Pazoo (PZOO) 10-Q/A 29 Sep 14 2014 Q2 Quarterly report (amended) Financial data

Document_and_Entity_Informatio

Document and Entity Information (USD $)	6 Months Ended
	Jun. 30, 2014
Document and Entity Information	'
Entity Registrant Name	'Pazoo, Inc.
Document Type	'10-Q
Document Period End Date	30-Jun-14
Amendment Flag	'false
Entity Central Index Key	'0001533427
Current Fiscal Year End Date	'--12-31
Entity Common Stock, Shares Outstanding	107,765,750
Entity Public Float	$1,077,657
Entity Filer Category	'Smaller Reporting Company
Entity Current Reporting Status	'Yes
Entity Voluntary Filers	'No
Entity Well-known Seasoned Issuer	'No
Document Fiscal Year Focus	'2014
Document Fiscal Period Focus	'Q2

BALANCE_SHEETS_Unaudited_for_J

BALANCE SHEETS (Unaudited for June 30, 2014) (USD $)	Jun. 30, 2014		Dec. 31, 2013
Current assets:	'		'
Cash and cash equivalents	$61,416		$35,848
Accounts receivable	52,701		33,461
Inventories	2,806		4,129
Deposit	198,000		'
Prepaid expenses	1,790		1,911
Total current assets	316,713		75,349
Total assets	316,713		75,349
Current liabilities:	'		'
Accounts payable and accrued liabilities	76,127		64,846
Loans payable	3,000		3,000
Convertible debt	150,272	[1]	1,849	[1]
Derivative liability	813,430		172,049
Total current liabilities	1,042,829		241,744
Total liabilities	1,042,829		241,744
Stockholders' deficit	'		'
Common stock	114,454		101,410
Convertible preferred stock Series A	1,256		923
Preferred stock Series B	1,187		1,187
Additional paid-in capital	2,893,612		2,250,451
Accumulated deficit	-3,736,625		-2,520,366
Total stockholders' deficit	-726,116		-166,395
Total liabilities and stockholders' equity (deficit)	$316,713		$75,349
[1]	Net of discount of $276,554.

Statement_of_Financial_Positio

Statement of Financial Position - Parenthetical (USD $)	Jun. 30, 2014	Dec. 31, 2013
Common Stock, Par Value	$0.00	$0.00
Common Stock, Shares Authorized	980,000,000	980,000,000
Common Stock, Shares Issued	114,454,000	101,409,500
Common Stock, Shares Outstanding	114,454,000	101,409,500
Warrants Issued	7,000,000	2,400,000
Warrants Outstanding	7,000,000	2,400,000
Preferred Stock Series A	'	'
Preferred Stock, Par Value	$0.00	$0.00
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Shares Issued	1,256,394	1,256,394
Preferred Stock, Shares Outstanding	923,394	923,394
Preferred Stock Series B	'	'
Preferred Stock, Par Value	$0.00	$0.00
Preferred Stock, Shares Authorized	2,500,000	2,500,000
Preferred Stock, Shares Issued	1,187,500	1,187,500
Preferred Stock, Shares Outstanding	1,187,500	1,187,500
Preferred Stock Series C	'	'
Preferred Stock, Par Value	$0.00	$0.00
Preferred Stock, Shares Authorized	7,500,000	7,500,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0

STATEMENTS_OF_OPERATIONS_Unaud

STATEMENTS OF OPERATIONS (Unaudited) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Revenues:	'	'	'	'
Advertising sales - sales	$34,058	$5,465	$51,167	$5,464
Merchandise sales - sales	35	4,266	252	8,637
Total revenues	34,093	9,731	51,419	14,101
Cost of goods sold	'	'	'	'
Merchandise sales - costs	244	3,076	569	7,679
Total cost of goods sold	244	3,076	569	7,679
Gross profit	33,849	6,655	50,850	6,422
Operating expenses:	'	'	'	'
Selling, general and administrative expenses	320,808	56,608	605,039	159,710
Professional fees	136,701	18,832	172,134	59,582
Website setup	34,702	16,845	57,110	27,090
Total operating expenses	492,211	92,285	834,283	246,382
Loss from operations	-458,362	-85,630	-783,433	-239,960
Other expenses:	'	'	'	'
Gain/loss on derivative liability	-38,887	'	-337,300	'
Interest expense	-6,000	-10	-12,000	-25
Amortization of debt discount	-65,722	'	-83,526	'
Net loss	-568,971	-85,640	-1,216,259	-239,985
Series A preferred stock dividend	-5,133	-17,975	-10,209	-36,418
Net loss attributable to common stockholders	($574,104)	($103,615)	($1,226,468)	($276,403)
Net loss per common share - basic and diluted	$0	$0	($0.01)	$0
Weighted average common shares outstanding - basic and diluted	111,809,486	80,686,011	108,865,363	76,241,517

STATEMENT_OF_CASH_FLOWS_Unaudi

STATEMENT OF CASH FLOWS (Unaudited) (USD $)	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
Cash flows from operating activities:	'	'
Net loss	($1,216,259)	($239,985)
Common stock issued for services	346,268	50,820
Loss on derivative liability	337,300	'
Convertible debt issued for rent expense	16,601	'
Amortization of debt discount	83,526	'
Accounts receivable (increase/decrease)	-19,240	3,812
Inventory (increase/decrease)	1,323	2,110
Prepaid expenses and other current assets (increase/decrease)	121	-5,399
Accounts payable and accrued liabilities (increase/decrease)	18,933	28,454
Net cash used in operating activities	-431,427	-160,188
Cash flows from investing activities:	'	'
Issuance of preferred stock for cash	'	7,500
Borrowings on debt	'	33,500
Deposit made on acquisition of investment	-198,000	'
Net cash used in investing activities	-198,000	41,000
Cash flows from financing activities:	'	'
Borrowings on convertible note	344,725	'
Proceeds from exercise of Series A preferred warrants	40,000	'
Proceeds from sale of Series A preferred stock	270,270	'
Net cash provided by financing activities	654,995	'
Net increase in cash and cash equivalents	25,568	-119,188
Cash and cash equivalents beginning of period	35,848	130,556
Cash and cash equivalents end of period	61,416	11,368
Noncash Investing and Financing Activities	'	'
Common stock issued for the conversion of Series A preferred stock	1,700	12,250
Preferred stock and preferred stock warrants issued for debt	'	54,423
Cancellation of common stock	'	2,000
Debt discount	319,581	'
Payments of AP by third party	2,075	'
Original issue discount on convertible note	$15,500	'

Note_1Description_of_Business_

Note 1-Description of Business and Basis of Presentation	6 Months Ended
	Jun. 30, 2014
Notes	'
Note 1-Description of Business and Basis of Presentation	'
	Note 1—DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
	Basis of Presentation
	The accompanying unaudited interim financial statements of Pazoo, Inc. (“we”, “our”, “Pazoo” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with Pazoo’s audited 2013 annual financial statements and notes thereto filed on Form 10-K with the SEC. In the opinion of management, all adjustments, consisting of normal reoccurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods present have been reflected herein. The results of operation for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements, which would substantially duplicate the disclosure required in Pazoo’s fiscal 2013 financial statements have been omitted.
	Description of Business
	We are an early growth stage health and wellness company. Presently, our primary business is pazoo.com, an online, content driven, ad supported health and wellness web site for people and their pets. Additionally, this site has e-commerce functionality which allows pazoo.com to be an online retailer of nutritional foods/supplements, wellness goods, and fitness apparel. Pazoo, Inc. does not have any brick and mortar establishments.

Note_2Going_Concern

Note 2-Going Concern	6 Months Ended
	Jun. 30, 2014
Notes	'
Note 2-Going Concern	'
	Note 2—GOING CONCERN
	From inception of November 16, 2010 through June 30, 2014, the Company has incurred net losses of $3,700,764.    This factor, among others, raises significant doubt about the Company’s ability to continue as a going concern. These financial statements do not include any adjustments relating to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.  The Company’s continuation as a going concern is dependent upon our ability to generate sufficient cash flow to meet our obligations on a timely basis and ultimately attain profitability.  Management believes that we can alleviate the facts and circumstances which indicate a going concern by expanding our services, expert advice and online products. We aim to become more than a web based company by providing information, services and products through direct response, retail, and advertising revenue, in addition to our website.

Note_3Stockholders_Equity

Note 3-Stockholders' Equity	6 Months Ended
	Jun. 30, 2014
Notes	'
Note 3-Stockholders' Equity	'
	Note 3—STOCKHOLDERS’ EQUITY
	Common Stock
	In April 2014, the Company issued 2,604,167 common shares as per the Equity Purchase Agreement and Securities Purchase Agreement with Premier Venture Partners, LLC valued at $42,969.
	In June 2014, the Company issued 2,250,000 common shares to Maximum Harvest LLC as per the Media Agreement signed June 17, 2014.  The value of these shares issued was $97,875.
	The Company also issued 3,972,500 common shares to various consultants valued at $83,643.
	During the six months ended June 30, 2014, the Company issued 2,518,333 to experts per agreements for services rendered, valued at $121,781.
	Preferred Stock
	In April 2014, the Company issued 125,000 shares of Series A Preferred Stock to ICPI in exchange for $125,000.
	Simultaneous with the issuance of Series A Preferred Stock in April 2014, and under the Investment Agreement No. 4 we issued 125,000 warrants to ICPI which entitles its owner to purchase one share of Series A Preferred Stock for each Series A Preferred Stock at an exercise price of $2.00, subject to the terms of the warrant agreement between the warrant agent and us.
	In April 2014, the Company issued 145,000 shares of Series A Preferred Stock to ICPI in exchange for $145,000. The Company also simultaneously issued 150,000 warrants to ICPI which entitles its owner to purchase one share of Series A Preferred Stock for each Series A Preferred Stock acquired at an exercise price of $2.00.
	In May 2014, the Company issued 40,000 shares of Series A Preferred Stock to ICPI in exchange for $40,000, in accordance with Investment Agreement No. 4
	Simultaneous with the issuance of Series A Preferred Stock in May 2014, and under the Investment Agreement No. 4 we issued 45,000 warrants to ICPI which entitles its owner to purchase one share of Series A Preferred Stock for each Series A Preferred Stock at an exercise price of $2.00, subject to the terms of the warrant agreement between the warrant agent and us.
	Warrants
	Simultaneous with the issuance of Series A Preferred Stock in the six month period ending June 30, 2014, and under the Investment Agreement No. 4 (March 2014) we issued 270,000 warrants to ICPI which entitles its owner to purchase one share of Series A Preferred Stock for each Series A Preferred Stock at an exercise price of $2.00, subject to the terms of the warrant agreement between the warrant agent and us.  The warrants are exercisable five years from the date of issuance.
	The following table presents the Series A preferred stock warrant activity during the six months ended June 30, 2014:
		Warrants		Weighted Average Exercise Price
	Outstanding - December 31, 2013		823,226	$	2.2
	Granted		270,000		2
	Forfeited/Canceled		-		-
	Exercised		80,000		-
	Outstanding – June 30, 2014		1,013,226		2.15
	Exercisable – June 30, 2014		1,013,226	$	2.15
	The weighted average remaining life of the outstanding Series A preferred stock warrants as of June 30, 2014 and December 31, 2013 was 3.74 and 3.92 years, respectively.
	The following table presents the common stock warrant activity during the six months ended June 30, 2014:
		Warrants		Weighted Average Exercise Price
	Outstanding - December 31, 2013		5,000,000	$	0.05
	Granted		-		-
	Forfeited/Canceled		-		-
	Exercised		-		-
	Outstanding – June 30, 2014		5,000,000		0.05
	Exercisable – June 30, 2014		5,000,000	$	0.05
	The weighted average remaining life of the outstanding common stock warrants as of June 30, 2014 and December 31, 2013 was 1.02 and 1.26 years, respectively.

Note_4Loans_Payable

Note 4-Loans Payable	6 Months Ended
	Jun. 30, 2014
Notes	'
Note 4-Loans Payable	'
	Note 4—LOANS PAYABLE
	In February 2014, the Company entered into a convertible promissory note totaling $16,601 with ICPI for office lease expenses through February 2015.  ICPI may convert all or any part of the outstanding and unpaid principal into shares of Series A Preferred Stock at a price of $0.50 per share.

Note_5Equity_Interest

Note 5-Equity Interest	6 Months Ended
	Jun. 30, 2014
Notes	'
Note 5-Equity Interest	'
	Note 5—EQUITY INTEREST
	In April 2014, the Company entered into an agreement to buy a 40% equity interest in MA and Associates, LLC for $2,000,000 and 150,000 shares of the Company’s Series C Preferred Stock.   MA is in the process of becoming a licensed medical marijuana testing laboratory in the State of Nevada.  The Company made a $50,000 down payment which was recorded as a deposit in March 2014 and subsequently made a $50,000 investment in April 2014.  As of June 30, 2014, an additional total of $98,000 has been paid to MA and Associates LLC in accordance with the agreement.

Note_6Convertible_Note_and_Der

Note 6-Convertible Note and Derivative Liabilities	6 Months Ended
	Jun. 30, 2014
Notes	'
Note 6-Convertible Note and Derivative Liabilities	'
	Note 6—CONVERTIBLE NOTE AND DERIVATIVE LIABILITIES
	In April 2014, the Company entered into an Equity Purchase Agreement and a Securities Purchase Agreement with Premier Venture Partners, LLC (“Premier”) whereby Premier is obligated, providing the Company has met certain conditions including the filing of a Form S-1 Registration Statement for the shares to be acquired, to purchase up to $5,000,000 of the Company’s common stock at the rates set forth at the request of the Company by issuing a Put Notice when funds are needed.  The Securities Purchase Agreement is a facility whereby the Company will receive $22,500 pursuant to two Convertible Promissory Notes.
	In April 2014, the Company entered into a $10,000 Convertible Promissory Note (the “Note”) with Premier Venture Partners, LLC.  Under the terms of the Note the Company’s will receive $10,000 for the preparation and filing of the Form S-1 Registration Statement required for the Equity Purchase Agreement (Attached as Exhibit 99.02 to the Company's Form 8-K filed April 9, 2014). Premier Venture Partners, LLC shall have the right to convert any unpaid sums into common stock of the Company at the rate of the lesser of $.03 per share or 50% of the lowest trade reported in the 10 days prior to date of conversion.  A second Convertible Promissory Note, in the amount of $12,500, will be issued after the Form S-1 Registration Statement is filed in order to cover any additional expense of making the Form S-1 Registration Statement effective.  As of August 18, 2014, the proceeds have not been received.
	In April 2014, the Company agreed to buy a 40% equity interest in MA and Associates, LLC for $2,000,000 and 150,000 shares of the Company’s Series C Preferred Stock. MA is in the process of becoming a licensed medical marijuana testing laboratory in the State of Nevada. The Company made a $50,000 down payment in March 2014 and as of June 30, 2014 has made additional payments of $148,000 in accordance with the agreement.
	In May 2014, the Company entered into a 12% Convertible Note with JSJ Investments, Inc. (“JSJ”) in the amount of $100,000.  Prior to October 28, 2014, the Company may redeem the Note for $150,000.  Thereafter, JSJ may convert the Note into common stock of the Company at a stated discount of 50% based on the average of the lowest three trades in the previous ten days, or $0.06 per share. The note matures on October 28, 2014.
	In May 2014, the Company entered into a 10% Convertible Note with Typenex Co Investment LLC (“Typenex”) in the amount of $139,500. Typenex may convert the Note into common stock of the Company at a conversion price of $0.07 per share. The note matures on March 28, 2015. In conjunction with the note, a total of 1,130,470 warrants were issued. The relative fair value of the warrants at June 30, 2014 was $61,789.
	In May 2014, the Company entered into an 8% Convertible Note with LG Capital Funding LLC (“LG”) in the amount of $68,500.  LG may convert the Note into common stock of the Company at a stated discount of 50% based average of the lowest trading bid price for the 15 prior trading days.
	In February 2014, the Company entered into a 10% convertible note with Tangiers in the amount of $55,000. Of this amount, $5,550 was an original issue discount on the note. The note is convertible at a variable price of the lower of $0.01 or 50% of the lowest trading price during the 25 day period prior to the date of conversion. The note matures on February 27, 2015.
	The following table summarizes the changes in the derivative liabilities during the period ending June 30, 2014:
	Balance as of December 31, 2013	$	172,049
	Debt discount		319,581
	Original issuance discount		-15,500
	Change in fair value		337,300
	Ending balance as of June 30, 2014	$	813,430
	The Company uses the Black Scholes Option Pricing Model to value its option based derivatives based upon the following assumptions: dividend yield of -0-%, volatility of 167%, risk free rate of 0.33% and an expected term equal to the remaining term of the note.
	There were 5,000,000 common stock warrants outstanding on the date the convertible note agreement was entered into which became tainted. These warrants were valued using the Black Scholes Option Pricing Model based upon the following assumptions: dividend yield of -0-%, volatility of 203%, risk free rate of 0.44% and an expected term equal to the remaining exercise term of the warrants. The fair value of the warrants at June 30, 2014 was $147,224.

Note_7Fair_Value_Measurements_

Note 7-Fair Value Measurements and Derivative Liabiliity	6 Months Ended
	Jun. 30, 2014
Notes	'
Note 7-Fair Value Measurements and Derivative Liabiliity	'
	Note 7—FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILIITY
	The Company evaluates all of it financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported as charges or credits to income. For option-based derivative financial instruments, the Company uses the Black-Scholes option-pricing model to value the derivative instruments at inception and subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period.
	Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date.
	Under ASC-815 the conversion options embedded in the notes payable described in Note 5 require liability classification because they do not contain an explicit limit to the number of shares that could be issued upon settlement.
	During the period ending June 30, 2014, the Company entered into three convertible note agreements. The conversion option and the outstanding common stock warrants on that date which were tainted but the convertible notes were classified as derivative liabilities at their fair value on the date of issuance.
	As defined in FASB ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilized the market data of similar entities in its industry or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. FASB ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement).
	The three levels of the fair value hierarchy are as follows:
	Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities.
	Level 2 - Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date.
	Level 3 - Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.
	The following table sets forth by level within the fair value hierarchy the Company’s financial assets and liabilities that were accounted for at fair value at the period ending June 30, 2014.
	Recurring Fair Value Measurements	Level 1		Level 2		Level 3		Total
	LIABILITIES:
	Derivative liability- June 30, 2014		-		-		813,430		813,430
	Derivative liability- 2013		-		-		172,049		172,049
	The following table provides a summary of the changes in fair value:
	Balance as of December 31, 2013	$	172,049
	Debt discount		319,581
	Original issuance discount		-15,500
	Change in fair value		337,300
	Ending balance as of June 30, 2014	$	813,430

Note_8Subsequent_Events

Note 8-Subsequent Events	6 Months Ended
	Jun. 30, 2014
Notes	'
Note 8-Subsequent Events	'
	Note 8—SUBSEQUENT EVENTS
	In accordance with FASB ASC 855-10-50-1 we evaluated our subsequent events through August 18, 2014.
	In July 2014, Iconic Holdings LLC provided additional funding to the Company in the amount of $50,000 in accordance with the February 2014 agreement.
	In July 2014, the Company entered into a Convertible Note (the “Note”) with WHC Capital LLC (“WHC”) in the amount of $240,000. Prior to 10/31/14 the Company may redeem the note for $240,000.  Thereafter, WHC may convert the Note into common stock of the Company at a state 50% discount off the lowest intra-day trading price of common price in the 25 days preceding the conversion date.
	In August 2014, the Company entered into a 8% Convertible Note (the “Note”) with Auctus Private Equity Fund LLC (“Auctus”) in the amount of $56,250.  Prior to 5/16/15 the Company may redeem the Note for $56,250.  Thereafter, Auctus may convert the Note into common stock of the Company at a stated 50% discount multiplied by the 2 lowest trading prices of the 25 previous trading days.
	In August 2014, the Company issued a total of 100,000 shares of Series C Preferred Stock as a finder’s fee under the MA & Associates, LLC agreement.
	In August 2014, the Company issued a total of 10,000 shares of Series A Preferred Stock to Jordan Stroum. Per his agreement, among other things, to act as the Company’s representative on the MA & Associates, LLC Board of Directors.

Note_1Description_of_Business_1

Note 1-Description of Business and Basis of Presentation: Basis of Presentation (Policies)	6 Months Ended
	Jun. 30, 2014
Policies	'
Basis of Presentation	'
	Basis of Presentation
	The accompanying unaudited interim financial statements of Pazoo, Inc. (“we”, “our”, “Pazoo” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with Pazoo’s audited 2013 annual financial statements and notes thereto filed on Form 10-K with the SEC. In the opinion of management, all adjustments, consisting of normal reoccurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods present have been reflected herein. The results of operation for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements, which would substantially duplicate the disclosure required in Pazoo’s fiscal 2013 financial statements have been omitted.

Note_1Description_of_Business_2

Note 1-Description of Business and Basis of Presentation: Description of Business (Policies)	6 Months Ended
	Jun. 30, 2014
Policies	'
Description of Business	'
	Description of Business
	We are an early growth stage health and wellness company. Presently, our primary business is pazoo.com, an online, content driven, ad supported health and wellness web site for people and their pets. Additionally, this site has e-commerce functionality which allows pazoo.com to be an online retailer of nutritional foods/supplements, wellness goods, and fitness apparel. Pazoo, Inc. does not have any brick and mortar establishments.

Note_3Stockholders_Equity_Comm

Note 3-Stockholders' Equity: Common Stock (Policies)	6 Months Ended
	Jun. 30, 2014
Policies	'
Common Stock	'
	Common Stock
	In April 2014, the Company issued 2,604,167 common shares as per the Equity Purchase Agreement and Securities Purchase Agreement with Premier Venture Partners, LLC valued at $42,969.
	In June 2014, the Company issued 2,250,000 common shares to Maximum Harvest LLC as per the Media Agreement signed June 17, 2014.  The value of these shares issued was $97,875.
	The Company also issued 3,972,500 common shares to various consultants valued at $83,643.
	During the six months ended June 30, 2014, the Company issued 2,518,333 to experts per agreements for services rendered, valued at $121,781.

Note_3Stockholders_Equity_Pref

Note 3-Stockholders' Equity: Preferred Stock (Policies)	6 Months Ended
	Jun. 30, 2014
Policies	'
Preferred Stock	'
	Preferred Stock
	In April 2014, the Company issued 125,000 shares of Series A Preferred Stock to ICPI in exchange for $125,000.
	Simultaneous with the issuance of Series A Preferred Stock in April 2014, and under the Investment Agreement No. 4 we issued 125,000 warrants to ICPI which entitles its owner to purchase one share of Series A Preferred Stock for each Series A Preferred Stock at an exercise price of $2.00, subject to the terms of the warrant agreement between the warrant agent and us.
	In April 2014, the Company issued 145,000 shares of Series A Preferred Stock to ICPI in exchange for $145,000. The Company also simultaneously issued 150,000 warrants to ICPI which entitles its owner to purchase one share of Series A Preferred Stock for each Series A Preferred Stock acquired at an exercise price of $2.00.
	In May 2014, the Company issued 40,000 shares of Series A Preferred Stock to ICPI in exchange for $40,000, in accordance with Investment Agreement No. 4
	Simultaneous with the issuance of Series A Preferred Stock in May 2014, and under the Investment Agreement No. 4 we issued 45,000 warrants to ICPI which entitles its owner to purchase one share of Series A Preferred Stock for each Series A Preferred Stock at an exercise price of $2.00, subject to the terms of the warrant agreement between the warrant agent and us.

Note_3Stockholders_Equity_Warr

Note 3-Stockholders' Equity: Warrants (Policies)	6 Months Ended
	Jun. 30, 2014
Policies	'
Warrants	'
	Warrants
	Simultaneous with the issuance of Series A Preferred Stock in the six month period ending June 30, 2014, and under the Investment Agreement No. 4 (March 2014) we issued 270,000 warrants to ICPI which entitles its owner to purchase one share of Series A Preferred Stock for each Series A Preferred Stock at an exercise price of $2.00, subject to the terms of the warrant agreement between the warrant agent and us.  The warrants are exercisable five years from the date of issuance.
	The following table presents the Series A preferred stock warrant activity during the six months ended June 30, 2014:
		Warrants		Weighted Average Exercise Price
	Outstanding - December 31, 2013		823,226	$	2.2
	Granted		270,000		2
	Forfeited/Canceled		-		-
	Exercised		80,000		-
	Outstanding – June 30, 2014		1,013,226		2.15
	Exercisable – June 30, 2014		1,013,226	$	2.15
	The weighted average remaining life of the outstanding Series A preferred stock warrants as of June 30, 2014 and December 31, 2013 was 3.74 and 3.92 years, respectively.
	The following table presents the common stock warrant activity during the six months ended June 30, 2014:
		Warrants		Weighted Average Exercise Price
	Outstanding - December 31, 2013		5,000,000	$	0.05
	Granted		-		-
	Forfeited/Canceled		-		-
	Exercised		-		-
	Outstanding – June 30, 2014		5,000,000		0.05
	Exercisable – June 30, 2014		5,000,000	$	0.05
	The weighted average remaining life of the outstanding common stock warrants as of June 30, 2014 and December 31, 2013 was 1.02 and 1.26 years, respectively.

Note_3Stockholders_Equity_Warr1

Note 3-Stockholders' Equity: Warrants: Schedule of Preferred Units (Tables)	6 Months Ended
	Jun. 30, 2014
Tables/Schedules	'
Schedule of Preferred Units	'
		Warrants		Weighted Average Exercise Price
	Outstanding - December 31, 2013		823,226	$	2.2
	Granted		270,000		2
	Forfeited/Canceled		-		-
	Exercised		80,000		-
	Outstanding – June 30, 2014		1,013,226		2.15
	Exercisable – June 30, 2014		1,013,226	$	2.15

Note_3Stockholders_Equity_Warr2

Note 3-Stockholders' Equity: Warrants: Schedule of Stockholders' Equity Note, Warrants or Rights (Tables)	6 Months Ended
	Jun. 30, 2014
Tables/Schedules	'
Schedule of Stockholders' Equity Note, Warrants or Rights	'
		Warrants		Weighted Average Exercise Price
	Outstanding - December 31, 2013		5,000,000	$	0.05
	Granted		-		-
	Forfeited/Canceled		-		-
	Exercised		-		-
	Outstanding – June 30, 2014		5,000,000		0.05
	Exercisable – June 30, 2014		5,000,000	$	0.05

Note_6Convertible_Note_and_Der1

Note 6-Convertible Note and Derivative Liabilities: Schedule of Derivative Liabilities at Fair Value (Tables)	6 Months Ended
	Jun. 30, 2014
Tables/Schedules	'
Schedule of Derivative Liabilities at Fair Value	'
	Balance as of December 31, 2013	$	172,049
	Debt discount		319,581
	Original issuance discount		-15,500
	Change in fair value		337,300
	Ending balance as of June 30, 2014	$	813,430

Note_7Fair_Value_Measurements_1

Note 7-Fair Value Measurements and Derivative Liabiliity: Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Tables)	6 Months Ended
	Jun. 30, 2014
Tables/Schedules	'
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis	'
	Recurring Fair Value Measurements	Level 1		Level 2		Level 3		Total
	LIABILITIES:
	Derivative liability- June 30, 2014		-		-		813,430		813,430
	Derivative liability- 2013		-		-		172,049		172,049

Note_7Fair_Value_Measurements_2

Note 7-Fair Value Measurements and Derivative Liabiliity: Schedule of Changes in Fair Value of Plan Assets (Tables)	6 Months Ended
	Jun. 30, 2014
Tables/Schedules	'
Schedule of Changes in Fair Value of Plan Assets	'
	Balance as of December 31, 2013	$	172,049
	Debt discount		319,581
	Original issuance discount		-15,500
	Change in fair value		337,300
	Ending balance as of June 30, 2014	$	813,430

Note_2Going_Concern_Details

Note 2-Going Concern (Details) (USD $)	3 Months Ended		6 Months Ended		43 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014
Details	'	'	'	'	'
Net loss	$568,971	$85,640	$1,216,259	$239,985	$3,700,764

Note_3Stockholders_Equity_Comm1

Note 3-Stockholders' Equity: Common Stock (Details) (USD $)	3 Months Ended	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2014	Jun. 30, 2013
Details	'	'	'
Stock Issued During Period, Shares, Purchase of Assets	2,604,167	'	'
Stock Issued During Period, Value, Purchase of Assets	$42,969	'	'
Stock Issued During Period, Shares, Other	2,250,000	'	'
Stock Issued During Period, Value, Other	97,875	'	'
Stock Issued During Period, Shares, Issued for Services	3,972,500	2,518,333	'
Common stock issued for services	83,643	346,268	50,820
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures	'	2,518,333	'
Stock Issued During Period, Value, Share-based Compensation, Net of Forfeitures	'	$121,781	'

Note_4Loans_Payable_Details

Note 4-Loans Payable (Details) (USD $)	6 Months Ended
	Jun. 30, 2014
Details	'
Convertible debt issued for rent expense	$16,601

Note_6Convertible_Note_and_Der2

Note 6-Convertible Note and Derivative Liabilities (Details) (USD $)	6 Months Ended
	Jun. 30, 2014
Details	'
Fair Value Adjustment of Warrants	$147,224