VizConnect (VIZC) 10-Q 28 Mar 16 2015 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2015	Mar. 28, 2016
Document And Entity Information
Entity Registrant Name	VizConnect, Inc.
Entity Central Index Key	1,506,295
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity a Well-known Seasoned Issuer	No
Entity a Voluntary Filer	No
Entity's Reporting Status Current	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		741,424,809
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,015

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)	Sep. 30, 2015	Dec. 31, 2014
CURRENT ASSETS
Cash	$ 343	$ 10,602
Prepaid expenses and other current assets	7,836	754
TOTAL CURRENT ASSETS	8,179	11,356
Property, plant and equipment - net	1,430	1,660
TOTAL ASSETS	9,609	13,016
CURRENT LIABILITIES
Current portion of convertible notes payable, net of discount of $50,862 and $179,498 at September 30, 2015 and December 31, 2014, respectively	360,489	202,252
Accounts payable	377,580	370,211
Accrued expenses	915,904	487,716
Deferred revenues	18,000	18,000
Notes payable - related party	24,848	24,848
Notes payable	366,973	366,973
Derivative liability	223,946,744	600,271
TOTAL CURRENT LIABILITIES	226,010,538	2,070,271
Convertible notes payable net of discount of $92,230 and $187,064 at September 30, 2015 and December 31, 2014, respectively	83,560	69,559
TOTAL LIABILITIES	$ 226,094,098	$ 2,139,830
COMMITMENTS AND CONTINGENCIES (see Note 9)
STOCKHOLDERS' DEFICIT
Preferred Stock
Common Stock: $0.00001 par value, 5,000,000,000 shares authorized, 1,439,747 shares issued and outstanding as of September 30, 2015, and 36,260 shares issued and outstanding as of December 31, 2014	$ 14	$ 1
Additional paid in capital	2,529,133	2,088,316
Comprehensive Gain	965	974
Accumulated deficit	(228,692,778)	(4,294,232)
VizConnect, Inc. stockholders' deficit	(226,162,665)	(2,204,941)
Noncontrolling interest	78,176	78,127
Total stockholders' deficit	(226,084,489)	(2,126,814)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 9,609	$ 13,016
Series A Preferred Stock [Member]
STOCKHOLDERS' DEFICIT
Preferred Stock
Series B Preferred Stock [Member]
STOCKHOLDERS' DEFICIT
Preferred Stock	$ 1
Series C Preferred Stock [Member]
STOCKHOLDERS' DEFICIT
Preferred Stock

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current portion of convertible notes payable, net of discount	$ 50,862	$ 179,498
Convertible notes payable net of discount	$ 92,230	$ 187,064
STOCKHOLDERS' DEFICIT
Preferred stock, Par value	$ 0.00001	$ 0.00001
Preferred stock, Authorized	29,999,997	29,999,997
Preferred stock, Issued	0	0
Preferred stock, Outstanding	0	0
Common stock, Par value	$ 0.00001	$ 0.00001
Common stock, Authorized	5,000,000,000	5,000,000,000
Common stock, Issued	1,439,747	36,260
Common stock, Outstanding	1,439,747	36,260
Series A Preferred Stock [Member]
STOCKHOLDERS' DEFICIT
Preferred stock, Par value	$ 0.00001	$ 0.00001
Preferred stock, Authorized	3	3
Preferred stock, Issued	3	0
Preferred stock, Outstanding	3	0
Series B Preferred Stock [Member]
STOCKHOLDERS' DEFICIT
Preferred stock, Par value	$ 0.00001	$ 0.00001
Preferred stock, Authorized	10,000,000	10,000,000
Preferred stock, Issued	14,000	0
Preferred stock, Outstanding	14,000	0
Series C Preferred Stock [Member]
STOCKHOLDERS' DEFICIT
Preferred stock, Par value	$ 0.00001	$ 0.00001
Preferred stock, Authorized	10,000,000	10,000,000
Preferred stock, Issued	0	0
Preferred stock, Outstanding	0	0

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
REVENUE
Revenue		$ 32,623		$ 173,100
Total Revenue		32,623		173,100
OPERATING EXPENSES
Programming, Hosting & Technology Expense		12,684	$ 893	48,380
Professional Fees	$ 38,591	62,979	57,030	892,172
General and Administrative	135,892	85,141	402,933	1,022,207
Selling Expense	240	(20,289)	2,404	27,943
Total Operating Expenses	174,723	140,515	463,260	1,990,702
Loss From Operations	(174,723)	(107,892)	(463,260)	(1,817,602)
Loss on change in fair value of derivative liability	(223,166,269)	(76,114)	(223,513,745)	(234,274)
Interest Expense	(127,027)	(213,614)	(421,492)	(730,658)
NET LOSS BEFORE INCOME TAX	$ (223,468,019)	$ (397,620)	$ (224,398,497)	$ (2,782,534)
Provision for income taxes
NET LOSS	$ (223,468,019)	$ (397,620)	$ (224,398,497)	$ (2,782,534)
Net Income (Loss) Attributable to Noncontrolling Interest		(220)	49	(5,835)
Net Loss Attributable to Controlling Interest	$ (223,468,019)	$ (397,400)	(224,398,546)	$ (2,776,699)
Foreign Currency Translation Adjustment			9
Comprehensive Loss	$ (223,468,019)	$ (397,400)	$ (224,398,537)	$ (2,776,699)
Basic and diluted loss per common share	$ (161.67)	$ (14.89)	$ (322.21)	$ (110.74)
Basic and diluted weighted average shares outstanding	1,382,262	26,681	696,438	25,075

Statement - CONDENSED CONSOLIDA

Statement - CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT - 9 months ended Sep. 30, 2015 - USD ($)	Preferred Stock Series A	Preferred Stock Series B	Common Stock	Additional Paid-In Capital	Comprehensive Gain	Accumulated Deficit	Noncontrolling Interest	Total
Beginning Balance, shares at Dec. 31, 2014			36,260
Beginning Balance, amount at Dec. 31, 2014			$ 1	$ 2,088,316	$ 974	$ (4,294,232)	$ 78,127	$ (2,126,814)
Comprehensive Loss					(9)			(9)
Net Comprehensive Loss								(224,398,537)
Reclassification of derivative liability				243,622				$ 243,622
Fair value of Preferred Stock Series A issued to Board of Directors, shares	3
Fair value of Preferred Stock Series A issued to Board of Directors, amount
Fair value of Common Stock issued to Board of Directors, shares			1,200,000
Fair value of Common Stock issued to Board of Directors, amount			$ 12	29,988				$ 30,000
Fair value of Common Stock issued to consultants, shares			100
Fair value of Common Stock issued to consultants, amount				47				47
Fair value of Common Stock issued to employee, share			600
Fair value of Common Stock issued to employee, amount				1,799				1,799
Notes Payable converted to Common Stock, shares			202,787
Notes Payable converted to Common Stock, amount			$ 1	130,362				130,363
Sales of Preferred Stock Series B, shares		14,000
Sales of Preferred Stock Series B, amount			$ 1	34,999				35,000
Net Income -Loss)						(224,398,546)	49	(224,398,497)
Ending balance, shares at Sep. 30, 2015	3	14,000	1,439,747
Ending balance, amount at Sep. 30, 2015			$ 14	$ 2,529,133	$ 965	$ (228,692,778)	$ 78,176	$ (226,084,489)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss	$ (224,398,497)	$ (2,782,534)
Adjustments to Reconcile Net Loss To Net Cash Used in Operating Activities:
Depreciation Expense	$ 230	200
Accretion of Prepaid Interest		13,790
Amortization of debt discount	$ 299,820	381,873
Loss on change in fair value of derivative liability	223,513,745	234,274
Stock issued for services	1,846	1,437,126
Changes in Operating Assets and Liabilities:
Prepaid Expenses	(7,082)	10,731
Accounts Payable	7,369	114,128
Accrued Expenses	$ 475,969	79,301
Deferred Revenue		(49,747)
Net Cash Used In Operating Activities	$ (106,600)	(560,858)
CASH FLOWS FROM INVESTING ACTIVITIES:
Fixed Asset purchases		(14,325)
Net Cash Used in Investing Activities		(14,325)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from notes payable - related party		5,000
Repayment of notes payable - related party		(7,500)
Proceeds from notes payable	$ 61,350	915,705
Repayments of notes payable	0	$ (372,185)
Proceeds from sale of Preferred Stock	35,000
Net Cash Provided by Financing Activities	96,350	$ 541,020
EFFECT OF EXCHANGE RATE ON CASH	(9)
NET DECREASE IN CASH	(10,259)	$ (34,163)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	10,602	34,904
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$ 343	741
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash Paid for Interest		$ 186,918
Cash Paid for Taxes
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES:
During the nine months ended September 30, 2015, the Company reclassified $243,622 of derivative liability into additional paid in capital upon the repayment of notes.
During the nine months ended September 30, 2015, the Company converted $130,363 of convertible notes and interest to common stock.
During the nine months ended September 30, 2015, the Company converted $30,000 of accrued officers' salary to 3,000,000,000 shares of Common Stock.
During the nine months ended September 30, 2015, the Company converted $15,000 of accrued payroll to a convertible note.
During the nine months ended September 30, 2014 the Company converted $4,842 of interest to principal on notes payable - related party.
During the nine months ended September 30, 2014 the Company reclassified $263,276 of derivative liability into additional paid in capital upon the repayment of notes.
During the nine months ended September 30, 2014 the Company converted $142,908 of convertible notes to common stock.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION	9 Months Ended
	Sep. 30, 2015
Notes to Financial Statements
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION	(A) Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the Securities and Exchange Commission for interim financial information. Accordingly, they do not include all the information necessary for comprehensive presentation of financial position and results of operations. It is management's opinion that all material adjustments (consisting of normal reoccurring adjustments) have been made, which are necessary for a fair financial statement presentation. The results for the interim period are not necessarily indicative of the results expected for the year. VizConnect, Inc. (the "Company") was setup as a corporation under the laws of the State of Nevada on October 15, 2010. The Company, through its wholly-owned subsidiary, VizConnect LLC, a Massachusetts limited liability company is a holding company which helps companies around the world by providing first class business development consulting. Our growing portfolio encompasses a robust and innovative array of services which include real estate acquisition, equity building, debt removal, revenue generation, and asset acquirement through the issuance of Preferred Stock. Our talented and experienced team is driven to help customers increase value; maximize existing capabilities; improve shareholder performance and profitability; increase cost efficiency; and simplify business strategy. The Company's year-end is December 31. On October 29, 2013, the Company formed a majority owned subsidiary to conduct business solely in Canada. The majority owned subsidiary is included in the consolidated financial statements of the Company at its formation. The non-controlling interest investors have contributed $100,000 into the subsidiary, which represents 20% ownership. The Company owns the remaining 80% of the subsidiary. On April 22, 2015, the Company filed a Certificate of Amendment to the Articles of Incorporation in the state of Nevada to increase the authorized shares of Common Stock and Preferred Stock to 5,000,000,000 and 50,000,000, respectively. The Company reduced the par value per share of Common and Preferred Stock from $0.001 to $0.00001 per share. On May 20, 2015, the Company issued 1,200,000 shares of Common Stock to its board of directors converting $30,000 of Accrued Payroll. On September 24, 2015, the Company initiated a 1-for-2500 Reverse Stock split; every 2500 shares of issued and outstanding common stock were converted into one share of issued and outstanding common stock. If that number falls below 100, the share amount will be rounded up to 100. All share and per share amounts have been retroactively adjusted in the accompanying financial statements. On October 1, 2015, the Company issued 600,000,000 shares of Common Stock to its board of directors converting $6,000 of Accrued Payroll. (B) Principal of Consolidation The accompanying 2015 and 2014 unaudited condensed consolidated financial statements include the accounts of VizConnect, Inc., VizConnect LLC and its 80% owned-subsidiary, VizConnect Canada from the date of incorporation (October 29, 2013). (C) Use of Estimates In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates. Significant estimates include the calculation of deferred revenue during the period and determinations of fair values of certain financial instruments. (D) Cash and Cash Equivalents The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. At September 30, 2015 and December 31, 2014, the Company had no cash equivalents. (E) Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740 " Accounting for Income Taxes (F) Software Development Costs We expense software development costs to be marketed to external users with a useful life of less than one year, before technological feasibility of such products is reached. We have determined that technological feasibility is reached shortly before the release of those products and as a result, the development costs incurred after the establishment of technological feasibility and before the release of those products were not material, and accordingly, were expensed as incurred. Software development costs totaled $893 and $48,380 for the nine months ended September 30, 2015 and 2014, respectively. (G) Business Segments The Company operates in one segment and therefore segment information is not presented. (H) Revenue Recognition The Company recognizes revenue on arrangements in accordance with FASB ASC No. 605, " Revenue Recognition The Company recognizes revenue from monthly subscriptions fees in the month in which services are provided. Because a portion of the fees are earned over a month period, any fees collected in which the services are not provided are recorded as deferred revenue. The Company recognizes revenue from set up fees at the time the initial set up is complete and the fees are earned. The Company recognizes revenue from distributor membership fees monthly over the one year membership period. Any fees collected in which the services are not provided are recorded as deferred revenue. (I) Selling Expenses The Company incurs selling expenses under a "multi-level" compensation plan, which includes commissions for subscription sales made and bonuses for assisting associated distributors in closing initial subscription sales. Commissions are earned from direct sales as well as the sales made through the sales network they have developed. Accrued commissions payable was $21,640 as of September 30, 2015 and December 31, 2014. (J) Concentrations As of September 30, 2015 and 2014, respectively, the Company has no customers whose sales account for more than 10% of total sales. (K) Property and Equipment Property and equipment is recorded at cost. Additions and betterments are capitalized; maintenance and repairs are expensed as incurred. Depreciation is calculated using the straight-line method over the asset's estimated useful life, which is 5 years for furniture. Gains and losses on disposal are charged to operations. (L) Fair Value Measurements The Company's capital structure includes the use of convertible debt features that are classified as derivative financial instruments. Derivative financial instruments are recognized as either assets or liabilities and are measured at fair value in accordance with FASB ASC 815 " Derivatives and Hedging Fair Value Measurements and Disclosures FASB ASC 820 establishes a framework for measuring fair value by creating a hierarchy for observable independent market inputs and unobservable market assumptions and expands disclosures about fair value measurements. Considerable judgment may be required in interpreting market data used to develop the estimates of fair value. Accordingly, the estimates present herein are not necessarily indicative of the amounts that could be realized in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value. The following inputs are used in the valuation of the financial assets and liabilities. Level 1 - Inputs represent unadjusted quoted prices for identical assets and liabilities exchanged in active markets. Level 2 - Inputs include directly or indirectly observable inputs other than Level 1 inputs such as quoted prices for similar assets or liabilities exchanged in active or inactive markets; quoted prices for identical assets or liabilities exchanged in inactive markets; other inputs that are considered in fair value determinations of the assets or liabilities, such as interest rates or yield curves that are observable at commonly quoted intervals, volatilities, repayment speeds, loss severities, credit risks and default rates; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 - Inputs include unobservable inputs used in the measurement of assets and liabilities. Management is required to use its own assumptions regarding unobservable inputs, because there is little, if any, market activity in the assets or liabilities or related observable inputs that can be corroborated at the measurement date. Measurements of non-exchange traded derivative contract assets and liabilities are primarily based on valuation models, discounted cash flow models or other valuation techniques that are believed to be used by market participants. Unobservable inputs require management to make certain projections and assumptions about the information that would be used by market participants in pricing assets and liabilities. The fair values of financial instruments that include cash and amounts due to related parties were estimated to approximate their carrying values due to the immediate or relatively short maturity of these instruments. The Company's operations and financing activities are conducted primarily in United States dollars, and as a result are not subject to significant exposure to market risks from changes in foreign currency rates. Management has determined that the Company is not exposed to significant credit risk. The following is a summary of liabilities measured at fair value on a recurring basis at September 30, 2015: Description Total Fair Value Level 1 Level 2 Level 3 Derivatives: Conversion Feature Liability $ 223,946,744 - - $ 223,946,744 Total derivatives $ 223,946,744 - - $ 223,946,744 The following is a summary of liabilities measured at fair value on a recurring basis at December 31, 2014: Description Total Fair Value Level 1 Level 2 Level 3 Derivatives: Conversion Feature Liability $ 600,271 - - $ 600,271 Total derivatives $ 600,271 - - $ 600,271 The changes in derivatives measured at fair value for which, the Company has used Level 3 inputs to determine fair value at September 30, 2015 are as follows: For the nine months ended September 30, 2015 Beginning of the year $ 600,271 Additional loans 76,350 Loss on change in fair value 223,513,745 Settlements (243,622 ) End of the quarter $ 223,946,744 The following is a description of the valuation methodology used for liabilities measured at fair value. Conversion feature liability - The fair value of the derivative instrument was estimated using the Black Scholes option pricing model. (See Note 6) (M) Re-classifications Certain amounts from prior periods have been reclassified to conform to the current period presentation. These reclassifications had no impact on the Company's net loss or cash flows. (N) Loss per Share The Company computes net loss per share in accordance with FASB ASC 260 " Earnings per Share The following summarizes potential anti-dilutive shares: September 30, 2015 September 30, 2014 (number of shares) Convertible notes 2,499,889,723 33,533,720 Total 2,499,889,723 33,533,720 (O) Recent Account Pronouncements In April 2015, FASB issued Accounting Standards Update ("ASU") No. 2015-03, " Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs" In August 2014, the FASB issued Accounting Standards Update ("ASU") No. 2014-15 on "Presentation of Financial Statements Going Concern (Subtopic 205-40) - Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern" All other newly issued accounting pronouncements but not yet effective have been deemed either immaterial or not applicable.

GOING CONCERN

GOING CONCERN	9 Months Ended
	Sep. 30, 2015
Notes to Financial Statements
2. GOING CONCERN	The Company had a net loss of $224,398,546 attributable to common stockholders for the nine months ended September 30, 2015, an accumulated deficit of $228,692,778 and a working capital deficit of $226,002,359 as of September 30, 2015. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital through the implementation of its business plan which encompasses a robust and innovative array of services which include real estate acquisition, equity building, debt removal, revenue generation, and asset acquirement through the issuance of Preferred Stock. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management believes that actions presently being taken to obtain additional funding through implementing its strategic plans, marketing strategy and sales incentives to expand operations will provide the opportunity for the Company to continue as a going concern.

NOTES PAYABLE-RELATED PARTY

NOTES PAYABLE-RELATED PARTY	9 Months Ended
	Sep. 30, 2015
Notes to Financial Statements
3. NOTES PAYABLE-RELATED PARTY	During 2011, the Company entered into two notes payable for a total of $22,500. The Notes have an interest rate of 10%, are unsecured, and due March 15, 2012. On February 14, 2014, these Notes plus accrued interest were converted into a new Note due on November 14, 2014 with an interest rate of 15% and premium interest of 20% beginning November 14, 2014. During the year ended December 31, 2014, $7,500 was repaid. The Company also converted $4,848 of interest to principal on the Notes. During 2014, the Company entered into two notes payable for a total of $5,000 with no interest, are unsecured, and due on demand. As of September 30, 2015 and December 31, 2014, the total amount outstanding is $24,848. Accrued interest totaled $7,243 and $3,475 as of September 30, 2015 and December 31, 2014, respectively. The maturity date has been extended to August 31, 2015 and is in default. On September 1, 2015, the Company entered into a convertible note financing transaction with an employee converting $15,000 of Accrued Payroll. This note matures on demand. It bears interest at 10% per annum. The note is convertible into Common Stock at the lender's option with a conversion rate equal to $0.00001 per share, unless otherwise modified by mutual agreement between the Parties.

NOTES PAYABLE

NOTES PAYABLE	9 Months Ended
	Sep. 30, 2015
Notes to Financial Statements
4. NOTES PAYABLE	During 2011, the Company entered into a note payable for $15,000. The Note has an interest rate of 2% monthly, is unsecured, and due on demand. As of September 30, 2015 and December 31, 2014, the total amount outstanding is $13,000. Accrued interest totaled $13,180 and $10,840 as of September 30, 2015 and December 31, 2014, respectively. In January, 2014, the Company entered into two notes payable for a total of $20,000. The Notes have an interest rate of 15% per year, are unsecured, have maturity dates that have been extended to May 31, 2015 and are in default. In February, 2014, the Company entered into a note payable for $10,000. The Note has an interest rate of 15% per year, is unsecured, the maturity date has been extended to May 31, 2015 and is in default. In March, 2014, the Company entered into a note payable for $60,000. The Note has a lump sum interest payment due of $4,000, is unsecured, the maturity date has been extended to May 31, 2015 and is in default. On March 26, 2014, the Company entered into a note payable for $100,000. The Note had an interest rate of 10%, increasing to 20% beginning January 1, 2015, with a late payment premium of 22% on the principal and interest. A lump sum of $10,000 is due upon repayment, and is unsecured. In the second quarter of 2014, the Company accreted $10,000 of the original issuance discount. As of September 30, 2015 and December 31, 2014, the total amount outstanding is $67,671. Accrued interest totaled $23,377 and $0 as of September 30, 2015 and December 31, 2014, respectively. The Note was in default as of March 31, 2015 for which the note holder has commenced legal proceedings for $675,000 plus interest and attorneys' fees. On May 15, 2014, the Company entered into a note payable for $100,000. The Note has an interest rate of 10% with a lump sum of $20,000 due upon repayment, and is unsecured. In the second and third quarters of 2014, the Company accreted $20,000 of the original issuance discount. As of September 30, 2015 and December 31, 2014, the total amount outstanding is $96,302. Accrued interest totaled $7,303 and $0 as of September 30, 2015 and December 31, 2014, respectively. The Note was in default as of March 31, 2015 for which the note holder has commenced legal proceedings. On July 17, 2014, the Company entered into a $75,000 Note with an interest rate of 15%. The Note was in default as of June 30, 2015. On October 21, 2014, the Company entered into two notes payable for a total of $20,000. The Notes have lump sum interest payments due totaling $6,667, and are unsecured. The maturity dates have been extended to August 31, 2015 and are in default. On December 4, 2014, the Company entered into a note payable for $5,000. The Note has a lump sum interest payment due of $2,000, is unsecured, the maturity date has been extended to May 31, 2015 and is in default.

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE	9 Months Ended
	Sep. 30, 2015
Notes to Financial Statements
5. CONVERTIBLE NOTES PAYABLE	During 2013, the Company received various unsecured convertible loans totaling $215,250 and converted loans payable in the amount of $310,000 to convertible notes payable of which $186,710 were converted to common stock in 2014. These notes have interest rates of 8% and 12% per year and mature on February 6, 2018 and March 1, 2018. During 2013, the Company repaid one convertible note payable in the amount of $42,500. During the first quarter of 2014, the Company received $133,000 of convertible notes payable, one for $75,000 with a discount of $25,000 for a term of three months, and one for $58,000 with an interest rate of 8% per year for a term of eight months. During the first quarter of 2014, the Company repaid loans of $42,500, $59,000 and $32,750 less $9,208 of discount. During the second quarter of 2014, the Company repaid a loan of $42,500. During the third quarter of 2014, the Company received $355,583 of convertible notes payable, one for $55,833 with an interest rate of 12% for a term of two years, one for $78,750 with an interest rate of 8% for a term of one year, one for $68,000 with an interest rate of 8% for a term of nine months, one for $53,000 with an interest rate of 8% for a term of nine months, and two $50,000 notes with interest rates of 12% for terms of six months. During the third quarter of 2014, the Company repaid loans of $58,000 and $75,000. During the fourth quarter of 2014, the Company received $107,000 of convertible notes payable, one for $25,000 with an interest rate of 8% for a term of one year, one for $57,000 with an interest rate of 10% for a term of one year, and one for $25,000 with an interest rate of 12% for a term of six months. During the first quarter of 2015, the Company issued 57,767 shares of common stock pursuant to the conversion of $110,308 of Convertible Notes and interest. During the second quarter of 2015, the Company received $3,350 of a convertible note payable with an interest rate of 10% due on demand and $54,500 of convertible preferred stock notes payable with an interest rate of 12%. During the third quarter of 2015, the Company received $18,500 of convertible notes payable with interest rates of 10% and due on demand. During the third quarter of 2015, the Company issued 145,020 shares of common stock pursuant to the conversion of $ 20,055 of Convertible Notes and interest. The Company is in default on two convertible notes payable dated July 17, 2014 due January 17, 2015 and dated August 25, 2014 due February 25, 2015 for which the note holder has commenced legal proceedings for $100,000 plus accrued interest and attorneys' fees. The convertible notes payable can be converted following a holding period provided in the respective promissory notes. The conversion into shares of Common Stock is based upon either i.) the lowest closing price of our stock during certain number of trading days prior to the conversion date, subject to conversion price discounts that vary from 50% to 60% discount, or ii.) conversion prices ranging from $.00001 to $0.14 per share. In addition, these notes include price protection terms, which would reset the per-share purchase price if the Company were obligated to convert other liabilities at a lower per share purchase price. The convertible Preferred Stock notes payable can be converted following a holding period into shares of Series B Preferred Stock at $2.50 per share. Each share of Series B Preferred Stock can be converted into shares of Common Stock at par value of $.00001 per share. The following is a summary of the unsecured convertible loans: Origination Date Maturity Date Interest Rate Principal September 30, 2015 Current Portion Long-term February 2013 February 2018 8 % $ 125,790 $ - $ 125,790 May 2013 March 2018 12 % 20,000 - 20,000 June 2013 March 2018 12 % 30,000 - 30,000 July 2014 June 2016 12 % 23,873 23,873 - July 2014 July 2015 8 % 77,725 77,725 - July 2014 January 2015 12 % 23,403 23,403 - August 2014 February 2015 12 % 50,000 50,000 - September 2014 June 2015 8 % 53,000 53,000 - October 2014 September 2015 8 % 25,000 25,000 - November 2014 November 2015 10 % 57,000 57,000 - December 2014 June 2016 12 % 25,000 25,000 - April 2015 October 2015 12 % 15,000 15,000 - May 2015 On demand 10 % 3,350 3,350 - May 2015 November 2015 12 % 37,000 37,000 - June 2015 December 2015 12 % 2,500 2,500 - July 2015 On demand 10 % 3,500 3,500 - September 2015 On demand 10 % 15,000 15,000 - Discount notes payable (143,092 ) (50,862 ) (92,230 ) Total $ 444,049 $ 360,489 $ 83,560 In Summary, during the first nine months ended September 30, 2015 and for the year ended December 31, 2014, the Company received $61,350 and $996,973 of notes payable, respectively, including convertible notes payable; the notes received during the first nine months ended September 30, 2015 have maturity terms ranging from on demand to six months and interest rates from 10% to 12%. The Notes contain various conversion rates and prepayment penalties. For the nine months ended September 30, 2015 and the year ended December 31, 2014, the Company has repaid $0 and $430,778 of principal, respectively, and all of the notes have been retired. Interest and amortization of debt discount recognized for the nine month periods ended September 30, 2015 and September 30, 2014 were $421,492 and $730,658 respectively.

DERIVATIVES

DERIVATIVES	9 Months Ended
	Sep. 30, 2015
Notes to Financial Statements
6. DERIVATIVES	The company has a balance of convertible notes totaling $587,141 with certain investors. The notes can be converted following a holding period provided in the promissory note agreement, and at a set price per share, subject to certain re-set provision. This includes price protection terms, which would reset the per-share purchase price if the Company were obligated to convert other convertible liabilities at a lower per share purchase price. The derivative liability is recorded at fair value on the Company's financial statements, and any changes in their fair value are included in the consolidated statement of operations as a non-cash item. The derivative liability is revalued and reported at fair value of $223,946,744 and $600,271 as of September 30, 2015 and December 31, 2014 respectively. The fair value of the convertible notes was estimated using the Black Scholes option pricing model with the following assumptions for the nine months ended September 30, 2015. Risk free interest rate .01% and .78% based on expected life Dividend yield 0% Expected volatility 441% Expected life (range in years) .01 to 2.42

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	9 Months Ended
	Sep. 30, 2015
Notes to Financial Statements
7. STOCKHOLDERS' EQUITY	In the first quarter of 2015, the Company issued 57,767 shares of common stock pursuant to the conversion of $110,308 Convertible Notes and interest. The Company is required to reserve 24,281 shares of common stock under the convertible note agreements. On February 10, 2015, the board of directors of the Company authorized a Certificate of Designation of Preferences, Rights and Limitations of Series A Preferred Stock, designating three (3) shares of a new series of preferred stock, par value $0.001 per share, as "Series A Preferred Stock" all of which were issued to our three officers, valued at $0. The Certificate of Designation was filed as an amendment to the Company's Articles of Incorporation with the State of Nevada on February 10, 2015. Holder(s) of outstanding shares of Series A Preferred Stock shall be entitled to the number of votes equal to the total number of Company's common stock outstanding as of the record date for the determination of stockholders entitled to vote at each meeting of stockholders of the Company and entitled to vote on all matters submitted or required to be submitted to a vote of the stockholders of the Company. The Certificate was approved by our board and did not require shareholder vote. The Series A Preferred Stock did not have a dividend rate or liquidation preference, and were not convertible into shares of common stock. On the same date, the Company issued one share of Series A Preferred Stock to each of the Company's three Directors. On February 26, 2015, the Company issued 600 shares of Common Stock to an employee with a fair value of $1,799. On May 20, 2015, the Company issued 1,200,000 shares of Common Stock to its board of directors converting $30,000 of Accrued Payroll. On May 14, 2014, the Company entered into a one year consulting agreement for 200 shares of common stock of which 50 vest per quarter. The Company expensed the fair value of $47 and $10,715 related to the portions earned through September 30, 2015 and December 31, 2014, respectively. On May 18, 2015, the board of directors of the Company authorized a Certificate of Designation of Preferences, Rights and Limitations of Series C Preferred Stock, designating 10,000,000 shares of a new series of preferred stock, par value $0.00001 per share, as "Series C Preferred Stock." The Certificate of Designation was filed as an amendment to the Company's Articles of Incorporation with the State of Nevada on May 18, 2015. On March 24, 2015, the Company filed a Certificate of Amendment to the Articles of Incorporation in the state of Nevada to increase the authorized shares of Common Stock to 2,000,000,000 having a par value of $0.001. On May 29, 2015, the board of directors of the Company authorized a Certificate of Designation of Preferences, Rights and Limitations of Series B Preferred Stock, designating 10,000,000 shares of a new series of preferred stock, par value $0.00001 per share, as "Series B Preferred Stock." The Certificate of Designation was filed as an amendment to the Company's Articles of Incorporation with the State of Nevada on May 29, 2015. Holder(s) of the Series B Preferred Stock shall be entitled, among others, conversion rights that may convert each share of Series B Preferred Stock into the number of shares of Company's common stock equal to the price of the Series B Preferred Stock divided by the par value of the Series B Preferred Stock and voting rights equal to ten votes for each share held for any election or matter before the shareholders of the Company. On April 22, 2015, the Company filed a Certificate of Amendment to the Articles of Incorporation in the state of Nevada to increase the authorized shares of Common Stock and Preferred Stock to 5,000,000,000 and 50,000,000, respectively. The Company reduced the par value per share of Common and Preferred Stock from $0.001 to $0.00001 per share. All share and per share amounts have been retroactively restated in the financial statements. In the third quarter of 2015, the Company issued 14,000 shares of preferred stock Series B purchased at $2.50 per share totaling $35,000. In the third quarter of 2015, the Company issued 145,020 shares of common stock pursuant to the conversion of $20,055 Convertible Notes and interest. Additional paid in capital was increased by $243,622 for the nine months ended September 30, 2015 and $268,717 for the year ended December 31, 2014 for the fair value of Derivative Liability associated with the conversions and repayments of Convertible Notes. On September 24, 2015, the Company initiated a 1-for-2500 Reverse Stock split; every 2500 shares of issued and outstanding common stock were converted into one share of issued and outstanding common stock. If that number falls below 100, the share amount will be rounded up to 100. All shares issued and per share amounts have been retroactively restated in the financial statements.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2015
Notes to Financial Statements
8. RELATED PARTY TRANSACTIONS	During 2011, the Company entered into two notes payable for a total of $22,500. The Notes have an interest rate of 10%, are unsecured, and due March 15, 2012. On February 14, 2014, these Notes plus accrued interest were converted into a new Note due on November 14, 2014 with an interest rate of 15% and premium interest of 20% beginning November 14, 2014. During the year ended December 31, 2014, $7,500 was repaid. The Company also converted $4,848 of interest to principal on the Notes. During 2014, the Company entered into two notes payable for a total of $5,000 with no interest, are unsecured, and due on demand. As of September 30, 2015 and December 31, 2014, the total amount outstanding is $24,848. Accrued interest totaled $7,243 and $3,475 as of September 30, 2015 and December 31, 2014, respectively. The maturity date has been extended to August 31, 2015 and is in default. The Company incurred software development expenses during 2013 and 2012 from a company owned by an officer. As of September 30, 2015 and December 31, 2014, the total amount owed to the related vendor is $42,500 and is recorded in accounts payable. As of September 30, 2015 and December 31, 2014, commissions were owed to a company owned by the spouses of the officers. The commissions owed to this related party were $4,184 as of September 30, 2015 and December 31, 2014. The total commissions earned during 2014 were $2,821. On February 10, 2015, the Company issued one share of Series A Preferred Stock to each member of its board of directors as incentive to continue to assist and provide services to the Company. Holders of the outstanding shares of Series A Preferred Stock shall be entitled to the number of votes equal to the total number of Company's common stock outstanding as of the record date for the determination of stockholders entitled to vote at each meeting of stockholders of the Company and entitled to vote on all matters submitted or required to be submitted to a vote of the stockholders of the Company. On May 20, 2015, the Company issued 1,200,000 shares of Common Stock to its board of directors converting $30,000 of Accrued Payroll. On September 1, 2015, the Company entered into a convertible note financing transaction with an employee converting $15,000 of Accrued Payroll. This note matures on demand. It bears interest at 10% per annum. The note is convertible into Common Stock at the lender's option with a conversion rate equal to $0.00001 per share, unless otherwise modified by mutual agreement between the Parties. On October 1, 2015, the Company issued 600,000,000 shares of Common Stock to its board of directors converting $6,000 of Accrued Payroll.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2015
Commitments And Contingencies
9. COMMITMENTS AND CONTINGENCIES	Litigation On August 25, 2015, a noteholder filed a complaint against the Company in the District Court of Dallas County, Texas, alleging breach of contract for failure to pay outstanding notes. On August 27, 2015, a noteholder filed a complaint against the Company in the Supreme Court of New York, County of Suffolk, alleging breach of contract for failure to pay an outstanding note. We are currently working with the noteholders to end the litigation amicably.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2015
Notes to Financial Statements
10. SUBSEQUENT EVENTS	On October 1, 2015, the Company issued 600,000,000 shares of Common Stock to its board of directors converting $6,000 of Accrued Payroll. On October 13, 2015 and October 22, 2015, the Company exchanged a $10,000 Promissory Note to a $5,000 Convertible Note and two $2,500 Convertible Notes, respectively. The Notes have interest rates of 15% and are due on demand. On October 13, 2015, the Company issued 30,000,000 shares of Common Stock pursuant to the conversion of $750 Convertible Notes and on October 22, 2015, the Company issued 100,000,000 shares of Common Stock pursuant to the conversion of the two $2,500 Convertible Notes. On October 28, 2015, the Company issued 1,565,878 shares of Common Stock pursuant to the conversion of $1,907 Convertible Notes and interest. On October 29, 2015, the Company issued 4,761,904 shares of Common Stock pursuant to the conversion of $5,000 Convertible Notes. On November 18, 2015, the Company issued 3,636,364 shares of Common Stock pursuant to the conversion of $3,000 Convertible Notes. In the fourth quarter of 2015, the Company issued 40,000 shares of Preferred Stock Series B purchased at $2.50 per share totaling $100,000. On January 6, 2016, the Company entered into a Promissory Note Receivable for $25,000 with a related party. The Note will be repaid in ten equal installments of principal, has an interest rate of 14%, is unsecured, with Accrued Interest due on the maturity date of December 6, 2016.

SUMMARY OF SIGNIFICANT ACCOUN17

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Policies)	9 Months Ended
	Sep. 30, 2015
Summary Of Significant Accounting Policies And Organization Policies
Basis of Presentation	The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the Securities and Exchange Commission for interim financial information. Accordingly, they do not include all the information necessary for comprehensive presentation of financial position and results of operations. It is management's opinion that all material adjustments (consisting of normal reoccurring adjustments) have been made, which are necessary for a fair financial statement presentation. The results for the interim period are not necessarily indicative of the results expected for the year. VizConnect, Inc. (the "Company") was setup as a corporation under the laws of the State of Nevada on October 15, 2010. The Company, through its wholly-owned subsidiary, VizConnect LLC, a Massachusetts limited liability company is a holding company which helps companies around the world by providing first class business development consulting. Our growing portfolio encompasses a robust and innovative array of services which include real estate acquisition, equity building, debt removal, revenue generation, and asset acquirement through the issuance of Preferred Stock. Our talented and experienced team is driven to help customers increase value; maximize existing capabilities; improve shareholder performance and profitability; increase cost efficiency; and simplify business strategy. The Company's year-end is December 31. On October 29, 2013, the Company formed a majority owned subsidiary to conduct business solely in Canada. The majority owned subsidiary is included in the consolidated financial statements of the Company at its formation. The non-controlling interest investors have contributed $100,000 into the subsidiary, which represents 20% ownership. The Company owns the remaining 80% of the subsidiary. On April 22, 2015, the Company filed a Certificate of Amendment to the Articles of Incorporation in the state of Nevada to increase the authorized shares of Common Stock and Preferred Stock to 5,000,000,000 and 50,000,000, respectively. The Company reduced the par value per share of Common and Preferred Stock from $0.001 to $0.00001 per share. On May 20, 2015, the Company issued 1,200,000 shares of Common Stock to its board of directors converting $30,000 of Accrued Payroll. On September 24, 2015, the Company initiated a 1-for-2500 Reverse Stock split; every 2500 shares of issued and outstanding common stock were converted into one share of issued and outstanding common stock. If that number falls below 100, the share amount will be rounded up to 100. All share and per share amounts have been retroactively adjusted in the accompanying financial statements. On October 1, 2015, the Company issued 600,000,000 shares of Common Stock to its board of directors converting $6,000 of Accrued Payroll.
Principal of Consolidation	The accompanying 2015 and 2014 unaudited condensed consolidated financial statements include the accounts of VizConnect, Inc., VizConnect LLC and its 80% owned-subsidiary, VizConnect Canada from the date of incorporation (October 29, 2013).
Use of estimates	In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates. Significant estimates include the calculation of deferred revenue during the period and determinations of fair values of certain financial instruments.
Cash and cash equivalents	The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. At September 30, 2015 and December 31, 2014, the Company had no cash equivalents.
Income Taxes	The Company accounts for income taxes in accordance with FASB ASC 740 " Accounting for Income Taxes
Software Development Costs	We expense software development costs to be marketed to external users with a useful life of less than one year, before technological feasibility of such products is reached. We have determined that technological feasibility is reached shortly before the release of those products and as a result, the development costs incurred after the establishment of technological feasibility and before the release of those products were not material, and accordingly, were expensed as incurred. Software development costs totaled $893 and $48,380 for the nine months ended September 30, 2015 and 2014, respectively.
Business Segments	The Company operates in one segment and therefore segment information is not presented.
Revenue Recognition	The Company recognizes revenue on arrangements in accordance with FASB ASC No. 605, " Revenue Recognition The Company recognizes revenue from monthly subscriptions fees in the month in which services are provided. Because a portion of the fees are earned over a month period, any fees collected in which the services are not provided are recorded as deferred revenue. The Company recognizes revenue from set up fees at the time the initial set up is complete and the fees are earned. The Company recognizes revenue from distributor membership fees monthly over the one year membership period. Any fees collected in which the services are not provided are recorded as deferred revenue.
Selling Expenses	The Company incurs selling expenses under a "multi-level" compensation plan, which includes commissions for subscription sales made and bonuses for assisting associated distributors in closing initial subscription sales. Commissions are earned from direct sales as well as the sales made through the sales network they have developed. Accrued commissions payable was $21,640 as of September 30, 2015 and December 31, 2014.
Concentrations	As of September 30, 2015 and 2014, respectively, the Company has no customers whose sales account for more than 10% of total sales.
Property and Equipment	Property and equipment is recorded at cost. Additions and betterments are capitalized; maintenance and repairs are expensed as incurred. Depreciation is calculated using the straight-line method over the asset's estimated useful life, which is 5 years for furniture. Gains and losses on disposal are charged to operations.
Fair Value Measurements	The Company's capital structure includes the use of convertible debt features that are classified as derivative financial instruments. Derivative financial instruments are recognized as either assets or liabilities and are measured at fair value in accordance with FASB ASC 815 " Derivatives and Hedging Fair Value Measurements and Disclosures FASB ASC 820 establishes a framework for measuring fair value by creating a hierarchy for observable independent market inputs and unobservable market assumptions and expands disclosures about fair value measurements. Considerable judgment may be required in interpreting market data used to develop the estimates of fair value. Accordingly, the estimates present herein are not necessarily indicative of the amounts that could be realized in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value. The following inputs are used in the valuation of the financial assets and liabilities. Level 1 - Inputs represent unadjusted quoted prices for identical assets and liabilities exchanged in active markets. Level 2 - Inputs include directly or indirectly observable inputs other than Level 1 inputs such as quoted prices for similar assets or liabilities exchanged in active or inactive markets; quoted prices for identical assets or liabilities exchanged in inactive markets; other inputs that are considered in fair value determinations of the assets or liabilities, such as interest rates or yield curves that are observable at commonly quoted intervals, volatilities, repayment speeds, loss severities, credit risks and default rates; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 - Inputs include unobservable inputs used in the measurement of assets and liabilities. Management is required to use its own assumptions regarding unobservable inputs, because there is little, if any, market activity in the assets or liabilities or related observable inputs that can be corroborated at the measurement date. Measurements of non-exchange traded derivative contract assets and liabilities are primarily based on valuation models, discounted cash flow models or other valuation techniques that are believed to be used by market participants. Unobservable inputs require management to make certain projections and assumptions about the information that would be used by market participants in pricing assets and liabilities. The fair values of financial instruments that include cash and amounts due to related parties were estimated to approximate their carrying values due to the immediate or relatively short maturity of these instruments. The Company's operations and financing activities are conducted primarily in United States dollars, and as a result are not subject to significant exposure to market risks from changes in foreign currency rates. Management has determined that the Company is not exposed to significant credit risk. The following is a summary of liabilities measured at fair value on a recurring basis at September 30, 2015: Description Total Fair Value Level 1 Level 2 Level 3 Derivatives: Conversion Feature Liability $ 223,946,744 - - $ 223,946,744 Total derivatives $ 223,946,744 - - $ 223,946,744 The following is a summary of liabilities measured at fair value on a recurring basis at December 31, 2014: Description Total Fair Value Level 1 Level 2 Level 3 Derivatives: Conversion Feature Liability $ 600,271 - - $ 600,271 Total derivatives $ 600,271 - - $ 600,271 The changes in derivatives measured at fair value for which, the Company has used Level 3 inputs to determine fair value at September 30, 2015 are as follows: For the nine months ended September 30, 2015 Beginning of the year $ 600,271 Additional loans 76,350 Loss on change in fair value 223,513,745 Settlements (243,622 ) End of the quarter $ 223,946,744 The following is a description of the valuation methodology used for liabilities measured at fair value. Conversion feature liability - The fair value of the derivative instrument was estimated using the Black Scholes option pricing model. (See Note 6)
Re-classifications	Certain amounts from prior periods have been reclassified to conform to the current period presentation. These reclassifications had no impact on the Company's net loss or cash flows.
Loss per share	The Company computes net loss per share in accordance with FASB ASC 260 " Earnings per Share The following summarizes potential anti-dilutive shares: September 30, 2015 September 30, 2014 (number of shares) Convertible notes 2,499,889,723 33,533,720 Total 2,499,889,723 33,533,720
Recent Account Pronouncements	In April 2015, FASB issued Accounting Standards Update ("ASU") No. 2015-03, " Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs" In August 2014, the FASB issued Accounting Standards Update ("ASU") No. 2014-15 on "Presentation of Financial Statements Going Concern (Subtopic 205-40) - Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern" All other newly issued accounting pronouncements but not yet effective have been deemed either immaterial or not applicable.

SUMMARY OF SIGNIFICANT ACCOUN18

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Tables)	9 Months Ended
	Sep. 30, 2015
Summary Of Significant Accounting Policies And Organization Tables
Summary of liabilities measured at fair value on a recurring basis	The following is a summary of liabilities measured at fair value on a recurring basis at September 30, 2015: Description Total Fair Value Level 1 Level 2 Level 3 Derivatives: Conversion Feature Liability $ 223,946,744 - - $ 223,946,744 Total derivatives $ 223,946,744 - - $ 223,946,744 The following is a summary of liabilities measured at fair value on a recurring basis at December 31, 2014: Description Total Fair Value Level 1 Level 2 Level 3 Derivatives: Conversion Feature Liability $ 600,271 - - $ 600,271 Total derivatives $ 600,271 - - $ 600,271
Summary of Level 3 inputs to determine fair value	For the nine months ended September 30, 2015 Beginning of the year $ 600,271 Additional loans 76,350 Loss on change in fair value 223,513,745 Settlements (243,622 ) End of the quarter $ 223,946,744
Summarizes of potential anti-dilutive shares	September 30, 2015 September 30, 2014 (number of shares) Convertible notes 2,499,889,723 33,533,720 Total 2,499,889,723 33,533,720

CONVERTIBLE NOTES PAYABLE (Tabl

CONVERTIBLE NOTES PAYABLE (Tables)	9 Months Ended
	Sep. 30, 2015
Convertible Notes Payable Tables
Unsecured convertible loans	Origination Date Maturity Date Interest Rate Principal September 30, 2015 Current Portion Long-term February 2013 February 2018 8 % $ 125,790 $ - $ 125,790 May 2013 March 2018 12 % 20,000 - 20,000 June 2013 March 2018 12 % 30,000 - 30,000 July 2014 June 2016 12 % 23,873 23,873 - July 2014 July 2015 8 % 77,725 77,725 - July 2014 January 2015 12 % 23,403 23,403 - August 2014 February 2015 12 % 50,000 50,000 - September 2014 June 2015 8 % 53,000 53,000 - October 2014 September 2015 8 % 25,000 25,000 - November 2014 November 2015 10 % 57,000 57,000 - December 2014 June 2016 12 % 25,000 25,000 - April 2015 October 2015 12 % 15,000 15,000 - May 2015 On demand 10 % 3,350 3,350 - May 2015 November 2015 12 % 37,000 37,000 - June 2015 December 2015 12 % 2,500 2,500 - July 2015 On demand 10 % 3,500 3,500 - September 2015 On demand 10 % 15,000 15,000 - Discount notes payable (143,092 ) (50,862 ) (92,230 ) Total $ 444,049 $ 360,489 $ 83,560

DERIVATIVES (Tables)

DERIVATIVES (Tables)	9 Months Ended
	Sep. 30, 2015
Derivatives Tables
Schedule of assumptions	Risk free interest rate .01% and .78% based on expected life Dividend yield 0% Expected volatility 441% Expected life (range in years) .01 to 2.42

SUMMARY OF SIGNIFICANT ACCOUN21

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Derivatives:
Conversion Feature Liability	$ 223,946,744	$ 600,271
Total derivatives	$ 223,946,744	$ 600,271
Level 1 [Member]
Derivatives:
Conversion Feature Liability
Total derivatives
Fair Value, Inputs, Level 2 [Member]
Derivatives:
Conversion Feature Liability
Total derivatives
Fair Value, Inputs, Level 3 [Member]
Derivatives:
Conversion Feature Liability	$ 223,946,744	$ 600,271
Total derivatives	$ 223,946,744	$ 600,271

SUMMARY OF SIGNIFICANT ACCOUN22

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Details 1)	9 Months Ended
	Sep. 30, 2015USD ($)
Summary Of Significant Accounting Policies And Organization Details 1
Beginning of the year	$ 600,271
Additional loans	76,350
(Loss) Gain on change in fair value	223,513,745
Settlements	(243,622)
End of the year	$ 223,946,744

SUMMARY OF SIGNIFICANT ACCOUN23

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Details 2) - shares	Sep. 30, 2015	Sep. 30, 2014
Summary Of Significant Accounting Policies And Organization Details 2
Convertible Notes	2,499,889,723	33,533,720
TOTAL	2,499,889,723	33,533,720

SUMMARY OF SIGNIFICANT ACCOUN24

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Summary Of Significant Accounting Policies And Organization Details Narrative
Cash equivalents	$ 0		$ 0
Software development costs	893	$ 48,380
Accrued commissions payable	$ 21,640		$ 21,640

GOING CONCERN (Details Narrativ

GOING CONCERN (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Going Concern Details Narrative
Net Loss Attributable to common stockholders	$ (223,468,019)	$ (397,400)	$ (224,398,546)	$ (2,776,699)
Accumulated deficit	(228,692,778)		(228,692,778)		$ (4,294,232)
Working capital deficit	$ 226,002,359		$ 226,002,359

NOTES PAYABLE-RELATED PARTY (De

NOTES PAYABLE-RELATED PARTY (Details Narrative) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Notes Payable-related Party Details Narrative
Notes payable- related party	$ 24,848	$ 24,848
Accrued interest to related party	$ 7,243	$ 3,475

NOTES PAYABLE (Details Narrativ

NOTES PAYABLE (Details Narrative) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Notes payable	$ 366,973	$ 366,973
Note payable for $15,000
Notes payable	13,000	13,000
Accrued Interest	13,180	10,840
Note payable for $100,000
Notes payable	67,671	67,671
Accrued Interest	23,377	0
Note payable one for $100,000
Notes payable	96,302	96,302
Accrued Interest	$ 7,303	$ 0

CONVERTIBLE NOTES PAYABLE (Deta

CONVERTIBLE NOTES PAYABLE (Details)	9 Months Ended
	Sep. 30, 2015USD ($)
Long term ending principal	$ 444,049
Current Portion	360,489
Long Term	$ 83,560
February 2013 [Member]
Maturity Date	February2018
Interest Rate	8.00%
Long term ending principal	$ 125,790
Current Portion
Long Term	$ 125,790
May 2013 [ Member]
Maturity Date	March2018
Interest Rate	12.00%
Long term ending principal	$ 20,000
Current Portion
Long Term	$ 20,000
June 2013 [Member]
Maturity Date	March2018
Interest Rate	12.00%
Long term ending principal	$ 30,000
Current Portion
Long Term	$ 30,000
July 2014 [Member]
Maturity Date	June2016
Interest Rate	12.00%
Long term ending principal	$ 23,873
Current Portion	$ 23,873
Long Term
July 2014 One [Member]
Maturity Date	July2015
Interest Rate	8.00%
Long term ending principal	$ 77,725
Current Portion	$ 77,725
Long Term
July 2014 Two [Member]
Maturity Date	January2015
Interest Rate	12.00%
Long term ending principal	$ 23,403
Current Portion	$ 23,403
Long Term
August 2014 [Member]
Maturity Date	February2015
Interest Rate	12.00%
Long term ending principal	$ 50,000
Current Portion	$ 50,000
Long Term
September 2014 [Member]
Maturity Date	June2015
Interest Rate	8.00%
Long term ending principal	$ 53,000
Current Portion	$ 53,000
Long Term
October 2014 [Member]
Maturity Date	September2015
Interest Rate	8.00%
Long term ending principal	$ 25,000
Current Portion	$ 25,000
Long Term
November 2014 [Member]
Maturity Date	November2015
Interest Rate	10.00%
Long term ending principal	$ 57,000
Current Portion	$ 57,000
Long Term
December 2014 [Member]
Maturity Date	June2016
Interest Rate	12.00%
Long term ending principal	$ 25,000
Current Portion	$ 25,000
Long Term
April 2015 [Member]
Maturity Date	October2015
Interest Rate	12.00%
Long term ending principal	$ 15,000
Current Portion	$ 15,000
Long Term
May 2015 [Member]
Maturity Date	On demand
Interest Rate	10.00%
Long term ending principal	$ 3,350
Current Portion	$ 3,350
Long Term
May 2015 One [Member]
Maturity Date	November2015
Interest Rate	12.00%
Long term ending principal	$ 37,000
Current Portion	$ 37,000
Long Term
June 2015 [Member]
Maturity Date	December2015
Interest Rate	12.00%
Long term ending principal	$ 2,500
Current Portion	$ 2,500
Long Term
July 2015 [Member]
Maturity Date	On demand
Interest Rate	10.00%
Long term ending principal	$ 3,500
Current Portion	$ 3,500
Long Term
September 2015 [Member]
Maturity Date	On demand
Interest Rate	10.00%
Long term ending principal	$ 15,000
Current Portion	$ 15,000
Long Term
Discount on notes payable [Member]
Long term ending principal	$ (143,092)
Current Portion	(50,862)
Long Term	$ (92,230)

CONVERTIBLE NOTES PAYABLE (De29

CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($)	9 Months Ended		12 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Convertible Notes Payable Details Narrative
Common stock pursuant, Shares	145,020
Common stock pursuant, Amount	$ 20,055
Proceed from convertible note payable	$ 18,500
Interest rate	10.00%
Proceeds from notes payable	$ 61,350	$ 915,705	$ 996,973
Repayments of notes payable	0	(372,185)	$ 430,778
Interest and amortization of debt discount	$ 421,492	$ 730,658

DERIVATIVES (Details)

DERIVATIVES (Details)	9 Months Ended
	Sep. 30, 2015
Dividend yield	0.00%
Expected volatility	441.00%
Minimum [Member]
Risk free interest rate	0.01%
Expected life (range in years)	4 days
Maximum [Member]
Risk free interest rate	0.78%
Expected life (range in years)	2 years 5 months 1 day

DERIVATIVES (Details Narrative)

DERIVATIVES (Details Narrative) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Derivatives Details Narrative
Derivative liability fair value	$ 223,946,744	$ 600,271

STOCKHOLDER'S EQUITY (Details N

STOCKHOLDER'S EQUITY (Details Narrative) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Stockholders Equity Details Narrative
Preferred stock Series B, Par value	$ 2.50
Preferred stock Series B, Issue	14,000
Preferred stock Series B, Amount	$ 35,000
Common stock pursuant, Shares	145,020
Common stock pursuant, Amount	$ 20,055
Increases in additional paid in capital	$ 243,622	$ 268,717

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2014	Sep. 30, 2015
Notes payable- related party	$ 24,848	$ 24,848
Accrued interest to related party	3,475	7,243
Accounts payable	370,211	377,580
Commissions owed	4,184	4,184
Total commissions earned	2,821
Vendor [Member]
Accounts payable	$ 42,500	$ 42,500