Northsight Capital (NCAP) 10-Q 14 Nov 16 2016 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2016	Nov. 14, 2016
Document and Entity Information:
Entity Registrant Name	NORTHSIGHT CAPITAL, INC.
Entity Trading Symbol	ncap
Document Type	10-Q
Document Period End Date	Sep. 30, 2016
Amendment Flag	false
Entity Central Index Key	1,439,397
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		112,761,581
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	2,016
Document Fiscal Period Focus	Q3

BALANCE SHEETS (unaudited)

BALANCE SHEETS (unaudited) - USD ($)	Sep. 30, 2016	Dec. 31, 2015
Current Assets
Cash	$ 1,407	$ 22,951
Accounts receivable	0	400
Advances - related party	25,268	0
Advances to employees	1,577	0
Available for sale securities	104,084	0
Total Current Assets	132,336	23,351
Deposits	0	131,000
Property and equipment, net $8,726 and $5,616 depreciation	3,711	6,821
Web Development Costs, net $128,107 and $73,833 amortization	195,055	249,329
Investment in joint venture	78,912	0
Total Assets	410,014	410,501
Current Liabilities
Accounts payable and accrued expenses	719,355	384,631
Accounts payable and accrued expenses - related party	583,781	173,942
Notes payable - related party	1,357,707	949,307
Notes payable	79,900	79,900
Convertible notes payable	100,000	0
Total Current Liabilities	2,840,743	1,587,780
Noncurrent Liabilities
Notes payable - related party	400,000	400,000
Total Liabilities	3,240,743	1,987,780
Commitments and Contingencies
Stockholders' Deficit
Common stock - 200,000,000 shares authorized having a par value of $.001 per share; 112,761,581 shares issued and outstanding as of September 30, 2016 and December 31, 2015, respectively	112,762	112,762
Subscription payable	62,000	62,000
Additional paid-in capital	17,544,633	16,966,288
Accumulated deficit	(20,479,164)	(18,718,329)
Accumulated other comprehensive loss	(70,960)	0
Total Stockholders' Deficit	(2,830,729)	(1,577,279)
Total Liabilities and Stockholders' Deficit	$ 410,014	$ 410,501

BALANCE SHEETS PARENTHETICALS

BALANCE SHEETS PARENTHETICALS - USD ($)	Sep. 30, 2016	Dec. 31, 2015
Parentheticals
Net Depreciation of property and equipment	$ 8,726	$ 5,616
Net amortization of web development cost	$ 128,107	$ 73,833
Common Stock, par value	$ 0.001	$ 0.001
Common Stock, shares authorized	200,000,000	200,000,000
Common Stock, shares issued	112,761,581	112,761,581
Common Stock, shares outstanding	112,761,581	112,761,581

STATEMENTS OF OPERATIONS (unaud

STATEMENTS OF OPERATIONS (unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Revenue:
Revenues	$ 3,238	$ 3,816	$ 12,117	$ 8,229
Operating Expenses:
General administrative	99,838	566,682	355,188	1,085,842
Settlement expense	0	62,000	0	62,000
Consulting expense - related party	45,000	73,500	135,000	249,000
Executive compensation	184,638	932,000	537,594	1,723,500
Professional fees	36,857	100,759	150,581	265,660
Rent - related party	30,900	13,500	99,900	40,500
Travel	0	6,395	2,327	14,997
Total operating (income) expenses	397,233	1,754,836	1,280,590	3,441,499
Loss From Operations	(393,995)	(1,751,020)	(1,268,473)	(3,433,270)
Other Income (Expense)
Loss on investments	(13,141)	0	313,848	0
Interest expense	(15,410)	(1,831,701)	(47,514)	(3,310,278)
Loss on deposit	0	0	(131,000)	0
Total other income (expense)	(28,551)	(1,831,701)	(492,362)	(3,310,278)
Net Loss	(422,546)	(3,582,721)	(1,760,835)	(6,743,548)
Other Comprehensive Loss
Unrealized loss on marketable securities	(182,817)	0	(70,960)	0
Total Comprehensive Loss	$ (605,363)	$ (3,582,721)	$ (1,831,795)	$ (6,743,548)
Weighted Average Number of Common Shares Outstanding - Basic and Diluted	112,761,581	108,569,253	112,761,581	106,412,405
Loss per Common Share - Basic and Diluted	$ 0	$ (0.03)	$ (0.02)	$ (0.06)

STATEMENTS OF CASH FLOWS (Unaud

STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Cash Flows From Operating Activities
Net loss	$ (1,760,835)	$ (6,743,548)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation of property and equipment	3,110	3,109
Amortization of web development costs	54,273	44,492
Amortization of debt discount	0	49,778
Stock issued for debt issue costs	0	3,259,504
Stock issued for executive compensation	0	1,282,500
Stock issued for release	0	62,000
Stock issued pursuant to contracts	0	380,950
Stock issued for advertising incentive	0	750
Loss on deposit	131,000	0
Warrants issued for executive compensation	102,594	0
Loss on investments	313,848	0
Changes in operating assets and liabilities:
Prepaid expenses	0	31,500
Accounts receivable	400	0
Advances - related party	(25,268)	0
Advances to employees	(1,577)	0
Accounts payable and accrued expenses	334,725	393,716
Accounts payable - related party	409,839	159,800
Net Cash Used In Operating Activities	(437,891)	(1,075,449)
Cash Flows From by Investing Activities
Investment in joint venture	(92,053)	0
Net Cash Used In Investing Activities	(92,053)	0
Cash Flows From Financing Activities
Proceeds from sale of common stock, net of offering costs	0	415,500
Proceeds from notes payable	0	79,900
Proceeds from convertible notes payable	100,000	0
Proceeds from notes payable - related party	471,400	761,407
Payments on notes payable - related party	(63,000)	(157,000)
Net Cash Provided by Financing Activities	508,400	1,099,807
Net Change In Cash	(21,544)	24,358
Cash, Beginning of Period	22,951	20,690
Cash, End of Period	1,407	45,048
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest	158	0
Cash paid for income taxes	0	0
Non-Cash Activities
Issuance of common stock as settlement of obligations	0	208,000
Issuance of common stock for contracts	0	131,000
Issuance of common stock in conjunction with debt agreements	0	64,934
Finders fees settled with stock	0	16,449
Warrants issued in conjunction with debt agreements	0	3,435,460
Warrants issued in conjunction with joint venture	475,751	0
Warrants received in conjunction with joint venture	$ 175,044	$ 0

ORGANIZATION AND BASIS OF PRESE

ORGANIZATION AND BASIS OF PRESENTATION	9 Months Ended
	Sep. 30, 2016
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 14 - 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. At this juncture, the Company has not been able to generate any meaningful revenue. On February 29, 2016, the Company entered into a joint venture agreement with Tumbleweed Holdings, Inc. (“TW”), pursuant to which a newly formed joint venture company is developing an online dating service around the URL, www.jointlovers.com. Under the Joint Venture Agreement, the Company and TW own 60% and 40%, respectively, of equity and future earnings of the joint venture company with both party’s consent being required on all major changes and decisions. The Company is currently in litigation with TW because TW has not complied with its funding obligations under the Joint Venture Agreement. See Note 4 - Investment in Joint Venture. We have analyzed our investment in this joint venture and have concluded that our interest gives us joint influence over business actions, board of directors, and its management, and have therefore accounted for our investment using the equity method in accordance with ASC 323. 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, 2015. The results of operations for the three and nine month periods ended September 30, 2016, are not necessarily indicative of the operating results for the full year.

LIQUIDITY_GOING CONCERN

LIQUIDITY/GOING CONCERN	9 Months Ended
	Sep. 30, 2016
LIQUIDITY/GOING CONCERN
LIQUIDITY/GOING CONCERN	NOTE 2 – LIQUIDITY/GOING CONCERN The Company is an early stage enterprise, has accumulated losses of $20,479,164, has had consistent negative cash flows from operating activities since inception (May 2008), and has limited cash on hand. 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, 2016 the Company (i) raised $100,000 in capital through the sale of convertible notes and (ii) received a net $408,400 in loans from its significant shareholder and her spouse. The significant shareholder and her spouse are no longer able to provide funding to the Company. 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. The Company has experienced great difficulty in raising capital from third parties. 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, 2016
RECENT ACCOUNTING PRONOUNCEMENTS
RECENT ACCOUNTING PRONOUNCEMENTS	NOTE 3 – RECENT ACCOUNTING PRONOUNCEMENTS Management believes the impact of recently issued standards and updates, which are not yet effective, will not have a material impact on the Company’s financial position, results of operations or cash flows upon adoption.

INVESTMENT IN JOINT VENTURE

INVESTMENT IN JOINT VENTURE	9 Months Ended
	Sep. 30, 2016
INVESTMENT IN JOINT VENTURE:
INVESTMENT IN JOINT VENTURE	NOTE 4 – INVESTMENT IN JOINT VENTURE On February 29, 2016, the Company entered into a joint venture agreement with Tumbleweed Holdings, Inc. (“TW”), pursuant to which a newly formed joint venture company is developing an online dating service around the URL, www.jointlovers.com. Per the Joint Venture Agreement, the Company and TW own 60% and 40% respectively of equity of the joint venture company. Under the joint venture agreement, the Company and TW agreed as follows: · The Company contributed the URL www.jointlovers.com to the joint venture entity, in exchange for 60% of the joint venture company. · TW contributed $30,000 and agreed to contribute an additional $70,000 towards the development of the online web portal, in exchange for 40% of the joint venture company. With any additional funds required for development to be contributed 60% by the Company and 40% by TW. · Revenue from the joint venture company will be shared proportionally with a portion of operating income to be used to repay principal and income due under the convertible notes referenced below (up to $500,000 in principal amount of notes). · TW agreed to purchase an aggregate of $150,000 in principal amount of convertible notes, convertible into shares of the Company’s common stock at a conversion price of $.20 per share. In addition to repayment of principal, if the joint venture company has revenues, the notes are entitled to receive a portion of the joint venture company’s operating income until they have received an amount equal to 50% of the face value of the notes. During the nine months ended September 30, 2016, Tumbleweed contributed a total of $85,000 to the joint venture company. Additionally, both parties agreed to issue the other a warrant to purchase 4.9% of their outstanding common stock. Pursuant to this agreement, TW agreed to issue a warrant to the Company to purchase 9,770,878 shares of its common stock at an exercise price of $0.02 per share, valued at $175,044 and the Company agreed to issue a warrant to TW to purchase 5,525,318 shares of the Company’s common stock at an exercise price of $0.08 per share, valued at $475,751. The warrants have a three-year term and a cashless exercise right (see Note 6 – Securities and Note 12 – Stock Warrants for details). The Company’s ownership of the joint venture company is accounted for under the equity method of accounting, in accordance with ASC 323. Under the equity method of accounting, an Investee Company’s accounts are not reflected within the Company’s Balance Sheets and Statements of Operations; however, the Company’s share of the earnings or losses of the Investee Company is reflected as a gain or loss on the Company’s investment. Additionally, under the equity method of accounting, the Company’s initial investment in the joint venture company was recorded at the historic cost basis of the contributed domain of $0. Accordingly, the Company expensed $300,707 related to the excess value of warrants the Company issued as compared to those received from TW and is included as a component of loss on investments in the Company’s Statements of Operations. When the Company’s carrying value in an equity method investee company is reduced to zero, no further losses are recorded in the Company’s financial statements unless the Company guaranteed obligations of the Investee Company or has committed additional funding. When the investee company subsequently reports income, the Company will not record its share of such income until it equals the amount of its share of losses not previously recognized. During the three and nine months ended September 30, 2016, the joint venture company experienced a net loss attributable to the Company’s 60% ownership of $10,200 and $13,141, respectively. Because the Company’s investment in the joint venture was zero until the third quarter, all net losses have been recognized in the current quarter. As of September 30, 2016, Tumbleweed was in default under the terms of the joint venture agreement and owed the joint venture company the remaining $15,000 in development funding and the Company $50,000 for the final note purchase, both of which were due by April 29, 2016. Additionally, Tumbleweed owes the joint venture company $61,369, representing its 40% share of costs in excess of the first $100,000. The Company is currently in litigation with TW, seeking to compel TW to comply with its funding obligations under the Joint Venture Agreement. Summary revenue information on the joint venture for the nine months ended September 30, 2016 and 2015 is as follows: For the Nine Months Ended September 30, 2016 September, 2015 (Unaudited) (Unaudited) Revenues $ - $ - Operating Expenses: General administrative 14,025 - Rent - related party 3,600 - Total operating expenses 17,625 - Loss from operations (17,625) - Net Loss $ (17,625) $ - Company Share of Net Loss $ (13,141) $ -

ADVANCES - RELATED PARTY

ADVANCES - RELATED PARTY	9 Months Ended
	Sep. 30, 2016
ADVANCES - RELATED PARTY
ADVANCES - RELATED PARTY	NOTE 5 – ADVANCES – RELATED PARTY With the formation of the Company’s joint venture (see Note 4 – Investment in Joint Venture), Tumbleweed Holdings agreed to fund one hundred percent of the first $100,000 of web development costs related to the web site www.jointlovers.com. During the nine months ended September 30, 2016, the Joint Venture Company incurred costs totaling $235,796 related to the development of jointlovers.com as well as $17,625 general and administrative costs. Per the Joint Venture Agreement, the Company is responsible for 60% of all costs after the initial $100,000, representing a total share of $92,053 in the joint venture’s costs. During this same period, the company paid costs totaling $117,321 on behalf of the Joint Venture Company satisfying the Company’s share of $92,053 while the excess $25,268 is due from Tumbleweed Holdings, and is included in advances – related party.

SECURITIES

SECURITIES	9 Months Ended
	Sep. 30, 2016
SECURITIES
SECURITIES	NOTE 6 – SECURITIES In conjunction with the formation of the joint venture discussed in Note 4, Tumbleweed Holdings agreed to issue the Company a warrant to purchase up to 9,770,878 shares of Tumbleweed Holdings, Inc. at an exercise price of $0.02 with an expiration date three years from the date of issuance. The initial value of the warrant was $175,044 and was recorded as available for sale securities. The Company has classified the warrant as having Level 2 inputs, and has used the Black-Scholes option-pricing model to value the warrant. The fair value at the commitment and re-measurement dates for the above warrant was based upon the following management assumptions: Commitment Date Re-measurement Dates Expected dividends 0% 0% Expected volatility 328% 289 - 291% Expected term: 3 years 2.41 - 2.67 years Risk free interest rate 0.91% 0.71 - 0.88% The following table summarizes the securities activity for the nine months ended September 30, 2016: Balance – December 31, 2015 $ - Warrants received 175,0744 Exercised - Realized gain (loss) - Unrealized gain (loss) (70,960) Balance – September 30, 2016 $ 104,084

WEB DEVELOPMENT COSTS AND DOMAI

WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS	9 Months Ended
	Sep. 30, 2016
WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS
WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS	NOTE 7 – WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS In accordance with ASC 350.50, during the three and nine months ended September 30, 2016 and the year ended December 31, 2015, the Company did not capitalize any expenses 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, 2016 and 2015 the Company recorded website development expenses of $10,470 and $40,232, respectively, which is included in general and administrative expenses on the Company’s consolidated 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 nine months ended September 30, 2016 and 2015 the Company recorded amortization expense of $54,273 and $44,492, respectively, related to websites previously launched. As of September 30, 2016 As of December 31, 2015 Amortization Period Web development costs $ 323,162 $ 339,162 5 years Capitalized costs - - Less: reallocation of cost to invoices - (16,000) Less: accumulated depreciation (128,107) (73,833) $ 195,055 $ 249,329

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	9 Months Ended
	Sep. 30, 2016
PROPERTY AND EQUIPMENT:
PROPERTY AND EQUIPMENT	NOTE 8 – PROPERTY AND EQUIPMENT Property and equipment consisted of the following at September 30, 2016 and December 31, 2015: As of September 30, 2016 As of December 31, 2015 Estimated Useful Life Furniture and equipment $ 12,437 $ 12,437 3 years Total 12,437 12,437 Less: Accumulated depreciation (8,726) (5,616) $ 3,711 $ 6,821 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 $3,110 and $3,109 during the nine months ended September 30, 2016 and 2015, respectively.

ACCOUNTS PAYABLE AND ACCRUED EX

ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY	9 Months Ended
	Sep. 30, 2016
ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY
ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY	NOTE 9 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY At September 30, 2016, the Company had a balance in related party accounts payable and accrued expenses of $583,781 which consisted of the following: Party Name: Relationship: Amount Howard Baer Spouse of majority shareholder Consulting fees 225,500 Howard Baer Spouse of majority shareholder Accrued interest 42,339 John Venners Director/EVP, President and CEO of Kuboo, Inc. Consulting fees/salaries 188,466 John Venners Director/EVP, President and CEO of Kuboo, Inc. Advances 3,000 Kuboo, Inc. Former parent company, significant shareholder Rent 124,476 $ 583,781

NOTES PAYABLE RELATED PARTY

NOTES PAYABLE RELATED PARTY	9 Months Ended
	Sep. 30, 2016
NOTES PAYABLE RELATED PARTY:
NOTES PAYABLE RELATED PARTY	NOTE 10 – NOTES PAYABLE RELATED PARTY On May 19, 2015, the Company issued Kae Yong Park and her spouse Howard Baer (together, “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 30, 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. During the nine months ended September 30, 2016, Park advanced an aggregate of $471,400 to the Company for short-term capital needs. During this period the Company repaid $63,000 of its secured debt to Park. Additionally, Park assigned $65,000 of debt owed to her by the Company to another investor who received a note from the Company to evidence the debt. At September 30, 2016, the Company had a note payable to Park for these advances of $1,292,707 which is secured by the assets of the Company. Because this debt is payable on demand,, the company has classified it as a current liability. On May 11, 2016, Kae Park, a significant shareholder, assigned $65,000 of debt owed to her by the Company to an investor for which the Company agreed to issue a one-year note. Interest on the note is payable quarterly in an amount equal to fifty percent of the original face value, based on a percentage of the joint venture company’s net revenues. This interest will be payable only in the event that the joint venture company generates net revenues. The following table summarizes the Company’s balance for these advances for the nine months ended September 30, 2016: Amount due - December 31, 2015 $ 949,307 Advances received from Park 471,400 Debt assigned to investor (65,000) Repayments made to Park (63,000) Balance due–September 30, 2016 $ 1,292,707 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 of which 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 12 - 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.

NOTES PAYABLE

NOTES PAYABLE	9 Months Ended
	Sep. 30, 2016
NOTES PAYABLE
NOTES PAYABLE	NOTE 11 – NOTES PAYABLE Notes 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 six percent (6%) 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, 2016, these notes have not yet been repaid and principal and interest totaling $37,505 is in default. 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 six percent (6%) 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). As of September 30, 2016, these notes have not yet been repaid and principal and interest totaling $47,645 is in default. Convertible Notes On February 29, 2016, in conjunction with its joint venture agreement (see Note 4 – Investment in Joint Venture), the Company entered an agreement to issue three $50,000, one year convertible notes. These notes are convertible into shares of the Company’s stock at a price of $0.20 per share or a total of 250,000 shares each. Interest on these notes is payable quarterly in an amount equal to fifty percent of the original face value, based on a percentage of the joint venture company’s net revenues. This interest will be payable only in the event that the joint venture company generates net revenues. Concurrent with this agreement, the Company issued the first of these convertible notes. On April 8, 2016, the Company issued the second of these convertible notes. As of September 30, 2016, the proceeds from the third note investment of $50,000 had not been received. Dilutive shares associated with convertible notes outstanding at September 30, 2016 is as follows: Principal Shares Note dated February 29, 2016, convertible at $0.20 per share $ 50,000 250,000 Note dated April 8, 2016, convertible at $0.20 per share 50,000 250,000 Total Dilutive shares –September 30, 2016 $ 100,000 500,000 The following table summarizes the Company’s notes and convertible notes payable for the nine months ended September 30, 2016: Notes Convertible Notes Balance – December 31, 2015 $ 79,900 $ - Note proceeds received - 100,000 Repayments on notes - - Balance – September 30, 2016 $ 79,900 $ 100,000

STOCK WARRANTS

STOCK WARRANTS	9 Months Ended
	Sep. 30, 2016
STOCK WARRANTS:
STOCK WARRANTS	NOTE 12 – STOCK WARRANTS On February 29, 2016, in conjunction with the Company’s joint venture agreement (see Note 4 – Investment in Joint Venture), the company agreed to issue a warrant to purchase 5,525,318 shares of the Company’s common stock at an exercise price of $0.08 per share. These warrants were valued at $475,751 using the Black-Scholes pricing model, were fully vested upon issuance and have a cashless exercise provision. On March 31, 2016, the Company issued two year warrants to John Hollister, Interim CEO, to purchase 375,000 shares of the Company’s common stock at an exercise price of $0.09 per share in conjunction with his employment contract. These warrants were valued at $33,236 using the Black-Scholes pricing model and were fully vested upon issuance. On June 30, 2016, the Company issued two year warrants to John Hollister, Interim CEO, to purchase 375,000 shares of the Company’s common stock at an exercise price of $0.09 per share in conjunction with his employment contract. These warrants were valued at $29,720 using the Black-Scholes pricing model and were fully vested upon issuance. On September 30, 2016, the Company issued two year warrants to John Hollister, Interim CEO, to purchase 375,000 shares of the Company’s common stock at an exercise price of $0.09 per share in conjunction with his employment contract. These warrants were valued at $39,638 using the Black-Scholes pricing model and were fully vested upon issuance. The Company has applied fair value accounting for all warrants issued. The fair value of each warrant granted is estimated on the date of grant using the Black-Scholes option-pricing model. 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 163% - 177% Expected term: 2 - 3 years Risk free interest rate 0.58% – 0.91% A summary of the Company’s warrant activity for the nine months ended September 30, 2016 is as follows: Number of Warrants Weighted Average Exercise Price Outstanding – December 31, 2015 11,105,285 $ 0.08 Granted 6,650,318 0.08 Exercised/settled - - Balance as September 30, 2016 17,755,603 $ 0.08 The Company’s outstanding warrants at September 30, 2016 are 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 17,755,603 1.45 $ 0.08 17,755,603 $ 0.08 1,043,215 The weighted average fair value per warrant issued during the nine months ended September 30, 2016 was $0.09.

EARNINGS (LOSS) PER SHARE

EARNINGS (LOSS) PER SHARE	9 Months Ended
	Sep. 30, 2016
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE	NOTE 13 – EARNINGS (LOSS) PER SHARE Net earnings (loss) per share is computed by dividing net income (loss) for the period by the weighted average number of shares of common stock outstanding during each period. Diluted earnings (loss) per share is computed by dividing net income (loss) for the period by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during each period. Since the Company reflected a net loss for the three and nine months September 30, 2016 and 2015, respectively, the effect of considering any common stock equivalents, if exercisable, would have been anti-dilutive. Therefore, a separate computation of diluted earnings (loss) per share is not presented. The Company has the following common stock equivalents at September 30, 2016 and 2015, respectively: As of September 30, 2016 As of September 30, 2015 Warrants (exercise price $0.05 - $0.25/share) 17,755,603 5,516,000 Convertible debt (exercise price $0.20/share) 500,000 - 18,255,603 5,516,000

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2016
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 14 – 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 was 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. We are headquartered in Scottsdale, Arizona where we rent space from Kuboo Inc. our former parent company and a significant shareholder. Currently, the Company is renting approximately 6,100 square feet of space on a month-to-month basis. The monthly rent for this facility is $11,500. During the nine months ended September 30, 2016 the company incurred expenses payable to Kuboo, Inc. of $99,900 for rent and allocated rent expenses of $3,600 to the Joint Venture Company. During the nine months ended September 30, 2016, Kae Yong Park, a significant shareholder, and her spouse, Howard Baer, advanced an aggregate of $471,400 to the Company for short-term capital needs. During this period the Company also repaid $63,000 of its secured debt to Park. Additionally, on May 11, 2016, Park assigned $65,000 of debt owed to her by the Company to another investor for which the Company issued the investor a one year note for $65,000. At September 30, 2016, the Company had a note payable to Park for these advances of $1,292,707 which is secured by the assets of the Company. During the nine months ended September 30, 2016, the Company incurred expenses of $135,000 related to its consulting contract with Howard Baer, the spouse of Kae Yong Park, a significant shareholder. During the nine months ended September 30, 2016, the Company received funds related to its joint venture of $85,000 and spent cash on behalf of its joint venture totaling $202,321. During this period, the Company’s 60% share of the joint venture’s expenses were $92,053. The remaining $25,268 is due from the Joint Venture Company, and is included in advances – related party. On April 13, 2016, the Company agreed to amend the promissory note with Kae Yong Park and Howard R. Baer so as to make $564,000 in principal amount due under said Note interest bearing at the rate of 10% per annum, effective January 1, 2016. The remaining principal is non-interest bearing. At September 30, 2016, the Company has accrued interest owed under this agreement of $42,339.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2016
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	NOTE 15 – COMMITMENTS AND CONTINGENCIES In May 2014, The Company entered into an asset purchase agreement that 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 16 - 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 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. 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, the Company and the Plaintiff have settled the matter. Under the settlement agreement, the Company agreed to issue 400,000 restricted shares of common stock valued at $62,000 to the Plaintiff as consideration for the settlement. These shares are being issued after 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. On August 15, 2016, the Company instituted a legal action in Arizona against, Tumbleweed Holdings Inc., ("TW"). The complaint alleged that (i) TW breached the joint venture agreement by failing to fund the remaining $15,000 due to the joint venture company by April 29, 2016, (ii) TW breached the joint venture agreement by failing to fund the last $50,000 convertible note due to the Company by April 29, 2016, and (iii) TW breached the joint venture agreement by failing to fund their respective 40% of development expense in excess of the initial $100,000. The Company seeks damages in the amount of $128,000 plus interest. On September 22, 2016, Tumbleweed Holdings Inc., instituted a counterclaim in Arizona in response to the above legal action. The complaint alleged that (i) The Company breached the joint venture agreement by failing to leverage relationships and failing to provide budgeting and accounting records, (ii) the Company breached implied covenant of good faith and fair dealing by enticing TW into making significant contributions and then failing to perform under the agreement, (iii) the Company was unjustly enriched by having use of funds contributed by TW, (iv) the Company converted funds contributed by TW into its own assets, and (v) the Company has not provided accounting for all funds received by TW. TW seeks damages in the amount to be determined at trial. The Company believes these claims are without merit and intends to vigorously defend itself against them.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2016
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 16 – SUBSEQUENT EVENTS Loan Advances Since September 30, 2016, Kae Yong Park, a significant shareholder, and her spouse, Howard R. Baer, made additional unsecured advances to the Company of $30,450, leaving a balance due of $1,323,157 at November 14, 2016. Changes in Management On November 13, 2016, John Hollister tendered his resignation as Interim CEO. His resignation was not the result of any dispute with the Company.

INVESTMENT IN JOINT VENTURE (Ta

INVESTMENT IN JOINT VENTURE (Tables)	9 Months Ended
	Sep. 30, 2016
INVESTMENT IN JOINT VENTURE (Tables):
INVESTMENT IN JOINT VENTURE (Tables)	Summary revenue information on the joint venture for the nine months ended September 30, 2016 and 2015 is as follows: For the Nine Months Ended September 30, 2016 September, 2015 (Unaudited) (Unaudited) Revenues $ - $ - Operating Expenses: General administrative 14,025 - Rent - related party 3,600 - Total operating expenses 17,625 - Loss from operations (17,625) - Net Loss $ (17,625) $ - Company Share of Net Loss $ (13,141) $ -

SECURITIES (Tables)

SECURITIES (Tables)	9 Months Ended
	Sep. 30, 2016
Securities
Summarizes fair value at the commitment and re-measurement	The Company has classified the warrant as having Level 2 inputs, and has used the Black-Scholes option-pricing model to value the warrant. The fair value at the commitment and re-measurement dates for the above warrant was based upon the following management assumptions: Commitment Date Re-measurement Dates Expected dividends 0% 0% Expected volatility 328% 289 - 291% Expected term: 3 years 2.41 - 2.67 years Risk free interest rate 0.91% 0.71 - 0.88%
Summarizes the securities activity for the three months	The following table summarizes the securities activity for the nine months ended September 30, 2016: Balance – December 31, 2015 $ - Warrants received 175,0744 Exercised - Realized gain (loss) - Unrealized gain (loss) (70,960) Balance – September 30, 2016 $ 104,084

WEB DEVELOPMENT COSTS AND DOM24

WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS (TABLE)	9 Months Ended
	Sep. 30, 2016
WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS (TABLE):
WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS (TABLE)	Fair value is determined through various valuation techniques, including market and income approaches as considered necessary. During the nine months ended September 30, 2016 and 2015 the Company recorded amortization expense of $54,273 and $44,492, respectively, related to websites previously launched. As of September 30, 2016 As of December 31, 2015 Amortization Period Web development costs $ 323,162 $ 339,162 5 years Capitalized costs - - Less: reallocation of cost to invoices - (16,000) Less: accumulated depreciation (128,107) (73,833) $ 195,055 $ 249,329

PROPERTY AND EQUIPMENT (Tables)

PROPERTY AND EQUIPMENT (Tables)	9 Months Ended
	Sep. 30, 2016
PROPERTY AND EQUIPMENT {1}
PROPERTY AND EQUIPMENT (Tables)	Property and equipment consisted of the following at September 30, 2016 and December 31, 2015: As of September 30, 2016 As of December 31, 2015 Estimated Useful Life Furniture and equipment $ 12,437 $ 12,437 3 years Total 12,437 12,437 Less: Accumulated depreciation (8,726) (5,616) $ 3,711 $ 6,821

ACCOUNTS PAYABLE AND ACCRUED 26

ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY (Tables)	9 Months Ended
	Sep. 30, 2016
ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY (Tables):
ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY (Tables)	At September 30, 2016, the Company had a balance in related party accounts payable and accrued expenses of $583,781 which consisted of the following: Party Name: Relationship: Amount Howard Baer Spouse of majority shareholder Consulting fees 225,500 Howard Baer Spouse of majority shareholder Accrued interest 42,339 John Venners Director/EVP, President and CEO of Kuboo, Inc. Consulting fees/salaries 188,466 John Venners Director/EVP, President and CEO of Kuboo, Inc. Advances 3,000 Kuboo, Inc. Former parent company, significant shareholder Rent 124,476 $ 583,781

NOTES PAYABLE RELATED PARTY (Ta

NOTES PAYABLE RELATED PARTY (Tables)	9 Months Ended
	Sep. 30, 2016
NOTES PAYABLE RELATED PARTY {1}
NOTES PAYABLE RELATED PARTY (Tables)	The following table summarizes the Company’s balance for these advances for the nine months ended September 30, 2016: Amount due - December 31, 2015 $ 949,307 Advances received from Park 471,400 Debt assigned to investor (65,000) Repayments made to Park (63,000) Balance due–September 30, 2016 $ 1,292,707

NOTES PAYABLE (Tables)

NOTES PAYABLE (Tables)	9 Months Ended
	Sep. 30, 2016
NOTES PAYABLE (Tables)
Dilutive shares associated with convertible notes outstanding	Dilutive shares associated with convertible notes outstanding at September 30, 2016 is as follows: Principal Shares Note dated February 29, 2016, convertible at $0.20 per share $ 50,000 250,000 Note dated April 8, 2016, convertible at $0.20 per share 50,000 250,000 Total Dilutive shares –September 30, 2016 $ 100,000 500,000
Summarizes the Company's notes payable	The following table summarizes the Company’s notes and convertible notes payable for the nine months ended September 30, 2016: Notes Convertible Notes Balance – December 31, 2015 $ 79,900 $ - Note proceeds received - 100,000 Repayments on notes - - Balance – September 30, 2016 $ 79,900 $ 100,000

STOCK WARRANTS (Tables)

STOCK WARRANTS (Tables)	9 Months Ended
	Sep. 30, 2016
Company's outstanding stock warrants
Schedule of Assumptions Used	The Company has applied fair value accounting for all warrants issued. The fair value of each warrant granted is estimated on the date of grant using the Black-Scholes option-pricing model. 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 163% - 177% Expected term: 2 - 3 years Risk free interest rate 0.58% – 0.91%
Company's warrant activity	A summary of the Company’s warrant activity for the nine months ended September 30, 2016 is as follows: Number of Warrants Weighted Average Exercise Price Outstanding – December 31, 2015 11,105,285 $ 0.08 Granted 6,650,318 0.08 Exercised/settled - - Balance as September 30, 2016 17,755,603 $ 0.08
Company's outstanding stock warrants	The Company’s outstanding warrants at September 30, 2016 are 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 17,755,603 1.45 $ 0.08 17,755,603 $ 0.08 1,043,215

ORGANIZATION AND BASIS OF PRE30

ORGANIZATION AND BASIS OF PRESENTATION (Details)	Feb. 29, 2016	Jun. 25, 2014USD ($)shares	May 31, 2011
Organization and basis of presentation Details
Safe Communications, Inc acquired Company's issued and outstanding common stock			80.00%
Company completed the acquisition of approximately cannabis related Internet domain names		7,500
Company issued shares of its common stock | shares		78,500,000
Company issued a promissory note in the principal amount | $		$ 500,000
The seller of the domain names became an stockholder of the Company.		81.00%
The Company own equity and future earnings of the joint venture company	60.00%
Tumbleweed Holdings, Inc. ("TW"), equity and future earnings of the joint venture company	40.00%

LIQUIDITY_GOING CONCERN (Detail

LIQUIDITY/GOING CONCERN (Details) - USD ($)	9 Months Ended	101 Months Ended
	Sep. 30, 2016	Sep. 30, 2016
Going concern details
Accumulated losses		$ 20,479,164
Raised capital through the sale of convertible notes	$ 100,000
Received a net in loans from its significant shareholder	$ 408,400

INVESTMENT IN JOINT VENTURE (De

INVESTMENT IN JOINT VENTURE (Details) - USD ($)	Sep. 30, 2016	Feb. 29, 2016
Investment in Joint Venture Details
Company owns percent of equity of the joint venture company		60.00%
Tumbleweed Holdings (TW) owns percent of equity of the joint venture company		40.00%
The Company contributed the URL to the joint venture entity, in exchange for the joint venture		60.00%
TW contributed towards the development of the online web portal,		$ 30,000
TW Contributed additional towards the development of the online web portal		70,000
Principal amounts of notes		500,000
TW agreed to purchase an aggregate in principal amount of convertible notes		$ 150,000
Company's common stock at a conversion price per share		$ 0.20
Receive an amount equal to percent of face value of the notes		50.00%
Additionally, both parties issued the other a warrant to purchase their outstanding common stock		4.90%
TW issued a warrant to the Company to purchase shares of common stock		9,770,878
TW Issued shares of common stock exercise price per share		$ 0.02
Purchased shares valued at		$ 175,044
Company issued a warrant to TW to purchase shares		5,525,318
Company's common stock at an exercise price.		$ 0.08
TW Purchased shares valued at		$ 475,751
Company's initial investment in the joint venture company was recorded at the historic cost basis .		0
Expenses related to the excess value of warrants		$ 300,707
Tumbleweed owed the joint venture company the remaining in development and funded the Company	$ 15,000
Company paid for final note purchase	$ 50,000

INVESTMENT IN JOINT VENTURE - D

INVESTMENT IN JOINT VENTURE - DURING THE PERIOD (Details) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2016
Investment in Joint Venture During the period Details
Tumbleweed contributed an additional amount to joint venture company	$ 85,000
The joint venture company experienced a net loss attributable to the Company's 60% ownership	$ 10,200	$ 13,141

SUMMARY OF REVENUE INFORMATION

SUMMARY OF REVENUE INFORMATION ON THE JOINT VENTURE (Details) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Summary of revenue information on the joint venture Details
Revenues	$ 0	$ 0
Operating Expenses:
General administrative	14,025	0
Rent - related party	3,600	0
Total operating expenses	17,625	0
Loss from operations	(17,625)	0
Net Loss	(17,625)	0
Company Share of Net Loss	$ (13,141)	$ 0

ADVANCES - RELATED PARTY (Detai

ADVANCES - RELATED PARTY (Details)	9 Months Ended
	Sep. 30, 2016USD ($)
Advances - related party Details
Tumbleweed Holdings agreed to fund one hundred percent for web development	$ 100,000
Company received funds related to its joint venture	235,796
Spent cash on behalf of its joint venture totaling	117,231
Company's share of costs	92,053
Due from Tumbleweed Holdings	$ 25,268

SECURITIES (Narrative) (Details

SECURITIES (Narrative) (Details)	Sep. 30, 2016USD ($)$ / sharesshares
SECURITIES Details
Received a warrant to purchase up to shares of Tumbleweed Holdings, Inc | shares	9,770,878
Exercise price of the warrant | $ / shares	$ 0.02
Initial value of the warrant | $	$ 175,044
Commitment Date:
Expected dividends	0.00%
Expected volatility	328.00%
Expected term: (years)	3
Risk free interest rate	0.91%
Re-measurement Date
Expected dividends	0.00%
Expected volatility minimum	289.00%
Expected volatility maximum	291.00%
Expected term: (years) minimum	2.41
Expected term: (years) maximum	2.67
Risk free interest rate minimum	0.71%
Risk free interest rate maximum	0.88%

SUMMARY OF THE SECURITIES ACTIV

SUMMARY OF THE SECURITIES ACTIVITY (Details)	9 Months Ended
	Sep. 30, 2016USD ($)
Summary of the securities activity Details
Balance - December 31, 2015	$ 0
Warrants received	1,750,744
Exercised	0
Realized gain (loss)	0
Unrealized gain (loss)	(70,960)
Balance - September 30, 2016	$ 104,084

WEB DEVELOPMENT COSTS AND DOM38

WEB DEVELOPMENT COSTS AND DOMAIN NAMES ASSETS (Narrative) (Details) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Web development costs and domain name assets Narrative Details
Website development expenses	$ 10,470	$ 40,232
Amortization expense	$ 54,273	$ 44,492

WEB DEVELOPMENT COSTS (Details)

WEB DEVELOPMENT COSTS (Details)	Sep. 30, 2016USD ($)	Dec. 31, 2015USD ($)
Web development costs Details
Web development costs	$ 323,162	$ 339,162
Capitalized costs	0	0
Less: reallocation of cost to invoices	0	(16,000)
Less: accumulated depreciation	(128,107)	(73,833)
Total web development costs	$ 195,055	$ 249,329
Amortization Period (in years)	5	5

PROPERTY AND EQUIPMENT (Details

PROPERTY AND EQUIPMENT (Details)	Sep. 30, 2016USD ($)	Dec. 31, 2015USD ($)
Furniture and equipment Details
Furniture and equipment	$ 12,437	$ 12,437
Total furniture and equipment net	12,437	12,437
Less: Accumulated depreciation.	(8,726)	(5,616)
Net total of Furniture and euqipment	$ 3,711	$ 6,821
Estimated useful life in years	3	3

PROPERTY AND EQUIPMENT - DEPREC

PROPERTY AND EQUIPMENT - DEPRECIATION (Details) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Property and Equipment Depreciation Details
Depreciation of property and equipment	$ 3,110	$ 3,109

ACCOUNTS PAYABLE AND ACCRUED 42

ACCOUNTS PAYABLE AND ACCRUED EXPENSES RELATED PARTY (Details)	Sep. 30, 2016USD ($)
Accounts payable and accrued expenses related party Details
Howard Baer, Spouse of majority shareholder Consulting fees	$ 225,500
Howard Baer, Spouse of majority shareholder Accured interest	42,339
John Venners Director, President and CEO of Kuboo, Inc Consulting fees/salaries	188,466
John Venners Director, President and CEO of Kuboo, Inc Advances	3,000
Kuboo, Inc, Former parent company, significant shareholder Rent	124,476
Total Accounts payable and accrued expenses	$ 583,781

NOTES PAYABLE RELATED PARTY (Na

NOTES PAYABLE RELATED PARTY (Narrative) (Details)	9 Months Ended
	Sep. 30, 2016USD ($)
Notes payable related party Narrative Details
Park advanced an aggregate amount on an unsecured basis to the Company for short-term capital needs	$ 471,400
Company also repaid its secured debt to Park	63,000
Company had a note payable to Park for these advances	$ 1,292,707

NOTES PAYABLE RELATED PARTY (De

NOTES PAYABLE RELATED PARTY (Details)	Sep. 30, 2016USD ($)	May 11, 2016USD ($)	Jul. 25, 2014USD ($)	Jun. 23, 2014USD ($)
Notes payable related Party Details
Additionally, Park assigned debt owned by the company to another investor		$ 65,000
Company issued a promissory note				$ 500,000
Purchase of approx cannabis-related internet domain names				7,500
Interest at the rate per annum				3.25%
Receipt of an aggregate in funding				$ 1,000,000
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
Amended and restated the promissory note, principal			$ 500,000
First instalment payment due			100,000
Amount due under the Amended and Restated Note waived by Kae Yong Park			$ 100,000

SUMMARY OF THE COMPANY'S BALANC

SUMMARY OF THE COMPANY'S BALANCE FOR THE ADVANCES (Details)	9 Months Ended
	Sep. 30, 2016USD ($)
Summary of the Company's balance for the advances Details
Amount due - December 31, 2015	$ 949,307
Advances received from Park	471,400
Debt assigned to investor	(65,000)
Repayments made to Park	(63,000)
Balance due-September 30, 2016	$ 1,292,707

NOTES PAYABLE - NOTES (Details)

NOTES PAYABLE - NOTES (Details) - USD ($)	Sep. 30, 2016	Aug. 10, 2015	Jul. 01, 2015
Notes Details
Seven (7) day loan agreement with two parties for aggregate proceeds			$ 34,900
One hundred twenty (120) day loan agreement with an existing investor for aggregate proceeds		$ 45,000
Interest rate per annum		6.00%	6.00%
Aggregate shares of common stock issued		1,200,000	349,000
Aggregate shares of common stock, value		$ 38,918	$ 26,016
Warrants issued to purchase aggregate shares of the company			100,000
Exercise price of the warrants			$ 0.25
Value of aggregate shares issued under warrants			$ 6,898
Note-1 have not yet been repaid and principal and interest totaling is in default	$ 37,505
Note-2 have not yet been repaid and principal and interest totaling is in default	$ 47,645

NOTES PAYABLE - CONVERTIBLE NOT

NOTES PAYABLE - CONVERTIBLE NOTES (Narrative) (Details) - USD ($)	Sep. 30, 2016	Feb. 29, 2016
Convertible Notes Narrative Details
Issued three convertible notes, each value		$ 50,000
Notes convertible into shares at price per share		$ 0.20
Notes convertible into shares each		250,000
Proceeds from third note had not been received	$ 50,000

DILUTIVE SHARES ASSOCIATED WITH

DILUTIVE SHARES ASSOCIATED WITH CONVERTIBLE NOTES OUTSTANDING (Details) - USD ($)	Sep. 30, 2016	Apr. 08, 2016	Feb. 29, 2016
Dilutive shares associated with convertible notes outstanding Details
Note convertible at $0.20 per share, principal		$ 50,000	$ 50,000
Note convertible at $0.20 per share, shares		250,000	250,000
Total Principal	$ 100,000
Total Dilutive Shares	500,000

SUMMARY OF THE COMPANY'S NOTES

SUMMARY OF THE COMPANY'S NOTES AND CONVERTIBLE NOTES PAYABLE (Details) - USD ($)	Sep. 30, 2016	Dec. 31, 2015
Summary of the Company's notes and convertible notes payable Details
Balance of notes	$ 79,900	$ 0
Note proceeds received -convertible notes	0	100,000
Repayments on notes	0	0
Balance of notes and convertible notes	$ 79,900	$ 100,000

STOCK WARRANTS (Details)

STOCK WARRANTS (Details) - USD ($)	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Feb. 29, 2016
Stock Warrants Details
Company agreed to issue a warrant to purchase shares				5,525,318
Exercise price per share	$ 0.09	$ 0.09	$ 0.09	$ 0.08
Warrants were valued	$ 39,638	$ 29,720	$ 33,236	$ 475,751
Issued two year warrants to John Hollister, Interim CEO, to purchase shares	375,000	375,000	375,000

WARRANTS GRANTED - MANAGEMENT A

WARRANTS GRANTED - MANAGEMENT ASSUMPTIONS (Details)	Sep. 30, 2016
Management Assumptions
Expected dividends	0.00%
Expected volatility Minimum	163.00%
Expected volatility Maximum	177.00%
Expected term minimum (years)	2
Expected term maximum (years)	3
Risk free interest rate minimum	0.58%
Risk free interest rate maximum	0.91%

SUMMARY OF WARRANT ACTIVITY (De

SUMMARY OF WARRANT ACTIVITY (Details) - $ / shares	Sep. 30, 2016	Dec. 31, 2015
Number of Warrants
Outstanding		11,105,285
Granted		650,318
Exercised/settled		0
Balance	17,755,603
Weighted Average Exercise Price
Outstanding		$ 0.08
Granted		0.08
Exercised/settled		$ 0
Balance	$ 0.08

WARRANTS OUTSTANDING AND EXERCI

WARRANTS OUTSTANDING AND EXERCISABLE (Details)	Sep. 30, 2016USD ($)$ / sharesshares
Warrants Outstanding and Exercisable Details
Exercise price range minimum	$ 0.05
Exercise price range maximum	$ 0.25
Warrants Outstanding Details
Number of Warrants Outstanding | shares	17,755,603
Weighted Average Remaining Contractual Life of Warrants outstanding (in years)	1.45
Weighted Average Exercise Price of Warrants Outstanding	$ 0.08
Warrants Exercisable Details
Number of Warrants Exercisable | shares	17,755,603
Weighted Average Exercise Price of Warrants Exercisable	$ 0.08
Intrinsic Value of Warrants Exercisable | $	$ 1,043,215

STOCK WARRANTS - DURING THE PER

STOCK WARRANTS - DURING THE PERIOD (Details)	9 Months Ended
	Sep. 30, 2016$ / shares
Stock Warrants During the Period Details
Weighted average fair value per warrant issued	$ 0.09

EARNINGS (LOSS) PER SHARE (Deta

EARNINGS (LOSS) PER SHARE (Details) - shares	Sep. 30, 2016	Dec. 31, 2015
Common stock Equivalents Details
Warrants (exercise price $0.05 - $0.25/share)	17,755,603	5,516,000
Convertible debt (exercise price $0.20/share)	500,000	0
Total Warrants and Convertible debt	18,255,603	5,516,000

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($)	May 11, 2016	Jan. 01, 2016	Jul. 25, 2014	Jun. 23, 2014
Related party transactions Details
Issued to the Seller on the closing date in shares				78,500,000
Restricted common stock in percentage				81.00%
Issued to the Seller a promissory note in the principal amount				500,000
The note bears interest				3.25%
Company's receipt of an aggregate				1,000,000
Debt Equity paid amount				100,000
Company shall pay the remaining balance amount				$ 400,000
Company realizes amount				$ 150,000
Monthly royalty to the Seller				6.00%
Royalty Payment				$ 150,000
Company has gross revenues in excess				$ 150,000
Kae Yong Park make first installment payment			$ 100,000
Company pay due under the Amended and Restated Note			100,000
Agreed to pay Kae Yong Park for any consulting services			9,500
Company is renting 6,100 square feet of space for monthly rent			$ 11,500
Additionally, Park assigned debt owned by the company to another investor	$ 65,000
Issued the investor a one year note	$ 65,000
Amended promissory note with Kae Yong Park and Howard R. Baer, principal		$ 564,000
Accrued interest owed under the agreement		$ 42,339

RELATED PARTY TRANSACTIONS - DU

RELATED PARTY TRANSACTIONS - DURING THE PERIOD (Details)	9 Months Ended
	Sep. 30, 2016USD ($)
Related party transactions During the period Details
Incurred expenses payable to Kuboo, Inc. for rent	$ 99,900
Allocated rent expenses to the Joint Venture Company	3,600
Kae Yong Park, a significant shareholder, and her spouse, Howard Baer, advanced an aggregate amount	471,400
Incurred expenses related to its consulting contract with Howard Baer	135,000
Company received funds related to its joint venture	85,000
Cash on behalf of its joint venture totaling	202,321
Company's 60% share of the joint venture's expenses	92,053
The remaining is is included in accounts payable	$ 25,268

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details) - USD ($)	Aug. 15, 2016	Aug. 07, 2015	Jul. 25, 2014	Jun. 23, 2014	May 31, 2014
COMMITMENTS AND CONTINGENCIES Details
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	500,000	0	0
Company made first installment to lender	0	0	100,000	0	0
Thereafter, Kae Yong Park waived the requirement that the Company pay the due	0	0	100,000	0	0
Park's receipt of funding from a third party lender	$ 0	$ 0	$ 0	$ 0	$ 0
Park's receipt of funding from a third party lender number of shares	0	0	0	0	0
Under the pledge agreement, if Park defaults on the repayment of the note	$ 0	$ 0	$ 0	$ 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	$ 0.25	$ 0.25	$ 0	$ 0
Walkup was the Company's agent and individually and in such alleged agency capacity offered to sell Plaintiff an aggregate of shares	0	1,075,000	0	0	0
company common stock for a total purchase price	$ 0	$ 425,000	$ 0	$ 0	$ 0
Damamge amount	0	425,000	0	0	0
Company has agreed to issue 400,000 restricted shares of common stock valued at	$ 0	$ 62,000	$ 0	$ 0	$ 0
Company has agreed to issue an additional shares as liquidated damages if it breaches	0	275,000	0	0	0
TW breached the joint venture agreement by failing to fund the remaining due	$ 15,000	$ 0	$ 0	$ 0	$ 0
TW breached the joint venture agreement by failing to fund the last note	50,000	0	0	0	0
TW breached the joint venture agreement by failing to fund 40% of development expense in excess of the initial	100,000	0	0	0	0
Company seeks damages plus interest	$ 128,000	$ 0	$ 0	$ 0	$ 0

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details)	Nov. 14, 2016USD ($)
Loan Advances
Howard R. Baer, made additional unsecured advances to the Company	$ 30,450
Balance due	$ 1,323,157