| 3. ACCOUNTING POLICIES (POLICIES) | 6 Months Ended |
| Jun. 30, 2017 |
| Accounting Policies [Abstract] | |
| Property & Equipment | Property
& Equipment Property
and equipment is recorded at cost. Major additions and improvements are capitalized. The cost and related accumulated depreciation
of equipment retired or sold are removed from the accounts and any differences between the undepreciated amount and the proceeds
from the sale are recorded as a gain or loss on sale of equipment. Depreciation is computed using the straight-line method over
the estimated useful life of the assets as follows.
Equipment 5
to 7 years |
| Impairment of Long-Lived Assets | Impairment of Long-Lived
Assets The Company
assesses the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying amount may
not be recoverable, in accordance with ASC Topic 360, "Property, Plant and Equipment." An asset or asset
group is considered impaired if its carrying amount exceeds the undiscounted future net cash flow the asset or asset group is
expected to generate. If an asset or asset group is considered impaired, the impairment to be recognized is measured
by the amount by which the carrying amount of the assets exceeds its fair value. If estimated fair value is less than
the book value, the asset is written down to the estimated fair value and an impairment loss is recognized. |
| Revenue Recognition | Revenue
Recognition The Company
has not, to date, generated significant revenues. The Company plans to recognize revenue in accordance with Accounting
Standards Codification subtopic 605-10, Revenue Recognition ("ASC 605-10") which requires that four basic criteria must
be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the
selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are
based on management's judgments regarding the fixed nature of the selling prices of the products delivered and the collectability
of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are
provided for in the same period the related sales are recorded. ASC 605-10
incorporates Accounting Standards Codification subtopic 605-25, Multiple-Element Arraignments |
| Use of Estimates | Use
of Estimates The preparation
of financial statements in conformity with accounting principles generally accepted in the United States requires management to
make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported amount of revenue and expenses during the reported period. Actual
results could differ materially from the estimates. |
| Cash and Cash Equivalent | Cash and Cash Equivalents The Company
considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. There
were no cash equivalents at June 30, 2017 or December 31, 2016. |
| Income Taxes | Income
Taxes The Company
accounts for income taxes in accordance with FASB ASC 740, "Income Taxes," which requires that the Company recognize
deferred tax liabilities and assets based on the differences between the financial statement carrying amounts and the tax bases
of assets and liabilities, using enacted tax rates in effect in the years the differences are expected to reverse. Deferred income
tax benefit (expense) results from the change in net deferred tax assets or deferred tax liabilities. A valuation allowance is
recorded when it is more likely than not that some or all deferred tax assets will not be realized. The Company
has adopted the provisions of FASB ASC 740-10-05 Accounting for Uncertainty in Income Taxes |
| Net Loss Per Share, basic and diluted | Net
Loss Per Share, basic and diluted Basic
loss per share has been computed by dividing net loss available to common shareholders by the weighted average number of common
shares outstanding for the period. Shares issuable upon the exercise of warrants (314,733) have been excluded as a common stock
equivalent in the diluted loss per share because their effect is anti-dilutive. |
| Derivative Instruments | Derivative
Instruments The Company
accounts for derivative instruments in accordance with Accounting Standards Codification 815, Derivatives and Hedging ("ASC
815"), If certain
conditions are met, a derivative may be specifically designated as a hedge, the objective of which is to match the timing of gain
or loss recognition on the hedging derivative with the recognition of (i) the changes in the fair value of the hedged asset or
liability that are attributable to the hedged risk or (ii) the earnings effect of the hedged forecasted transaction. For a derivative
not designated as a hedging instrument, the gain or loss is recognized in income in the period of change. See Note
6 below for discussion regarding convertible notes payable and a warrant agreement. |
| Fair Value of Financial Instruments | Fair
Value of Financial Instruments Effective
January 1, 2008, fair value measurements are determined by the Company's adoption of authoritative guidance issued by the FASB,
with the exception of the application of the statement to non-recurring, non-financial assets and liabilities, as permitted. Fair
value is defined in the authoritative guidance as the price that would be received to sell an asset or paid to transfer a liability
in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants
at the measurement date. A fair value hierarchy was established, which prioritizes the inputs used in measuring fair value into
three broad levels as follows: Level
1 – Valuation based on unadjusted quoted market prices in active markets for identical assets or liabilities. Level
2 – Valuation based on, observable inputs (other than level one prices), quoted market prices for similar assets such as
at the measurement date; quoted prices in the market that are not active; or other inputs that are observable, either directly
or indirectly. Level
3 – Valuation based on unobservable inputs that are supported by little or no market activity, therefore requiring management's
best estimate of what market participants would use as fair value. |
| Original Issue Discount | Original
Issue Discount For certain
convertible debt issued, the Company provides the debt holder with an original issue discount ("OID"). An
OID is the difference between the original cash proceeds and the amount of the note upon maturity. The Note is originally recorded
for the total amount payable. The OID is amortized into interest expense pro-rata over the term of the Note. In instances
where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the
level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that
is significant to the fair value measurement in its entirety. The Company's assessment of the significance of a particular input
to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. The
valuation of the Company's notes recorded at fair value is determined using Level 3 inputs, which consider (i) time value, (ii)
current market and (iii) contractual prices. The carrying
amounts of financial assets and liabilities, such as cash and cash equivalents, receivables, accounts payable, notes payable and
other payables, approximate their fair values because of the short maturity of these instruments. The following
table represents the Company's assets and liabilities by level measured at fair value on a recurring basis at June 30, 2017:
Description Level
1 Level
2 Level
3
Derivative
Liabilities $ 0 $ 0 $ 71,759
The following assets
and liabilities are measured on the balance sheets at fair value on a recurring basis utilizing significant unobservable inputs
or Level 3 assumptions in their valuation. The following tables provide a reconciliation of the beginning and ending balances
of the liabilities: The change
in the notes payable at fair value for the six-month period ended June 30, 2017 is as follows:
Fair
Value Change Fair
January
1, 2017 in Fair Value New Convertible Notes Conversions Value
June 30, 2017
Derivative
Liabilities $ 56,057 $ 15,702 $ 0 $ 0 $ 71,759
All gains
and losses on assets and liabilities measured at fair value on a recurring basis and classified as Level 3 within the fair value
hierarchy are recognized in other interest income and expense in the accompanying financial statements. |
| Stock Based Compensation | Stock
Based Compensation The Company
follows Accounting Standards Codification subtopic 718-10, Compensation At June
30, 2017, the Company did not have any issued or outstanding stock options. |
| Concentration and Credit Risk | Concentration
and Credit Risk Financial
instruments and related items, which potentially subject the Company to concentrations of credit risk, consist primarily of cash.
The Company places its cash with high credit quality institutions. At times, such deposits may be in excess of
the FDIC insurance limit. |
| Research and Development | Research
and Development The Company
accounts for research and development costs in accordance with Accounting Standards Codification subtopic 730-10, Research
and Development |
| Issuance of Common Stock | Issuance of Common Stock The issuance of common stock
for other than cash is recorded by the Company at market values. |
| Impact of New Accounting Standards | Impact
of New Accounting Standards Management does not believe
that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the
accompanying condensed consolidated financial statements. |
