Northsight Capital (NCAP) 10-Q 20 Nov 15 2015 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2015	Nov. 19, 2015
Document and Entity Information:
Entity Registrant Name	NORTHSIGHT CAPITAL, INC.
Entity Trading Symbol	ncap
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Entity Central Index Key	1,439,397
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		111,312,296
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q3

BALANCE SHEETS

BALANCE SHEETS - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Current Assets
Cash	$ 45,048	$ 20,690
Prepaid expenses	131,000	31,500
Accounts receivable	0	0
Debt issue costs, net of $2,763,639 amortization	169,058	0
Total Current Assets	345,106	52,190
Property and equipment, net of $4,580 and $1,471 depreciation	7,857	10,966
Web Development Costs, net of $55,741 and $9,000 amortization	283,420	327,912
Total Assets	636,383	391,068
Current Liabilities
Accounts payable and accrued expenses	220,355	34,639
Accounts payable and accrued expenses - related party	209,476	46,676
Notes payable - related party	611,407	0
Advances - related party	0	10,000
Notes payable, net of $22,054 discount	57,846	0
Total Current Liabilities	1,099,084	91,315
Noncurrent Liabilities
Notes payable - related party	400,000	400,000
Total Liabilities	$ 1,499,084	$ 491,315
Commitments and Contingencies
Stockholders' Deficit
Common stock - 200,000,000 shares authorized having a par value of $.001 per share; 111,312,296 and 104,019,196 shares issued and outstanding as of September 30, 2015 and December 31, 2014, respectively	$ 111,312	$ 104,019
Stock payable	62,000	0
Additional paid-in capital	16,448,022	10,536,221
Accumulated deficit	(17,484,035)	(10,740,487)
Total Stockholders' Deficit	(862,701)	(100,247)
Total Liabilities and Stockholders' Deficit	$ 636,383	$ 391,068

BALANCE SHEETS PARENTHETICALS

BALANCE SHEETS PARENTHETICALS - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Parentheticals
Common Stock, par value	$ 0.001	$ 0.00001
Common Stock, shares authorized	200,000,000	200,000,000
Common Stock, shares issued	111,312,296	104,019,196
Common Stock, shares outstanding	111,312,296	104,019,196
Net Depreciation of property and equipment	$ 4,580	$ 1,471
Net amortization of web development cost	55,741	9,000
Net amortization of debt issue costs	2,763,639	2,763,639
Net Discount of Notes payable	$ 22,054	$ 22,054

STATEMENTS OF OPERATIONS (Unaud

STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
NET REVENUES
Revenues	$ 3,816	$ 0	$ 8,229	$ 0
Operating Expenses:
General administrative	566,682	571,582	1,085,842	708,239
Settlement Expense	62,000	0	62,000	932,500
Consulting expense - related party	73,500	4,637,500	249,000	4,647,000
Executive compensation	932,000	1,040,500	1,723,500	1,046,500
Professional fees	100,759	125,837	265,660	220,172
Rent - related party	13,500	13,500	40,500	20,500
Travel	6,395	9,025	14,997	16,441
Total operating expenses	1,754,836	6,397,944	3,441,499	7,591,352
Loss from operations	(1,751,020)	(6,397,944)	(3,433,270)	(7,591,352)
Other Income (Expense)
Interest expense	(1,831,701)	2,671	(3,310,278)	(71)
Net Loss	$ (3,582,721)	$ (6,395,273)	$ (6,743,548)	$ (7,591,423)
Weighted Average Number of Common Shares Outstanding - Basic and Diluted	108,569,253	99,308,727	106,412,405	52,449,487
Loss per Common Share - Basic and Diluted	$ (0.03)	$ (0.06)	$ (0.06)	$ (0.14)

STATEMENTS OF CASH FLOWS (Unaud

STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Cash Flows From Operating Activities
Net loss	$ (6,743,548)	$ (7,591,423)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation of property and equipment	3,109	661
Amortization of web development costs	44,492	0
Amortization of debt issue costs	3,259,504	0
Amortization of debt discount	49,778	0
Stock issued for release	62,000	932,500
Stock issued for executive compensation	1,282,500	980,000
Stock issued pursuant to contracts	380,950	0
Stock issued for consulting	0	4,599,000
Stock issued for contract labor	0	219,000
Stock issued for advertising incentive	750	0
Corporate expenses paid by shareholders	0	71
Changes in operating assets and liabilities:
Prepaid expenses	31,500	(53,500)
Accounts payable and accrued expenses	393,716	15,245
Accounts payable - related party	159,800	67,726
Net Cash Used In Operating Activities	(1,075,449)	(830,720)
Cash Flows From Investing Activities
Purchase of property and equipment	0	(9,035)
Purchase of web development costs	0	(238,828)
Purchase of domain registrations	0	(154,044)
Net Cash Used In Investing Activities	0	(401,907)
Cash Flows From Financing Activities
Proceeds from sale of common stock, net of offering costs	415,500	2,224,750
Payments for stock repurchase	0	(75,500)
Proceeds from notes	79,900	0
Proceeds from notes - related party	761,407	0
Payments on notes - related party	(157,000)	(100,000)
Net Cash Provided by Financing Activities	1,099,807	2,049,250
Net Increase In Cash	24,358	816,623
Cash, Beginning of Period	20,690	0
Cash, End of Period	45,048	816,623
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest	0	0
Cash paid for income taxes	0	0
Non-Cash Activities
Issuance of common stock for domain names	0	31,279
Issuance of note payable for domain names	0	500,000
Issuance of common stock as settlement of obligations	208,000	0
Issuance of common stock for contracts	131,000	0
Issuance of common stock in conjunction with debt agreements	64,934	0
Cancellation of shares returned to company	0	1,676
Finders fees settled with stock	16,449	91,450
Warrants issued in conjunction with debt agreements	3,435,460	0
Subscriptions receivable - related party	$ 0	$ 50,000

ORGANIZATION AND BASIS OF PRESE

ORGANIZATION AND BASIS OF PRESENTATION	9 Months Ended
	Sep. 30, 2015
ORGANIZATION AND BASIS OF PRESENTATION
ORGANIZATION AND BASIS OF PRESENTATION	NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION Northsight Capital Inc. (“Northsight” or “the Company”) is an early stage company incorporated in the State of Nevada on May 21, 2008. In May, 2011, Safe Communications, Inc. (n/k/a Kuboo, Inc.) acquired 80% of the Company’s issued and outstanding common stock, and, as a result, became its parent company. On June 25, 2014, the Company completed the acquisition of approximately 7,500 cannabis related Internet domain names, in exchange for which the Company issued 78.5 million shares of its common stock and a promissory note in the principal amount of $500,000. As a result of this transaction, the seller of the domain names became an 81% stockholder of the Company. Kuboo, Inc. continues to be a significant stockholder of the Company. John Venners, a director of Kuboo, Inc., is our EVP, Operations and also sits on our board of directors. See Note 12 - Related Party Transactions. The Company’s principal business is to provide a wide variety of online directories for a broad range of businesses engaged in the lawful sale and distribution of cannabis and hemp related products. The following constitute the Company’s major product categories: a monthly listing in one or more of the Company’s online directories, paid advertising in one or more of the Company’s online directories and leasing to customers one or more Internet domain names for the customer’s exclusive use. The accompanying financial statements have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). The interim financial statements reflect all adjustments, consisting of normal recurring adjustments which, in the opinion of management, are necessary to present a fair statement of the results for the period. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014. The results of operations for the three and nine month period ended September 30, 2015, are not necessarily indicative of the operating results for the full year.

LIQUIDITY_GOING CONCERN

LIQUIDITY/GOING CONCERN	9 Months Ended
	Sep. 30, 2015
LIQUIDITY/GOING CONCERN
LIQUIDITY/GOING CONCERN	NOTE 2 – LIQUIDITY/GOING CONCERN The Company is an early stage enterprise and has accumulated losses of $17,484,035 and has had consistent negative cash flows from operating activities since inception (May 2008). These factors raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the recoverability of assets and the satisfaction of liabilities in the normal course of business. During the nine months ended September 30, 2015 the Company (i) raised $415,500 in capital through the sale of common stock and (ii) received a net $601,407 in loans from its controlling shareholder and her spouse. The Company does not currently have sufficient cash to fund operating expenses. Management plans to (i) raise additional capital as soon as possible, to fund continued operations of the Company and (ii) continue its efforts to generate revenues and income from operations. In the event the Company does not generate sufficient funds from revenues or financing through the issuance of its common stock or from debt financing, the Company will be unable to fully implement its business plan and pay its obligations as they become due, any of which circumstances would have a material adverse effect on its business prospects, financial condition, and results of operations. The accompanying financial statements do not include any adjustments that might be required should the Company be unable to recover the value of its assets or satisfy its liabilities.

RECENT ACCOUNTING PRONOUNCEMENT

RECENT ACCOUNTING PRONOUNCEMENTS	9 Months Ended
	Sep. 30, 2015
RECENT ACCOUNTING PRONOUNCEMENTS
RECENT ACCOUNTING PRONOUNCEMENTS	NOTE 3 – RECENT ACCOUNTING PRONOUNCEMENTS In April 2015, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2015-03, Interest — Imputation of Interest (Subtopic 835-30) — Simplifying the Presentation of Debt Issuance Costs, which provides guidance on simplifying the presentation of debt issuance costs, requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheets as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU No, 2015-15, Interest – Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements — Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting (“ASU 2015-15”), which further clarifies ASU 2015-03 as it relates to presentation and subsequent measurement of debt issuance costs related to line-of-credit arrangements. ASU 2015-15 allows an entity deferring and presenting debt issuance costs related to line-of-credit arrangements as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. Both ASU 2015-03 and ASU 2015-15 require retrospective adoption and will be effective for financial statement periods beginning after December 15, 2015, and interim periods within those fiscal years, with early adoption permitted. The Company has not early adopted ASU 2015-03 or ASU 2015-15 and the adoption of these standards is not expected to have a material effect on its financial statements or disclosures.

WEB DEVELOPMENT COSTS AND DOMAI

WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS	9 Months Ended
	Sep. 30, 2015
WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS
WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS	NOTE 4 – WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS In accordance with ASC 350.50, during the nine months ended September 30, 2015 and the year ended December 31, 2014, the Company capitalized $0 and $339,162, respectively, towards the development of multiple websites on which third parties can advertise the sale and distribution of cannabis related products and services: an online “yellow pages.” The Company does not intend to engage in the sale or distribution of marijuana or related products. During the nine months ended September 30, 2015 the Company recorded website development expenses of $40,232 which is included in general and administrative expenses on the Company’s condensed statements of operations. The Company amortizes these assets over their related useful lives (approximately 1 to 5 years), using a straight-line basis. Assets are reviewed for impairment whenever events or changes in circumstances exist that indicate the carrying amount of an asset may not be recoverable, or at least annually. Measurement of the amount of impairment, if any, is based upon the difference between the asset's carrying value and estimated fair value. Fair value is determined through various valuation techniques, including market and income approaches as considered necessary. During the three and nine months ended September 30, 2015 the Company recorded amortization expense of $18,091 and $44,491, respectively, related to websites previously launched. During the year ended December 31, 2014 the company fully impaired its capitalized domain registration assets. The following table shows the Company’s expected amortization over the next five years based upon currently amortized websites: 2015 (3 months) $ 16,158 2016 64,632 2017 64,632 2018 64,632 2019 58,392 $ 268,446

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	9 Months Ended
	Sep. 30, 2015
PROPERTY AND EQUIPMENT:
PROPERTY AND EQUIPMENT	NOTE 5 – PROPERTY AND EQUIPMENT Property and equipment consisted of the following at September 30, 2015 and December 31, 2014: As of September 30, 2015 As of December 31, 2014 Estimated Useful Life Furniture and equipment 12,437 12,437 3 years Total 12,437 12,437 Less: Accumulated depreciation (4,580) (1,471) $ 7,857 $ 10,966 The Company records depreciation expense on a straight-line basis over the estimated life of the related asset (approximately 3 years). The Company recorded depreciation expense of $3,109 and $1,471 during the nine months ended September 30, 2015 and year ended December 31, 2014, respectively.

ACCOUNTS PAYABLE AND ACCRUED EX

ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY	9 Months Ended
	Sep. 30, 2015
ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY
ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY	NOTE 6 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY At September 30, 2015, the Company had a balance in related party accounts payable and accrued expenses of $209,476 which consisted of the following: Party Name: Relationship: Amount Howard Baer Spouse of majority shareholder Consulting fees 90,000 John Venners Director/EVP, President and CEO of Kuboo, Inc. Consulting fees 103,500 John Venners Director/EVP, President and CEO of Kuboo, Inc. Advances 3,000 Kuboo, Inc. Former parent company, significant shareholder Rent, contract labor 12,976 $ 209,476

NOTES PAYABLE RELATED PARTY

NOTES PAYABLE RELATED PARTY	9 Months Ended
	Sep. 30, 2015
NOTES PAYABLE
NOTES PAYABLE RELATED PARTY	NOTE 7 – NOTES PAYABLE RELATED PARTY On June 23, 2014, the Company issued a $500,000 promissory note in conjunction with the purchase of approximately 7,500 cannabis-related internet domain names. The note originally bore interest at the rate of 3.25% per annum and the first $100,000 in principal was payable upon the Company’s receipt of an aggregate of $1,000,000 in funding (whether debt or equity). The remaining $400,000 is payable in thirty-six equal monthly installments, commencing on the fifteenth day following the first month the Company realizes at least $150,000 in gross revenue (see Note 13 - Commitments and Contingencies). On July 25, 2014, the Company amended and restated its promissory note in the principal amount of $500,000 owing to Kae Yong Park (the Company’s then majority shareholder) to provide that it would make the first $100,000 installment payment due under the Note on July 25, 2014 (earlier than required), in exchange for which Kae Yong Park agreed to waive all interest due over the term of the note. Thereafter, Kae Yong Park waived the requirement that the Company pay the $100,000 due under the Amended and Restated Note until August 25, 2014, at which time it was paid. The Company subsequently recaptured all previously recorded interest expense related to the note. On May 19, 2015, the Company issued Park a non-interest bearing, unsecured demand promissory note to evidence all unpaid advances received by the Company to that point and to cover all additional advances received afterward. Unpaid principal under the note is due and payable upon the earlier of (i) an “event of default” (as defined), (ii) written demand and (iii) the Company’s receipt of capital (to the extent of net proceeds received) from any capital raising transaction after May 15, 2015, whether in the form of debt, equity or otherwise. On September 21, 2015, the Company amended and restated its promissory note to Park to include all advances to date and provide certain assets, including all internet domain names, websites and related assets as collateral. Repayment terms remain the same, and Park has to date not enforced the provision requiring repayment upon receipt of net proceeds from capital raising transactions. On September 30, 2015, the Company amended and restated the note to include an additional $50,000 advanced to the Company. At September 30, 2015, the Company had a balance due on the note of $611,407 (see Note 14 – Subsequent Events). The following table summarizes the Company’s debt under this note for the nine months ended September 30, 2015: Amount due to Park - December 31, 2014 $ 10,000 Advances received from Park 758,407 Repayments made to Park (157,000) Balance due to Park – September 30, 2015 $ 611,407

NOTES PAYABLE

NOTES PAYABLE	9 Months Ended
	Sep. 30, 2015
NOTES PAYABLE
NOTES PAYABLE	NOTE 8 – NOTES PAYABLE On July 1, 2015, the Company entered into a seven (7) day loan agreement with two parties for aggregate proceeds of $34,900. The note bears interest at the rate of three percent (3%) annually. In addition to the loans, the Company issued an aggregate 349,000 shares of common stock valued at $26,016 and warrants to purchase an aggregate 100,000 shares of the Company’s common stock at an exercise price of $0.25 per share valued at $6,898. The relative fair value of the shares and warrants associated with these notes have been recorded as debt discount to be amortized over the life of the loans. As of September 30, 2015 these notes have not yet been repaid. On August 10, 2015, the Company entered into a one hundred twenty (120) day loan agreement with an existing investor for aggregate proceeds of $45,000 (two installments of $22,500 each). The note bears interest at the rate of three percent (3%) annually. As additional consideration for these loans, the Company issued an aggregate 1,200,000 shares of common stock valued at $38,918. The relative fair value of the shares associated with these notes have been recorded as debt discount to be amortized over the life of the loans). The following table summarizes the Company’s notes payable for the nine months ended September 30, 2015: Balance – December 31, 2014 $ - Loan proceeds received 79,900 Discounts on debt (71,832) Amortization of discounts on debt 49,778 Repayments on loans - Balance – September 30, 2015 $ 57,846 The Company had unamortized discounts on debt of $22,054 at September 30, 2015.

DEBT ISSUE COSTS

DEBT ISSUE COSTS	9 Months Ended
	Sep. 30, 2015
DEBT ISSUE COSTS:
DEBT ISSUE COSTS	NOTE 9 – DEBT ISSUE COSTS On May 15, 2015, the Company issued 2,000,000 warrants in conjunction with a debt agreement of its majority shareholder and her spouse with a third party under which the third party loaned funds to the majority shareholder and her spouse, and such persons in turn loaned a portion of such funds to the Company. Pursuant to the terms of the debt agreement, the Company issued an additional 1,000,000 warrants on July 15, 2015 in conjunction with the agreement’s automatic thirty (30) day extension. On August 5, 2015, the Company issued an additional 2,000,000 warrants as consideration for an additional sixty (60) day extension on the debt agreement. See Note 14 – Subsequent Events. The Company has valued these warrants using the Black-Scholes method and has recorded the value of as debt issue costs to be amortized over the life of the underlying note (see Note 11 – Stock Warrants). The following table summarizes the Company’s debt issue costs for the nine months ended September 30, 2015: Debt issue costs – December 31, 2014 $ - Fair value at the commitment date for warrants issued in conjunction with debt agreements 3,428,562 Amortization of debt issued costs (3,259,504) Debt issue costs – September 30, 2015 $ 169,058 The fair value at the commitment date for the above warrants were based upon the following management assumptions: Commitment Date Expected dividends 0% Expected volatility 150% - 159% Expected term: 2 years Risk free interest rate 0.55% – 0.73%

EQUITY

EQUITY	9 Months Ended
	Sep. 30, 2015
EQUITY
EQUITY	NOTE 10 - EQUITY During the three months ended March 31, 2015, the Company sold 691,000 shares of its common stock for an aggregate $169,000 in cash proceeds. The Company incurred a finder’s fee of $15,400, which the company has satisfied through the issuance of 61,600 shares of common stock. During the three months ended June 30, 2015, the Company sold 760,000 shares of its common stock for an aggregate $190,000 in cash proceeds. The Company incurred cash finder’s fees of $18,500 in connection with these sales. During the three months ended June 30, 2015, the Company issued 3,000 shares of its common stock valued at $750 as an advertising incentive, the value of which has been recorded against revenue in the Company’s statements of operations. In January and April 2015, the Company issued 250,000 shares of common stock valued at $252,500 and $230,000, respectively, to its then Chief Executive Officer, John Bluher, pursuant to his employment letter. During the three months ended September 30, 2015, the Company sold 616,000 shares of its common stock for an aggregate $75,000 in cash proceeds. The Company incurred a finder’s fee of $1,050, which the company has satisfied through the issuance of 7,500 shares of common stock. During the three months ended September 30, 2015, the Company issued an aggregate 1,549,000 shares of its common stock valued at $64,934 in conjunction with debt agreements. During the three months ended September 30, 2015, the Company issued an aggregate 405,000 shares of its common stock valued at $380,950 for services pursuant to multiple contracts. On July 1, 2015 the Company issued 100,000 shares of its common stock valued at $131,000 as consideration for an exclusive option to acquire the web portal LaMarihuana.com, subject to satisfaction of conditions. On July 15, 2015 the Company issued 1,000,000 shares of its common stock valued at $800,000 to its then Chief Executive Officer, William Lupo, pursuant to his employment letter. Upon Mr. Lupo’s resignation on September 15, 2015, a separation agreement has been signed in which he has agreed to return 500,000 of these shares to the Company. On September 16, 2016, in conjunction with John Bluher’s resignation as President, the Company issued 1,600,000 shares of its common stock, valued at $208,000, as payment in full of all amounts due Mr. Bluher under his employment letter.

STOCK WARRANTS

STOCK WARRANTS	9 Months Ended
	Sep. 30, 2015
STOCK WARRANTS
STOCK WARRANTS	NOTE 11 – STOCK WARRANTS On May 15, 2015, the Company entered into an agreement to grant a warrant good for two years to purchase 2,000,000 shares of the Company’s stock at $0.05 per share in conjunction with a sixty day loan taken out by the Company’s then majority shareholder, Kae Yong Park, and her spouse, Howard Baer; a portion of these loan proceeds were advanced by Park/Baer to the Company to fund operations. The note to Park and Baer commenced on May 15 th On July 1, 2015, the Company issued three year warrants to purchase 100,000 shares of the Company’s common stock, at an exercise price of $0.25 per share in conjunction with debt agreements (see Note 8 – Notes Payable). On September 29, 2015, the Company issued two year warrants to purchase 416,000 shares of the Company’s common stock, at an exercise price of $0.25 per share, in conjunction with an equity sale. A summary of the Company’s warrant activity for the three months ended September 30, 2015 is as follows: Number of Warrants Weighted Average Exercise Price Outstanding – December 31, 2014 - $ - Granted 5,516,000 0.07 Exercised/settled - - Balance as September 30, 2015 5,516,000 $ 0.07 The Company’s outstanding warrants at September 30, 2015 is as follows: Warrants Outstanding Warrants Exercisable Exercise Price Range NumberOutstanding Weighted AverageRemainingContractual Life (inyears) Weighted AverageExercise Price NumberExercisable WeightedAverageExercise Price Intrinsic Value $0.05 - $0.25 5,516,000 1.78 $ 0.07 5,516,000 $ 0.05 250,000

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2015
NOTES PAYABLE RELATED PARTY {1}
RELATED PARTY TRANSACTIONS	NOTE 12 – RELATED PARTY TRANSACTIONS Effective May 2, 2014, the Company entered into an asset purchase agreement with Kae Park (the “Seller”), who became a related party upon the closing of the acquisition, which occurred on June 23, 2014. Under this agreement, the Company agreed to acquire approximately 7,500 cannabis related Internet domain names, in exchange for which, the Company: (a) Issued to the Seller on the closing date 78.5 million shares of the Company’s restricted common stock which represented approximately 81% of the Company’s issued and outstanding common stock upon the closing; (b) Issued to the Seller a promissory note in the principal amount of $500,000. The note originally bore interest at the rate of 3.25% per annum and was payable as follows: upon the Company’s receipt of an aggregate of $1,000,000 in funding (whether debt or equity), $100,000 was to be paid, and the Company was required to pay the remaining balance of $400,000 in thirty-six equal monthly installments, commencing on the fifteenth day following the first month the Company realizes at least $150,000 in gross revenue; and (c) Is obligated to pay a monthly royalty to the Seller equal to the product of (i) six percent (6%) and (ii) the excess of the Company’s gross monthly revenue over $150,000 (“Royalty Payment”). The Royalty Payment is payable for a period of thirty six months from and after the first month in which the Company has gross revenues in excess of $150,000. On July 25, 2014, the Company amended and restated the promissory note to provide that it would make the first $100,000 installment payment due under the Note on July 25, 2014 (earlier than required), in exchange for which Kae Yong Park agreed to waive all interest due over the term of the note. Thereafter, Kae Yong Park waived the requirement that the Company pay the $100,000 due under the Amended and Restated Note, until August 25, 2014, at which point such $100,000 was paid. In addition, the Seller was required to provide such consulting services as the Company may require during the twelve month period following the closing of the acquisition. In consideration for these services, the Company is required to pay the Seller $9,500 per month, for a period of twelve months, commencing on the closing date and, on the first of each month thereafter. The Company is headquartered in Scottsdale, Arizona where it rents space from Kuboo, Inc., its former parent company and a significant shareholder. Currently, the Company is renting approximately 1,500 square feet of space on a month-to-month basis. The monthly rent for this facility is $4,500. During the three months ended March 31, 2015, the Company incurred expenses of $35,700 payable to Kuboo, Inc. for rent ($13,500) as well as its portion of salaries ($22,200) related to its use of certain Kuboo employees. During this same period, the Company made payments to Kuboo, Inc. of $26,000 for said expenses. During the three months June 30, 2015, the Company incurred expenses of $27,800 payable to Kuboo, Inc. for rent ($13,500) as well as its portion of salaries ($14,300) related to its use of certain Kuboo employees. During this same period, the Company made payments to Kuboo, Inc. of $29,500 for said accrued expenses. At June 30, 2015, the Company had a payable to Kuboo, Inc. of $45,176 for rent and contract labor. During the three months September 30, 2015, the Company incurred rent expense of $13,500 payable to Kuboo, Inc. During this same period, the Company made payments to Kuboo, Inc. of $45,700 for accrued expenses. At September 30, 2015, the Company had a payable to Kuboo, Inc. of $12,976 for rent and contract labor. During the three and nine months ended September 30, 2015, the Company paid $1,000 and $23,000, respectively, to Energy Plus, LLC, a company owned by John Venners, a director and Executive Vice President of the Company, for consulting services rendered. During the nine months ended September 30, 2015, the Company’s controlling shareholder, Kae Yong Park and her spouse Howard Baer, advanced an aggregate of $758,407 to the Company for short-term capital needs, of which $157,000 has been repaid. The advances are non-interest bearing and payable on demand. At September 30, 2015, the Company had a note payable for these advances to Ms. Park/Mr. Baer of $611,407. See Note 14 – Subsequent Events During the Nine months ended September 30, 2015, one of the Company’s directors, John Venners, advanced $3,000 to the Company for short-term capital needs. The advance is non-interest bearing and payable on demand.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2015
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	NOTE 13 – COMMITMENTS AND CONTINGENCIES In May 2014, The Company entered into an asset purchase agreement pursuant to which it agreed to pay the seller $9,500 per month for a period of 12 months, for consulting services to be provided. This agreement also requires the Company to pay a monthly royalty equal to six percent of gross monthly revenues over $150,000. The royalty payment is payable for a period of thirty-six months from and after the first month in which the Company’s gross revenues are in excess of $150,000 (see Note 12 - Related Party Transactions). On June 23, 2014, the Company issued a $500,000 promissory note in conjunction with the purchase of approximately 7,500 cannabis-related internet domain names. The original note bore interest at the rate of 3.25% per annum and was payable as follows: upon the Company’s receipt of an aggregate of $1,000,000 in funding (whether debt or equity), $100,000 was required to be paid. The remaining $400,000 is payable in thirty-six equal monthly installments, commencing on the fifteenth day following the first month the Company realizes at least $150,000 in gross revenue. On May 15, 2015 the Company entered into an agreement (the “Funding Agreement”) with its then majority shareholder, Kae Park, and her spouse Howard Baer (collectively “Park”), under which Park committed to advance the Company a minimum of $200,000, on an unsecured and non-interest bearing basis, subject to Park’s receipt of funding from a third party lender of $300,000. On May 14, 2015, Park secured a note from a third party and has since advanced the required funds to the Company. In connection with the third party loan, Park originally pledged 55 million shares of her Company common stock as collateral pursuant to a Pledge Agreement (such pledged shares, as adjusted under the Pledge Agreement, the “Pledged Shares”). Under the pledge agreement, if Park defaults on the repayment of the $300,000 note, the lender has the right to take ownership of the Pledged Shares, without any obligation to remit to Ms. Park proceeds from the collateral in excess of the unpaid obligations under the note. Under the Funding Agreement, if the Park Lender takes ownership of the Pledged Shares, the Company (i) must to issue Ms. Park 10 million shares of Company common stock (currently leaving Ms. Park with a net loss of approximately 22 million shares) and (ii) shall not effect a reverse split of its common stock for a period of two years. On August 7, 2015, Lee Ori ("Plaintiff") instituted a legal action in Missouri against us, Wealthcorp, LLC, Winterwalk Capital, LLC, Christopher S. Walkup ("Walkup"), Marshall P. Winters and Paradigm Healthcare Solutions, LLC. The complaint alleged that (i) Walkup represented to the Plaintiff that he had the right to subscribe to shares of our common stock at a per share price of $.25 and (ii) that Walkup was the Company’s agent and individually and in such alleged agency capacity offered to sell Plaintiff an aggregate of 1,075,000 shares of company common stock for a total purchase price of $425,000. The Complaint alleges that we are liable to the Plaintiff for the acts and omissions of Walkup, based on the allegation that he was our agent. The complaint seeks from us and Walkup (1) 1,075,000 shares of our common stock and (2) money damages in the amount of $425,000. Without admitting any responsibility, Company has agreed to issue 400,000 restricted shares of common stock valued at $62,000 to the Plaintiff as consideration for the settlement. These shares had not yet been issued as of the date of these financial statements. In addition, the Company has agreed to issue an additional 275,000 shares as liquidated damages if it breaches a certain material representation to be included in the settlement agreement.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2015
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 14 – SUBSEQUENT EVENTS On October 21, 2015, the Company appointed John B. Hollister as its interim CEO, and entered into an agreement which provides for a starting base salary of $400,000 per year, a signing bonus of $35,000 and warrants to purchase an aggregate five million shares of the Company’s common stock at $0.09 per share. The warrants are issuable as follows: 500,000 warrants within 5 business days of signing and 375,000 warrants to be issued in twelve quarterly installments of 375,000, commencing December 31, 2015, for so long as Mr. Hollister is employed by the Company. Mr. Hollister has agreed to defer the payment of his salary and signing bonus as follows: · Prior to Receipt of $250,000 of Equity Capital. Mr. Hollister agreed to defer (i) all salary payments until the Company raises a minimum of $250,000 in equity funding and (ii) payment of the signing bonus until the Company raises a minimum of $500,000 in equity funding. · $250,000 in Equity Proceeds . Once the Company raises at least $250,000 in equity capital, Mr. Hollister shall be paid (i) fifty (50%) percent of the amount of his then accrued and unpaid salary and (ii) fifty (50%) percent of the amount of regular salary from and after the receipt of such funds. · $500,000 in Equity Proceeds. Provided that the Company raises at least $500,000 in equity capital within ninety (90) days of the Agreement date, Mr. Hollister shall be paid (i) all of his then accrued and unpaid salary and (ii) his signing bonus, and he will continue to be paid fifty (50%) percent of the amount of regular salary from and after the receipt of such funds. · $1,000,000 in Equity Proceeds. Once the Company raises at least $1,000,000 in equity capital, Mr. Hollister shall be paid (i) all of his then accrued and unpaid salary and (ii) the full amount of his regular salary from and after the receipt of such funds. Upon successful completion of at least $1,000,000 in equity capital raised, Mr. Hollister’s title will change to CEO and his position will no longer be interim in nature. Since September 30, 2015, Kae Yong Park, our controlling shareholder, and her spouse, Howard R. Baer, have made additional advances to the Company in the aggregate amount of $183,500, leaving a balance due of $794,907 at November 19, 2015. These advances are secured by certain Company assets, including all of its internet domain names, websites and related assets, non-interest bearing and payable on demand. On October 3, 2015, the Company issued a two year warrant to purchase 2,000,000 shares of the Company’s common stock at an exercise price of $0.05 per share in consideration for a further sixty day extension of the $300,000 third party loan described in Note 13 – Commitments and Contingencies.

WEB DEVELOPMENT COSTS AND DOM20

WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS (TABLE)	9 Months Ended
	Sep. 30, 2015
WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS (TABLE):
WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS (TABLE)	The following table shows the Company’s expected amortization over the next five years based upon currently amortized websites: 2015 (3 months) $ 16,158 2016 64,632 2017 64,632 2018 64,632 2019 58,392 $ 268,446

Property and equipment consiste

Property and equipment consisted of the following(TABLE)	9 Months Ended
	Sep. 30, 2015
Property and equipment consisted of the following
Property and equipment consisted of the following	Property and equipment consisted of the following at September 30, 2015 and December 31, 2014: As of September 30, 2015 As of December 31, 2014 Estimated Useful Life Furniture and equipment 12,437 12,437 3 years Total 12,437 12,437 Less: Accumulated depreciation (4,580) (1,471) $ 7,857 $ 10,966

ACCOUNTS PAYABLE AND ACCRUED 22

ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY (Tables)	9 Months Ended
	Sep. 30, 2015
ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY (Tables):
ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY (Tables)	At September 30, 2015, the Company had a balance in related party accounts payable and accrued expenses of $209,476 which consisted of the following: Party Name: Relationship: Amount Howard Baer Spouse of majority shareholder Consulting fees 90,000 John Venners Director/EVP, President and CEO of Kuboo, Inc. Consulting fees 103,500 John Venners Director/EVP, President and CEO of Kuboo, Inc. Advances 3,000 Kuboo, Inc. Former parent company, significant shareholder Rent, contract labor 12,976 $ 209,476

NOTES PAYABLE RELATED PARTY (Ta

NOTES PAYABLE RELATED PARTY (Tables)	9 Months Ended
	Sep. 30, 2015
NOTES PAYABLE RELATED PARTY {1}
NOTES PAYABLE RELATED PARTY	The following table summarizes the Company’s debt under this note for the nine months ended September 30, 2015: Amount due to Park - December 31, 2014 $ 10,000 Advances received from Park 758,407 Repayments made to Park (157,000) Balance due to Park – September 30, 2015 $ 611,407

NOTES PAYABLE (Tables)

NOTES PAYABLE (Tables)	9 Months Ended
	Sep. 30, 2015
NOTES PAYABLE
Summarizes the Company's notes payable	The following table summarizes the Company’s notes payable for the nine months ended September 30, 2015: Balance – December 31, 2014 $ - Loan proceeds received 79,900 Discounts on debt (71,832) Amortization of discounts on debt 49,778 Repayments on loans - Balance – September 30, 2015 $ 57,846

Debt Issue Costs (Tables)

Debt Issue Costs (Tables)	9 Months Ended
	Sep. 30, 2015
Debt Issue Costs (Tables):
Schedule of Debt	The following table summarizes the Company’s debt issue costs for the nine months ended September 30, 2015: Debt issue costs – December 31, 2014 $ - Fair value at the commitment date for warrants issued in conjunction with debt agreements 3,428,562 Amortization of debt issued costs (3,259,504) Debt issue costs – September 30, 2015 $ 169,058
Fair Value Company Warrants	The fair value at the commitment date for the above warrants were based upon the following management assumptions: Commitment Date Expected dividends 0% Expected volatility 150% - 159% Expected term: 2 years Risk free interest rate 0.55% – 0.73%

STOCK WARRANTS (Tables)

STOCK WARRANTS (Tables)	9 Months Ended
	Sep. 30, 2015
Company's outstanding stock warrants
Company's warrant activity	A summary of the Company’s warrant activity for the three months ended September 30, 2015 is as follows: Number of Warrants Weighted Average Exercise Price Outstanding – December 31, 2014 - $ - Granted 5,516,000 0.07 Exercised/settled - - Balance as September 30, 2015 5,516,000 $ 0.07
Company's outstanding stock warrants	The Company’s outstanding warrants at September 30, 2015 is as follows: Warrants Outstanding Warrants Exercisable Exercise Price Range NumberOutstanding Weighted AverageRemainingContractual Life (inyears) Weighted AverageExercise Price NumberExercisable WeightedAverageExercise Price Intrinsic Value $0.05 - $0.25 5,516,000 1.78 $ 0.07 5,516,000 $ 0.05 250,000

ORGANIZATION AND BASIS OF PRE27

ORGANIZATION AND BASIS OF PRESENTATION (Details) - USD ($)	Jun. 25, 2014	May. 31, 2011
Northsight Capital Inc details
Safe Communications, Inc acquired company issued and outstanding common stock	0.00%	80.00%
Company completed the acquisition of approximately cannabis related Internet domain names	7,500	0
Cannabis related Internet domain names, in exchange for which the Company issued shares of common stock	$ 78,500,000	$ 0
Company issued a promissory note in the principal amount	$ 500,000	$ 0
The seller of the domain names became an stockholder of the Company	81.00%	0.00%

LIQUIDITY_GOING CONCERN (Detail

LIQUIDITY/GOING CONCERN (Details)	9 Months Ended
	Sep. 30, 2015USD ($)
Going concern details
The Company is an early stage enterprise and has accumulated losses	$ 17,484,035
The Company recently raised capital through the sale of its common stock	415,500
Received a net in loans from its controlling Shareholder and her Spouse	$ 601,407

WEB DEVELOPMENT COSTS (Details)

WEB DEVELOPMENT COSTS (Details) - USD ($)	3 Months Ended	9 Months Ended	12 Months Ended
	Jun. 30, 2015	Sep. 30, 2015	Dec. 31, 2014
WEB DEVELOPMENT COSTS Details
Company capitalized towards the development of a website	$ 0	$ 0	$ 339,162
The Company recorded website development expenses	0	40,232	0
Company recorded amortization expense related to websites	$ 18,091	$ 44,491	$ 0

Amortization Over the Next Five

Amortization Over the Next Five Years (Details)	Sep. 30, 2015USD ($)
Company 's Expected Amortization over the next Five years
Expected Amortization for 2015 (3 months)	$ 16,158
Expected Amortization for 2016	64,632
Expected Amortization for 2017	64,632
Expected Amortization for 2018	64,632
Expected Amortization for 2019	58,392
Total Expected Amortization	$ 268,446

PROPERTY AND EQUIPMENT (Details

PROPERTY AND EQUIPMENT (Details)	Sep. 30, 2015USD ($)	Dec. 31, 2014USD ($)
Furniture and equipment details
Furniture and equipment	$ 12,437	$ 12,437
Total furniture and equipment net	12,437	12,437
Less: Accumulated depreciation	(4,580)	(1,471)
Net total of Furniture and euqipment	$ 7,857	$ 10,966
Estimated useful life in years	3	3

Depreciation (Details)

Depreciation (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Depreciation Expenses of property expenses
The company recorded depreciation expense	$ 3,109	$ 1,471

RELATED PARTY ACCOUNTS PAYABLE

RELATED PARTY ACCOUNTS PAYABLE AND ACCURED EXPENSES (Details)	Sep. 30, 2015USD ($)
RELATED PARTY ACCOUNTS PAYABLE AND ACCURED EXPENSES
Howard Baer Majority shareholder Consulting fees	$ 90,000
John Venners Director, President and CEO of Kuboo, Inc Consulting fees	103,500
John Venners Director, President and CEO of Kuboo, Inc Advances	3,000
Kuboo, Inc significant shareholder Rent, contract labor	12,976
Company had a balance in related party accounts payable and accrued expenses	$ 209,476

NOTES PAYABLE RELATED PARTY (De

NOTES PAYABLE RELATED PARTY (Details)	Jun. 23, 2014USD ($)
Notes payable related Party details
Company issued a promissory note	$ 500,000
The note bears interest at the rate per annum	3.25%
Company's receipt of an aggregate in funding	$ 100,000
Company paid to the note holder	100,000
Remaining debt is payable in thirty six equal monthly installment	400,000
Company realizes at least in gross revenue	$ 150,000

Kae Yong Park (Details)

Kae Yong Park (Details) - USD ($)	Sep. 30, 2015	Jul. 25, 2014
Kae Yong Park share holder details
Company amended and restated its promissory note in the principal amount owing to Kae Yong Park	$ 0	$ 500,000
First installament payment due	0	100,000
Kae Yong Park agreed to waive all interest due over the term of the note. Thereafter, Kae Yong Park waived the requirement that the Company pay the due	0	100,000
Company had a balance due on the note	611,407	0
Amended and restated the note to include an additional advance to the Company	$ 50,000	$ 0

Company 's debt (Details)

Company 's debt (Details)	Sep. 30, 2015USD ($)
Summary of Company's Debt details
Amount due to Park - December 31, 2014	$ 10,000
Advances received from Park	758,407
Repayments made to Park	(157,000)
Balance due to Park - September 30, 2015	$ 611,407

NOTES PAYABLE (Details)

NOTES PAYABLE (Details) - USD ($)	Aug. 10, 2015	Jul. 01, 2015
NOTES PAYABLE Details
Seven (7) day loan agreement with two parties for aggregate proceeds	$ 0	$ 34,900
One hundred twenty (120) day loan agreement with an existing investor for aggregate proceeds	$ 45,000	$ 0
The note bears interest at the rate Annually	3.00%	3.00%
Company issued an aggregate shares of common stock	1,200,000	349,000
Aggregate shares of common stock Valued at	$ 38,918	$ 26,016
Issued warrants to purchase an aggregate shares of the company	0	100,000
Common stock at an exercise price	$ 0	$ 0.25
Common stock per share valued at	$ 0	$ 6,898

Notes Payable -Narrative(Detail

Notes Payable -Narrative(Details)	Sep. 30, 2015USD ($)
Notes Payable -Narrative Details
Balance of Notes Payable, December 31, 2014	$ 0
Loan proceeds received	79,900
Discounts on debt,	(71,832)
Amortization of discounts on debt,	49,778
Repayments on loans	0
Balance of Notes Payable, September 30,2015	57,846
Company had unamortized discounts on debt	$ 22,054

Summary of Debt Issue Costs (De

Summary of Debt Issue Costs (Details) - USD ($)	Sep. 30, 2015	Aug. 05, 2015	Jul. 15, 2015	May. 15, 2015
Summary of Debt Issue Costs
Company issued warrants in conjunction with a debt agreement	$ 0	$ 0	$ 0	$ 2,000,000
Company issued Additional warrants in conjunction with the agreement's automatic thirty (30) day extension	0	0	1,000,000	0
Company issued Additional warrants in conjunction with the agreement's automatic thirty (60) day extension	0	2,000,000	0	0
Debt issue costs - December 31, 2014	$ 0	$ 0	$ 0	$ 0
Fair value at the commitment date for warrants issued in conjunction with debt agreement	3,428,562	0	0	0
Amortization of debt issued cots	(3,259,504)	0	0	0
Debt issue costs - September 30, 2015	$ 450,001	$ 0	$ 0	$ 0

FAIR VALUE AT THE COMMITMENT (D

FAIR VALUE AT THE COMMITMENT (Details)	Sep. 30, 2015
FAIR VALUE AT THE COMMITMENT
Expected dividends	0.00%
Expected volatility minimum	150.00%
Expected volatility maximum	159.00%
Expected term in years	2
Risk free interest rate minimum	0.55%
Risk free interest rate maximum	0.73%

EQUITY (Details)

EQUITY (Details) - USD ($)	3 Months Ended
	Sep. 16, 2016	Sep. 30, 2015	Sep. 15, 2015	Jul. 15, 2015	Jul. 01, 2015	Jun. 30, 2015	Mar. 31, 2015
Share Details
Company sold shares of common stock		616,000				760,000	691,000
Cash proceeds of common stock		$ 75,000				$ 190,000	$ 169,000
Company incurred finders fee		$ 1,050				$ 18,500	$ 15,400
Company has satisfied through the issuance of shares common stock		7,500					61,600
Company issued shares of its common stock as an advertising incentive						3,000
Company issued shares of its common stock as an advertising incentive value						$ 750
Company issued shares of common stock to its ceo						250,000
Company issued shares of common stock value to its ceo						$ 252,500
Company issued shares of common stock value to its ceo John Bluher						230,000
Sep 30, 2015 company issued an aggregate of shares in conjunction with debt agreements		1,549,000
Common stock valued at(in conjunction with debt agreements).		$ 64,934
Sep 30, 2015 company issued an aggregate of shares for services pursuant to multiple contracts		405,500
Common stock valued at(for services pursuant to multiple contracts).		$ 380,950
July 1, 2015 the Company issued shares as consideration for an exclusive option					100,000
Common stock valued at(as consideration for an exclusive option to acquire the web portal LaMarihuana.com,)					$ 131,000
Company issued shares of common stock to its ceo William Lupo				1,000,000
William Lupo Common stock shares valued at				$ 800,000
As per agreement Mr. Lupo has to return shares			500,000
John Bluher's resignation as President, the Company issued shares common stock	1,600,000
Common stock, valued at (as payment in full of all amounts due Mr. Bluher under his employment letter).	$ 208,000

STOCK WARRANTS (Details)

STOCK WARRANTS (Details) - $ / shares	Aug. 05, 2015	Jul. 15, 2015	May. 15, 2015
STOCK WARRANTS {2}
Company entered into an agreement to grant a warrant for two years to purchase shares of stock per share			$ 0.05
Company had agreed to grant an additional warrant to purchase shares of the stock			1,000,000
Company issued an additional warrants in consideration for the thirty day extension.		1,000,000
Company issued an additional warrants in consideration for the Sixty day extension.	2,000,000

Issued Warrant (Details)

Issued Warrant (Details) - shares	Sep. 29, 2015	Jul. 01, 2015
Issued Warrant Details
Company issued three year warrants to purchase shares of the company		100,000
Company issued two year warrants to purchase shares of the company	416,000

SUMMARY OF WARRANT ACTIVITY (De

SUMMARY OF WARRANT ACTIVITY (Details)	3 Months Ended
	Sep. 30, 2015$ / sharesshares
SUMMARY OF WARRANT ACTIVITY Details
Outstanding number of warrants December 31, 2014	0
Outstanding warrants weigjhted Average exercise price December 31, 2014 | $ / shares	$ 0
Granted warrants	5,516,000
Granted warrants Weighted Average exercise price | $ / shares	$ 0.07
Exercised/settled Warrants	0
Exercised/settled Warrants Weighted Average Exercise price | $ / shares	$ 0
Outstanding number of Warrants as september 30,2015	5,516,000
Outstanding warrants weigjhted Average exercise price September 30, 2015 | $ / shares	$ 0.07

WARRANTS (Details)

WARRANTS (Details)	Sep. 30, 2015$ / sharesshares
Warrants Outstanding
Warrants Outstanding Exercise Price minimum	$ 0.05
Warrants Outstanding Exercise Price maximum	$ 0.25
Warrants Outstanding Number | shares	5,516,000
Warrants Outstanding Weighted Average Remaining Contractual Life (in years)	1.78
Warrants Outstanding Weighted Average Exercise Price	$ 0.07
Warrants Exercisable
Warrants Exercisable Number | shares	5,516,000
Warrants Exercisable Weighted Average Exercise Price	$ 0.05
Warrants Exercisable Intrinsic Value | shares	250,000

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($)	Aug. 25, 2014	Jul. 25, 2014	Jun. 23, 2014
Related party transaction details
Issued to the Seller on the closing date in shares	0	0	78,500,000
Restricted common stock in percentage	0.00%	0.00%	81.00%
Issued to the Seller a promissory note in the principal amount	0	0	500,000
The note bears interest	0.00%	0.00%	3.25%
Company's receipt of an aggregate	0	0	1,000,000
Debt Equity paid amount	0	0	100,000
Company shall pay the remaining balance amount	$ 0	$ 0	$ 400,000
Company realizes amount	$ 0	$ 0	$ 150,000
Monthly royalty to the Seller	0.00%	0.00%	6.00%
Royalty Payment	$ 0	$ 0	$ 150,000
Company has gross revenues in excess	0	0	150,000
Kae Yong Park make first installment payment	0	100,000	0
Company pay due under the Amended and Restated Note	0	100,000	0
Company paid	100,000	0	0
Agreed to pay Kae Yong Park for any consulting services	0	9,500	0
Kae Yong Park has been paid for consulting services	0	0	0
Company is renting 1,500 square feet of space for monthly rent	0	4,500	0
Company is renting 1,150 square feet of space for monthly rent	0	0	0
Company is renting 6,100 square feet of space for monthly rent	$ 0	$ 0	$ 0

COMPANY PAYMENTS (Details)

COMPANY PAYMENTS (Details) - USD ($)	3 Months Ended			9 Months Ended
	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Sep. 30, 2015
Company payments Details
Company incurred expenses of payable to Kuboo, Inc for rent as well salaries	$ 0	$ 27,800	$ 35,700	$ 0
Company incurred expenses for rent	13,500	13,500	13,500	0
Company incurred expenses for salaries	0	14,300	22,200	0
Company made payments to Kuboo, Inc. for expenses	45,700	29,500	26,000	0
Company had a payable to Kuboo, Inc for rent, and contract labor.	12,976	45,176	0	0
Company paid to Energy Plus, LLC	1,000	5,000	0	23,000
Company's controlling shareholder, Kae Yong Park and her spouse Howard Baer, advanced an aggregate	0	0	0	758,407
Company for short-term capital needs, of which has been repaid	0	0	0	157,000
Company had a note payable for these advances to Ms. Park/Mr. Baer	0	0	0	611,407
Company's directors, John Venners, advanced to the Company for short-term capital needs	$ 0	$ 0	$ 0	$ 3,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details) - USD ($)	Aug. 07, 2015	Jul. 15, 2015	May. 15, 2015	Jun. 23, 2014	May. 31, 2014
COMMITMENTS AND CONTINGENCIES Details
Co agree to pay seller as per agreement	$ 0	$ 0	$ 0	$ 0	$ 9,500
Gross monthly revenue	0	0	0	0	150,000
Company gross revenues are in excess	0	0	0	0	150,000
Promissory note issued by the company	$ 0	$ 0	$ 0	$ 500,000	$ 0
Promissory note interest	0.00%	0.00%	0.00%	3.25%	0.00%
Company in receipt of amount	$ 0	$ 0	$ 0	$ 1,000,000	$ 0
Euqity fund amount	0	0	0	100,000	0
Least gross revenue	0	0	0	150,000	0
In 36 months payable amount	0	0	0	400,000	0
Shareholder, Kae Park, and her spouse Howard Baer (collectively "Park"), under which Park committed to advance the Company a minimum	0	0	200,000	0	0
Park's receipt of funding from a third party lender	$ 0	$ 0	$ 300,000	$ 0	$ 0
Park's receipt of funding from a third party lender number of shares	0	0	55,000,000	0	0
Under the pledge agreement, if Park defaults on the repayment of the note	$ 0	$ 0	$ 300,000	$ 0	$ 0
represented to the Plaintiff that he had the right to subscribe to shares of our common stock at a per share price of	$ 0.25	$ 0.25	$ 0	$ 0	$ 0
Walkup was the Company's agent and individually and in such alleged agency capacity offered to sell Plaintiff an aggregate of shares	1,075,000	1,075,000	0	0	0
company common stock for a total purchase price	$ 425,000	$ 425,000	$ 0	$ 0	$ 0
Damamge amount	425,000	$ 425,000	0	0	0
Company has agreed to issue 400,000 restricted shares of common stock valued at	$ 62,000		$ 0	$ 0	$ 0
Company has agreed to issue an additional shares as liquidated damages if it breaches	275,000		0	0	0

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details)	Oct. 21, 2015USD ($)$ / sharesshares
SUBSEQUENT EVENTS Details
John B. Hollister as its interim CEO base salary per annum	$ 400,000
CEO bonus	$ 35,000
Ffive million shares of the Company's common stock per share | $ / shares	$ 0
The warrants are issuable with in 5 business days | shares	500,000
signing and 375,000 warrants to be issued in twelve quarterly installments of | shares	375,000

SUBSEQUENT EVENTS - Narrative (

SUBSEQUENT EVENTS - Narrative (Details) - USD ($)	Nov. 19, 2015	Sep. 30, 2015
SUBSEQUENT EVENTS - Narrative Details
Howard R. Baer, have made additional advances to the Company in the aggregate amount of	$ 0	$ 183,500
Balance due on as of	$ 794,907	$ 0