospace’s sale of assets to Trans-Pacific Aerospace in February 2010, and that such claims were then effectively released by Trans-Pacific Aerospace by way of the Settlement Agreement and Release dated October 19, 2010.

	On December 5, 2011, the Defendants filed a First Amended Cross-Complaint against the Company and Harbin Aerospace for declaratory relief, breach of contract, specific performance, and indemnity, alleging that the claims of the Company and Harbin were released pursuant to the aforementioned settlement agreement. The Company and Harbin have filed an Answer to the First Amended Cross-Complaint denying the allegations and setting forth affirmative defenses. The Company and Harbin believe that the allegations contained within this First Amended Cross-Complaint are meritless.

	On January 30, 2013, the Company, Harbin, the Defendants, and other parties entered into a settlement agreement (the “Settlement Agreement”) resolving the action. Under the terms of the Settlement Agreement, Defendant Cardiff Partners, LLC (“Cardiff”) agreed to return 3,728,503 shares of the Company’s common stock to the Company for cancellation. The Company agreed that Cardiff could retain 2,000,000 shares of the Company’s common stock, and that the retained shares would be subject to a lock-up/leak-out arrangement. In addition, the parties agreed to amend certain Series A and Series B common stock purchase warrants held by Cardiff to extend the expiration date of said warrants to March 20, 2021 and to allow for the vesting of such warrants upon a “change in control” of the Company. In addition, the Company agreed to indemnify the Defendants for certain matters arising out of the Settlement Agreement and for certain matter arising out the Defendants’ status or conduct as a director, officer, employee or agent of the Company. The parties agreed to dismiss the action with prejudice and the Company, Harbin, and the other parties, on the one hand, and the Defendants, on the other hand, have agreed to a full and complete settlement and general release of all claims asserted by the parties regarding the subject matter of the action. The court shall retain jurisdiction to enforce the terms of the Settlement Agreement.

	Lease Agreement

	In October 2010, the Company entered into a lease of its administrative offices. The lease expired November 30, 2012 and currently calls for monthly rental payments of $792 pursuant to a month to month agreement.

9_CAPITAL_STOCK_TRANSACTIONS

9. CAPITAL STOCK TRANSACTIONS

9 Months Ended

Jul. 31, 2014

Equity [Abstract]

CAPITAL STOCK TRANSACTIONS

Preferred Stock

The Company is authorized to issue up to 5,000,000 shares of its $0.001 preferred stock. At July 31, 2014 and October 31, 2013, there were no shares issued and outstanding, respectively.

Common Stock

The Company is authorized to issue up to 150,000,000 shares of its $0.001 common stock. At July 31, 2014 and October 31, 2013, there were 160,111,672 and 100,790,659 shares issued and outstanding, respectively.

Fiscal year 2013:

During the three months ended April 30, 2013, 1,554,298 shares were issued to relieve the common stock payable of $56,421.

On November 16, 2012, the Company issued 566,667 shares of common stock to a consultant for services to be performed during 2013. The shares were valued at $64,260 based on the closing stock price on November 16, 2012 which was the date of the agreement between the consultant and the Company as the shares were granted without performance contingencies.

During the year ended October 31, 2013, the Company issued total of 4,100,000 shares of common stock to its Board of Directors for services. The shares were valued at $179,700 based on the closing stock price on the date of the restricted stock grant.

On July 8, 2013, the Company issued total of 1,250,000 shares of common stock to a consultant for services rendered. The shares were valued at $113,750 based on the closing stock price on the date of the stock grant.

During the year ended October 31, 2013, the Company entered into various purchase agreements with accredited investors for the sale of 15,152,305 shares of its common stock at prices between $0.025 and $0.04 per share. For the 1,000,000 shares sold at $0.03, additional stock expense was recorded due to the difference of $6,300 (1,000,000 shares times $0.0063 per share) between $0.03 and $0.0363 sales prices; of which $0.0363 has been the regular sales price of stock for cash by the Company. The adjustments were recorded as an increase in additional paid in capital. Cash of $559,429 was received and 15,152,305 shares were issued during the year ended October 31, 2013. In connection with the these stock purchase agreements, the Company issued 800,000 shares of common stock in lieu of finders’ fees, which represents stock offering costs. In addition, cash of $3,250 was paid as finders’ fees to an unrelated consultant. Finders’ fees are treated as a reduction in paid in capital per current accounting guidance.

On April 5, 2013, the Company entered into separate Securities Purchase Agreements with Tina Kwan, Betty Li and Harbin Aerospace Company, LLC (“Harbin”), each of whom are holders of the capital stock of Godfrey (China) Limited (“Godfrey”), the Company’s 55%-owned Hong Kong subsidiary engaged in the development of the production facility in Guangzhou, China.

Pursuant to the Securities Purchase Agreements, the Company issued 4,000,000 shares of its common stock to Ms. Kwan and Ms. Li. The 800,000 shares to Harbin were valued at $73,600 and the shares were issued during the nine months ended July 31, 2014.

During 2013, $270,884 of accrued expenses due to Bill McKay were forgiven and contributed to the Company.

Fiscal year 2014:

During the nine months ended July 31, 2014, the Company issued a total of 2,000,000 shares of common stock to its Board of Directors for services. The shares were valued at $86,000 based on the closing stock price on the date of the restricted stock grant.

During the nine months ended July 31, 2014, the Company also issued total of 18,893,566 shares of common stock to consultants for services rendered. The shares were valued at $863,679 based on the closing stock prices on the dates of the stock grants.

During the nine months ended July 31, 2014, the Company entered into various purchase agreements with accredited investors for the sale of 23,837,382 shares of its common stock at a price of $0.01 to $0.04 per share. Total cash proceeds from the sale of stock during the nine months ended July 31, 2014, was $470,000. In connection with the these stock purchase agreements, the Company issued 4,390,351 shares of common stock in lieu of finders’ fees, which represents stock offering costs. Finders’ fees are treated as a reduction in paid in capital per current accounting guidance.

During the nine months ended July 31, 2014, the Company issued 9,399,714 shares upon conversion of convertible notes amounted to $104,067.

Warrants and Options

A summary of option activity during the nine months ended July 31, 2014 and the year ended October 31, 2013 are presented below:

31-Jul-14

31-Oct-13

Weighted

average

Number of

exercise

life

Number of

exercise

life

price

(years)

price

(years)

Outstanding at beginning of year

52,666,667

0.08

10.17

18,000,000

0.15

8.24

Granted

–

36,000,000

0.045

11.88

Exercised

–

Forfeited

–

(1,333,333

)

0.15

8.24

Cancelled

–

Expired

–

Outstanding at end of year

52,666,667

0.08

9. 42

52,666,667

0.08

10.42

Options exercisable at end of year

19,166,667

0.15

6.24

16,000,000

0.15

7.24

A summary of warrant activity during the nine months ended July 31, 2014 and the year ended October 31, 2013 are presented below:

31-Jul-14

31-Oct-13

Weighted

average

exercise

remaining

exercise

remaining

Number

price

contractual

Number

price

contractual

Outstanding

per share

life (years)

Outstanding

per share

life (years)

Outstanding at beginning of year

4,000,000

0.75

7.14

4,000,000

0.75

8.39

Granted

–

Exercised

–

Forfeited

–

Cancelled

–

Expired

–

Outstanding at end of year

4,000,000

0.75

6.39

4,000,000

0.75

7.39

Warrants exercisable at end of year

–

On February 1, 2010, pursuant to the agreement on acquisition of Harbin, the Company also issued (i) Series A common stock purchase warrant to purchase 4,000,000 shares of the Company’s common stock at an exercise price of $0.50 per share. The Series A warrant becomes exercisable on the date that the Company recognizes revenue equal to or exceeding $50,000,000 for any consecutive twelve-month period and expires on January 31, 2015 and (ii) a Series B common stock purchase warrant to purchase 4,000,000 shares of the Company’s common stock at an exercise price of $1.00 per share. The Series B warrant becomes exercisable on the date that the Company recognizes revenue equal to or exceeding $100,000,000 for any consecutive twelve-month period and expires on January 31, 2018 The warrants have not been valued as it is unlikely that in the near term the Company can attain revenue numbers high enough for the warrants to become exercisable.

As compensation for the additional services, in addition to issuance of 2,500,000 shares of the Company’s common stock, the Company issued to Cardiff a Series A common stock purchase warrant to purchase 2,000,000 shares of the Company’s common stock and a Series B common stock purchase warrant to purchase 2,000,000 shares of the Company’s common stock. The warrants have not been valued as it is unlikely that in the near term the Company can attain revenue numbers high enough for the warrants to become exercisable.

In connection with their agreement to serve on the Board, on September 16, 2010 the Company granted 2,000,000 stock options each to two members of the Board of Directors to purchase shares at the closing price as of September 16, 2010 of $0.15 per share. The options vest in three equal amounts on each of the next three anniversary dates of this agreement, beginning September 16, 2011 and are exercisable until September 16, 2020. The total estimated value using the Black-Scholes Model, based on a volatility rate of 95% and a call option value of $0.1083, was $433,228.

On November 5, 2010 the Company granted 2,000,000 stock options each to two additional members of the Board of Directors to purchase shares at $0.15 per share. The options vest in three equal amounts on each of the next three anniversary dates of this agreement, beginning November 5, 2011 and are exercisable until November 5, 2020. The total estimated value using the Black-Scholes Model, based on a volatility rate of 133% and a call option value of $0.1206, was $482,278. During the year ended October 31, 2013, these directors resigned and option to purchase a total of 1,333,333 shares was forfeited.

Using the Black-Scholes Pricing Model, for the years ended October 31, 2013, the above options were fully vested and $126,605 was amortized as stock based compensation.

On March 21, 2011, as a consideration to Harbin Aerospace assigning its claim against Monarch, the Company granted an option to purchase 8,000,000 shares of its common stock to William McKay at an exercise price of $0.15 per share in exchange for the outstanding Series A and Series B warrants to purchase a total of 8,000,000 shares of its common stock. The option is fully vested and exercisable and expires on March 20, 2021. The total estimated value using the Black-Scholes Model, based on a volatility rate of 127%, and a call option value of $0.1272, was $1,017,634. For the year ended October 31, 2011, the Company recorded $1,017,634 as stock based compensation expense.

On August 25, 2011, in connection with his agreement to serve as the Company’s sole officer, the Company granted an option to purchase 2,000,000 shares of its common stock to William McKay at an exercise price of $0.15 per share. The option vests in three equal amounts on each of the next three anniversary dates of this agreement, beginning August 25, 2012 and is exercisable until August 24, 2021. The total estimated value using the Black-Scholes Model, based on a volatility rate of 127% and a call option value of $0.0859, was $171,888. For the nine months ended July 31, 2014 and 2013, $42,972 and $42,972 was amortized as stock based compensation, respectively.

On September 16, 2013, the Company granted 9,000,000 stock options each to four members of the Board of Directors to purchase shares at $0.045 per share. The options vest in three equal amounts on each of the next three anniversary dates of this agreement, beginning September 16, 2014 and are exercisable until September 16, 2026. The total estimated value using the Black-Scholes Model, based on a volatility rate of 163% and a call option value of $0.0725, was $2,608,982. For the nine months ended July 31, 2014 and 2013, $652,245 and $0 was amortized as stock based compensation, respectively.

No additional options or warrants were granted, cancelled, exercised, or expired during the nine months ended July 31, 2014.

10_SUBSEQUENT_EVENTS

10. SUBSEQUENT EVENTS	9 Months Ended
	Jul. 31, 2014
Subsequent Events [Abstract]	'
SUBSEQUENT EVENTS	'
		·	In August 2014, the Company issued 751,106 shares to various individuals as finders fee.

		·	In August 2014, the Company entered into agreement with an accredited investor for the sale of 1,000,000 shares of its common stock at a price of $0.007 per share. Total cash proceeds of $7,000 were received in August 2014.

		·	The shareholders of the Company approved by majority written consent an amendment to the articles of incorporation of the Company for purposes of increasing the authorized capital stock of the Company from 150 million shares of $0.001 par value common stock to 500 million shares of $0.001 par value common stock. On September 11, 2014, a Certificate of Change was filed with the Nevada Secretary of State to effect the increase in authorized common stock.

2_SUMMARY_OF_SIGNIFICANT_ACCOU1

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

9 Months Ended

Jul. 31, 2014

Accounting Policies [Abstract]

Basis of Presentation

Consolidation

Non-controlling interests

Use of Estimates

Cash and Equivalents

Concentration of Credit Risk

Impairment of Long-Lived Assets

Indefinite-lived Intangible Assets

Fair Value of Financial Instruments

Level 3 - Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability.

The following tables provide a summary of the fair values of assets and liabilities:

Fair Value Measurements at

31-Jul-14

(Unaudited)

Carrying

Value

July 31,

2014

Level 1

Level 2

Level 3

Liabilities:

Convertible notes payable, net

243,884

–

243,884

Convertible notes payable – currently in default

260,000

–

260,000

Derivative liabilities

146,785

–

146,785

Fair Value Measurements at

31-Oct-13

(Audited)

Carrying

Value

October 31,

2013

Level 1

Level 2

Level 3

Liabilities:

Convertible notes payable, net

7,773

–

7,773

Convertible notes payable – currently in default

260,000

–

260,000

Goodwill and the investment in Godfrey have been recorded as fully impaired, see Notes 3 and 4.

Income Taxes

Equipment

Issuance of Shares for Non-Cash Consideration

Stock-Based Compensation

Beneficial Conversion Features

Net Loss Per Share

For the

Nine Months Ended

July 31,

2014

2013

Net loss attributable to the Company

(2,518,260

)

(1,959,003

)

Basic and diluted net loss from operations per share

(0.02

)

(0.02

)

Weighted average number of common shares outstanding, basic and diluted

120,429,303

83,191,484

The weighted average numbers of shares included in the calculation above are post-split.

Recently Adopted and Recently Enacted Accounting Pronouncements

2_SUMMARY_OF_SIGNIFICANT_ACCOU2

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	Jul. 31, 2014
Accounting Policies [Abstract]	'
Schedule of fair values of assets and liabilities	'
					Fair Value Measurements at
					31-Jul-14
					(Unaudited)
		Carrying
		Value
		July 31,
		2014			Level 1			Level 2		Level 3
	Liabilities:
	Convertible notes payable, net	$	243,884		$	–		$	–	$	243,884
	Convertible notes payable – currently in default	$	260,000		$	–		$	–	$	260,000
	Derivative liabilities	$	146,785		$	–		$	–	$	146,785


					Fair Value Measurements at
					31-Oct-13
					(Audited)
		Carrying
		Value
		October 31,
		2013			Level 1			Level 2		Level 3
	Liabilities:
	Convertible notes payable, net	$	7,773		$	–		$	–	$	7,773
	Convertible notes payable – currently in default	$	260,000		$	–		$	–	$	260,000

Schedule of Earnings Per Share Basic and Diluted	'
		For the
		Nine Months Ended
		July 31,
		2014			2013

	Net loss attributable to the Company	$	(2,518,260	)	$	(1,959,003	)

	Basic and diluted net loss from operations per share	$	(0.02	)	$	(0.02	)

	Weighted average number of common shares outstanding, basic and diluted		120,429,303			83,191,484

3_ACQUISITION_OF_INTANGIBLE_AS1

3. ACQUISITION OF INTANGIBLE ASSETS (Tables)	9 Months Ended
3. ACQUISITION OF INTANGIBLE ASSETS (Tables)	Jul. 31, 2014
Goodwill and Intangible Assets Disclosure [Abstract]	'
Schedule of Indefinite-lived Intangible Assets Acquired as Part of Business Combination	'
	Intangible assets - goodwill	$	2,469,404
	Debt discount on convertible note		20,333
	Common stock		(8,000	)
	Additional paid in capital		(1,984,000	)
	Convertible note payable		(260,000	)
	Note payable – related party		(200,000	)
	Accrued interest on note payable		(11,737	)
	Cancellation of HAC note receivable		(26,000	)
		$	0

4_ACQUISITION_OF_INTEREST_IN_G1

4. ACQUISITION OF INTEREST IN GODFREY (CHINA) LIMITED (Tables)	9 Months Ended
	Jul. 31, 2014
Acquisition Of Interest In Godfrey China Limited Tables	'
Liabilities acquired	'
	Other payable – related party	$	156,953
	Taxes payable		322
	Common stock		4,000
	Additional paid in capital		364,000
	Common stock to be issued		73,600
	Non-controlling interest		(70,774	)
	Impairment on acquisition		(528,101	)
	Total	$	0

9_CAPITAL_STOCK_TRANSACTIONS_T

9. CAPITAL STOCK TRANSACTIONS (Tables)

9 Months Ended

Jul. 31, 2014

Capital Stock Transactions Tables

Summary of option activity

31-Jul-14

31-Oct-13

Weighted

average

Number of

exercise

life

Number of

exercise

life

price

(years)

price

(years)

Outstanding at beginning of year

52,666,667

0.08

10.17

18,000,000

0.15

8.24

Granted

–

36,000,000

0.045

11.88

Exercised

–

Forfeited

–

(1,333,333

)

0.15

8.24

Cancelled

–

Expired

–

Outstanding at end of year

52,666,667

0.08

9. 42

52,666,667

0.08

10.42

Options exercisable at end of year

19,166,667

0.15

6.24

16,000,000

0.15

7.24

Summary of warrant activity

31-Jul-14

31-Oct-13

Weighted

average

exercise

remaining

exercise

remaining

Number

price

contractual

Number

price

contractual

Outstanding

per share

life (years)

Outstanding

per share

life (years)

Outstanding at beginning of year

4,000,000

0.75

7.14

4,000,000

0.75

8.39

Granted

–

Exercised

–

Forfeited

–

Cancelled

–

Expired

–

Outstanding at end of year

4,000,000

0.75

6.39

4,000,000

0.75

7.39

Warrants exercisable at end of year

–

1_BACKGROUND_AND_ORGANIZATION_

1. BACKGROUND AND ORGANIZATION (Details Narrative) (USD $)	3 Months Ended		9 Months Ended
1. BACKGROUND AND ORGANIZATION (Details Narrative) (USD $)	Jul. 31, 2014	Jul. 31, 2013	Jul. 31, 2014	Jul. 31, 2013	Oct. 31, 2013
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'	'	'	'	'
Accumulated deficit	($15,277,564)	'	($15,277,564)	'	($12,759,304)
Net Loss attributable to the Company	($691,515)	($897,807)	($2,518,260)	($1,959,003)	'

2_SUMMARY_OF_SIGNIFICANT_ACCOU3

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Fair Value Assets and Liabilities) (Fair Value, Measurements, Recurring [Member], USD $)	Jul. 31, 2014	Oct. 31, 2013
Convertible note payable	$243,884	$7,773
Convertible notes payable - currently in default	260,000	260,000
Derivative liabilities	146,785	'
Level 1	'	'
Convertible note payable	0	0
Convertible notes payable - currently in default	0	0
Derivative liabilities	0	'
Level 2	'	'
Convertible note payable	0	0
Convertible notes payable - currently in default	0	0
Derivative liabilities	0	'
Level 3	'	'
Convertible note payable	243,884	7,773
Convertible notes payable - currently in default	260,000	260,000
Derivative liabilities	$146,785	'

2_SUMMARY_OF_SIGNIFICANT_ACCOU4

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Net Loss Per Share) (USD $)	3 Months Ended		9 Months Ended
	Jul. 31, 2014	Jul. 31, 2013	Jul. 31, 2014	Jul. 31, 2013
Accounting Policies [Abstract]	'	'	'	'
Net Loss attributable to the Company	($691,515)	($897,807)	($2,518,260)	($1,959,003)
Basic and diluted net loss from operations per share	($0.01)	($0.01)	($0.02)	($0.02)
Weighted average number of common shares outstanding, basic and diluted	135,533,651	93,295,007	120,429,303	83,191,484

2_SUMMARY_OF_SIGNIFICANT_ACCOU5

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) (USD $)	9 Months Ended
	Jul. 31, 2014	Oct. 31, 2013
Cash equivalents	$0	$0
Net operating loss carry forwards	$4,165,634	'
Net operating loss expiration	31-Dec-33	'
Useful lives of the office equipment	'5 to 7 years	'
Series A Warrants	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share	2,000,000	'
Series B Warrants	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share	2,000,000	'
Options	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share	54,000,000	'

3_ACQUISITION_OF_INTANGIBLE_AS2

3. ACQUISITION OF INTANGIBLE ASSETS (Details - Intangible Assets) (Harbin Aerospace Company, USD $)	Oct. 31, 2010
Harbin Aerospace Company	'
Intangible assets - goodwill	$2,469,404
Debt discount on convertible note	20,333
Common stock	-8,000
Additional paid in capital	-1,984,000
Convertible note payable	-260,000
Note payable - related party	-200,000
Accrued interest on note payable	-11,737
Cancellation of HAC note receivable	-26,000
Total intangible assets acquired	$0

4_ACQUISITION_OF_INTEREST_IN_G2

4. ACQUISITION OF INTEREST IN GODFREY (CHINA) LIMITED (Details) (Godfrey (China) Limited, USD $)	Jun. 21, 2013
Godfrey (China) Limited	'
Other payable - related party	$156,953
Taxes payable	322
Common stock	4,000
Additional paid in capital	364,000
Common stock to be issued	73,600
Non-controlling interest	-70,774
Impairment on acquisition	528,101
Total	$0

5_PROPERTY_AND_EQUIPMENT_Detai

5. PROPERTY AND EQUIPMENT (Details Narrative) (USD $)	9 Months Ended
5. PROPERTY AND EQUIPMENT (Details Narrative) (USD $)	Jul. 31, 2014	Jul. 31, 2013	Oct. 31, 2013
Property, Plant and Equipment [Abstract]	'	'	'
Office equipment, net	$5,209	'	$6,112
Accumulated depreciation	3,197	'	2,294
Depreciation expense	$903	$543	'

6_RELATED_PARTY_TRANSACTIONS_D

6. RELATED PARTY TRANSACTIONS (Details Narrative) (USD $)	Jul. 31, 2014	Oct. 31, 2013
Mr. Liu	'	'
Accounts payable - related party	$60,000	$35,000
Mr. McKay	'	'
Accounts payable - related party	281,300	0
Mr. Gould	'	'
Accounts payable - related party	$9,000	$0

7_CONVERTIBLE_NOTES_PAYABLE_De

7. CONVERTIBLE NOTES PAYABLE (Details Narrative) (USD $)	3 Months Ended		9 Months Ended
7. CONVERTIBLE NOTES PAYABLE (Details Narrative) (USD $)	Jul. 31, 2014	Jul. 31, 2013	Jul. 31, 2014	Jul. 31, 2013	Oct. 31, 2013
Imputed interest	'	'	$13,650	$13,650	'
Convertible notes outstanding	243,884	'	243,884	'	7,773
Proceeds from convertible note	'	'	379,834	0	'
Note converted into common stock	'	'	104,067	'	'
Change in fair value of derviative liability	-91,785	0	-91,785	0	'
Derivative liability balance	146,785	'	146,785	'	0
Convertible Notes Payable [Member]	'	'	'	'	'
Imputed interest	'	'	9,100	9,100	'
Asher Notes	'	'	'	'	'
Convertible notes outstanding	32,500	'	32,500	'	'
JMJ Note	'	'	'	'	'
Convertible note issued	55,834	'	55,834	'	'
Proceeds from convertible note	'	'	50,000	'	'
Original issue discount	5,834	'	5,834	'	'
Note converted into common stock	'	'	55,834	'	'
SPA Notes	'	'	'	'	'
Convertible note issued	204,000	'	204,000	'	'
Tangiers Note	'	'	'	'	'
Convertible note issued	5,500	'	5,500	'	'
Change in fair value of derviative liability	'	'	-91,785	'	'
Derivative liability balance	$146,785	'	$146,785	'	'

8_COMMITMENTS_AND_CONTINGENCIE1

8. COMMITMENTS AND CONTINGENCIES (Details Narrative) (Mr. McKay, USD $)	12 Months Ended
	Oct. 31, 2013	Oct. 31, 2012	Oct. 31, 2011	Jan. 31, 2014
Mr. McKay	'	'	'	'
Salary contributed as capital contribution	$47,200	$330,000	$37,025	'
Salaries payable	$0	'	'	$0

9_CAPITAL_STOCK_TRANSACTIONS_D

9. CAPITAL STOCK TRANSACTIONS (Details-Option Activity) (Stock Options, USD $)	9 Months Ended	12 Months Ended
	Jul. 31, 2014	Oct. 31, 2013
Stock Options	'	'
Number of Options Outstanding, Beginning	52,666,667	18,000,000
Number of Options Granted	'	36,000,000
Number of Options Exercised	'	0
Number of Options Forfeited	'	-1,333,333
Number of Options Cancelled	'	0
Number of Options Expired	'	0
Number of Options Outstanding, Ending	52,666,667	52,666,667
Number of Options Exercisable	19,166,667	16,000,000
Weighted Average Exercise Price Outstanding, Beginning	$0.08	$0.15
Weighted Average Exercise Price Granted	'	$0.05
Weighted Average Exercise Price Forfeited	'	$0.15
Weighted Average Exercise Price Outstanding, Ending	$0.08	$0.08
Weighted Average Exercise Price Exercisable	$0.15	$0.15
Weighted Average Remaining Contractual Life (in years) Outstanding, Beginning	'10 years 2 months 1 day	'8 years 2 months 27 days
Weighted Average Remaining Contractual Life (in years) granted	'	'11 years 10 months 17 days
Weighted Average Remaining Contractual Life (in years) forfeited	'	'8 years 2 months 27 days
Weighted Average Remaining Contractual Life - ending	'9 years 5 months 1 day	'10 years 5 months 1 day
Weighted Average Remaining Contractual Life (in years) Exercisable	'6 years 2 months 27 days	'7 years 2 months 27 days

9_CAPITAL_STOCK_TRANSACTIONS_D1

9. CAPITAL STOCK TRANSACTIONS (Details - Warrants outstanding) (Warrant [Member], USD $)	9 Months Ended	12 Months Ended
	Jul. 31, 2014	Oct. 31, 2013
Warrant [Member]	'	'
Warrants outstanding, beginning balance	4,000,000	4,000,000
Warrants outstanding, ending balance	4,000,000	4,000,000
Warrants exercisable	0	0
Weighted average exercise price, beginning	$0.75	$0.75
Weighted average exercise price, ending	'	$0.75
Weighted average remaining contractual life, beginning	'8 years 4 months 21 days	'8 years 4 months 21 days
Weighted average remaining contractual life, ending	'7 years 4 months 21 days	'6 years 4 months 21 days

9_CAPITAL_STOCK_TRANSACTIONS_D2

9. CAPITAL STOCK TRANSACTIONS (Details Narrative) (USD $)	9 Months Ended
9. CAPITAL STOCK TRANSACTIONS (Details Narrative) (USD $)	Jul. 31, 2014	Jul. 31, 2013
August 2011 Option	'	'
Stock based compensation	$42,972	$42,972
September 2013 Option	'	'
Stock based compensation	$652,245	$0