Greenfield Farms Food (GRAS) 10-K 31 Jul 18 2016 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2016	Jul. 20, 2018	Jun. 30, 2016
Document And Entity Information
Entity Registrant Name	Greenfield Farms Food, Inc.
Entity Central Index Key	1,440,517
Document Type	10-K
Document Period End Date	Dec. 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer	No
Is Entity a Voluntary Filer	No
Is Entity's Reporting Status Current	No
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$ 186,667
Entity Common Stock, Shares Outstanding		3,403,855,330
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,016

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Current Assets
Cash and cash equivalents	$ 25,725	$ 54,423
Credit card receivables	7,966	4,459
Inventory	33,848	25,309
Deferred charges		1,834
Total Current Assets	67,539	86,025
Property and Equipment, net:
Equipment, computer hardware and software	187,933	178,771
Accumulated depreciation	(140,093)	(118,443)
Property and equipment, net	47,840	60,328
Other Assets
Security deposits	4,128	4,128
Total Assets	119,507	150,481
Current Liabilities
Accounts payable and accrued expenses	107,162	72,869
Accrued wages and payroll expenses	18,281	23,444
Accrued interest	57,605	32,342
Accrued interest - convertible notes payable	71,850	48,194
Derivative Liability	1,376,717	572,565
Note Payable	103,200	81,300
Notes payable - related parties	640,892	483,932
Convertible notes payable, net of debt discount	349,885	319,384
Total Current Liabilities	2,725,592	1,634,030
Stockholders' Deficit
Common stock, par value $.001 6,450,000,000 shares authorized; 1,867,911,083 and 719,614,372 shares issued and outstanding, respectively	1,867,911	719,614
Additional paid-in capital	(103,784)	890,213
Accumulated deficit	(4,370,355)	(3,093,518)
Total Stockholders' Deficit	(2,606,085)	(1,483,549)
Total Liabilities and Stockholders' Deficit	119,507	150,481
Series A Preferred Stock [Member]
Stockholders' Deficit
Preferred stock, value	97	97
Series B Preferred Stock [Member]
Stockholders' Deficit
Preferred stock, value	44	44
Series D Preferred Stock [Member]
Stockholders' Deficit
Preferred stock, value	1	1
Series E Preferred Stock [Member]
Stockholders' Deficit
Preferred stock, value
Series F Preferred Stock [Member]
Stockholders' Deficit
Preferred stock, value

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2016	Dec. 31, 2015
Stockholders' Deficit
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, authorized shares	50,000,000	50,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, Authorized	6,450,000,000	6,450,000,000
Common stock, Issued	1,867,911,083	719,614,372
Common stock, outstanding	1,867,911,083	719,614,372
Series A Preferred Stock [Member]
Stockholders' Deficit
Preferred stock, authorized shares	100,000	100,000
Preferred stock, issued shares	96,623	96,623
Preferred stock, outstanding shares	96,623	96,623
Series B Preferred Stock [Member]
Stockholders' Deficit
Preferred stock, authorized shares	100,000	100,000
Preferred stock, issued shares	44,000	44,000
Preferred stock, outstanding shares	44,000	44,000
Series D Preferred Stock [Member]
Stockholders' Deficit
Preferred stock, authorized shares	1,000	1,000
Preferred stock, issued shares	1,000	1,000
Preferred stock, outstanding shares	1,000	1,000
Series E Preferred Stock [Member]
Stockholders' Deficit
Convertible Preferred stock, shares designated	1,000	1,000
Preferred stock, issued shares	0	0
Preferred stock, outstanding shares	0	0
Series F Preferred Stock [Member]
Stockholders' Deficit
Preferred stock, shares designated	1,000	1,000
Preferred stock, issued shares	1,000	1,000
Preferred stock, outstanding shares	1,000	1,000

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Revenues:
Food and beverage	$ 1,459,481	$ 1,646,269
Vending receipts	5,131	15,322
Total revenues	1,464,612	1,661,591
Cost of Goods Sold	1,169,200	1,420,002
Gross Profit	295,412	241,589
Operating Expenses
Telephone and utilities	72,891	90,380
Legal, accounting and professional fees	62,194	132,989
Rent	55,250	75,000
Advertising	19,721	13,697
Repairs and maintenance	28,982	26,083
Bank and credit card processing charges	24,306	28,700
Wages and taxes	85,675	97,354
Depreciation	21,650	24,267
Other	165,191	139,898
Total Operating Expenses	535,860	628,368
Loss From Operations	(240,448)	(386,779)
Other Expenses (Income):
Interest expense	88,658	54,260
Derivative expense	28,075	419,475
Change in fair value of derivative liabilities	818,207	(362,572)
Amortization expense of debt discounts	101,449	227,285
Total Other Expenses, net	1,036,389	338,448
Loss Before Provision for Income Tax	(1,276,837)	(725,227)
Provision for Income Tax
Net Loss	$ (1,276,837)	$ (725,227)
Weighted Average Number of Shares Outstanding:
Basic and Diluted	1,071,547,425	187,544,227
Net Loss per Share:
Basic and Diluted	$ 0	$ 0

CONSOLIDATED STATEMENT OF STOCK

CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT - USD ($)	Preferred Stock	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Beginning Balance, Shares at Dec. 31, 2014	141,623	4,930,736
Beginning Balance, Amount at Dec. 31, 2014	$ 142	$ 4,931	$ 1,515,210	$ (2,368,291)	$ (848,008)
Issuance of common stock to convertible noteholders, Shares		714,682,976
Issuance of common stock to convertible noteholders, Amount		$ 714,682	(624,996)		89,686
Issuance of common stock to round up reverse split, Shares		660
Issuance of common stock to round up reverse split, Amount		$ 1	(1)
Net loss				(725,227)	(725,227)
Ending Balance, Shares at Dec. 31, 2015	141,623	719,614,372
Ending Balance, Amount at Dec. 31, 2015	$ 142	$ 719,614	890,213	(3,093,518)	(1,483,549)
Issuance of common stock to convertible noteholders, Shares		1,148,296,711
Issuance of common stock to convertible noteholders, Amount		$ 1,148,298	(1,097,227)		51,071
Reclassification of derivative liabilities upon conversion of convertible debt			103,230		103,230
Net loss				(1,276,837)	(1,276,837)
Ending Balance, Shares at Dec. 31, 2016	141,623	1,867,911,083
Ending Balance, Amount at Dec. 31, 2016	$ 142	$ 1,867,911	$ (103,784)	$ (4,370,355)	$ (2,606,085)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Cash Flows from Operating Activities:
Net loss	$ (1,276,837)	$ (725,227)
Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities:
Depreciation	21,650	24,267
Amortization of deferred financing costs	4,834	9,941
Amoritization of discount on debt	101,449	227,285
Interest expense included in note payable, related party	22,907
Change in fair value of derivative liabilities	818,207	(362,572)
Initial derivative liability expense	28,075	419,475
Convertible notes issued for services		50,000
Changes in Assets and Liabilities
(Increase) decrease in inventory	(8,539)	4,425
Increase in accounts receivable	(3,507)	(733)
Increase in deferred debt charges	(3,000)	(7,713)
Increase in accounts payable	34,293	10,486
Increase in accrued expenses	56,346	52,448
Net Cash Used in Operating Activities	(204,122)	(297,918)
Cash Flow from Investing Activities
Purchase of property and equipment	(9,162)	(26,543)
Net Cash Used in Investing Activities	(9,162)	(26,543)
Cash Flow From Financing Activities
Proceeds from notes payable - related parties	286,053	354,045
Proceeds from notes payable	22,200	300
Proceeds from convertible notes payable	33,000	128,100
Payments of notes payable - related parties	(152,000)	(160,704)
Payments of notes payable	(300)	(2,700)
Payments on convertible notes payable	(4,367)
Net Cash Provided by Financing Activities	184,586	319,041
Net Decrease in Cash and Cash Equivalents	(28,698)	(5,420)
Cash and Cash Equivalents - Beginning of year	54,423	59,843
Cash and Cash Equivalents - End of year	25,725	54,423
Supplemental Cash Flow Information:
Cash paid for interest	4,245	1,851
Cash paid for income taxes
Non-Cash Investing and Financing Activities:
Interest accrued on convertible notes	43,484	32,258
Debt discount from fair value of embedded derivatives	61,100	249,500
Shares issued for debt and interest on convertible notes	51,071	89,686
Accounts payable cancelled in exchange for convertible notes	730	31,500
Reclassification of derivatives for conversion of convertible notes	100,095
Reclassification of derivatives for payments of convertible notes	$ 3,135

NATURE OF BUSINESS

NATURE OF BUSINESS	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 1. NATURE OF BUSINESS	Greenfield Farms Food, Inc. ("GRAS" or the "Company") was incorporated under the laws of the State of Nevada on June 2, 2008. In October 2013, the Company entered into an Asset Purchase Agreement (the "Agreement") with COHP, LLC ("COHP") through which the Company acquired certain of the assets and liabilities of COHP including the operations of Carmela's Pizzeria ("Carmela's") through a newly formed wholly-owned subsidiary Carmela's Pizzeria CO, Inc., a Colorado corporation. COHP, LLC was formed on May 1, 2011, under the laws of the State of Ohio. Carmela's presently has two Dayton, Ohio area locations offering authentic New York style pizza. Carmela's offers a full- service menu for Dine In, Carry out and Delivery as well as pizza buffets in select stores.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Basis of Presentation The consolidated financial statements for the years ended December 31, 2016 and 2015, include the accounts of the Company and Carmela's. For SEC reporting purposes, Carmela's is treated as the continuing reporting entity that acquired GRAS. The reports filed after the transaction have been prepared as if Carmela's (accounting acquirer) were the legal successor to the Company's reporting obligation as of the date of the acquisition. Therefore, all financial statements filed subsequent to the transaction reflect the historical financial condition, results of operations and cash flows of Carmela's for all periods prior to the share exchange; and consolidated with the Company from the date of the share Exchange. All share and per share amounts of Carmela's have been retroactively adjusted to reflect the legal capital structure of the Company pursuant to FASB ASC 805-40-45-1. Effective February 20, 2015, the Company effected a 1 for 300 reverse split of its common stock whereby the 1,478,720,693 pre-split shares of common stock outstanding became 4,929,120 shares post-split. There was no change in authorized shares of the Company. The number of shares outstanding, share issuance information and per share information for all prior periods presented have been retroactively adjusted to reflect the new capital structure. The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. Accounting Basis The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America ("GAAP" accounting). The Company has adopted a December 31 fiscal year end. Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Such estimates and assumptions impact both assets and liabilities, including but not limited to: net realizable value of accounts receivable, estimated useful lives and potential impairment of property and equipment, the valuation of intangible assets, estimate of fair value of derivative liabilities, estimates of tax liabilities and estimates of the probability and potential magnitude of contingent liabilities. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate could change in the near-term events. Accordingly, actual results could differ significantly from estimates. Fair Value of Financial Instruments The Company measures assets and liabilities at fair value based on an expected exit price as defined by the authoritative guidance on fair value measurements, which represents the amount that would be received on the sale of an asset or paid to transfer a liability, as the case may be, in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants would use in pricing an asset or liability. The authoritative guidance on fair value measurements establishes a consistent framework for measuring fair value on either a recurring or nonrecurring basis whereby inputs, used in valuation techniques, are assigned a hierarchical level. The following are the hierarchical levels of inputs to measure fair value: · Level 1 - Observable inputs that reflect quoted market prices in active markets for identical assets or liabilities. · Level 2 - Inputs reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. · Level 3 - Unobservable inputs reflecting the Company's assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available. The carrying amounts of the Company's financial assets and liabilities, such as cash, prepaid expenses, other current assets, accounts payable and accrued expenses, certain notes payable and notes payable - related party, approximate their fair values because of the short maturity of these instruments. The following table represents the Company’s financial instruments that are measured at fair value on a recurring basis as of December 31, 2016 and 2015, for each fair value hierarchy level: December 31, 2016 Derivative Liabilities Total Level I $ - $ - Level II $ - $ - Level III $ 1,376,717 $ 1,376,717 December 31, 2015 Level I $ - $ - Level II $ - $ - Level III $ 572,565 $ 572,565 Credit risk adjustments are applied to reflect the Company's own credit risk when valuing all liabilities measured at fair value. The methodology is consistent with that applied in developing counterparty credit risk adjustments, but incorporates the Company's own credit risk as observed in the credit default swap market. Use of Estimates and Assumptions The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents. The Company had no cash equivalents at either December 31, 2016 or 2015. Property and Equipment Property and equipment is stated at historical cost less accumulated depreciation. Depreciation is provided using the straight-line method over the three to five year estimated useful lives of the assets. Revenue Recognition The Company records revenue when all of the following have occurred: (1) persuasive evidence of an arrangement exists, (2) the product/service is delivered, (3) the sales price to the customer is fixed or determinable, and (4) collectability of the related customer receivable is reasonably assured. There is no stated right of return for products/services. Reclassifications Certain accounts and financial statement captions in the prior periods have been reclassified to conform to the current period financial statements. Income Taxes The Company utilizes the asset and liability method of accounting for income taxes. Under the asset and liability method deferred tax assets and liabilities are determined based on the differences between financial reporting basis and the tax basis of the assets and liabilities and are measured using enacted tax rates and laws that will be in effect, when the differences are expected to reverse. An allowance against deferred tax assets is recognized, when it is more likely than not, that such tax benefits will not be realized. Stock-Based Compensation Stock-based compensation is accounted for at fair value in accordance with ASC 718. To date, the Company has not adopted a stock option plan and has not granted any stock options. For the years ended December 31, 2016 and 2015, the Company had not issued any stock-based payments to its employees. Basic Income (Loss) Per Share Basic income (loss) per share is calculated by dividing the Company's net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company's net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. As of December 31, 2016, and 2015, the Company’s outstanding convertible debt is convertible into approximately 9,801,804,085 and 9,292,666,667, shares of common stock, respectively. Additionally, as of December 31, 2016, and 2015, there were warrants outstanding to purchase 179,886 shares of common stock. Derivative Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of it financial instruments, including stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported as charges or credits to income. For option-based simple derivative financial instruments, the Company uses the Monte Carlo simulations to value the derivative instruments at inception and subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. Dividends The Company has not adopted any policy regarding payment of dividends. No dividends have been paid during any of the periods shown. Advertising Costs The Company's policy regarding advertising is to expense advertising when incurred. The Company incurred advertising expense of $19,721 and $13,697 for the years ended December 31, 2016 and 2015, respectively. Impairment of Long-Lived Assets The Company continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell. Recent Accounting Pronouncements Recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the AICPA, and the Securities Exchange Commission (the "SEC") did not or are not believed by management to have a material impact on our present or future consolidated financial statements.

INVENTORIES

INVENTORIES	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 3. INVENTORIES	Inventory, consisting of food and beverages, is stated at the lower of cost or market and was $33,848 and $25,309 as of December 31, 2016 and 2015, respectively.

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 4. PROPERTY AND EQUIPMENT	Property and equipment is recorded at cost and consisted of the following at December 31: 2016 2015 Equipment $ 187,933 $ 178,771 Less: Accumulated depreciation (140,093 ) (118,443 ) Property and equipment, net $ 47,840 $ 60,328 Depreciation expense was $21,650 and $24,267 for the years ended December 31, 2016 and 2015, respectively.

NOTES PAYABLE

NOTES PAYABLE	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 5. NOTES PAYABLE	In October 2013, COHP assumed a $50,000 promissory note issued by GRAS on May 26, 2011 to Cross Border Capital, LLC. (“Cross Border”). The note is secured by the Company's common stock, bears 8% default interest, and was due on January 26, 2012. The note is currently in default and the default interest rate is 12%. Total interest expense was $12,787 and $4,000 for the years ended December 31, 2016 and 2015, respectively. On December 15, 2016, Cross Border filed a complaint in the State of North Carolina, County of Mecklenburg, for non-payment of the note. On November 17, 2017 Cross Border was granted a judgment against the Company in the amount of $115,234, inclusive of attorney fees. On May 11, 2018, the Company and Cross Border entered into a $85,000 promissory note (the “Promissory Note”) to resolve the matter. The terms of repayment of the Promissory Note are eight payments of $5,000 each beginning on May 14, 2018 and on the 14 th Additional notes in the amount of $300 were issued in the year ended December 31, 2014 with $100 in payments made against those notes during the year ended December 31, 2014. The remaining balance of these notes of $200 with $11 in interest was repaid in the year ended December 31, 2015. A new note for $300 was issued during the year ended December 31, 2015 and was repaid during the year ended December 31, 2016. During the year ended December 31, 2016, the Company issued two notes in the aggregate of $22,600, and the Company recorded interest expense of $2,400 for the year ended December 31, 2016. During the year ended December 31, 2015, $31,000 in notes that had been classified as related party in previous periods were reclassified to notes payable as the noteholders were no longer considered parties related to the Company. As a result, the $31,000 in principal and $9,400 in accrued interest is now shown in "notes payable" and "accrued interest" on our balance sheets as of December 31, 2016. The activity for the years ended December 31, 2016 and 2015 is as follows: December 31, 2016 2015 Beginning balance $ 81,300 $ 50,200 Advances 22,200 300 Payments (300 ) (200 ) Notes reclassified to non-related party - 31,000 $ 103,200 $ 81,300

NOTES PAYABLE - RELATED PARTIES

NOTES PAYABLE - RELATED PARTIES	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 6. NOTES PAYABLE - RELATED PARTIES	Entities controlled by the members of COHP have loaned monies to COHP for working capital purposes. The loans are non-interest bearing and have no specific terms of repayment. A related party loan from KB Air is secured by all the assets of the Company. The activity for the years ended December 31, 2016 and 2015 is as follows: December 31, 2016 2015 Beginning balance $ 483,932 $ 321,591 Advances, net 286,053 354,045 Payments (152,000 ) (160,704 ) Notes reclassified to non-related party - (31,000 ) Interest added to notes 22,907 - $ 640,892 $ 483,932

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 7. CONVERTIBLE NOTES PAYABLE	At December 31, 2014, there was $17,367 outstanding on convertible notes issued to the Gulfstream 1998 Irrevocable Trust (the “Trust”). These notes are convertible at 45% of the lowest trading price in the thirty trading days before the conversion. During the year ended December 31, 2015, a total of $2,500 was repaid on these notes and three notes totaling $13,100 were sold by the Trust to Codes Capital LLC (“Codes Capital”) leaving a remaining balance on the notes of $1,767 at December 31, 2015. During the year ended December 31, 2016, the Company repaid the $1,767. As of December 31, 2016, the Trust notes had a zero balance. As of December 31, 2016, and 2015 the balance of the notes sold to Codes Capital was $13,100. On October 29, 2013, the Company issued a convertible promissory note to Cresthill Associates (“Cresthill”) in the principal amount of $25,000 with an interest rate of 8% per annum due on October 29, 2014, in payment of a $25,000 fee for work performed to complete the acquisition of the assets of Carmela's Pizzeria. This note is convertible by the holder at any time at 45% of the lowest trading price in the ninety trading days before the conversion beginning six months from the issue date. In the quarter ended December 31, 2014, $12,500 of this note was sold to Beaufort Capital Partners, LLC (“Beaufort Capital”) the entire balance of which remained unpaid at both December 31, 2016 and 2015. In the quarter ended June 30, 2015, Cresthill sold $6,250 of their note to MM Visionary Consultants LLC (“MM”), which converted that entire balance to common stock in the quarter ended September 30, 2015 leaving a balance due to MM of $0 as of that date. During the quarter ended September 30, 2015, the remaining $6,250 of the Cresthill note was sold to Microcap Equity Group, LLC (“Microcap Equity”) leaving a remaining balance of $0 as of December 31, 2015 to Cresthill Associates. During the year ended December 31, 2015, Microcap Equity converted $833 of principal into 8,330,000 shares of common stock, leaving a balance due Microcap Equity of $5,417 as of December 31, 2015. During the year ended December 31, 2016, Microcap Equity converted $5,417 of principal and $558 of accrued interest into 119,596,928 shares of common stock at a conversion price of $0.00005. As of December 31, 2016, and 2015, the remaining balance to Microcap Equity was $0 and $5,417, respectively. In November 2013, the Company issued a convertible promissory note to Asher Enterprises, Inc. (“Asher”) in the principal amount of $32,500 with an interest rate of 8% per annum due on August 27, 2014. The note is convertible by the holder after 180 days at 45% of the lowest trading price in the thirty trading days before the conversion. In 2014, $13,500 was converted and $9,000 of the note was sold to CareBourn Capital LP (“Carebourn”). As of December 31, 2016, and 2015, the remaining balance of the note was $9,000 payable to CareBourn. On December 9, 2013, the Company issued a convertible promissory note to Carebourn in the principal amount of $5,000 with an interest rate of 8% per annum due on June 9, 2014. This note is convertible by the holder at any time at 50% of the average of the three lowest trading prices in the ten trading days before the conversion. During the quarter ended December 31, 2014, CareBourn sold this note to Booski Consulting LLC, a Minnesota limited liability company (“Booski MN”), which during the year ended December 31, 2014, converted $2,600 in principal on the note. On April 5, 2015 Booski MN sold the note to Booski Consulting LLC, a Florida limited liability company (“Booski FL”). During the year ended December 31, 2016, the Company added $386 of accrued interest to the note balance and Booski FL converted $1,763 of principal into 35,260,938 shares of common stock. As of December 31, 2016, and 2015, the remaining balance of the note was $1,073 and $2,400, respectively. In January 2014, the Company issued a total of $10,000 in convertible promissory notes to Carebourn with an interest rate of 8% per annum due in July 2014. These notes are convertible by the holder at any time at 45% of the average of the three lowest trading prices in the ten trading days before the conversion. During the year ended December 31, 2014, the holder converted $5,000 in principal. During the year ended December 31, 2015, Carebourn sold the remaining $5,000 of the note to Booski MN. On April 5, 2015 Booski MN sold the note to Booski FL. During the year ended December 31, 2016, the Company added $344 of accrued interest to the note. As of December 31, 2016, and 2015, the remaining balance of the note was $5,344 and $5,000, respectively. On February 18, 2014, the Company issued $62,500 in a convertible promissory note to Carebourn with an interest rate of 8% per annum due in August 2014. This note is convertible by the holder at any time at 50% of the average of the three lowest trading prices in the ten trading days before the conversion. During the year ended December 31, 2014, the holder converted $4,590 in principal on these notes leaving a balance due of $57,910 at December 31, 2014. During the year ended December 31, 2015, a total of $55,306 in principal on these notes was converted into 513,179,160 shares of common stock at a price equaling $.0001 per share. During the year ended December 31, 2016, $2,604 of principal and $6,937 of accrued interest were converted into 238,396,612 shares of common stock at a conversion price of $0.00004. As of December 31, 2016, and 2015 the remaining balance of the note was $0 and $2,604, respectively. On March 3, 2014, the Company issued a convertible promissory note to LG Capital Funding LLC (“LG Capital”) in the principal amount of $35,000 with an interest rate of 8% per annum due on February 25, 2015. The note is convertible by the holder at 50% of the lowest closing bid price in the ten trading days before the conversion. During the year ended December 31, 2014, the holder converted $16,200 in principal leaving a balance due of $18,800 as of December 31, 2014. During the year ended December 31, 2015, the entire $18,800 in remaining principal and $2,192 in accrued interest on these notes was converted into 126,923,611 shares of common stock at a price equaling $.0002 per share. The remaining balance due on the note as of December 31, 2016 and 2015, was $0. On April 7, 2014, the Company issued a convertible promissory note to Adar Bays LLC (“Adar Bays”) in the principal amount of $37,000 with an interest rate of 8% per annum due on April 1, 2015. The note is convertible by the holder at 50% of the lowest closing bid price in the ten trading days before the conversion. During the year ended December 31, 2014 the holder converted $12,004 in principal on these notes leaving a balance due of $24,996 as of December 31, 2014. During the year ended December 31, 2015, a total of $4,543 in principal on these notes was converted into 7,772,000 shares of common stock at a price equaling $.0006 per share. During the year ended December 31, 2016, $4,611 of principal was converted into 92,228,000 shares of common stock at a conversion price of $0.00005. As of December 31, 2016, and 2015, the remaining principal balance of the note was $15,842 and $20,453, respectively. On April 17, 2014, the Company issued a convertible promissory note to Beaufort Capital in the principal amount of $25,000 with an interest rate of 10% per annum due on October 17, 2014. The note is convertible by the holder at 60% of the lowest closing bid price in the twenty trading days before the conversion. During the year ended December 31, 2014, $10,345 of these notes were converted. As of December 31, 2016, and 2015, the remaining balance of the note was $14,655. On July 15, 2014, the Company issued a convertible promissory note to Gregory Galanis in the principal amount of $13,500 with an interest rate of 8% per annum due on April 15, 2015, in exchange for $13,500 in debt owed Mr. Galanis for services rendered to the Company. The note is convertible by the holder at 45% of the lowest closing bid price in the ninety trading days before the conversion. As of December 31, 2016, and 2015, the remaining balance of the note was $13,500. On September 1, 2014, the Company issued a convertible promissory note to Cresthill in the principal amount of $12,500 with an interest rate of 8% per annum due on July 1, 2015, in exchange for $12,500 in debt owed Cresthill for services rendered to the Company. The note is convertible by the holder at 45% of the lowest closing bid price in the thirty trading days before the conversion. In the quarter ended September 30, 2015, the entire balance of this note was sold to Codes Capital. During the year ended December 31, 2015, Codes Capital, converted a total of $1,763 in principal on these notes to 3,561,539 shares of common stock at a price equaling $.0005 per share. During the year ended December 31, 2016, $1,088 of principal was converted into 24,666,667 shares of common stock at a conversion price of $0.00004. As of December 31, 2016, and 2015, the remaining balance of the note was $9,650 and $10,737, respectively. On October 9, 2014, the Company issued a convertible promissory note to LG Capital in the principal amount of $26,500 with an interest rate of 8% per annum due on October 9, 2015. The note is convertible by the holder at 50% of the lowest closing bid price in the ten trading days before the conversion. During the year ended December 31, 2016, $6,925 of principal and $2,369 of accrued interest were converted into 185,871,800 shares of common stock at a conversion price of $0.00005. As of December 31, 2016, and 2015, the remaining balance of the note was $19,575 and $26,500, respectively. On October 9, 2014, the Company issued a back-end convertible promissory note to LG Capital in the principal amount of $26,500 with an interest rate of 8% per annum due on October 9, 2015. The note was funded on April 14, 2015. The note is convertible by the holder at 50% of the lowest closing bid price in the ten trading days before the conversion. During the year ended December 31, 2016, $3,300 of principal and $218 of accrued interest were converted into 70,364,600 shares of common stock at a conversion price of $0.00005. As of December 31, 2016, and 2015, the remaining balance of the note was $23,200 and $26,500, respectively. On November 3, 2014, the Company issued a convertible promissory note to Beaufort Capital in the principal amount of $12,500 due on May 3, 2015, with an interest rate of 5% per annum, which accrues only in the event of a default and only from such default date until the note is paid in full. The note is convertible by the holder at 55% of the lowest closing bid price in the ninety trading days before the conversion. As of December 31, 2016, and 2015, the remaining balance of the note is $12,500. On February 9, 2015, the Company issued a convertible promissory note to CareBourn in the principal amount of $73,000 due on December 27, 2015, with an interest rate of 12% per annum. The embedded conversion feature included in the note resulted in an initial debt discount of $73,000, an initial derivative expense of $2,285 and an initial derivative liability of $75,285. For the year ended December 31, 2015 amortization of the debt discount of $73,000, was charged to interest expense. The note is convertible by the holder at 40% of the three lowest closing bid prices in the ten trading days before the conversion. During the year ended December 31, 2016, $3,004 of principal was converted into 75,094,038 shares of common stock at a conversion price of $0.00004. As of December 31, 2016, and 2015, the remaining balance of the note was $69,996 and $73,000, respectively. On April 1, 2015, the Company issued a convertible promissory note to SoFran, LLC in the principal amount of $50,000 due on January 1, 2015, with an interest rate of 12% per annum. This note was issued as part of a consulting contract entered into with SoFran for services to be rendered in connection with the Company's plans to set up a national franchising program. The embedded conversion feature included in the note resulted in an initial debt discount of $50,000, an initial derivative expense of $171,223 and an initial derivative liability of $221,223. For the year ended December 31, 2016, and 2015 amortization of the debt discount of $25,000 and $25,000, respectively, was charged to interest expense. The note is convertible by the holder at 40% of the three lowest closing bid prices in the ten trading days before the conversion. As of December 31, 2016, and 2015, the remaining balance of the note was $50,000. On May 5, 2015, the Company issued a convertible promissory note to Cresthill in the principal amount of $16,500 due on November 5, 2015, with an interest rate of 8% per annum, in exchange for amounts payable to Cresthill for services rendered, The embedded conversion feature included in the note resulted in an initial debt discount of $16,500, an initial derivative expense of $12,104 and an initial derivative liability of $28,604. For the year ended December 31, 2016, and 2015 amortization of the debt discount of $1,833 and $14,667, respectively, was charged to interest expense. The note is convertible by the holder at 45% of the lowest last sales price in the thirty trading days before the conversion. As of December 31, 2016, and 2015, the remaining balance of the note was $16,500. On May 27, 2015, the Company issued a convertible promissory note to CareBourn in the principal amount of $10,500 due on February 27, 2016, with an interest rate of 12% per annum. Debt issuance costs of $3,000 were recorded for net proceeds to the Company of $7,500. The embedded conversion feature included in the note resulted in an initial debt discount of $10,500, an initial derivative expense of $9,507 and an initial derivative liability of $20,007. For the year ended December 31, 2016, and 2015 amortization of the debt discount of $2,333 and $8,167, respectively, was charged to interest expense. The note was convertible by the holder at 40% of the three lowest closing bid prices in the ninety trading days before the conversion. During the year ended December 31, 2016, $10,500 of principal and $1,776 of accrued interest was converted into 306,907,128 shares of common stock at a conversion price of $0.00004. As of December 31, 2016, and 2015, the remaining balance of the note was $0 and $10,500, respectively. On August 5, 2015, the Company issued a convertible promissory note to Cresthill in the principal amount of $7,500 due on February 5, 2016, with an interest rate of 8% per annum in exchange for amounts payable to Cresthill for services rendered. The embedded conversion feature included in the note resulted in an initial debt discount of $7.500, an initial derivative expense of $2,977 and an initial derivative liability of $10,477. For the year ended December 31, 2016, amortization of the debt discount of $7,500 was charged to interest expense. The note is convertible by the holder at 45% of the lowest last sales price in the thirty trading days before the conversion. As of December 31, 2016, and 2015, the remaining balance of the note was $7,500. On July 20, 2015, the Company issued a convertible promissory note to CareBourn in the principal amount of $15,500 due on April 20, 2016, with an interest rate of 12% per annum. Debt issuance costs of $3,000 were recorded for net proceeds to the Company of $12,500. The embedded conversion feature included in the note resulted in an initial debt discount of $15,500, an initial derivative expense of $15,543 and an initial derivative liability of $31,043. For the year ended December 31, 2016, and 2015 amortization of the debt discount of $6,667 and $8,333, respectively, was charged to interest expense. The note is convertible by the holder after 180 days at 40% of the three lowest closing bid prices in the ninety trading days before the conversion. As of December 31, 2016, and 2015, the remaining balance of the note was $15,500. On July 31, 2015, the Company issued a convertible promissory note to the Trust in the principal amount of $2,600 due on July 31, 2016, with an interest rate of 8% per annum. The note was convertible by the holder at 45% of the lowest trading price in the thirty trading days before the conversion. During the year ended December 31, 2016, the Company repaid $2,600 of principal. As of December 31, 2016, and 2015, the remaining balance of the note was $0 and $2,600, respectively. On November 16, 2015 the Company issued a convertible promissory note to Cresthill in the principal amount of $7,500 due on August 16, 2016 with an interest rate of 8% per annum in exchange for amounts payable to Cresthill for services rendered. The embedded conversion feature included in the note resulted in an initial debt discount of $7.500, an initial derivative expense of $2,111 and an initial derivative liability of $9,611. For the year ended December 31, 2016, amortization of the debt discount of $7,500 was charged to interest expense. The note is convertible by the holder at 45% of the lowest last sales price in the thirty trading days before the conversion. As of December 31, 2016, and 2015, the remaining balance of the note was $7,500. On March 4, 2016, the Company issued a convertible promissory note to CareBourn in the principal amount of $33,000 due on December 4, 2016, with an interest rate of 12% per annum. Debt issuance costs of $3,000 were recorded for net proceeds to the Company of $30,000. The embedded conversion feature included in the note resulted in an initial debt discount of $33,000, an initial derivative expense of $21,275 and an initial derivative liability of $54,275. For the year ended December 31, 2016, amortization of the debt discount of $33,000 was charged to interest expense. The note is convertible by the holder at 40% of the three lowest closing bid prices in the ninety trading days before the conversion. As of December 31, 2016, the remaining balance of the note was $33,000. Total interest expense on these notes was $42,750 and $32,258 for the years ended December 31, 2016 and 2015, respectively. A summary of the convertible notes payable balance as of December 31, 2016, and 2015 is as follows: December 31, 2016 December 31, 2015 Principal balance $ 349,884 $ 359,733 Unamortized discount - (40,349 ) Ending balance, net $ 349,884 $ 319,384 The following is a roll-forward of the Company’s convertible notes and related discounts for the years ended December 31, 2016, and 2015: Principal Balance Debt Discounts Total Balance January 1, 2015 $ 240,128 $ (18,134 ) $ 221,994 New issuances 209,600 (249,500 ) (39,900 ) Conversions (89,995 ) - (89,995 ) Amortization - 227,285 227,285 Balance December 31, 2015 359,733 (40,349 ) 319,384 New issuances 33,000 (61,100 ) (28,100 ) Accrued interest added to convertible notes 730 - 730 Conversions (39,212 ) - (39,212 ) Cash payments (4,367 ) - (4,367 ) Amortization - 101,449 101,449 Balance at December 31, 2016 $ 349,884 $ -0- $ 349,884

DERIVATIVE LIABILITY

DERIVATIVE LIABILITY	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 8. DERIVATIVE LIABILITY	The Company determined that the conversion features of the convertible notes represented embedded derivatives since the Notes are convertible into a variable number of shares upon conversion. See Note 7. Accordingly, the notes are not considered to be conventional debt under EITF 00-19 and the embedded conversion feature is bifurcated from the debt host and accounted for as a derivative liability. Accordingly, the fair value of these derivative instruments are recorded as liabilities on the consolidated balance sheet with the corresponding amount recorded as a discount to each Note, with any excess of the fair value of the derivative component over the face amount of the note recorded as an expense on the issue date. Such discounts are amortized from the date of issuance to the maturity dates of the Notes. The change in the fair value of the derivative liabilities are recorded in other income or expenses in the condensed consolidated statements of operations at the end of each period, with the offset to the derivative liabilities on the balance sheet. See Note 7. The Company valued the derivative liabilities at December 31, 2016, and 2015, at $1,376,717 and $572,565, respectively. The Company used the Monte Carlo simulation valuation model with the following assumptions for the year ended December 31, 2016; a risk-free interest rate of .76% and volatility of 225%. The Company used the Black Scholes valuation model for the year ended December 31, 2015 with the following assumptions; a risk-free interest rate of 02% to .55% and volatility of 31% to 388%.A summary of the activity related to derivative liabilities for the years ended December 31, 2016, and 2015, is as follows: 2016 2015 Beginning Balance $ 572,565 $ 266,162 Initial Derivative Liability 89,176 668,975 Reclassification for note conversions (100,095 ) (378,858 ) Reclassification for note payments (3,135 ) - Fair Value Change 818,206 16,286 Ending Balance $ 1,376,717 $ 572,565 For the year ended December 31, 2016, the Company recorded derivative expense of $846,281 consisting of the initial derivative expense of $28,075 and the above fair value change of $818,206. For the year ended December 31, 2015, derivative expense of $56,903 was comprised of the initial derivative expense of $419,475 and the above fair value change of $16,286, offset by the reduction of expense of $378,858 for note conversions.

CAPITAL STOCK

CAPITAL STOCK	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 9. CAPITAL STOCK	Common Stock The Company has authorized 6,450,000,000 common shares with a par value of $0.001 per share. 2016 Common Stock Issuances During the year ended December 31, 2016, the Company issued 1,148,296,711 shares of common stock upon conversion of $39,212 in principal and $11,858 of accrued interest on convertible notes representing a value of approximately $0.00004 per share. 2015 Common Stock Issuances During the year ended December 31, 2015, the Company issued 714,682,976 shares of common stock upon conversion of $89,686 in principal and interest on convertible notes representing a value of $0.0001 per share. Preferred Stock The Company has authorized 50,000,000 shares of preferred stock par value $0.001. The Company authorized 100,000 Series A preferred shares and issued 96,623 Series A shares. The Series A shares have immediate voting rights equivalent to 7,000 shares of common stock for each Series A share and may be converted after a minimum one-year hold at the same rate. This gave effective control of the Company to the holders of the Series A preferred shares. The terms called for no conversion or Series A shares coming into the market from these sources until March 28, 2012 at the earliest. As of December 31, 2016, and 2015, no conversion has taken place and 96,623 shares remain outstanding. On July 15, 2013, the board of directors of the Company authorized the creation of the Series B Convertible Preferred Stock, which consists of up to 100,000 shares of preferred stock with par value of $0.001 per share and a stated value of $1.00 per share. A total of 44,000 shares of Series B Preferred Stock were issued on the conversion of debt payable by the Company, including $40,000 to the Company's then Chief Financial Officer, Henry Fong. The Series B Convertible Preferred is convertible to common stock at 100% of the stated value divided by 45% of the lowest trading price of the Company's common stock for the 90 trading days immediately preceding the Conversion Date. The Series B Preferred Stock has voting rights on an as if converted basis on the date of any vote to come before the Company's shareholders. As of December 31, 2016, and 2015, 44,000 shares remain outstanding. Effective September 22, 2014, the Board of Directors of the Company approved the issuance of 1,000 shares of Series D Preferred Stock to Mr. Ronald Heineman, our former Chief Executive Officer, in consideration for services rendered to the Company and continuing to work for the Company without receiving significant payment for services and without the Company having the ability to issue shares of common stock as the Company did not have sufficient authorized but unissued shares of common stock to allow for any such issuances. As a result of the issuance of the Series D Preferred Stock shares, Mr. Heineman obtained voting rights over the Company's outstanding voting stock on September 24, 2014, which provided him the right to vote up to 51% of the total voting shares able to vote on any and all shareholder matters. As a result, Mr. Heineman was able to exercise majority control in determining the outcome of all corporate transactions or other matters, including the election of Directors, mergers, consolidations, the sale of all or substantially all of our assets, and also the power to prevent or cause a change in control. The interests of Mr. Heineman may differ from the interests of the other stockholders and thus result in corporate decisions that are adverse to other shareholders. Additionally, it may be impossible for shareholders to remove Mr. Heineman as an officer or Director of the Company due to the Super Majority Voting Rights. In the event Mr. Heineman is no longer acting as Chief Executive Officer of the Corporation, the shares of Series D Preferred Stock shall automatically, without any action on the part of any party, or the Corporation, be deemed cancelled in their entirety. As of December 31, 2016, and 2015, all 1,000 shares were outstanding. As a result of Mr. Heineman’s resignation on November 28, 2017 as CEO of the Company, the shares of Series D Preferred Stock have been cancelled. Warrants In connection with the acquisition in 2013 of the assets of Carmela's Pizzeria, COHP, LLC and its assigns received warrants to purchase a total of 179,886 shares of the Company's common stock for a period of five years in the amounts and exercise prices as follows: 59,962 at $3.00; 59,962 at $6.00; and 59,962 at $7.50. A summary of the activity of the Company's outstanding warrants at December 31, 2016 and December 31, 2015 is as follows: Warrants Weighted- average exercise price Weighted- average grant date fair value Outstanding and exercisable at January 1, 2015 179,886 $ 5.50 $ 2.82 Outstanding and exercisable at December 31, 2015 179,886 $ 5.50 $ 2.82 Outstanding and exercisable at December 31, 2016 179,886 $ 5.50 $ 2.82 The following table sets forth the exercise price range, number of shares, weighted average exercise price and remaining contractual lives of the warrants by groups as of December 31, 2016: Exercise price range Number of warrants outstanding Weighted- average exercise price Weighted- average remaining life $ 3.00 59,962 $ 3.00 1.8 years $ 6.00 59,962 6.00 1.8 years $ 7.50 59,962 7.50 1.8 years 179,886 $ 5.50 1.8 years

COMMITMENTS

COMMITMENTS	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 10. COMMITMENTS	The Company leases its restaurant facilities under certain leases with varied expiration dates. Certain leases provide for the payment of taxes and operating costs, such as insurance and maintenance in addition to the base rental payments. Aggregate minimum annual rental payments under the non-cancelable operating leases are as follows: Year ended December 31, 2017 $ 57,600 2018 51,450 2019 43,200 2020 43,200 Total $ 195,450 Rent expense was $55,250 and $75,000 for the years ended December 31, 2016 and 2015, respectively.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 11. RELATED PARTY TRANSACTIONS	As more fully disclosed in Note 6 – Notes Payable Related Parties, certain officers, directors and stockholders have loaned the Company funds from time-to-time. Information regarding these loans can be found in Note 6.

GOING CONCERN

GOING CONCERN	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 12. GOING CONCERN	The financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has not yet realized significant revenues from operations, recognized significant losses in 2016 and 2015, and is in need of working capital in order to grow its operations. This raises substantial doubt about the Company's ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with loans from directors, potential private placements of common stock, debt convertible into common stock and by obtaining extended payment terms from certain vendors.

INCOME TAXES

INCOME TAXES	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 13. INCOME TAXES	As of December 31, 2016, the Company had net operating loss carry-forwards of approximately $2,194,750, which will expire beginning in 2032. This represents the historical net operating loss carry-forwards of the Company for the fiscal years ended December 31, 2016 and 2015. A valuation allowance has been provided for the deferred tax asset as it is uncertain whether the Company will have future taxable income. A reconciliation of the benefit for income taxes with amounts determined by applying the statutory federal income rate of (34%) to the loss before income taxes is as follows: 2016 2015 Net Operating Loss $ (1,276,837 ) $ (725,227 ) Benefit for income taxes computed using the statutory rate of 34% 434,124 245,073 Permanent Differences (322,229 ) (96,624 ) Change in valuation allowance (111,895 ) (148,449 ) Provision for income taxes $ - $ - Significant components of the Company's deferred tax assets at December 31, 2016 and 2015, are as follows: 2016 2015 Net Operating Loss deferred tax asset $ 746,218 $ 634,322 Valuation allowance (746,218 ) (634,322 ) $ - $ -

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 14. SUBSEQUENT EVENTS	From January 1, 2017 to the filing of this report, a total of 1,535,944,914 shares of common stock were issued upon the conversion of $66,592 in principal and interest due on certain of the Company's convertible promissory notes representing an average conversion price of $0.00004 per share. On January 3, 2017, the Company issued a Convertible Promissory Note dated December 30, 2016 (“Note”) in the principal amount of $279,565 with an interest rate of 12% per annum, due December 30, 2018 to CareBourn (the “Carebourn Note”). The Carebourn Note requires daily payments of principal and/or interest of $600. Any amount of principal or interest on this Note that is not paid following an event of default pursuant to the terms of the Note shall bear interest at the rate of twenty-two percent (22%) per annum until the same is paid. The Conversion Price shall be 40% multiplied by the Market Price (representing a discount rate of 60%). Market Price means the average of the lowest Trading Price for the Common Stock during the twenty (20) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date. The Corporation’s obligations under the Note are secured by all of the outstanding shares of GRAS’s Series D Preferred Stock held by its Chief Executive Officer, Ronald Heineman (see Note 9). A change in control of the Corporation would occur in the event a default is called pursuant to the terms of the Note and if the Series D shares are transferred to CareBourn. On November 17, 2017 Cross Border (See Note 5) was granted a judgment against the Company in the amount of $115,234, inclusive of attorney fees. On May 11, 2018, the Company and Cross Border entered into a $85,000 promissory note (the “Promissory Note”) to resolve the matter. The terms of repayment of the Promissory Note are eight payments of $5,000 each beginning on May 14, 2018 and on the 14 th On November 21, 2017, the Company filed with the Secretary of State of Nevada Amended and Restated Articles of Incorporation (the “Amended and Restated Articles”) that had the effect of increasing the authorized shares of capitals stock to 6,500,000,000 and designating 6,450,000,000 shares of the authorized capital stock of the Company as common stock, par value $0.001 and 50,000,000 shares of the authorized capital stock of the Company as preferred stock, par value $0.001, with the powers, preferences and rights, and the qualifications, limitations and restrictions designated by the Company’s board of directors. Effective November 28, 2017, the Board of Directors approved the filing of a Certificate of Designations establishing the designations, preferences, limitations and relative rights of the Company’s Series E Preferred Stock (the “Designation” and the “Series E Preferred Stock”). The Board of Directors authorized the issuance of up to 1,000 shares of Series E Preferred Stock upon the company filing the Certificate of Designation with the Nevada Secretary of State. The terms of the Certificate of Designation of the Series E Preferred Stock include conversion rights that in the aggregate convert to on a post conversion basis, 85% of the Company’s issued and outstanding common stock at the time of conversion. The Series E Preferred Stock is convertible immediately upon the shares of common stock being available to allow for the conversion that results in 85% of the shares of common stock to be owned in the aggregate by the holders of the Series E Preferred Stock. Additionally, the voting rights of the Series E Preferred Stock while outstanding are equal to the as if converted number of shares. On November 29, 2017, the Company filed the Series E Designation with the Nevada Secretary of State. On January 2, 2018, the Company recorded the issuance of 500 shares of Series E Preferred Stock to Clifford Rhee and 500 shares of Series E Preferred Stock to Edward Carter in conjunction with the signing of the Asset Purchase Agreement (see below). On November 28, 2017, the Company entered into a Letter of Intent (the “LOI”) with Ngen Technologies USA Corp, (“Ngen”), a Texas corporation. Ngen engages in the business of 3D technologies including automotive, mobile and display. Ngen has also developed new state-of-art automotive muffler/silencer technologies (hereinafter, the “Business”). The Company will acquire, free and clear of all liens, encumbrances, and liabilities, one hundred percent (100%) of Ngen’s muffler technology Business. The acquisition includes Ngen’s rights under its contracts, licenses, purchase orders, privileges, franchises and agreements, and all assets and property owned and used by Ngen in the Business. Pursuant to the LOI, the Company will issue 1,000 shares of Series E Preferred Stock, that is convertible into 85% of the issued and outstanding shares of the Company on a fully diluted basis at the time of conversion. On November 28, 2017, Ronald Heineman resigned as the Chief Executive Officer, Chief Financial Officer and Secretary of the Company. As a result of Mr. Heineman’s resignation, the Series D Preferred Stock was cancelled. See Note 9. On November 28, 2017, Mr. Clifford M. Rhee, was appointed Chairman of the Board of Directors (the “BOD”) of the Company and shall serve until his respective successor is duly elected and qualified. Mr. Rhee has also been named the Interim Chief Financial Officer of the Company. On November 28, 2017, Mr. Edward Carter, was appointed to the BOD of the Company, and shall serve until his respective successor is duly elected and qualified. Mr. Carter was also named Secretary of the Company. On November 28, 2017, Dr. Jason Koo was named Chief Executive Officer of the Company. Effective December 7, 2017, the Board of Directors approved the filing of the COD establishing the designations, preferences, limitations and relative rights of the Company’s Series F Preferred Stock (the “Series F Preferred Stock”). The Board of Directors authorized the issuance of up to 1,000 shares of Series F Preferred Stock, which the Board agreed to issue to Mr. Rhee or his assigns, upon the company filing the COD with the Nevada Secretary of State. The COD was filed with the Nevada Secretary of State on December 11, 2017. The terms of the COD of the Series F Preferred Stock include the right to vote in aggregate, on all shareholder matters equal to 51% of the total vote (“Super Majority Voting Rights”). The Series F Preferred Stock will be entitled to this 51% voting right no matter how many shares of common stock or other voting stock of the Company are issued or outstanding in the future. On December 19, 2017, Mr. Rhee has pledged the Series F Preferred Stock to Carebourn. On December 19, 2017, the Company issued a Convertible Promissory Note in the principal amount of $552,000 with an interest rate of 12% per annum, due December 19, 2018, to CareBourn (the “Carebourn 2017 Note”). The note carries $72,000 of Original Issue Discount and $25,000 transactional costs to Carebourn. On December 19, 2017, $361,000 was funded, and subsequent fundings were January 29, 2018 ($50,000), May 16, 2018 ($5,000) and June 11, 2018 ($5,000).The Carebourn 2017 Note requires daily payments of principal and/or interest of $500. Any amount of principal or interest on this Note that is not paid following an event of default pursuant to the terms of the Note shall bear interest at the rate of twenty-two percent (22%) per annum until the same is paid. The Conversion Price shall be 50% multiplied by the Market Price (representing a discount rate of 50%). Market Price means the lowest Trading Price for the Common Stock during the twenty-five (25) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date. The Corporation’s obligations under the Note are secured by all of the outstanding shares of GRAS’s Series F Preferred Stock held by its Chairman, Clifford Rhee (see above). A change in control of the Corporation would occur in the event a default is called pursuant to the terms of the Carebourn 2017 Note and if the Series F shares are transferred to Carebourn. In December 2017, the Company was named in a lawsuit alleging that it had executed an asset purchase agreement in May 2017, pursuant to which the sellers (the “Plaintiffs”) of assets to the Company, were to obtain a controlling interest in the Company. The suit alleged that the Company’s current management lacked the authority to direct the activities of the Company as a result of the May 2017 asset purchase agreement. The suit was dismissed in June 2018, for the Plaintiffs’ failure to prosecute the case. The Company has determined that the case was without merit, and that there are no foreseeable consequences or losses to be suffered by the Company as a result of this matter. Accordingly, no amounts have been accrued related to this matter. On January 4, 2018, the Company acquired the automotive technology Business from Ngen pursuant to an Asset Purchase Agreement (the “APA”). In exchange for acquiring the Ngen automotive technology Business the Company issued in the aggregate 1,000 shares of its Series E Preferred Stock. The Series E Preferred Stock is convertible into a number of shares of common stock that equals 85% of the shares issued and outstanding, post conversion. On January 16, 2018, the Company entered into Asset Purchase Agreement (the “Agreement”) with Ngen and Ngen Technologies Korea, LTD. (“Nkor”). The Company, Ngen and Nkor are referred to as the Parties. Pursuant to the Agreement, the parties agreed that the Company would purchase assets of Ngen related to Nkor’s design and manufacturing of proprietary 3D mobile display module for the smartphone and other telecom OEM’s. The 3D module once installed during the MCD or OLED manufacturing stage, allows the display of 3D content without the use of 3D glasses (the “NKOR Business”). In consideration for the purchase the Company issued a $7 million promissory note (the “Note”) with a balloon maturity date of January 16, 2022. The Note carries a 5% per annum interest rate, with quarterly payments. Ngen and Nkor are controlled by our officers and directors. The Note is currently in default as the Company has not made the required quarterly interest payments. On March 25, 2018, the Company issued a $250,000 Promissory Note to Ngen. The Company received $250,000 on March 22, 2108 and pursuant to the repayment terms of the note, the Company is to pay Ngen $100,000 on September 30, 2018 and $150,000 on November 30, 2018. In accordance with ASC 855-10, the Company has analyzed its operations subsequent to December 31, 2015 to the date these financial statements were issued, and has determined that it does not have any material subsequent events to disclose in these financial statements other than those disclosed above.

SUMMARY OF SIGNIFICANT ACCOUN21

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2016
Summary Of Significant Accounting Policies
Basis of Presentation	The consolidated financial statements for the years ended December 31, 2016 and 2015, include the accounts of the Company and Carmela's. For SEC reporting purposes, Carmela's is treated as the continuing reporting entity that acquired GRAS. The reports filed after the transaction have been prepared as if Carmela's (accounting acquirer) were the legal successor to the Company's reporting obligation as of the date of the acquisition. Therefore, all financial statements filed subsequent to the transaction reflect the historical financial condition, results of operations and cash flows of Carmela's for all periods prior to the share exchange; and consolidated with the Company from the date of the share Exchange. All share and per share amounts of Carmela's have been retroactively adjusted to reflect the legal capital structure of the Company pursuant to FASB ASC 805-40-45-1. Effective February 20, 2015, the Company effected a 1 for 300 reverse split of its common stock whereby the 1,478,720,693 pre-split shares of common stock outstanding became 4,929,120 shares post-split. There was no change in authorized shares of the Company. The number of shares outstanding, share issuance information and per share information for all prior periods presented have been retroactively adjusted to reflect the new capital structure. The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars.
Accounting Basis	The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America ("GAAP" accounting). The Company has adopted a December 31 fiscal year end.
Estimates	The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Such estimates and assumptions impact both assets and liabilities, including but not limited to: net realizable value of accounts receivable, estimated useful lives and potential impairment of property and equipment, the valuation of intangible assets, estimate of fair value of derivative liabilities, estimates of tax liabilities and estimates of the probability and potential magnitude of contingent liabilities. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate could change in the near-term events. Accordingly, actual results could differ significantly from estimates.
Fair Value of Financial Instruments	The Company measures assets and liabilities at fair value based on an expected exit price as defined by the authoritative guidance on fair value measurements, which represents the amount that would be received on the sale of an asset or paid to transfer a liability, as the case may be, in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants would use in pricing an asset or liability. The authoritative guidance on fair value measurements establishes a consistent framework for measuring fair value on either a recurring or nonrecurring basis whereby inputs, used in valuation techniques, are assigned a hierarchical level. The following are the hierarchical levels of inputs to measure fair value: · Level 1 - Observable inputs that reflect quoted market prices in active markets for identical assets or liabilities. · Level 2 - Inputs reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. · Level 3 - Unobservable inputs reflecting the Company's assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available. The carrying amounts of the Company's financial assets and liabilities, such as cash, prepaid expenses, other current assets, accounts payable and accrued expenses, certain notes payable and notes payable - related party, approximate their fair values because of the short maturity of these instruments. The following table represents the Company’s financial instruments that are measured at fair value on a recurring basis as of December 31, 2016 and 2015, for each fair value hierarchy level: December 31, 2016 Derivative Liabilities Total Level I $ - $ - Level II $ - $ - Level III $ 1,376,717 $ 1,376,717 December 31, 2015 Level I $ - $ - Level II $ - $ - Level III $ 572,565 $ 572,565 Credit risk adjustments are applied to reflect the Company's own credit risk when valuing all liabilities measured at fair value. The methodology is consistent with that applied in developing counterparty credit risk adjustments, but incorporates the Company's own credit risk as observed in the credit default swap market.
Use of Estimates and Assumptions	The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash and Cash Equivalents	For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents. The Company had no cash equivalents at either December 31, 2016 or 2015.
Property and Equipment	Property and equipment is stated at historical cost less accumulated depreciation. Depreciation is provided using the straight-line method over the three to five year estimated useful lives of the assets.
Revenue Recognition	The Company records revenue when all of the following have occurred: (1) persuasive evidence of an arrangement exists, (2) the product/service is delivered, (3) the sales price to the customer is fixed or determinable, and (4) collectability of the related customer receivable is reasonably assured. There is no stated right of return for products/services.
Reclassifications	Certain accounts and financial statement captions in the prior periods have been reclassified to conform to the current period financial statements.
Income Taxes	The Company utilizes the asset and liability method of accounting for income taxes. Under the asset and liability method deferred tax assets and liabilities are determined based on the differences between financial reporting basis and the tax basis of the assets and liabilities and are measured using enacted tax rates and laws that will be in effect, when the differences are expected to reverse. An allowance against deferred tax assets is recognized, when it is more likely than not, that such tax benefits will not be realized.
Stock-Based Compensation	Stock-based compensation is accounted for at fair value in accordance with ASC 718. To date, the Company has not adopted a stock option plan and has not granted any stock options. For the years ended December 31, 2016 and 2015, the Company had not issued any stock-based payments to its employees.
Basic Income (Loss) Per Share	Basic income (loss) per share is calculated by dividing the Company's net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company's net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. As of December 31, 2016, and 2015, the Company’s outstanding convertible debt is convertible into approximately 9,801,804,085 and 9,292,666,667, shares of common stock, respectively. Additionally, as of December 31, 2016, and 2015, there were warrants outstanding to purchase 179,886 shares of common stock.
Derivative Financial Instruments	The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of it financial instruments, including stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported as charges or credits to income. For option-based simple derivative financial instruments, the Company uses the Monte Carlo simulations to value the derivative instruments at inception and subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period.
Dividends	The Company has not adopted any policy regarding payment of dividends. No dividends have been paid during any of the periods shown.
Advertising Costs	The Company's policy regarding advertising is to expense advertising when incurred. The Company incurred advertising expense of $19,721 and $13,697 for the years ended December 31, 2016 and 2015, respectively.
Impairment of Long-Lived Assets	The Company continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell.
Recent Accounting Pronouncements	Recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the AICPA, and the Securities Exchange Commission (the "SEC") did not or are not believed by management to have a material impact on our present or future consolidated financial statements.

SUMMARY OF SIGNIFICANT ACCOUN22

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	12 Months Ended
	Dec. 31, 2016
Summary Of Significant Accounting Policies Tables Abstract
Fair value of financial instruments	December 31, 2016 Derivative Liabilities Total Level I $ - $ - Level II $ - $ - Level III $ 1,376,717 $ 1,376,717 December 31, 2015 Level I $ - $ - Level II $ - $ - Level III $ 572,565 $ 572,565

PROPERTY AND EQUIPMENT (Tables)

PROPERTY AND EQUIPMENT (Tables)	12 Months Ended
	Dec. 31, 2016
Property And Equipment
Property and equipment	2016 2015 Equipment $ 187,933 $ 178,771 Less: Accumulated depreciation (140,093 ) (118,443 ) Property and equipment, net $ 47,840 $ 60,328

NOTES PAYABLE (Tables)

NOTES PAYABLE (Tables)	12 Months Ended
	Dec. 31, 2016
Notes Payable
Notes payable	December 31, 2016 2015 Beginning balance $ 81,300 $ 50,200 Advances 22,200 300 Payments (300 ) (200 ) Notes reclassified to non-related party - 31,000 $ 103,200 $ 81,300

NOTES PAYABLE - RELATED PARTI25

NOTES PAYABLE - RELATED PARTIES (Tables)	12 Months Ended
	Dec. 31, 2016
Notes Payable - Related Parties
Summary of activity notes payable related parties	December 31, 2016 2015 Beginning balance $ 483,932 $ 321,591 Advances, net 286,053 354,045 Payments (152,000 ) (160,704 ) Notes reclassified to non-related party - (31,000 ) Interest added to notes 22,907 - $ 640,892 $ 483,932

CONVERTIBLE NOTES PAYABLE (Tabl

CONVERTIBLE NOTES PAYABLE (Tables)	12 Months Ended
	Dec. 31, 2016
Convertible Notes Payable
Summary of convertible notes payable	December 31, 2016 December 31, 2015 Principal balance $ 349,884 $ 359,733 Unamortized discount - (40,349 ) Ending balance, net $ 349,884 $ 319,384
Convertible notes and related discounts	Principal Balance Debt Discounts Total Balance January 1, 2015 $ 240,128 $ (18,134 ) $ 221,994 New issuances 209,600 (249,500 ) (39,900 ) Conversions (89,995 ) - (89,995 ) Amortization - 227,285 227,285 Balance December 31, 2015 359,733 (40,349 ) 319,384 New issuances 33,000 (61,100 ) (28,100 ) Accrued interest added to convertible notes 730 - 730 Conversions (39,212 ) - (39,212 ) Cash payments (4,367 ) - (4,367 ) Amortization - 101,449 101,449 Balance at December 31, 2016 $ 349,884 $ -0- $ 349,884

DERIVATIVE LIABILITY (Tables)

DERIVATIVE LIABILITY (Tables)	12 Months Ended
	Dec. 31, 2016
Derivative Liability Tables Abstract
Fair value of the embedded derivative liabilities	2016 2015 Beginning Balance $ 572,565 $ 266,162 Initial Derivative Liability 89,176 668,975 Reclassification for note conversions (100,095 ) (378,858 ) Reclassification for note payments (3,135 ) - Fair Value Change 818,206 16,286 Ending Balance $ 1,376,717 $ 572,565

CAPITAL STOCK (Tables)

CAPITAL STOCK (Tables)	12 Months Ended
	Dec. 31, 2016
Capital Stock
Summary of the activity warrants outstanding	Warrants Weighted- average exercise price Weighted- average grant date fair value Outstanding and exercisable at January 1, 2015 179,886 $ 5.50 $ 2.82 Outstanding and exercisable at December 31, 2015 179,886 $ 5.50 $ 2.82 Outstanding and exercisable at December 31, 2016 179,886 $ 5.50 $ 2.82
Schedule of weighted average number of shares and exercise price	Exercise price range Number of warrants outstanding Weighted- average exercise price Weighted- average remaining life $ 3.00 59,962 $ 3.00 1.8 years $ 6.00 59,962 6.00 1.8 years $ 7.50 59,962 7.50 1.8 years 179,886 $ 5.50 1.8 years

COMMITMENTS (Tables)

COMMITMENTS (Tables)	12 Months Ended
	Dec. 31, 2016
Commitments
Schedule of future minimum rental payments for operating leases	Year ended December 31, 2017 $ 57,600 2018 51,450 2019 43,200 2020 43,200 Total $ 195,450

INCOME TAXES (Tables)

INCOME TAXES (Tables)	12 Months Ended
	Dec. 31, 2016
Income Taxes Tables Abstract
Summary of tax credit carryforwards	2016 2015 Net Operating Loss $ (1,276,837 ) $ (725,227 ) Benefit for income taxes computed using the statutory rate of 34% 434,124 245,073 Permanent Differences (322,229 ) (96,624 ) Change in valuation allowance (111,895 ) (148,449 ) Provision for income taxes $ - $ -
Significant components of deferred tax assets	2016 2015 Net Operating Loss deferred tax asset $ 746,218 $ 634,322 Valuation allowance (746,218 ) (634,322 ) $ - $ -

NATURE OF BUSINESS (Details Nar

NATURE OF BUSINESS (Details Narrative)	12 Months Ended
	Dec. 31, 2016
Nature Of Business
State of Incorporation	State of Nevada
Date of Incorporation	Jun. 2, 2008

SUMMARY OF SIGNIFICANT ACCOUN32

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Derivative Liability	$ 1,376,717	$ 572,565
Level I [Member]
Derivative Liability
Level II [Member]
Derivative Liability
Level III [Member]
Derivative Liability	$ 1,376,717	$ 572,565

SUMMARY OF SIGNIFICANT ACCOUN33

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	1 Months Ended	12 Months Ended
	Feb. 20, 2015	Dec. 31, 2016	Dec. 31, 2015
Common stock warrants purchase, outstanding		179,886	179,886
Advertising expense		$ 19,721	$ 13,697
Reverse stock split	1 for 300
Pre split shares	1,478,720,693
Post split shares	4,929,120
Debt conversion, converted instrument, shares issued		9,801,804,085	9,292,666,667
Minimum [Member] | Property and Equipment [Member]
Estimated useful lives		3 years	5 years

INVENTORIES (Details Narrative)

INVENTORIES (Details Narrative) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Inventories
Inventory	$ 33,848	$ 25,309

PROPERTY AND EQUIPMENT (Details

PROPERTY AND EQUIPMENT (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Property And Equipment Details Abstract
Equipment	$ 187,933	$ 178,771
Less: Accumulated depreciation	(140,093)	(118,443)
Property and equipment, net	$ 47,840	$ 60,328

PROPERTY AND EQUIPMENT (Detai36

PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Property And Equipment Details Narrative Abstract
Depreciation expense	$ 21,650	$ 24,267

NOTES PAYABLE (Details)

NOTES PAYABLE (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Notes Payable Details Abstract
Beginning balance	$ 81,300	$ 50,200
Advances	22,200	300
Payments	(300)	(200)
Notes reclassified to non-related party		(31,000)
Ending balance	$ 103,200	$ 81,300

NOTES PAYABLE (Details Narrativ

NOTES PAYABLE (Details Narrative) - USD ($)	Jan. 14, 2019	Dec. 14, 2018	Nov. 14, 2018	Oct. 14, 2018	Sep. 14, 2018	Aug. 14, 2018	Jul. 14, 2018	Jun. 14, 2018	May 14, 2018	May 11, 2018	May 26, 2016	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Repayment of promissory note													$ 200
Notes payable, principal amount												$ 31,000
Accrued interest												9,400
Interest expense												12,787	4,000
Cross Border Capital, LLC [Member]
Promissory note, issued											$ 50,000
Notes payable, interest rate											8.00%
Maturity date											Jan. 26, 2012
Default rate of notes payable											12.00%
Litigation settlement and attorney fees, Amount											$ 115,234
Promissory note to be issued										$ 85,000
Repayment of promissory note	$ 45,000	$ 5,000	$ 5,000	$ 5,000	$ 5,000	$ 5,000	$ 5,000	$ 5,000	$ 5,000
Two Notes [Member]
Promissory note, issued													300
Repayment of promissory note												300
One Notes [Member]
Promissory note, issued														$ 300
Repayment of promissory note													200	$ 100
Accrued interest													$ 11
Two Notes [Member]
Promissory note, issued												22,600
Interest expense												$ 2,400

NOTES PAYABLE - RELATED PARTI39

NOTES PAYABLE - RELATED PARTIES (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Notes Payable Related Parties Details Abstract
Beginning balance	$ 483,932	$ 321,591
Advances, net	286,053	354,045
Payments	(152,000)	(160,704)
Notes reclassified to non-related party		(31,000)
Interest added to notes	22,907
Ending balance	$ 640,892	$ 483,932

CONVERTIBLE NOTES PAYABLE (Deta

CONVERTIBLE NOTES PAYABLE (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Principal balance	$ 349,885	$ 319,384
Ending balance, net	349,884	319,384	$ 221,994
Convertible Promissory Notes [Member]
Principal balance	349,884	359,733
Unamortized discount		(40,349)
Ending balance, net	$ 349,884	$ 319,384

CONVERTIBLE NOTES PAYABLE (De41

CONVERTIBLE NOTES PAYABLE (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Beginning balance	$ 319,384	$ 221,994
New issuances	(28,100)	(39,900)
Conversions	(39,212)	(89,995)
Amortization	101,449	227,285
Accrued interest added to convertible notes	730
Cash payments	(4,367)
Ending balance	349,884	319,384
Principal Balance [Member]
Beginning balance	359,733	240,128
New issuances	33,000	209,600
Conversions	(39,212)	(89,995)
Amortization
Accrued interest added to convertible notes	730
Cash payments	(4,367)
Ending balance	349,884	359,733
Debt Discount [Member]
Beginning balance	(40,349)	(18,134)
New issuances	(61,100)	(249,500)
Conversions
Amortization	101,449	227,285
Accrued interest added to convertible notes
Cash payments
Ending balance	$ 0	$ (40,349)

CONVERTIBLE NOTES PAYABLE (De42

CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($)	Mar. 04, 2016	Aug. 05, 2015	Jul. 15, 2015	May 05, 2015	Apr. 01, 2015	Feb. 09, 2015	Nov. 03, 2014	Oct. 09, 2014	Sep. 01, 2014	Apr. 07, 2014	Mar. 03, 2014	Dec. 09, 2013	Nov. 16, 2015	Jul. 31, 2015	Jul. 20, 2015	May 27, 2015	Apr. 17, 2014	Feb. 18, 2014	Jan. 31, 2014	Nov. 30, 2013	Oct. 29, 2013	Jun. 30, 2015	Sep. 30, 2015	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014	Oct. 29, 2014	Jul. 15, 2014
Debt conversion, converted instrument, amount																								$ (39,212)	$ (89,995)
Decrease in derivative liability																								818,207	(362,572)
Interest accrued on convertible notes																								43,484	32,258
Interest expense																								42,750	32,258
Repayment of promissory note																									200
Derivative liability																								1,376,717	572,565	$ 266,162
Amortization of the debt discount																								101,449	227,285
Derivative expense																								846,281	56,903
Convertible Promissory Note [Member]
Principal balance of convertible notes payable														$ 2,600
Convertible note, conversion, description														The note was convertible by the holder at 45% of the lowest trading price in the thirty trading days before the conversion
Maturity date														Jul. 31, 2016
Interest rate														8.00%
Repayment of promissory note																								2,600
Remaining balance on notes																								$ 0	2,600
CareBourn Capital LP [Member]
Principal balance of convertible notes payable												$ 5,000							$ 10,000							2,600
Convertible note, conversion, description												This note is convertible by the holder at any time at 50% of the average of the three lowest trading prices in the ten trading days before the conversion.							These notes are convertible by the holder at any time at 45% of the average of the three lowest trading prices in the ten trading days before the conversion.
Maturity date												Jun. 9, 2014							Jul. 31, 2014
Interest rate												8.00%							8.00%
Convertible common stock, Shares																								35,260,938
Debt conversion, converted instrument, amount																								$ 1,763		13,500
Accrued interest																								386
Remaining balance on notes																								9,000	9,000
Proceeds from sale of notes																										9,000
CareBourn Capital LP [Member] | January 31, 2014 [Member]
Debt conversion, converted instrument, amount																										5,000
CareBourn Capital LP [Member] | December 9, 2013 [Member]
Remaining balance on notes																								1,073	2,400
CareBourn Capital LP [Member] | Booski MN [Member]
Accrued interest																								344
Principal balance due on note																									5,000
Remaining balance on notes																								$ 5,344	5,000
CareBourn Capital Two [Member]
Convertible note, conversion, description																								The note is convertible by the holder at 40% of the three lowest closing bid prices in the ninety trading days before the conversion
Remaining balance on notes																								$ 33,000	33,000
Derivative liability																								54,275
Amortization of the debt discount																								33,000
Derivative expense																								21,275
Initial debt discount																								33,000
CareBourn Capital [Member]
Principal balance of convertible notes payable	$ 33,000															$ 10,500								$ 10,500
Convertible note, conversion, description																								The note was convertible by the holder at 40% of the three lowest closing bid prices in the ninety trading days before the conversion
Maturity date	Dec. 4, 2016															Feb. 27, 2016
Interest rate	12.00%															12.00%
Convertible common stock, Shares																								306,907,128
Conversion price																								$ 0.00004
Accrued interest																								$ 1,776
Debt issuance costs	$ 3,000															$ 3,000
Net proceeds	$ 30,000															$ 7,500
Remaining balance on notes																								0	10,500
Derivative liability																								20,007
Amortization of the debt discount																								2,333	8,167
Derivative expense																								9,507
Initial debt discount																								$ 10,500
Cresthill Associates Two [Member]
Convertible note, conversion, description																								The note is convertible by the holder at 45% of the lowest last sales price in the thirty trading days before the conversion
Remaining balance on notes																								$ 7,500	7,500
Derivative liability																								9,611
Amortization of the debt discount																								7,500
Derivative expense																								2,111
Initial debt discount																								7,500
Cresthill Associates [Member]
Acquisition fee																					$ 25,000
Principal balance of convertible notes payable				$ 16,500									$ 7,500											$ 1,088	$ 1,763
Convertible note, conversion, description									The note is convertible by the holder at 45% of the lowest closing bid price in the thirty trading days before the conversion.												This note is convertible by the holder at any time at 45% of the lowest trading price in the ninety trading days before the conversion beginning six months from the issue date.			The note is convertible by the holder at 45% of the lowest last sales price in the thirty trading days before the conversion
Maturity date		Feb. 5, 2016		Nov. 5, 2015					Jul. 1, 2015				Dec. 4, 2016								Oct. 29, 2014
Interest rate		8.00%		8.00%					8.00%				8.00%								8.00%
Convertible common stock, Shares																								24,666,667	3,561,539
Debt conversion, converted instrument, amount									$ 12,500
Conversion price																								$ 0.00004	$ 0.0005
Principal balance due on note																								$ 9,650	$ 10,737
Remaining balance on notes																								16,500	16,500
Derivative liability																								28,604
Amortization of the debt discount																								14,667	1,833
Derivative expense																								12,104
Initial debt discount																								$ 16,500
Care Bourn Three [Member]
Convertible note, conversion, description																								The note is convertible by the holder after 180 days at 40% of the three lowest closing bid prices in the ninety trading days before the conversion
Remaining balance on notes																								$ 15,500	15,500
Derivative liability																								31,043
Amortization of the debt discount																								6,667	$ 8,333
Derivative expense																								15,543
Initial debt discount																								15,500
Care Bourn [Member]
Remaining balance after conversion																										4,590
Principal balance of convertible notes payable						$ 73,000									$ 15,500			$ 62,500						$ 3,004
Convertible note, conversion, description																		This note is convertible by the holder at any time at 50% of the average of the three lowest trading prices in the ten trading days before the conversion.							The note is convertible by the holder at 40% of the three lowest closing bid prices in the ten trading days before the conversion.
Maturity date						Dec. 27, 2015									Apr. 20, 2016			Aug. 31, 2014
Interest rate						12.00%									12.00%			8.00%
Convertible common stock, Shares																								75,094,038
Conversion price																								$ 0.00004
Principal balance due on note																								$ 69,996	$ 73,000	57,910
Debt issuance costs															$ 3,000
Net proceeds															$ 12,500
Interest expense																									73,000
Derivative liability						$ 75,285
Amortization of the debt discount						73,000
Derivative expense						$ 2,285
Cresthill Associates One [Member]
Convertible note, conversion, description																								The note is convertible by the holder at 45% of the lowest last sales price in the thirty trading days before the conversion
Remaining balance on notes																								$ 7,500	7,500
Derivative liability																								10,477
Amortization of the debt discount																								7,500
Derivative expense																								2,977
Initial debt discount																								$ 7,500
Cresthill Associates [Member]
Principal balance of convertible notes payable		$ 7,500							$ 12,500
So Fran, LLC [Member]
Principal balance of convertible notes payable					$ 50,000
Convertible note, conversion, description																								The note is convertible by the holder at 40% of the three lowest closing bid prices in the ten trading days before the conversion.
Maturity date					Jan. 1, 2015
Interest rate					12.00%
Principal balance due on note					$ 50,000
Interest expense																								$ 25,000	25,000
Remaining balance on notes																								50,000	50,000
Derivative liability					221,223
Amortization of the debt discount					50,000
Derivative expense					$ 171,223
Beaufort Capital Two [Member]
Principal balance of convertible notes payable							$ 12,500
Convertible note, conversion, description							The note is convertible by the holder at 55% of the lowest closing bid price in the ninety trading days before the conversion.
Maturity date							May 3, 2015
Interest rate							5.00%
Remaining balance on notes																								12,500	12,500
LG Funding One [Member]
Principal balance of convertible notes payable								$ 26,500																$ 3,300
Convertible note, conversion, description								The note was funded on April 14, 2015. The note is convertible by the holder at 50% of the lowest closing bid price in the ten trading days before the conversion.
Maturity date								Oct. 9, 2015
Interest rate								8.00%
Convertible common stock, Shares																								70,364,600
Conversion price																								$ 0.00005
Accrued interest																								$ 218
Principal balance due on note																								23,200	26,500
LG Funding [Member]
Principal balance of convertible notes payable								$ 26,500																$ 6,925
Convertible note, conversion, description								The note is convertible by the holder at 50% of the lowest closing bid price in the ten trading days before the conversion.
Maturity date								Oct. 9, 2015
Interest rate								8.00%
Convertible common stock, Shares																								185,871,800
Conversion price																								$ 0.00005
Accrued interest																								$ 2,369
Principal balance due on note																								19,575	26,500
Gregory Galanis [Member]
Principal balance of convertible notes payable																												$ 13,500
Convertible note, conversion, description			The note is convertible by the holder at 45% of the lowest closing bid price in the ninety trading days before the conversion.
Maturity date			Apr. 15, 2015
Interest rate			8.00%
Debt conversion, converted instrument, amount			$ 13,500
Principal balance due on note																								13,500	13,500
Beaufort Capital [Member]
Principal balance of convertible notes payable																	$ 25,000
Convertible note, conversion, description																	The note is convertible by the holder at 60% of the lowest closing bid price in the twenty trading days before the conversion.
Maturity date																	Oct. 17, 2014
Interest rate																	10.00%
Principal balance due on note																								14,655	14,655
Remaining balance on notes																								12,500	12,500
Proceeds from sale of notes																										12,500
Beaufort Capital One [Member]
Remaining balance after conversion																										10,345
Adar Bays [Member]
Remaining balance after conversion																										12,004
Principal balance of convertible notes payable										$ 37,000														$ 4,611	$ 4,543
Convertible note, conversion, description										The note is convertible by the holder at 50% of the lowest closing bid price in the ten trading days before the conversion.
Maturity date										Apr. 1, 2015
Interest rate										8.00%
Convertible common stock, Shares																								92,228,000	7,772,000
Conversion price																								$ 0.00005	$ 0.0006
Principal balance due on note																								$ 15,842	$ 20,453	24,996
LG Capital Funding LLC [Member]
Remaining balance after conversion																									$ 18,800
Principal balance of convertible notes payable											$ 35,000															16,200
Convertible note, conversion, description											The note is convertible by the holder at 50% of the lowest closing bid price in the ten trading days before the conversion.
Maturity date											Feb. 25, 2015
Interest rate											8.00%
Convertible common stock, Shares																									126,923,611
Conversion price																									$ 0.0002
Accrued interest																									$ 2,192
Principal balance due on note																								0	0	18,800
CareBourn Capital One [Member]
Remaining balance after conversion																								0
Principal balance of convertible notes payable																								$ 2,604
Convertible common stock, Shares																								238,396,612
Conversion price																								$ 0.00004
Accrued interest																								$ 6,937
Care Bourn Two [Member]
Remaining balance after conversion																									2,604
Principal balance of convertible notes payable																									$ 55,306
Convertible common stock, Shares																									513,179,160
Conversion price																									$ 0.0001
Asher Enterprises [Member]
Principal balance of convertible notes payable																				$ 32,500
Convertible note, conversion, description																				The note is convertible by the holder after 180 days at 45% of the lowest trading price in the thirty trading days before the conversion.
Maturity date																				Aug. 27, 2014
Interest rate																				8.00%
Microcap Equity Group, LLC [Member]
Principal balance of convertible notes payable																								$ 5,417	$ 833
Convertible common stock, Shares																								119,596,928	8,330,000
Conversion price																								$ 0.00005
Accrued interest																								$ 558
Principal balance due on note																									$ 5,417
Remaining balance on notes																								0	5,417
Proceeds from sale of notes																							$ 6,250
MM Visionary Consultants [Member]
Principal balance due on note																							$ 0
Proceeds from sale of notes																						$ 6,250
Carmelas Pizzeria [Member]
Principal balance due on note																											$ 25,000
Codes Capital LLC [Member] | Three Notes [Member]
Repayment of promissory note																								1,767	2,500
Remaining balance on notes																									1,767
Proceeds from sale of notes																								$ 13,100	$ 13,100
Gulfstream 1998 Irrevocable Trust [Member]
Outstanding convertible notes issued																										$ 17,367
Convertible note, conversion, description																										These notes are convertible at 45% of the lowest trading price in the thirty trading days before the conversion.

DERIVATIVE LIABILITY (Details)

DERIVATIVE LIABILITY (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Derivative Liability Details
Beginning Balance	$ 572,565	$ 266,162
Initial Derivative Liability	89,176	668,975
Reclassification for note conversions	(100,095)	(378,858)
Reclassification for note payments	(3,135)
Fair Value Change	818,207	16,286
Ending Balance	$ 1,376,717	$ 572,565

DERIVATIVE LIABILITY (Details N

DERIVATIVE LIABILITY (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Derivative liabilities	$ 1,376,717	$ 572,565	$ 266,162
Risk-free interest rate	0.76%
Volatility	225.00%
Derivative expense	$ 846,281	56,903
Initial derivative liability expense	28,075	419,475
Fair value change in derivative liability	818,207	16,286
Reclassification for note conversions	$ (100,095)	$ (378,858)
Minimum [Member]
Risk-free interest rate		2.00%
Volatility		31.00%
Maximum [Member]
Risk-free interest rate		0.55%
Volatility		388.00%

CAPITAL STOCK (Details)

CAPITAL STOCK (Details) - $ / shares	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Warrants
Outstanding and exercisable	179,886	179,886	179,886
Weighted-average exercise price
Outstanding and exercisable ending balance, Weighted-average exercise price	$ 5.50	$ 5.50	$ 5.50
Weighted-average grant date fair value
Outstanding and exercisable ending balance, Weighted-average grant date fair value	$ 2.82	$ 2.82	$ 2.82

CAPITAL STOCK (Details 1)

CAPITAL STOCK (Details 1) - $ / shares	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Number of warrants outstanding	179,886	179,886	179,886
Weighted-average exercise price	$ 5.50	$ 5.50	$ 5.50
Warrant [Member]
Number of warrants outstanding	179,886
Weighted-average exercise price	$ 5.50
Weighted-average remaining life	1 year 9 months 18 days
$3.00 [Member] | Warrant [Member]
Number of warrants outstanding	59,962
Weighted-average exercise price	$ 3
Weighted-average remaining life	1 year 9 months 18 days
$6.00 [Member] | Warrant [Member]
Number of warrants outstanding	59,962
Weighted-average exercise price	$ 6
Weighted-average remaining life	1 year 9 months 18 days
$7.50 [Member] | Warrant [Member]
Number of warrants outstanding	59,962
Weighted-average exercise price	$ 7.50
Weighted-average remaining life	1 year 9 months 18 days

CAPITAL STOCK (Details Narrativ

CAPITAL STOCK (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2013	Jul. 15, 2013
Common stock, par value	$ 0.001	$ 0.001
Common stock, Authorized	6,450,000,000	6,450,000,000
Common stock issued upon conversion, shares	1,148,296,711	714,682,976
Common stock issued upon conversion, amount	$ 39,212	$ 89,686
Common stock issued for convertible notes and accrued interest	$ 11,858
Conversion price	$ 0.00004	$ 0.0001
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, authorized shares	50,000,000	50,000,000
Conversion of debt payable	$ (39,212)	$ (89,995)
Percent of convertible common stock	100.00%
Percent of stated value	45.00%
Warrant to purchase of common stock			179,886
Year Three [Member]
Warrant to purchase of common stock			59,962
Warrant exercise price			$ 7.50
Year Two [Member]
Warrant to purchase of common stock			59,962
Warrant exercise price			$ 6
Year One [Member]
Warrant to purchase of common stock			59,962
Warrant exercise price			$ 3
Series B Preferred Stock [Member]
Preferred stock, authorized shares	100,000	100,000		100,000
Preferred stock, issued shares	44,000	44,000		44,000
Preferred stock, issued shares, value	$ 44	$ 44
Preferred stock, outstanding shares	44,000	44,000
Series B Preferred Stock [Member] | Henry Fong [Member]
Preferred stock, issued shares, value				$ 40,000
Series A Preferred Stock [Member]
Preferred stock, authorized shares	100,000	100,000
Preferred stock, issued shares	96,623	96,623
Preferred stock, issued shares, value	$ 97	$ 97
Preferred stock, outstanding shares	96,623	96,623
Voting right, shares	7,000
Series D Preferred Stock [Member]
Preferred stock, authorized shares	1,000	1,000
Preferred stock, issued shares	1,000	1,000
Preferred stock, issued shares, value	$ 1	$ 1
Preferred stock, outstanding shares	1,000	1,000

COMMITMENTS (Details)

COMMITMENTS (Details)	Dec. 31, 2016USD ($)
Commitments Details
Year ended December 31, 2017	$ 57,600
2,018	51,450
2,019	43,200
2,020	43,200
Total	$ 195,450

COMMITMENTS (Details Narrative)

COMMITMENTS (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Commitments Details Narrative
Rent expense	$ 55,250	$ 75,000

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Income Taxes Details
Net Operating Loss	$ (1,276,837)	$ (725,227)
Benefit for income taxes computed using the statutory rate of 34%	434,124	245,073
Permanent Differences	(322,229)	(96,624)
Change in valuation allowance	(111,895)	(148,449)
Provision for income taxes

INCOME TAXES (Details 1)

INCOME TAXES (Details 1) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Income Taxes Details 1
Net Operating Loss deferred tax asset	$ 746,218	$ 634,322
Valuation allowance	(746,218)	(634,322)
Deferred tax assets liabilities net

INCOME TAXES (Details narrative

INCOME TAXES (Details narrative)	12 Months Ended
	Dec. 31, 2016USD ($)
Income Taxes Details Narrative
Net operating loss carry-forwards	$ 2,194,750
Net operating loss carry-forwards expire	2,032

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - USD ($)

Jan. 14, 2019

Dec. 14, 2018

Nov. 14, 2018

Oct. 14, 2018

Sep. 14, 2018

Aug. 14, 2018

Jul. 14, 2018

Jun. 14, 2018

May 14, 2018

May 11, 2018

Jan. 04, 2018

Jan. 03, 2017

Nov. 30, 2018

Sep. 30, 2018

Mar. 25, 2018

Mar. 22, 2018

Jan. 16, 2018

Dec. 19, 2017

Nov. 28, 2017

Nov. 17, 2017

Jan. 31, 2017

May 26, 2016

Dec. 31, 2015

Jun. 11, 2018

May 16, 2018

Jan. 29, 2018

Jan. 02, 2018

Dec. 07, 2017

Nov. 21, 2017

Dec. 31, 2016

Preferred stock, authorized shares

50,000,000

50,000,000

Common stock, authorized shares

6,450,000,000

6,450,000,000

Common stock, par value

$ 0.001

$ 0.001

Repayment of promissory note

$ 200

Cross Border Capital, LLC [Member]

Litigation settlement and attorney fees, Amount

$ 115,234

Repayment of promissory note

$ 45,000

$ 5,000

$ 5,000

$ 5,000

$ 5,000

$ 5,000

$ 5,000

$ 5,000

$ 5,000

Promissory note to be issued

$ 85,000

Subsequent Event [Member] | Amended and Restated Articles [Member]

Capital stock, authorized shares

6,500,000,000

Preferred stock, authorized shares

50,000,000

Common stock, authorized shares

6,450,000,000

Common stock, par value

$ 0.001

Subsequent Event [Member] | Convertible Promissory Notes [Member]

Debt conversion converted instrument shares issued

1,535,944,914

Debt conversion amount converted

$ 66,592

Conversion price

$ 0.00004

Convertible principal amount

$ 279,565

Interest rate

12.00%

Convertible note, due date

Dec. 30, 2018

Daily payments of principal

$ 600

Event of default, description

Any amount of principal or interest on this Note that is not paid following an event of default pursuant to the terms of the Note shall bear interest at the rate of twenty-two percent (22%) per annum until the same is paid.

Convertible debt, terms of conversion feature

The Conversion Price shall be 40% multiplied by the Market Price (representing a discount rate of 60%). Market Price means the average of the lowest Trading Price for the Common Stock during the twenty (20) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date.

Subsequent Event [Member] | Letter of Intent [Member] | Ngen Technologies USA Corp [Member]

Convertible preferred stock terms of conversion

Pursuant to the LOI, the Company will issue 1,000 shares of Series E Preferred Stock, that is convertible into 85% of the issued and outstanding shares of the Company on a fully diluted basis at the time of conversion.

Business acquisition, ownership percentage

100.00%

Subsequent Event [Member] | Series E Preferred Stock [Member]

Convertible preferred stock terms of conversion

The Series E Preferred Stock is convertible into a number of shares of common stock that equals 85% of the shares issued and outstanding, post conversion.

The terms of the Certificate of Designation of the Series E Preferred Stock include conversion rights that in the aggregate convert to on a post conversion basis, 85% of the Company’s issued and outstanding common stock at the time of conversion.

Preferred stock shares reserved for future issuance

1,000

1,000

Subsequent Event [Member] | Series F Preferred Stock [Member]

Preferred stock shares reserved for future issuance

1,000

Subsequent Event [Member] | Ngen Technologies Korea, LTD [Member]

Repayment of promissory note

$ 150,000

$ 100,000

Promissory note to be issued

$ 250,000

$ 250,000

Subsequent Event [Member] | Ngen Technologies Korea, LTD [Member] | Asset Purchase Agreement [Member]

Interest rate

5.00%

Convertible note, due date

Jan. 16, 2022

Promissory note to be issued

$ 7,000,000

Subsequent Event [Member] | Carebourn 2017 Note [Member] | Convertible Promissory Notes [Member]

Convertible principal amount

$ 552,000

Interest rate

12.00%

Convertible note, due date

Dec. 19, 2018

Original issue discount

$ 72,000

Transactional costs

25,000

Daily payments of principal

500

Additional fund of promissory note

$ 361,000

$ 5,000

$ 5,000

$ 50,000

Event of default, description

The terms of the Note shall bear interest at the rate of twenty-two percent (22%) per annum until the same is paid.

Convertible debt, terms of conversion feature

The Conversion Price shall be 50% multiplied by the Market Price (representing a discount rate of 50%). Market Price means the lowest Trading Price for the Common Stock during the twenty-five (25) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date.

Subsequent Event [Member] | Cross Border Capital, LLC [Member]

Litigation settlement and attorney fees, Amount

$ 115,234

Repayment of promissory note

$ 45,000

$ 5,000

Promissory note to be issued

$ 85,000

Subsequent Event [Member] | Edward Carter [Member] | Series E Preferred Stock [Member]

Preferred stock shares reserved for future issuance

500

Subsequent Event [Member] | Clifford Rhee [Member] | Series E Preferred Stock [Member]

Preferred stock shares reserved for future issuance

500