SMC Entertainment (SMCE) 10-Q 14 May 24 2024 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2024	May 11, 2024
Cover [Abstract]
Entity Registrant Name	SMC Entertainment, Inc.
Entity Central Index Key	0001497230
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Document Period End Date	Mar. 31, 2024
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2024
Entity Common Stock Shares Outstanding		1,473,960,743
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-56558
Entity Incorporation State Country Code	NV
Entity Address Address Line 1	59170 Glades
Entity Address Address Line 2	Road Suite 150
Entity Address City Or Town	Boca Raton
Entity Address State Or Province	FL
Entity Address Postal Zip Code	33434
City Area Code	360
Local Phone Number	820-5973
Entity Interactive Data Current	Yes

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Current Assets:
Cash	$ 4,222	$ 7,269
Receivable	300,000	300,000
Total Current Assets	304,222	307,269
Goodwill	64,194	64,194
Total Assets	368,416	371,463
Current Liabilities:
Accounts payable and accrued liabilities	88,719	87,887
Accrued compensation	489,125	1,486,335
Due to related parties	22,430	22,394
Notes payable - related party	1,111,460	0
Convertible notes	856,187	846,269
Accrued interest	480,815	465,064
Derivative liability	416,128	792,575
Total Current Liabilities	3,464,864	3,700,524
Total Liabilities	3,464,864	3,700,524
Shareholders' Deficit:
Common stock $0.001 par value, 3,000,000,000 shares authorized; 1,379,960,743 and 1,379,960,743 shares issued and outstanding, respectively	1,473,961	1,379,961
Discount for series B Preferred stock	(24,967,500)	(24,967,500)
Common stock to be issued	0	22,000
Additional paid-in capital	12,800,975	12,796,175
Accumulated deficit	(17,404,874)	(17,560,687)
Total Stockholders' Deficit	(3,096,448)	(3,329,061)
Total Liabilities and Stockholders' Deficit	368,416	371,463
Series B Preferred Stock [Member]
Shareholders' Deficit:
Preferred stock value	25,000,000	25,000,000
Series A Preferred Stock [Member]
Shareholders' Deficit:
Preferred stock value	$ 990	$ 990

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	3,000,000,000	3,000,000,000
Common stock, shares issued	1,379,960,743	1,379,960,743
Common stock, shares outstanding	1,379,960,743	1,379,960,743
Series A Preferred Stock [Member]
Preferred stock, shares par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	990,346	990,346
Preferred stock, shares outstanding	990,346	990,346
Series B Preferred Stock [Member]
Preferred stock, shares par value	$ 10	$ 10
Preferred stock, shares authorized	4,500,000	4,500,000
Preferred stock, shares issued	2,500,000	0
Preferred stock, shares outstanding	2,500,000	0

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Operating Expenses:
General and administrative	$ 87,083	$ 42,275
Compensation expense - related party	117,800	144,350
Total operating expenses	204,883	186,625
Loss from operations	(204,883)	(186,625)
Other income (expense):
Interest expense	(15,751)	(7,956)
Change in fair value of derivative	376,447	(236,326)
Total Other Income (Expense)	360,696	(244,282)
Net Income (Loss)	$ 155,813	$ (430,907)
Net income (loss) per share - basic and diluted	$ 0	$ 0
Weighted average shares outstanding, basic and diluted	1,425,718,985	1,002,634,067

CONSOLIDATED STATEMENTS OF CHAN

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT (Unaudited) - USD ($)	Total	Preferred Stock Series A [Member]	Preferred Stock Series B [Member]	Common Stock [Member]	Additional Paid-In Capital	Discount to Preferred stock [Member]	Common Stock to Be Issued [Member]	Retained Earnings (Accumulated Deficit)
Balance, shares at Dec. 31, 2022		990,346		962,535,830
Balance, amount at Dec. 31, 2022	$ (2,355,358)	$ 990		$ 962,536	$ 12,657,620		$ 23,500	$ (16,000,004)
Common stock issued for conversion of debt, shares				63,000,000
Common stock issued for conversion of debt, amount	158,639	0		$ 63,000	95,639		0	0
Common stock issued for services - related party	4,350	0		$ 0	0		4,350	0
Common stock issued for services, shares				17,206,731
Common stock issued for services, amount	15,000	0		$ 17,207	12,793		(15,000)	0
Net loss	(430,907)	$ 0		$ 0	0		0	(430,907)
Balance, shares at Mar. 31, 2023		990,346		1,042,742,561
Balance, amount at Mar. 31, 2023	(2,608,276)	$ 990		$ 1,042,743	12,766,052		12,850	(16,430,911)
Balance, shares at Dec. 31, 2023		990,346	2,500,000	1,379,960,743
Balance, amount at Dec. 31, 2023	(3,329,061)	$ 990	$ 25,000,000	$ 1,379,961	12,796,175	$ (24,967,500)	22,000	(17,560,687)
Common stock issued for services, shares				75,000,000
Common stock issued for services, amount	75,000	0	0	$ 75,000	0	0	0	0
Net loss	155,813	0	0	$ 0	0	0	0	155,813
Common stock issued for services - related party, shares				19,000,000
Common stock issued for services - related party, amount	1,800	$ 0	$ 0	$ 19,000	4,800	0	(22,000)	0
Balance, shares at Mar. 31, 2024		990,346	2,500,000	1,473,960,743
Balance, amount at Mar. 31, 2024	$ (3,096,448)	$ 990	$ 25,000,000	$ 1,473,961	$ 12,800,975	$ (24,967,500)	$ 0	$ (17,404,874)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Net income (loss)	$ 155,813	$ (430,907)
Common stock issued for services - related party	1,800	4,350
Common stock issued for services	75,000	15,000
Change in fair value of derivative	(376,447)	236,326
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities	832	13,962
Accrued interest	15,751	7,957
Accrued compensation - related party	114,250	140,000
Net cash used in operating activities	(13,001)	(13,312)
Cash Flows from Investing Activities:	0	0
Cash Flows from Financing Activities:
Proceeds from loan - related party	36	0
Proceeds from loans	9,918	13,312
Net cash provided by financing activities	9,954	13,312
Net change in cash	(3,047)	0
Cash at beginning of period	7,269	2,350
Cash at end of period	4,222	2,350
Supplemental schedule of cash flow information:
Cash paid for interest	0	0
Cash paid for taxes	$ 0	$ 0

DESCRIPTION OF BUSINESS AND HIS

DESCRIPTION OF BUSINESS AND HISTORY	3 Months Ended
	Mar. 31, 2024
DESCRIPTION OF BUSINESS AND HISTORY
DESCRIPTION OF BUSINESS AND HISTORY	NOTE 1 — DESCRIPTION OF BUSINESS AND HISTORY SMC Entertainment, Inc. (the “Company” or “SMC”) was incorporated in the State of Nevada on January 23, 1998, under the name of Professional Recovery Systems, Ltd. On April 21, 2023, the Company completed its acquisition of AI-enabled wealth management technology platform provider, Fyniti Global Equities EBT Inc. (“Fyniti”) for 2,500,000 shares of Series B $10.00 Preferred Stock. Fyniti, (www.fyniti.com, www.fynitiiq.com) is a Fintech developer and provider of technology that combines Artificial Intelligence/Machine Learning (AI/ML) driven Quantitative investing (IQ Engine) with AI-enabled wealth management Electronic Block Trading (“EBT”) technology.

SUMMARY OF SIGNIFICANT POLICIES

SUMMARY OF SIGNIFICANT POLICIES	3 Months Ended
	Mar. 31, 2024
SUMMARY OF SIGNIFICANT POLICIES
SUMMARY OF SIGNIFICANT POLICIES	NOTE 2 — SUMMARY OF SIGNIFICANT POLICIES Basis of Presentation The Company’s unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying unaudited financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown and are not necessarily indicative of the results to be expected for the full year ending December 31, 2024. These unaudited financial statements should be read in conjunction with the financial statements and related notes for the year ended December 31, 2023. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. These estimates and judgments are based on historical information, information that is currently available to the Company and on various other assumptions that the Company believes to be reasonable under the circumstances. Significant estimates include the fair value for derivatives. Actual results could differ from those estimates. Concentrations of Credit Risk We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurable amount (“FDIC”). Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents as of March 31, 2024 and December 31, 2023. Basic and Diluted Earnings Per Share Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented. Diluted amounts are not presented when the effect of the computations are anti-dilutive due to the losses incurred. Accordingly, there is no difference in the amounts presented for basic and diluted loss per share. Stock-Based Compensation We account for equity-based transactions with employees and non-employees under the provisions of FASB ASC Topic 718, “Compensation – Stock Compensation” (Topic 718) Revenue Recognition The Company recognizes revenue under ASC 606, “Revenue from Contracts with Customers” (“ASC 606”). The Company determines revenue recognition through the following steps: ● Identification of a contract with a customer; ● Identification of the performance obligations in the contract; ● Determination of the transaction price; ● Allocation of the transaction price to the performance obligations in the contract; and ● Recognition of revenue when or as the performance obligations are satisfied. Revenue is recognized when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. As a practical expedient, the Company does not adjust the transaction price for the effects of a significant financing component if, at contract inception, the period between customer payment and the transfer of goods or services is expected to be one year or less. Derivative Financial Instruments The Company evaluates its convertible notes to determine if such instruments have 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 in the statements of operations. For stock-based derivative financial instruments, the Company uses a weighted-average Black-Scholes-Merton option pricing model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP) and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Company’s notes payable amates the fair value of such instruments as the notes bear interest rates that are consistent with current market rates. The following table classifies the Company’s asset measured at fair value on a recurring basis into the fair value hierarchy as of March 31, 2024: Description Level 1 Level 2 Level 3 Derivative $ - $ - $ 416,128 Total $ - $ - $ 416,128 The following table classifies the Company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy as of December 31, 2023: Description Level 1 Level 2 Level 3 Derivative $ - $ - $ 792,575 Total $ - $ - $ 792,575 Recently issued accounting pronouncements The Company has implemented all new applicable accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

GOING CONCERN

GOING CONCERN	3 Months Ended
	Mar. 31, 2024
GOING CONCERN
GOING CONCERN	NOTE 3 — GOING CONCERN The accompanying unaudited financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has suffered recurring losses since inception and has no assurance of future profitability. The Company will continue to require financing from external sources to finance its operating and investing activities until sufficient positive cash flows from operations can be generated. There is no assurance that financing or profitability will be achieved, accordingly, there is substantial doubt about the Company’s ability to continue as a going concern. The financial statements of the Company do not include any adjustments that may result from the outcome of these uncertainties.

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE	3 Months Ended
	Mar. 31, 2024
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE	NOTE 4— CONVERTIBLE NOTES PAYABLE A summary of all the Company’s convertible loans is as follows. Date Issued Maturity Date Rate Balance 12/31/2023 Additions Conversions/ Payments Balance 3/31/2024 Conv Terms FV Investments 5/27/2016 5/27/2017 12 % $ 16,596 $ - $ - $ 16,596 $ 0.001 FV Investments 3/14/2017 3/14/2018 12 % $ 15,000 $ - $ - $ 15,000 $ 0.001 Christopher Whitcomb 7/7/2016 7/7/2017 18 % $ 2,393 $ - $ - $ 2,393 (1 ) Christopher Whitcomb 1/25/2017 1/25/2018 18 % $ 29,050 $ - $ - $ 29,050 (1 ) Christopher Whitcomb 5/30/2017 5/30/2018 18 % $ 32,640 $ - $ - $ 32,640 (1 ) Kanno Group Holdings ll Ltd 10/1/2019 10/1/2020 12 % $ 42,601 $ - $ - $ 42,601 $ 0.00466 Kanno Group Holdings ll Ltd 1/6/2020 1/6/2021 12 % $ 14,977 $ - $ - $ 14,977 $ 0.00615 Kanno Group Holdings ll Ltd 6/30/2020 6/30/2021 12 % $ 7,732 $ - $ - $ 7,732 $ 0.00615 Kanno Group Holdings ll Ltd 12/31/2020 12/31/2021 12 % $ 9,527 $ - $ - $ 9,527 $ 0.00185 Kanno Group Holdings ll Ltd 3/31/2021 3/31/2022 12 % $ 5,112 $ - $ - $ 5,112 $ 0.00628 Kanno Group Holdings ll Ltd 7/24/2021 7/24/2022 12 % $ 5,406 $ - $ - $ 5,406 $ 0.00603 Kanno Group Holdings ll Ltd 11/1/2021 11/1/2022 12 % $ 2,828 $ - $ - $ 2,828 $ 0.00544 Kanno Group Holdings ll Ltd 12/31/2021 12/31/2022 12 % $ 37,391 $ - $ - $ 37,391 $ 0.00509 Mammoth Corporation 1/12/2022 1/12/2023 12 % $ 231,652 $ - $ - $ 231,652 (3 ) Mammoth Corporation 1/21/2022 1/21/2023 12 % $ 157,300 $ - $ - $ 157,300 (4 ) Kanno Group Holdings ll Ltd 3/31/2022 3/31/2023 12 % $ 7,606 $ - $ - $ 7,606 $ 0.00222 Kanno Group Holdings ll Ltd 4/25/2022 4/25/2023 12 % $ 50,000 $ - $ - $ 50,000 $ 0.00206 Kanno Group Holdings ll Ltd 7/12/2022 7/12/2023 12 % $ 2,388 $ - $ - $ 2,388 $ 0.00163 Kanno Group Holdings ll Ltd 11/3/2022 11/3/2023 n/a $ 11,357 $ - $ - $ 11,357 $ 0.00167 Kanno Group Holdings ll Ltd 12/31/2022 12/31/2023 n/a $ 6,407 $ - $ - $ 6,407 $ 0.00096 Kanno Group Holdings ll Ltd 3/31/2023 3/31/2024 n/a $ 13,312 $ - $ - $ 13,312 $ 0.00054 Kanno Group Holdings ll Ltd 6/30/2023 6/30/2024 n/a $ 89,038 $ - $ - $ 89,038 $ 0.00084 Kanno Group Holdings ll Ltd 9/30/2023 9/30/2024 n/a $ 36,230 $ - $ - $ 36,230 $ 0.00042 Kanno Group Holdings ll Ltd 12/31/2023 9/30/2024 n/a $ 19,726 $ - $ - $ 19,726 $ 0.00035 Kanno Group Holdings ll Ltd 3/31/2024 3/31/2025 n/a $ - $ 9,918 $ - $ 9,918 $ 0.0003 $ 846,269 $ 9,918 $ - $ 856,187 Kanno Group Holdings ll Ltd – accrued interest n/a n/a n/a $ 339,077 $ 7,376 $ - $ 346,453 (5 ) Other accrued interest n/a n/a n/a $ 125,987 8,375 $ - $ 134,362 Total convertible debt and accrued interest $ 1,311,333 25,669 $ - $ 1,337,002 (1) 75% discount to the lowest closing price within the 60 previous trading sessions. (2) Note was assigned to Mammoth Corporation (3) Conversion rate depends on what part of the loan and when the conversion occurs. (4) 50% of market price. (5) During the year ended December 31, 2023, Kanno Group Holdings converted $37,695 of accrued interest into 127,000,000 shares of common stock. A summary of the activity of the derivative liability for the notes above and for amounts due under the consulting agreements with Mr. Hughes and Mr. Blum (Note 8) is as follows: Balance at December 31, 2022 $ 536,399 Decrease to derivative due to conversion (231,367 ) Derivative (gain) due to mark to market adjustment 487,543 Balance at December 31, 2023 792,575 Decrease to derivative due to conversion - Derivative gain due to mark to market adjustment (376,447 ) Balance at March 31, 2024 $ 416,128 A summary of quantitative information about significant unobservable inputs (Level 3 inputs) used in measuring the Company’s derivative liability that are categorized within Level 3 of the fair value hierarchy as of March 31, 2024, is as follows: Inputs March 31, 2024 Initial Valuation Stock price $ 0.0006 $ 0.006 – 0.0115 Conversion price $ 0.0003 – 0.0004 $ 0.0016 – 0.0098 Volatility (annual) 186.43 % 163.53%–214.94 % Risk-free rate 5.5 % .39%–1.55 % Dividend rate - - Years to maturity .25 1 The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s management.

COMMON STOCK

COMMON STOCK	3 Months Ended
	Mar. 31, 2024
COMMON STOCK
COMMON STOCK	NOTE 5 — COMMON STOCK During Q1 2024, the Company granted 75,000,000 shares of common stock to a service provider. The shares were valued at 0.001, the closing stock price on the date of grant for total non-cash stock compensation expense of $75,000. Refer to Note 8 for shares issued to related parties.

PREFERRED STOCK

PREFERRED STOCK	3 Months Ended
	Mar. 31, 2024
PREFERRED STOCK
PREFERRED STOCK	NOTE 6 — PREFERRED STOCK Series A Preferred Stock The Company has 1,000,000 shares of preferred stock designated as Series A. The Series A preferred stock, par value $0.001, are entitled to dividends, if declared, and are convertible into common stock by dividing the issue price of $1.00 by a 20% discount to the current market price. Series B Preferred Stock On December 16, 2021, the Company amended its Articles of Incorporation, creating a series of Preferred Stock designating 4,500,000 shares of Series B Convertible Preferred Stock, par value $10.00 per share. The Series B preferred stock are entitled to dividends, if declared, and are convertible into common stock at a rate of 10% to the preceding ten day weighted average price. On April 21, 2023, the Company completed its acquisition of AI-enabled wealth management technology platform provider, Fyniti Global Equities EBT Inc. (“Fyniti”) for 2,500,000 shares of Series B $10.00 Preferred Stock.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2024
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 7 — RELATED PARTY TRANSACTIONS On December 26, 2023, Xuqiang (Adam) Yang, was appointed as Chief Financial Officer (“CFO”) of the Company to replace Mr. Blum, who was serving as the Interim CFO. Per the terms of the consulting agreement to serve as the Company’s CFO Mr. Yang will be compensated $7,000 per month, beginning November 1, 2023. As of March 31, 2024 and December 31, 2023, there is $34,000 and $14,000 due to Mr. Yang, respectively. On March 25, 2024, the Company issued 9,500,000 shares of common stock to JW Price LLC. 2,000,000 shares are for shares earned in the current period. Those shares were valued at $0.0006, the closing price on the date of grant, for total non-cash compensation expense of $1,200. All other shares issued were earned in the prior period and had been disclosed as common stock to be issued. On March 25, 2024, the Company issued 9,500,000 shares of common stock to Ronald Hughes for services. 1,000,000 shares are shares earned in the current period. Those shares were valued at $0.0006, the closing price on the date of grant, for total non-cash compensation expense of $600. All other shares issued were earned in the prior period and had been disclosed as common stock to be issued. On March 31, 2024, the Company entered into a new consulting agreement with Ronald Hughes and North Arm Capital LLC. Per the terms of the agreement, effective January 1, 2024, Mr. Hughes is to be compensated $5,000 per month. In addition, the Company issued to Mr. Hughes a convertible promissory note for all accrued compensation as of December 31, 2023. The note for $517,000 is non-interest bearing and convertible into shares of common stock at $0.0006 per share. As of March 31, 2024 and December 31, 2023, there is $15,000 and $0 due to Mr. Hughes, respectively, for accrued consulting services. On March 31, 2024, the Company entered into a new consulting agreement with Erik Blum and J W Price LLC. Per the terms of the agreement, effective January 1, 2024, Mr. Blum is to be compensated $26,666 per month. In addition, the Company issued to Mr. Blum a convertible promissory note for all accrued compensation as of December 31, 2023. The note for $594,460 is non-interest bearing and convertible into shares of common stock at $0.00055 per share. As of March 31, 2024 and December 31, 2023, there is $79,250 and $0 due to Mr. Blum, respectively, for accrued consulting services.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2024
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 8— SUBSEQUENT EVENTS Management has evaluated subsequent events pursuant to the requirements of ASC Topic 855, Subsequent Events

SUMMARY OF SIGNIFICANT POLICI_2

SUMMARY OF SIGNIFICANT POLICIES (Policies)	3 Months Ended
	Mar. 31, 2024
SUMMARY OF SIGNIFICANT POLICIES
Basis of Presentation	The Company’s unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying unaudited financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown and are not necessarily indicative of the results to be expected for the full year ending December 31, 2024. These unaudited financial statements should be read in conjunction with the financial statements and related notes for the year ended December 31, 2023.
Use of Estimates	The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. These estimates and judgments are based on historical information, information that is currently available to the Company and on various other assumptions that the Company believes to be reasonable under the circumstances. Significant estimates include the fair value for derivatives. Actual results could differ from those estimates.
Concentrations of Credit Risk	We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurable amount (“FDIC”).
Cash Equivalents	The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents as of March 31, 2024 and December 31, 2023.
Basic and Diluted Earnings Per Share	Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented. Diluted amounts are not presented when the effect of the computations are anti-dilutive due to the losses incurred. Accordingly, there is no difference in the amounts presented for basic and diluted loss per share.
Stock-Based Compensation	We account for equity-based transactions with employees and non-employees under the provisions of FASB ASC Topic 718, “Compensation – Stock Compensation” (Topic 718)
Revenue Recognition	The Company recognizes revenue under ASC 606, “Revenue from Contracts with Customers” (“ASC 606”). The Company determines revenue recognition through the following steps: ● Identification of a contract with a customer; ● Identification of the performance obligations in the contract; ● Determination of the transaction price; ● Allocation of the transaction price to the performance obligations in the contract; and ● Recognition of revenue when or as the performance obligations are satisfied. Revenue is recognized when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. As a practical expedient, the Company does not adjust the transaction price for the effects of a significant financing component if, at contract inception, the period between customer payment and the transfer of goods or services is expected to be one year or less.
Derivative Financial Instruments	The Company evaluates its convertible notes to determine if such instruments have 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 in the statements of operations. For stock-based derivative financial instruments, the Company uses a weighted-average Black-Scholes-Merton option pricing model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period.
Fair value of financial instruments	The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP) and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Company’s notes payable amates the fair value of such instruments as the notes bear interest rates that are consistent with current market rates. The following table classifies the Company’s asset measured at fair value on a recurring basis into the fair value hierarchy as of March 31, 2024: Description Level 1 Level 2 Level 3 Derivative $ - $ - $ 416,128 Total $ - $ - $ 416,128 The following table classifies the Company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy as of December 31, 2023: Description Level 1 Level 2 Level 3 Derivative $ - $ - $ 792,575 Total $ - $ - $ 792,575
Recently issued accounting pronouncements	The Company has implemented all new applicable accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

SUMMARY OF SIGNIFICANT POLICI_3

SUMMARY OF SIGNIFICANT POLICIES (Tables)	3 Months Ended
	Mar. 31, 2024
SUMMARY OF SIGNIFICANT POLICIES
Schedule of fair value, assets measured on recurring basis	Description Level 1 Level 2 Level 3 Derivative $ - $ - $ 416,128 Total $ - $ - $ 416,128
Schedule of fair value, liabilities measured on recurring basis	Description Level 1 Level 2 Level 3 Derivative $ - $ - $ 792,575 Total $ - $ - $ 792,575

CONVERTIBLE NOTES PAYABLE (Tabl

CONVERTIBLE NOTES PAYABLE (Tables)	3 Months Ended
	Mar. 31, 2024
CONVERTIBLE NOTES PAYABLE
Schedule of convertible loans	Date Issued Maturity Date Rate Balance 12/31/2023 Additions Conversions/ Payments Balance 3/31/2024 Conv Terms FV Investments 5/27/2016 5/27/2017 12 % $ 16,596 $ - $ - $ 16,596 $ 0.001 FV Investments 3/14/2017 3/14/2018 12 % $ 15,000 $ - $ - $ 15,000 $ 0.001 Christopher Whitcomb 7/7/2016 7/7/2017 18 % $ 2,393 $ - $ - $ 2,393 (1 ) Christopher Whitcomb 1/25/2017 1/25/2018 18 % $ 29,050 $ - $ - $ 29,050 (1 ) Christopher Whitcomb 5/30/2017 5/30/2018 18 % $ 32,640 $ - $ - $ 32,640 (1 ) Kanno Group Holdings ll Ltd 10/1/2019 10/1/2020 12 % $ 42,601 $ - $ - $ 42,601 $ 0.00466 Kanno Group Holdings ll Ltd 1/6/2020 1/6/2021 12 % $ 14,977 $ - $ - $ 14,977 $ 0.00615 Kanno Group Holdings ll Ltd 6/30/2020 6/30/2021 12 % $ 7,732 $ - $ - $ 7,732 $ 0.00615 Kanno Group Holdings ll Ltd 12/31/2020 12/31/2021 12 % $ 9,527 $ - $ - $ 9,527 $ 0.00185 Kanno Group Holdings ll Ltd 3/31/2021 3/31/2022 12 % $ 5,112 $ - $ - $ 5,112 $ 0.00628 Kanno Group Holdings ll Ltd 7/24/2021 7/24/2022 12 % $ 5,406 $ - $ - $ 5,406 $ 0.00603 Kanno Group Holdings ll Ltd 11/1/2021 11/1/2022 12 % $ 2,828 $ - $ - $ 2,828 $ 0.00544 Kanno Group Holdings ll Ltd 12/31/2021 12/31/2022 12 % $ 37,391 $ - $ - $ 37,391 $ 0.00509 Mammoth Corporation 1/12/2022 1/12/2023 12 % $ 231,652 $ - $ - $ 231,652 (3 ) Mammoth Corporation 1/21/2022 1/21/2023 12 % $ 157,300 $ - $ - $ 157,300 (4 ) Kanno Group Holdings ll Ltd 3/31/2022 3/31/2023 12 % $ 7,606 $ - $ - $ 7,606 $ 0.00222 Kanno Group Holdings ll Ltd 4/25/2022 4/25/2023 12 % $ 50,000 $ - $ - $ 50,000 $ 0.00206 Kanno Group Holdings ll Ltd 7/12/2022 7/12/2023 12 % $ 2,388 $ - $ - $ 2,388 $ 0.00163 Kanno Group Holdings ll Ltd 11/3/2022 11/3/2023 n/a $ 11,357 $ - $ - $ 11,357 $ 0.00167 Kanno Group Holdings ll Ltd 12/31/2022 12/31/2023 n/a $ 6,407 $ - $ - $ 6,407 $ 0.00096 Kanno Group Holdings ll Ltd 3/31/2023 3/31/2024 n/a $ 13,312 $ - $ - $ 13,312 $ 0.00054 Kanno Group Holdings ll Ltd 6/30/2023 6/30/2024 n/a $ 89,038 $ - $ - $ 89,038 $ 0.00084 Kanno Group Holdings ll Ltd 9/30/2023 9/30/2024 n/a $ 36,230 $ - $ - $ 36,230 $ 0.00042 Kanno Group Holdings ll Ltd 12/31/2023 9/30/2024 n/a $ 19,726 $ - $ - $ 19,726 $ 0.00035 Kanno Group Holdings ll Ltd 3/31/2024 3/31/2025 n/a $ - $ 9,918 $ - $ 9,918 $ 0.0003 $ 846,269 $ 9,918 $ - $ 856,187 Kanno Group Holdings ll Ltd – accrued interest n/a n/a n/a $ 339,077 $ 7,376 $ - $ 346,453 (5 ) Other accrued interest n/a n/a n/a $ 125,987 8,375 $ - $ 134,362 Total convertible debt and accrued interest $ 1,311,333 25,669 $ - $ 1,337,002
Schedule of derivative liabilities at fair value	Balance at December 31, 2022 $ 536,399 Decrease to derivative due to conversion (231,367 ) Derivative (gain) due to mark to market adjustment 487,543 Balance at December 31, 2023 792,575 Decrease to derivative due to conversion - Derivative gain due to mark to market adjustment (376,447 ) Balance at March 31, 2024 $ 416,128
Schedule of defined benefit plan, assumptions	Inputs March 31, 2024 Initial Valuation Stock price $ 0.0006 $ 0.006 – 0.0115 Conversion price $ 0.0003 – 0.0004 $ 0.0016 – 0.0098 Volatility (annual) 186.43 % 163.53%–214.94 % Risk-free rate 5.5 % .39%–1.55 % Dividend rate - - Years to maturity .25 1

DESCRIPTION OF BUSINESS AND H_2

DESCRIPTION OF BUSINESS AND HISTORY (Details Narrative) - Series B Preferred Stock [Member] - $ / shares	1 Months Ended
	Apr. 21, 2023	Mar. 31, 2024	Dec. 31, 2023	Dec. 16, 2021
Preferred stock, par value		$ 10	$ 10	$ 10
Fyniti [Member]
Preferred stock, par value	$ 10
Preferred stock issued for acquisition, shares	2,500,000

SUMMARY OF SIGNIFICANT POLICI_4

SUMMARY OF SIGNIFICANT POLICIES (Details) - Fair Value Measurements Recurring [Member] - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Fair Value Inputs Level 1 [Member]
Derivative	$ 0	$ 0
Total	0	0
Fair Value, Inputs, Level 2 [Member]
Derivative	0	0
Total	0	0
Fair Value, Inputs, Level 3 [Member]
Derivative	416,128	792,575
Total	$ 416,128	$ 792,575

CONVERTIBLE NOTES PAYABLE (Deta

CONVERTIBLE NOTES PAYABLE (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Balance	$ 856,187	$ 846,269
Additions	9,918
Conversions/ Payments	0
Other accrued interest
Balance	134,362	125,987
Additions	8,375
Conversions/ Payments	0
Total convertible debt and accrued interest
Balance	1,337,002	1,311,333
Additions	25,669
Conversions/ Payments	$ 0
Mammoth Corporation [Member]
Date Issued	Jan. 12, 2022
Maturity Date	Jan. 12, 2023
Rate	12%
Balance	$ 231,652	231,652
Additions	0
Conversions/ Payments	$ 0
Christopher Whitcomb [Member]
Date Issued	Jul. 07, 2016
Maturity Date	Jul. 07, 2017
Rate	18%
Balance	$ 2,393	2,393
Additions	0
Conversions/ Payments	$ 0
Kanno Group Holdingsll Ltd Sixteen [Member]
Date Issued	Dec. 31, 2023
Maturity Date	Sep. 30, 2024
Balance	$ 19,726	19,726
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00035
FV Investments [Member]
Date Issued	May 27, 2016
Maturity Date	May 27, 2017
Rate	12%
Balance	$ 16,596	16,596
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.001
FV Investments One [Member]
Date Issued	Mar. 14, 2017
Maturity Date	Mar. 14, 2018
Rate	12%
Balance	$ 15,000	15,000
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.001
Christopher Whitcomb One [Member]
Date Issued	Jan. 25, 2017
Maturity Date	Jan. 25, 2018
Rate	18%
Balance	$ 29,050	29,050
Additions	0
Conversions/ Payments	$ 0
Christopher Whitcomb Two [Member]
Date Issued	May 30, 2017
Maturity Date	May 30, 2018
Rate	18%
Balance	$ 32,640	32,640
Additions	0
Conversions/ Payments	$ 0
Kanno Group Holdingsll Ltd [Member]
Date Issued	Oct. 01, 2019
Maturity Date	Oct. 01, 2020
Rate	12%
Balance	$ 42,601	42,601
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00466
Kanno Group Holdingsll Ltd One [Member]
Date Issued	Jan. 06, 2020
Maturity Date	Jan. 06, 2021
Rate	12%
Balance	$ 14,977	14,977
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00615
Kanno Group Holdingsll Ltd Two [Member]
Date Issued	Jun. 30, 2020
Maturity Date	Jun. 30, 2021
Rate	12%
Balance	$ 7,732	7,732
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00615
Kanno Group Holdingsll Ltd Three [Member]
Date Issued	Dec. 31, 2020
Maturity Date	Dec. 31, 2021
Rate	12%
Balance	$ 9,527	9,527
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00185
Kanno Group Holdingsll Ltd Four [Member]
Date Issued	Mar. 31, 2021
Maturity Date	Mar. 31, 2022
Rate	12%
Balance	$ 5,112	5,112
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00628
Kanno Group Holdingsll Ltd Five [Member]
Date Issued	Jul. 24, 2021
Maturity Date	Jul. 24, 2022
Rate	12%
Balance	$ 5,406	5,406
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00603
Kanno Group Holdingsll Ltd Six [Member]
Date Issued	Nov. 01, 2021
Maturity Date	Nov. 01, 2022
Rate	12%
Balance	$ 2,828	2,828
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00544
Kanno Group Holdingsll Ltd Seven [Member]
Date Issued	Dec. 31, 2021
Maturity Date	Dec. 31, 2022
Rate	12%
Balance	$ 37,391	37,391
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00509
Mammoth Corporation One [Member]
Date Issued	Jan. 21, 2022
Maturity Date	Jan. 21, 2023
Rate	12%
Balance	$ 157,300	157,300
Additions	0
Conversions/ Payments	$ 0
Kanno Group Holdingsll Ltd Eight [Member]
Date Issued	Mar. 31, 2022
Maturity Date	Mar. 31, 2023
Rate	12%
Balance	$ 7,606	7,606
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00222
Kanno Group Holdingsll Ltd Nine [Member]
Date Issued	Apr. 25, 2022
Maturity Date	Apr. 25, 2023
Rate	12%
Balance	$ 50,000	50,000
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00206
Kanno Group Holdingsll Ltd Ten [Member]
Date Issued	Jul. 12, 2022
Maturity Date	Jul. 12, 2023
Rate	12%
Balance	$ 2,388	2,388
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00163
Kanno Group Holdingsll Ltd Eleven [Member]
Date Issued	Nov. 03, 2022
Maturity Date	Nov. 03, 2023
Balance	$ 11,357	11,357
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00167
Kanno Group Holdingsll Ltd Twelve [Member]
Date Issued	Dec. 31, 2022
Maturity Date	Dec. 31, 2023
Balance	$ 6,407	6,407
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00096
Kanno Group Holdingsll Ltd Thirteen [Member]
Date Issued	Mar. 31, 2023
Maturity Date	Mar. 31, 2024
Balance	$ 13,312	13,312
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00054
Kanno Group Holdingsll Ltd Fourteen [Member]
Date Issued	Jun. 30, 2023
Maturity Date	Jun. 30, 2024
Balance	$ 89,038	89,038
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00084
Kanno Group Holdingsll Ltdaccruedinterest [Member]
Balance	$ 346,453	339,077
Additions	7,376
Conversions/ Payments	$ 0
Kanno Group Holdingsll Ltd Fifteen [Member]
Date Issued	Sep. 30, 2023
Maturity Date	Sep. 30, 2024
Balance	$ 36,230	36,230
Additions	0
Conversions/ Payments	$ 0
Conv Term	$ 0.00042
Kanno Group Holdingsll Ltd seventeen [Member]
Date Issued	Mar. 31, 2024
Maturity Date	Mar. 31, 2025
Balance	$ 9,918	$ 0
Additions	9,918
Conversions/ Payments	$ 0
Conv Term	$ 0.0003

CONVERTIBLE NOTES PAYABLE (De_2

CONVERTIBLE NOTES PAYABLE (Details 1) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
CONVERTIBLE NOTES PAYABLE
Balance at beginning	$ 792,575	$ 536,399
Derivative (gain) due to mark to market adjustment	(376,447)	487,543
Decrease to derivative due to conversion	0	(231,367)
Balance at ending	$ 416,128	$ 792,575

CONVERTIBLE NOTES PAYABLE (De_3

CONVERTIBLE NOTES PAYABLE (Details 2) - Fair Value, Inputs, Level 3 [Member] - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Stock price	$ 0.0006
Volatility (annual)	186.43%
Risk-free rate	5.50%
Years to maturity	3 months	1 year
Dividend rate	0%	0%
Minimum [Member]
Stock price		$ 0.006
Conversion price	$ 0.0003	$ 0.0016
Volatility (annual)		163.53%
Risk-free rate		0.39%
Maximum [Member]
Stock price		$ 0.0115
Conversion price	$ 0.0004	$ 0.0098
Volatility (annual)		214.94%
Risk-free rate		1.55%

CONVERTIBLE NOTES PAYABLE (De_4

CONVERTIBLE NOTES PAYABLE (Details Narrative) - Kanno Group Holdings [Member]	3 Months Ended
	Mar. 31, 2024 USD ($) shares
Conversion of stock, amount converted | $	$ 37,695
Conversion of stock, shares converted | shares	127,000,000

COMMON STOCK (Details Narrative

COMMON STOCK (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Common stock share value	$ 0.001	$ 0.001
Common Stock For Service Provider [Member]
Common stock share granted	75,000,000
Common stock share value	$ 0.001
Non-cash stock compensation expense	$ 75,000

PREFERRED STOCK (Details Narrat

PREFERRED STOCK (Details Narrative) - $ / shares	1 Months Ended		3 Months Ended
	Apr. 21, 2023	Dec. 16, 2021	Mar. 31, 2024	Dec. 31, 2023
Series A Preferred Stock [Member]
Preferred stock, par value			$ 0.001	$ 0.001
Preferred stock designated			1,000,000	1,000,000
Share issue price			$ 1
Discount rate			20%
Series B Preferred Stock [Member]
Preferred stock, par value		$ 10	$ 10	$ 10
Preferred stock designated		4,500,000	4,500,000	4,500,000
Discount rate		10%
Series B Preferred Stock [Member] | Fyniti [Member]
Preferred stock, par value	$ 10
Preferred stock issued for acquisition, shares	2,500,000

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Common stock issued	1,379,960,743	1,379,960,743
Erik Blum [Member]
Share Price	$ 0.00055
Accrued consulting services due	$ 79,250	$ 0
Compensation payable consulting agreement per month	26,666
Non-interest bearing Note	594,460
Xuqiang Adam Yang [Member] | On December 26, 2023 [Member]
Compensation payable consulting agreement per month	7,000
Compensation payable	34,000	14,000
J W Price L L [Member] | On March 25, 2024 [Member]
Non-cash stock compensation expense	$ 1,200
Share Price	$ 0.0006
Common stock issued	9,500,000
Number of share earn during period	2,000,000
Ronald Hughes [Member] | On March 25, 2024 [Member]
Non-cash stock compensation expense	$ 600
Share Price	$ 0.0006
Common stock issued	9,500,000
Number of share earn during period	1,000,000
Ronald Hughes [Member] | On March 31, 2024 [Member]
Share Price	$ 0.0006
Accrued consulting services due	$ 15,000	$ 0
Compensation payable consulting agreement per month	5,000
Non-interest bearing Note	$ 517,000