Diamondhead Casino (DHCC) 10-Q 19 Nov 19 2019 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2019	Nov. 18, 2019
Document And Entity Information
Entity Registrant Name	DIAMONDHEAD CASINO CORP
Entity Central Index Key	0000844887
Document Type	10-Q
Document Period End Date	Sep. 30, 2019
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business Flag	true
Entity Emerging Growth Company	false
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		36,297,576
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2019

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Sep. 30, 2019	Dec. 31, 2018
Current assets
Cash	$ 4,667
Other current assets	1,475	16,608
Total current assets	6,142	16,608
Land (Note 3)	5,476,097	5,476,097
Other assets	80	80
Total assets	5,482,319	5,492,785
Current liabilities
Convertible notes and line of credit payable (Note 5)	1,962,500	1,962,500
Debenture payable (net of unamortized finance costs of $478 at September 30, 2019 and $1,194 at December 31, 2018) (Note 6)	49,522	48,806
Convertible debentures payable (net of unamortized finance costs of $21,802 at September 30, 2019 and $43,026 at December 31, 2018) (Note 6)	1,778,198	1,756,974
Short term notes and interest bearing advance (Note 7)	58,769	58,004
Current notes payable due related parties (Note 8)	427,118	309,015
Accounts payable and accrued expenses due related parties (Note 4)	4,732,013	4,141,814
Accounts payable and accrued expenses - others (Note 4)	3,185,020	2,840,306
Total current liabilities	12,193,140	11,117,419
Notes payable due related parties (Note 9)	115,000	115,000
Notes payable due others (Note 9)	72,500	72,500
Total liabilities	12,380,640	11,304,919
Commitments and contingencies (Notes 3 and 12)
Stockholders' deficiency
Preferred stock, $.01 par value; shares authorized 5,000,000, outstanding 2,086,000 at September 30, 2019 and December 31, 2018 (aggregate liquidation preference of $2,519,080 at September 30, 2019 and December 31, 2018).	20,860	20,860
Common stock, $.001 par value; shares authorized 50,000,000, issued: 39,052,472 at September 30, 2019 and December 31, 2018, outstanding: 36,297,576 at September 30, 2019 and December 31, 2018.	39,052	39,052
Additional paid-in capital	35,430,445	35,430,445
Unearned ESOP shares	(3,083,672)	(3,083,672)
Accumulated deficit	(39,156,790)	(38,070,603)
Treasury stock, at cost, 686,706 shares at September 30, 2019 and December 31, 2018.	(148,216)	(148,216)
Total stockholders' deficiency	(6,898,321)	(5,812,134)
Total liabilities and stockholders' deficiency	$ 5,482,319	$ 5,492,785

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($)	Sep. 30, 2019	Dec. 31, 2018
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares outstanding	2,086,000	2,086,000
Preferred stock, liquidation preference, value	$ 2,519,080	$ 2,519,080
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	50,000,000	50,000,000
Common stock, shares issued	39,052,472	39,052,472
Common stock, shares outstanding	36,297,576	36,297,576
Treasury stock, shares	686,706	686,706
Debenture Payable [Member]
Unamortized finance costs	$ 478	$ 1,194
Convertible Debentures Payable [Member]
Unamortized finance costs	$ 21,802	$ 43,026

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
COSTS AND EXPENSES
Administrative and general	$ 184,633	$ 131,454	$ 523,574	$ 448,944
Stock-based compensation				21,570
Other	27,412	17,359	59,348	53,544
Total costs and expenses	212,045	148,813	582,922	524,058
Interest expense:
Related parties	73,207	55,445	242,323	195,635
Other	65,835	74,250	220,742	219,031
Change in derivative indemnification liability -related party	(240,507)
Litigation settlement			(36,000)
Total other (income) expense, net	(101,465)	129,695	427,065	414,666
NET LOSS	(110,580)	(278,508)	(1,009,987)	(938,724)
PREFERRED STOCK DIVIDENDS	(25,400)	(25,400)	(76,200)	(76,200)
NET LOSS APLICABLE TO COMMON STOCKHOLDERS	$ (135,980)	$ (303,908)	$ (1,086,187)	$ (1,014,924)
Net loss per common share, basic and fully diluted	$ 0	$ (0.01)	$ (0.03)	$ (.03)
Weighted average number of common shares outstanding, basic and fully diluted	36,297,576	36,297,576	36,297,576	36,297,576

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Deficiency (Unaudited) - USD ($)	3 Months Ended						9 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 30, 2019	Sep. 30, 2018
Preferred Stock [Member]
BALANCE	$ 20,860	$ 20,860	$ 20,860	$ 20,860	$ 20,860	$ 20,860	$ 20,860	$ 20,860
BALANCE, SHARES	2,086,000	2,086,000	2,086,000	2,086,000	2,086,000	2,086,000	2,086,000	2,086,000
STOCK-BASED COMPENSATION
DIVIDENDS
NET LOSS
BALANCE	$ 20,860	$ 20,860	$ 20,860	$ 20,860	$ 20,860	$ 20,860	$ 20,860	$ 20,860
BALANCE, SHARES	2,086,000	2,086,000	2,086,000	2,086,000	2,086,000	2,086,000	2,086,000	2,086,000
Common Stock [Member]
BALANCE	$ 39,052	$ 39,052	$ 39,052	$ 39,052	$ 39,052	$ 39,052	$ 39,052	$ 39,052
BALANCE, SHARES	39,052,472	39,052,472	39,052,472	39,052,472	39,052,472	39,052,472	39,052,472	39,052,472
STOCK-BASED COMPENSATION
DIVIDENDS
NET LOSS
BALANCE	$ 39,052	$ 39,052	$ 39,052	$ 39,052	$ 39,052	$ 39,052	$ 39,052	$ 39,052
BALANCE, SHARES	39,052,472	39,052,472	39,052,472	39,052,472	39,052,472	39,052,472	39,052,472	39,052,472
Additional Paid-In Capital [Member]
BALANCE	$ 35,430,445	$ 35,430,445	$ 35,430,445	$ 35,547,932	$ 35,547,932	$ 35,526,362	$ 35,430,445	$ 35,526,362
STOCK-BASED COMPENSATION						21,570
DIVIDENDS
NET LOSS
BALANCE	35,430,445	35,430,445	35,430,445	35,547,932	35,547,932	35,547,932	35,430,445	35,547,932
Unearned ESOP [Member]
BALANCE	$ (3,083,672)	$ (3,083,672)	$ (3,083,672)	$ (3,202,274)	$ (3,202,274)	$ (3,202,274)	$ (3,083,672)	$ (3,202,274)
BALANCE, SHARES	2,068,190	2,068,190	2,068,190	2,147,735	2,147,735	2,147,735	2,068,190	2,147,735
STOCK-BASED COMPENSATION
DIVIDENDS
NET LOSS
BALANCE	$ (3,083,672)	$ (3,083,672)	$ (3,083,672)	$ (3,202,274)	$ (3,202,274)	$ (3,202,274)	$ (3,083,672)	$ (3,202,274)
BALANCE, SHARES	2,068,190	2,068,190	2,068,190	2,147,735	2,147,735	2,147,735	2,068,190	2,147,735
Accumulated Deficit [Member]
BALANCE	$ (39,020,810)	$ (39,103,011)	$ (38,070,603)	$ (37,390,891)	$ (37,065,359)	$ (36,679,875)	$ (38,070,603)	$ (36,679,875)
STOCK-BASED COMPENSATION
DIVIDENDS	(25,400)	(25,400)	(25,400)	(25,400)	(25,400)	(25,400)
NET LOSS	(110,580)	107,601	(1,007,008)	(278,508)	(300,132)	(360,084)
BALANCE	(39,156,790)	(39,020,810)	(39,103,011)	37,694,799	(37,390,891)	(37,065,359)	(39,156,790)	37,694,799
Treasury Stock [Member]
BALANCE	$ (148,216)	$ (148,216)	$ (148,216)	$ (147,101)	$ (147,101)	$ (147,101)	$ (148,216)	$ (147,101)
BALANCE, SHARES	686,706	686,706	686,706	607,161	607,161	607,161	686,706	607,161
STOCK-BASED COMPENSATION
DIVIDENDS
NET LOSS
BALANCE	$ 148,216	$ (148,216)	$ (148,216)	$ (147,101)	$ (147,101)	$ (147,101)	$ 148,216	$ (147,101)
BALANCE, SHARES	686,706	686,706	686,706	607,161	607,161	607,161	686,706	607,161
BALANCE	$ (6,762,341)	$ (6,844,542)	$ (5,812,134)	$ (5,132,422)	$ (4,806,890)	$ (4,442,976)	$ (5,812,134)	$ (4,442,976)
STOCK-BASED COMPENSATION						21,570
DIVIDENDS	(25,400)	(25,400)	(25,400)	(25,400)	(25,400)	(25,400)
NET LOSS	(110,580)	107,601	(1,007,008)	(278,508)	(300,132)	(360,084)	(1,009,987)	(938,724)
BALANCE	$ (6,898,321)	$ (6,762,341)	$ (6,844,542)	$ (5,436,330)	$ (5,132,422)	$ (4,806,890)	$ (6,898,321)	$ (5,436,330)

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
OPERATING ACTIVITIES
Net loss	$ (1,009,987)	$ (938,724)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization	21,940	21,934
Stock-based compensation		21,570
Change in assets and liabilities:
Other assets	15,133	(816)
Accounts payable and accrued expenses - related parties	590,199	533,078
Accounts payable and accrued expenses - other	268,514	201,558
Net cash used in operating activities	(114,201)	(161,400)
FINANCING ACTIVITIES
Proceeds from notes payable issued to related parties	154,270	162,773
Payments of notes payable issued to related parties	(36,167)
Proceeds from short term notes and interest bearing advances	2,734	6,962
Payments of short term notes	(1,969)	(3,810)
Net cash provided by financing activities	118,868	165,925
Net increase in cash	4,667	4,525
Cash beginning of period		65
Cash end of period	4,667	4,590
Cash paid for interest	943	1,240
Non-cash financing activities:
Unpaid preferred stock dividends included in accounts payable and accrued expenses	$ 76,200	$ 76,200

Organization and Business

Organization and Business	9 Months Ended
	Sep. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Business	Note 1. Organization and Business Diamondhead Casino Corporation and its Subsidiaries (the “Company”) own a total of approximately 400 acres of unimproved land in Diamondhead, Mississippi (“the Property”). Active subsidiaries of the Company include Mississippi Gaming Corporation, which owns the approximate 400-acre site and Casino World, Inc. The Company’s intent was to construct a casino resort and other amenities on the Property unilaterally or, in conjunction with one or more joint venture partners. However, the Company has been unable to date, to obtain financing to move the project forward and/or enter into a joint venture partnership. Due to its lack of financial resources and certain lawsuits filed against it, the Company has been forced to explore other alternatives, including a sale of part or all of the Property. The Company’s preference is to sell only part of the Property inasmuch as this would appear to be in the best interest of the stockholders of the Company. However, there can be no assurance the Company will be able to sell only part of the Property. The Company intends to continue to pursue a joint venture partnership and/or other financing while seeking a viable purchaser for part or all of the Property. Therefore, on March 25, 2019, Mississippi Gaming Corporation entered into a brokerage agreement with an unrelated third party to seek a buyer for all or part of the Property or, alternatively, to seek a joint venture partner for the project.

Liquidity and Going Concern

Liquidity and Going Concern	9 Months Ended
	Sep. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Liquidity and Going Concern	Note 2. Liquidity and Going Concern These unaudited condensed consolidated financial statements have been prepared on the basis that the Company is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred losses over the past several years, has no operations, generates no operating revenues, and as reflected in the accompanying unaudited condensed consolidated financial statements, incurred a net loss applicable to common stockholders of $1,086,187 for the nine months ended September 30, 2019. In addition, the Company had an accumulated deficit of $39,156,790 at September 30, 2019. Due to its lack of financial resources and certain lawsuits filed against it, the Company has been forced to explore other alternatives, including a sale of part or all of the Property. In addition, in the event it becomes necessary in order to protect the Company’s assets, the Board of Directors has authorized the Company to file a petition for reorganization under Chapter 11 of the United States Bankruptcy Code. The Company has had no operations since it ended its gambling cruise ship operations in 2000. Since that time, the Company has concentrated its efforts on the development of its Diamondhead, Mississippi property. That development is dependent upon the Company obtaining the necessary capital, through either equity and/or debt financing, unilaterally or in conjunction with one or more partners, to master plan, design, obtain permits for, construct, open, and operate a casino resort. In the past, in order to raise capital to continue to pay on-going costs and expenses, the Company has borrowed funds, through Private Placements of convertible instruments as well as through other secured notes which are more fully described in Notes 5 through 9 to these unaudited condensed consolidated financial statements. The Company is in default with respect to payment of both principal and interest under the terms of most of these instruments. In addition, at September 30, 2019, the Company had $7,917,033 of accounts payable and accrued expenses and only $4,667 cash on hand. The above conditions raise substantial doubt as to the Company’s ability to continue as a going concern.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2019
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 3. Summary of Significant Accounting Policies The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in conformity with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X and the related rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. However, we believe that the disclosures included in these unaudited condensed consolidated financial statements are adequate to make the information presented not misleading. The unaudited condensed consolidated financial statements included in this document have been prepared on the same basis as the annual consolidated financial statements and, in our opinion, reflect all adjustments, which include normal recurring adjustments necessary for a fair presentation in accordance with GAAP and SEC regulations for interim financial statements. The results for the three and nine months ended September 30, 2019 are not necessarily indicative of the results that we will have for any subsequent period. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes to those statements for the year ended December 31, 2018, attached to our annual report on Form 10-K filed on April 12, 2019. Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of Diamondhead Casino Corporation and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Reclassifications The reclassification of interest expense to related party have been made to the unaudited condensed consolidated 2018 statements of operations to conform to the unaudited condensed consolidated 2019 statements of operations presentation. In addition, the Company made reclassification of the accounts payable and accrued expenses to related party in the unaudited condensed consolidated 2018 cash flows. The reclassification had no effect on net earnings or cash flows as previously reported. Land Land is carried at cost. Costs directly related to site development, such as permitting, engineering, and other costs, are capitalized. In the first quarter of 2019, the Company entered into a brokerage agreement for sale of all or part of the Property, or, alternatively, to seek a joint venture partner for the project. This agreement was extended through December 31, 2019. Land development costs, which have been capitalized, consist of the following at September 30, 2019 and December 31, 2018: Land $ 4,934,323 Licenses 77,000 Engineering and costs associated with permitting 464,774 Total land $ 5,476,097 Fair Value Measurements The Company follows the provisions of ASC Topic 820 “Fair Value Measurements” for financial assets and liabilities. This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. The standard discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The standard utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Input other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable input that reflects management’s own assumptions. The fair value measurement of the derivative indemnification liability at September 30, 2019 listed in Note 4 below was developed using Level 1 inputs. Long-Lived Assets The Company reviews long-lived assets whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of long-lived assets is measured by comparing the carrying amount of the assets to the estimated undiscounted future cash flows projected to be generated by the assets. If such assets are considered impaired, the impairment to be recognized is measured by the amount the carrying value exceeds the fair value of such assets determined by appraisal, discounted cash flow projections, or other means. No impairment existed at September 30, 2019. Net Loss per Common Share Basic loss per share is computed by dividing net loss applicable to common stockholders by the weighted average number of common shares outstanding. Diluted earnings per share is calculated by using the weighted average number of common shares outstanding, plus other potentially dilutive securities. Potentially dilutive securities are excluded from the computation of diluted loss per shares since their effect would be antidilutive. Common shares outstanding consist of issued shares, including allocated and committed shares held by the ESOP trust, less shares held in treasury. The dilutive securities below do not include 5,055,555 potentially convertible Debentures since the requirements for possible conversion have not yet been met and may never be met. The table below summarizes the components of potential dilutive securities at September 30, 2019 and 2018. September 30, September 30, Description 2019 2018 Convertible Preferred Stock 260,000 260,000 Options to Purchase Common Shares 3,415,000 3,415,000 Convertible Promissory Notes 1,925,000 1,925,000 Total 5,600,000 5,600,000 Stock Based Compensation The Company follows the provisions of ASC Topic 718 “Compensation — Stock Compensation” which requires the measurement and recognition of compensation expense for all share-based payment awards either modified or granted to employees and directors based upon estimated fair values. In the first quarter of 2018, the Board of Directors voted to extend the expiration dates of previously-awarded option grants from March 13, 2018 to December 31, 2020 with respect to the following: i) options previously granted to the President to purchase 750,000 shares of common stock at $0.30 per share, 75,000 shares of common stock at $0.75 per share and 2,000,000 shares of common stock at $0.19 per share; ii) options previously granted to the current Chairman of the Board to purchase 150,000 shares of common stock at $1.25 per share; iii) options previously granted to a Director of the Company to purchase 75,000 shares of common stock at $0.75; and iv) options previously granted to former employees of the Company to purchase a combined total of 65,000 shares of common stock at $0.75 per share. No share-based awards were issued or amended in 2019. In determining the fair value of each option modified, the Black-Scholes option-pricing model, consistent with the provisions of ASC Topic 718, was used. The valuations were determined using the weighted-average assumptions of 0% dividend yield, expected volatility of 103% and a risk-free interest rate of 2.79%. This resulted in a charge to the statement of operations in the amount of $21,570 for the nine months ending September 30, 2018. Option valuation models require the input of highly subjective assumptions, including the expected stock price volatility. The Company uses projected volatility rates, which are based upon historical volatility rates, trended into future years. Because the Company’s employee stock options have characteristics significantly different from those of traded options, and because changes in the subjective input assumptions can materially affect the fair value estimate, in management’s opinion, the existing models do not necessarily provide a reliable single measure of the fair value of the Company’s options. Recently Adopted Accounting Pronouncements In June 2018, FASB issued ASU 2018-07, “Compensation – Stock Compensation (Topic 718): Improvements to Non-employee Share-Based Payment Accounting” which addresses accounting for issuance of all share-based payments on the same accounting model. Previously, accounting for share-based payments to employees was covered by Accounting Standards Codification (“ASC”) Topic 718, while accounting for such payments to non-employees was covered by ASC Topic 505. As it considered recently issued updates to ASC Topic 718, the FASB, as part of its simplification initiatives, decided that ASC Topic 718 would also be used as the guidance for non-employee share-based awards. Under this new guidance, both employee and non-employee awards will essentially follow the same model, with small variances related to determining the term assumption when valuing a non-employee award as well as a different expense attribution model for non-employee awards. The ASU is effective beginning in calendar year 2019 and did not have a material effect on the Company’s unaudited condensed consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases. The standard requires lessees to recognize lease assets and lease liabilities on the consolidated balance sheet and requires expanded disclosures about leasing arrangements. We adopted the standard on January 1, 2019. Based on our assessment of the new standard on our unaudited condensed consolidated financial statements we have concluded that the impact is insignificant to our unaudited condensed consolidated financial statements based on the month-to-month nature of our singular lease currently in effect.

Accounts Payable and Accrued Ex

Accounts Payable and Accrued Expenses	9 Months Ended
	Sep. 30, 2019
Payables and Accruals [Abstract]
Accounts Payable and Accrued Expenses	Note 4 Accounts Payable and Accrued Expenses The table below outlines the elements included in accounts payable and accrued expenses at September 30, 2019 and December 31, 2018: September 30, December 31, Description 2019 2018 Related parties: Accrued payroll due officers $ 2,594,711 $ 2,369,711 Accrued interest due officers and directors 1,271,386 1,029,062 Accrued director fees 546,250 478,750 Base rents due to the President 226,448 185,642 Associated rental costs 75,910 61,341 Other 17,308 17,308 Total related parties $ 4,732,013 $ 4,141,814 Non-related parties: Accrued interest $ 1,964,097 $ 1,743,658 Accrued dividends 838,200 762,000 Accrued fines and penalties 121,700 77,700 Other 261,023 256,948 Total non-related parties $ 3,185,020 $ 2,840,306 As of September 30, 2019, the Chairman had advanced a total of $391,524, net of repayment of $16,250, to the Company under certain conditions. The conditions of the notes under which the Chairman agreed to make these advances are discussed in full detail in Note 8 of these unaudited condensed consolidated financial statements. Of particular note to those conditions, item (v) calls for the Chairman to be indemnified for any losses sustained on the sale of common stock of another publicly traded company, sold to raise the funds necessary to make the above advances. The Chairman has identified the common stock sold and has provided the Company with the documentation required to document the sale of said stock and to calculate the contingent future loss, if any, on said stock. As of September 30, 2019, the Chairman incurred no loss on stock sold to raise funds advanced to or on behalf of the Company. No liability for this circumstance existed at December 31, 2018.

Convertible Notes and Line of C

Convertible Notes and Line of Credit	9 Months Ended
	Sep. 30, 2019
Debt Disclosure [Abstract]
Convertible Notes and Line of Credit	Note 5. Convertible Notes and Line of Credit Line of Credit In 2008, the Company entered into an agreement with an unrelated third party for an unsecured Line of Credit up to a maximum of $1,000,000. The Line of Credit carries an interest rate on amounts borrowed of 9% per annum. All funds originally advanced under the facility were due and payable by November 1, 2012. As an inducement to provide the facility, the lender was awarded an immediate option to purchase 50,000 shares of common stock of the Company at $1.75 per share. In addition, the lender received an option to purchase a maximum of 250,000 additional shares of common stock of the Company at $1.75 per share. The options expire following repayment in full by the Company of the amount borrowed. The Company is in default under the repayment terms of the agreement. At September 30, 2019 and December 31, 2018, the unpaid principal and accrued interest due on the obligation totaled $1,920,984 and $1,853,669, respectively. Convertible Notes Pursuant to a Private Placement Memorandum dated March 1, 2010, the Company offered Units consisting of a two year unsecured, convertible promissory note in the principal amount of $25,000 with interest at 12% per annum. The Promissory Notes are and were convertible into 50,000 shares of common stock of the Company immediately upon issuance at the option of the investor. Pursuant to an additional Private Placement Memorandum dated October 25, 2010, the Company offered Units consisting of a two year unsecured, convertible promissory note in the principal amount of $25,000. The Promissory Notes bear interest at 9% per annum and are and were convertible into 50,000 shares of common stock of the Company immediately upon issuance at the option of the investor. The Convertible Notes issued pursuant to the two Private Placements discussed above total $962,500 in principal and became due and payable beginning in March 2012 and extending to various dates through June 2013. As of the date of the filing of this report, all of the aforementioned debt obligations remain unpaid and in default under the repayment terms of the notes. In addition, a total of $729,787 and $654,998 of accrued interest on the above notes remains outstanding at September 30, 2019 and December 31, 2018, respectively. The table below summarizes the Company’s debt arising from the above-described sources as of September 30, 2019 and December 31, 2018: Principal Amount Due Amount Related Amount Due Loan Facility Owed Parties Others Line of Credit $ 1,000,000 $ - $ 1,000,000 Private Placements: March 1, 2010 475,000 75,000 400,000 October 25, 2010 487,500 - 487,500 Total Private Placements 962,500 75,000 887,500 Total $ 1,962,500 $ 75,000 $ 1,887,500

Convertible Debentures Payable

Convertible Debentures Payable	9 Months Ended
	Sep. 30, 2019
Debt Disclosure [Abstract]
Convertible Debentures Payable	Note 6. Convertible Debentures Payable Pursuant to a Private Placement Memorandum dated February 14, 2014 (the “Private Placement”), the Company offered up to a maximum of $3,000,000 of Collateralized Convertible Senior Debentures to accredited or institutional investors. The Offering was conducted contingent on the deposit into Escrow of the purchase price for all of the Debentures offered in the principal amount of $3,000,000. The Debentures, once issued, bear interest at 4% per annum after 180 days, mature six years from the date of issuance, and are secured by a lien on the Company’s Mississippi property. The debentures were offered in three tranches as follows: (a) $1,000,000 of First Tranche Collateralized Convertible Senior Debentures convertible into an aggregate of 3,333,333 shares of Common Stock of the Company at a conversion price of $.30 per share (the “First Tranche Debentures”); (b) $1,000,000 of Second Tranche Collateralized Convertible Senior Debentures, convertible into an aggregate of 2,222,222 shares of Common Stock of the Company at a conversion price of $.45 per share (the “Second Tranche Debentures”); and (c) $1,000,000 of Third Tranche Collateralized Convertible Senior Debentures, convertible into either 1,818,182 shares of Common Stock or 1,333,333 shares of Common Stock of the Company, at a conversion price of $.55 or $.75 per share depending upon certain conditions described in the Private Placement Memorandum (the “Third Tranche Debentures”). The conversion rights on each issued Debenture carry an Anti-Dilution Provision. If the Company issues any shares of Common Stock or other securities after March 31, 2014 at a price per security that is less than the conversion price of a Debenture, then the Debenture shall have a new conversion price equal to the price per security that is less than the Conversion Price of the Debenture. The foregoing provision shall not apply to the following: (a) The issuance of any of the other Debentures in the Offering or the issuance of shares of Common Stock upon conversion of any of the Debentures in the Offering; (b) The issuance of any shares of Common Stock if such issuance relates to an agreement, arrangement or grant to issue shares of Common Stock entered into by the Company prior to the Issue Date of the First Tranche Debentures in the Offering, including but not limited to, for example, previously issued convertible promissory notes, previously issued warrants, previously issued options to purchase Common Stock, or common stock vested or to be issued pursuant to a pre-existing Employee Stock Ownership Plan. The Anti-Dilution Provisions with respect to a Debenture terminate the earlier of (a) the date (if ever) the Company receives an “Approval to Proceed” from the Mississippi Gaming Commission to develop a casino/hotel on the Property, (b) the date on which the Debenture is converted in full, (c) the date on which the Debenture is paid in full, or (d) the Final Maturity Date of the Debenture (as defined in the Debenture). Since the issuance of the Debentures, there have been no events that would trigger the above anti-dilution provisions. Should an event take place which would trigger the provision, the Company would be required to record dividend expense in an amount equal to the difference in the fair value of the embedded derivatives before the event versus the fair value of the derivative after the triggering event. On March 31, 2014, the First Closing occurred when subscriptions in the amount of $3,000,000 were received in Escrow and accepted by the Company. The Escrow Agent released $1,000,000 to the Company and the Company issued First Tranche Debentures in the aggregate principle amount of $1,000,000. The Company’s stock registration was revoked effective September 4, 2014. Therefore, on December 4, 2014, the Company extended offers to the investors to amend the Private Placement. The Company offered to amend certain terms and conditions, including the conversion terms of the First Tranche Debentures, which were issued on March 31, 2014 (“Amendment I”). The Company separately offered to amend certain terms and conditions, including those relating to issuance and conversion of the Second and Third Tranche Debentures, as well as the period of time within which to perform the Third Tranche Closing Obligations, as amended (“Amendment II”). On December 31, 2014, investors who had purchased $950,000 of First Tranche Debentures consented to the amended conversion terms of Amendment I. The remaining Debenture in the amount of $50,000 remains as originally issued with no conversion rights. Thus, the First Tranche Debentures can be converted into a total of 3,166,666 shares of common stock. On December 31, 2014, the Second Closing occurred when investors representing $850,000 of Second Tranche Debentures consented to Amendment II. The Escrow Agent released $850,000 to the Company and the Company issued Second Tranche Debentures in the aggregate principle amount of $850,000. Thus, the Second Tranche Debentures can be converted into 1,888,889 shares of common stock. The Escrow Agent refunded $300,000 to those investors who did not consent to Amendment II. The Company did not meet the closing obligations for the Third Tranche Debentures as of June 30, 2015, as was required, pursuant to the terms of the Private Placement, as amended. Therefore, in July 2015, the remaining $850,000 then being held in escrow for the purchase of the Third Tranche Debentures was returned to the investors. When originally issued, in the event the Company failed to meet the conditions for conversion of the Debentures, the First Tranche Convertible Debentures, which total $950,000, would have been due on March 31, 2020 and the Second Tranche Convertible Debentures, which total $850,000, would have been due December 31, 2020. The sole remaining non-convertible Debenture in the amount of $50,000 would have been due March 31, 2020. However, the Company is in default with respect to interest payments due under the Debentures agreements in the amount of $279,233 and as a result, the Debentures payable are reported as current liabilities. Certain Debenture holders maintain that the Company is in default, not only with respect to interest due under the Debentures, but with respect to principal due under the Debentures in the amount of $1,850,000, as well. See Note 12. Commitments and Contingencies-Litigation. Total accrued interest due on all Debentures amounted to $334,581 and $279,233 at September 30, 2019 and December 31, 2018, respectively.

Short Term Notes and Interest B

Short Term Notes and Interest Bearing Advance	9 Months Ended
	Sep. 30, 2019
Debt Disclosure [Abstract]
Short Term Notes and Interest Bearing Advance	Note 7. Short Term Notes and Interest Bearing Advance Property Liability Insurance Financing In January 2019, the Company financed $2,734 of the premium due for liability insurance on its Mississippi property. The financing requires monthly installments of $258 of principal and interest at a rate of 7.751% through December of 2019. At September 30, 2019, a principal balance of $765 remained outstanding on the note. Promissory Note On June 9, 2017, the Company entered into a Promissory Note with an unrelated lender in exchange for proceeds in the amount of $15,000. Interest on the note is 12.5% per annum and payable March 1 of each year the note remains outstanding. Payment in full of the Note is due June 9, 2019. The Note is presently in default but interest continues to accrue. Mississippi Gaming Corporation, a wholly owned subsidiary of the Company, guaranteed the Note. In addition, the President of the Company agreed to personally guarantee the Note and to personally secure the Note with an assignment of proceeds due to her under the first lien on the Diamondhead property. The interest payments, which were due March 1, 2018 and March 1, 2019, were not made. Accrued interest on the note amounted to $4,331 and $2,928 at September 30, 2019 and December 31, 2018, respectively. Bank Credit Facility Wells Fargo Bank provides an unsecured credit facility of up to $15,000 to the Company. The facility requires a variable monthly payment of amounts borrowed plus interest, which is applied at 11.24% on direct charges and 24.99% on any cash advanced through the facility. In the fourth quarter of 2018, the lending bank cancelled privileges under the facility for non-payment and at September 30, 2019, a principal balance of $18,004 remained outstanding on the facility. Interest Bearing Advance On February 2, 2017, the Company borrowed $25,000 from an unrelated third party. The Company expects to enter into a formal note for these funds. However, the terms of the note have not been finalized. The Note is expected to carry an annual interest rate of approximately 12.5% with an original projected due date of December 31, 2017. The Company is in default and as such, the lender may increase the interest rate due by an amount of up to 3% per annum in excess of the rate then otherwise applicable. The Company does not have the funds to repay the advance. The President of the Company has agreed to personally secure the note with an assignment of proceeds due to her under the first lien on the Diamondhead property. Accrued interest on the advance amounted to $8,305 and $5,967 at September 30, 2019 and December 31, 2018 respectively. The table below summarizes the short-term notes and interest bearing advance at September 30, 2019 and December 31, 2018. Interest September 30, December 31, Description of Facility Rate 2019 2018 Property liability insurance financing 7.751 % $ 765 $ - Promissory note 12.5 % 15,000 15,000 Bank credit facility 11.24% - 24.99 % 18,004 18,004 Interest bearing advance 12.50 % 25,000 25,000 Total short term notes and interest bearing advance $ 58,769 $ 58,004

Current Notes Payable Due to Re

Current Notes Payable Due to Related Parties	9 Months Ended
	Sep. 30, 2019
Debt Disclosure [Abstract]
Current Notes Payable Due to Related Parties	Note 8. Current Notes Payable Due to Related Parties In July, 2017, at the request of the Company, the current Chairman of the Board of Directors, who is also a Vice President of the Company (“the Chairman”), paid all property taxes due, together with all interest due thereon, to Hancock County, Mississippi on an approximate 400-acre tract of land, owned by Mississippi Gaming Corporation, a wholly-owned subsidiary of the Company. The total amount advanced was $67,628. The Chairman is one of the secured parties under that Land Deed of Trust recorded on September 26, 2014 in Hancock County, Mississippi, to secure Tranche I and Tranche II Debentures issued by the Company in 2014. Under paragraph 5 of the Land Deed of Trust, a secured party who advances sums for taxes due on the Property is secured by the same Land Deed of Trust, but only at that interest rate specified in the note representing the primary indebtedness, namely 4% per annum. The Chairman advanced the $67,628 on condition that: (i) the advance constitute a lien with interest at 4% per annum under that Land Deed of Trust recorded September 26, 2014; (ii) he be paid additional interest of 11% per annum on the amount advanced and owing and that the full 11% interest per annum is payable during any calendar year in which all or part of the amount advanced and owing or interest due thereon remains unpaid; (iii) this additional interest obligation be treated as a separate and secured debt of the Company, to be evidenced by a separate note and is secured with a separate and third lien to be placed on the Property (hereafter “the Third Lien”); (iv) the entire obligation will be treated as an advance to be paid out of any subsequent incoming financing obtained by the Company or any amounts recovered by the Company from a defendant in that collection action brought by the Company in the Circuit Court of Montgomery County, Maryland (Case No. 426962-V); and (v) he be indemnified for any losses sustained on the sale of that common stock sold to cover the credit card payments. The Chairman has identified the common stock to be sold and will provide the Company with the documentation required to document the sale of said stock and to calculate the future loss, if any, on said stock. On June 30, 2018, Mississippi Gaming Corporation issued a secured promissory note, due one year from the date of issue, to the Chairman for an amount up to $100,000 to cover the principal and interest due with respect to this note. On August 21, 2018, Mississippi Gaming Corporation placed a third lien on the Property to secure this obligation for $100,000. Accrued interest on the note amounted to $28,224 and $18,762 at September 30, 2019 and December 31, 2018, respectively. In March of 2018, the Board of Directors voted to increase up to an additional $200,000 the amount secured by the third lien in favor of the Chairman of the Board, for amounts advanced by the Chairman on behalf of the Company, on the following terms and conditions, namely, that (i) the advance constitutes a lien on the Property with interest at 15% per annum; (ii) that the full interest of 15% per annum is payable during any calendar year in which all or part of the amount advanced is due and owing or interest due thereon remains unpaid; (iii) that this debt be evidenced by a separate promissory note and is to be included in and secured with a third lien that is to be placed on the Diamondhead Property to secure previous advances made to the Company (hereafter “the Third Lien”); (iv) that he be indemnified for any losses sustained on the sale of his common stock in an unrelated publicly-traded company to be sold to cover this advance based on a sales price of approximately $2.80 per share with a cap on the maximum loss per share to be at a sales price of $10.00 per share; and (v) that the Chairman’s previous indemnification approved by the Board of Directors on July 24, 2017 with respect to any loss on the sale of the same stock also be capped at a maximum of $10.00 per share. The Chairman will provide the Company with the documentation required to document the sale of said stock and to calculate the losses on said stock for all amounts loaned to the Company from the sale of said stock. On June 30, 2018, Mississippi Gaming Corporation issued a secured promissory note, due one year from the date of issue to the Chairman, for an amount up to $200,000 to cover the principal and interest due with respect to this note. On August 21, 2018, Mississippi Gaming Corporation placed a third lien on the Diamondhead Property to secure this obligation for $200,000. In November of 2018, the Board of Directors voted to increase up to an additional $100,000 of advances from the Chairman and in March of 2019, the Board of Directors voted to increase the limit of the advances to $200,000. The terms of this advance are identical to the terms as approved above in March 2018. However, the additional funds will be secured by a fourth lien to be placed on the Property in favor of the Chairman. At September 30, 2019, the Chairman had advanced a total of $323,896, net of repayments of $16,250, under both the March 2018 and March 2019 arrangements and was owed accrued interest in the amount of $79,372 and $30,788 at September 30, 2019 and December 31, 2018, respectively. On July 24, 2017, the President of the Company, who is a Director of the Company, agreed to advance the Company up to $20,000 for the payment of expenses. In March of 2018, the Board of Directors voted to increase to up to $100,000 the amount to be secured by a third lien in favor of the President of the Company for amounts advanced by the President under this note, on the following terms and conditions, namely, that (i) she be paid interest of 15% per annum on the amount advanced and owing and that the full 15% interest per annum is payable during any calendar year in which all or part of the amount advanced and owing or interest due thereon remains unpaid; (ii) the obligation in the maximum principal amount of $100,000 with interest due thereon be treated as a secured debt of the Company, to be evidenced by a separate note and to be secured with a separate lien to be placed on the Diamondhead Property (“the Third Lien”) together with the Chairman’s Third Lien, as well as a first lien to be placed on the residential lot owned by the Company; (iii) that the Third Lien on the Diamondhead Property also include the two loans ($25,000 and $15,000) and interest due thereon and credit facilities in the maximum amount of $15,000; and (iv) that the foregoing will be treated as advances to be paid out of any subsequent incoming financing obtained by the Company or any amounts recovered by the Company from a defendant in that collection action brought by the Company in the Circuit Court of Montgomery County, Maryland (Case No. 426962-V). As of September 30, 2019, the President had advanced a total of $35,594 net of repayments of $19,917, under this agreement. The President previously agreed to secure a $25,000 loan and interest due thereon and to secure and guarantee a $15,000 loan and interest due thereon due non-related parties discussed above. The President is also personally liable for certain bank-issued credit cards used by the Company to pay expenses incurred by the Company in the approximate amount of $18,000. On June 30, 2018, Mississippi Gaming Corporation issued a secured promissory note, due one year from date of issue, to the President for an amount up to $100,000 to cover the principal and interest due with respect to this note. On August 21, 2018, Mississippi gaming Corporation placed a third lien on the Diamondhead Property to secure this obligation for $100,000. Accrued interest due on this note amounted to $13,761 and $8,421 at September 30, 2019 and December 31, 2018, respectively. The third lien placed on the Diamondhead Property, which secures the above three promissory notes, totals up to $400,000 and is payable to the Chairman of the Board ($300,000) and President ($100,000) of the Company. The principal balance of the notes payable to the officers and directors discussed above were due in September 2019 and totaled $427,118 and $309,015 in aggregate, at September 30, 2019 and December 31, 2018, respectively.

Long Term Notes Payable

Long Term Notes Payable	9 Months Ended
	Sep. 30, 2019
Debt Disclosure [Abstract]
Long Term Notes Payable	Note 9. Long Term Notes Payable In 2016, the Company received cash advances totaling $47,500 from seven lenders which included $25,000 from three current Directors of the Company. The proceeds from the cash advances were earmarked for the payment of accounting and auditing fees and other expenses required to file the Company’s Form 10-Q. On August 25, 2016, the Company issued a Note to the foregoing lenders, which matures four years from the date of issuance and bears interest at 8% per annum, with a full year of interest accruing in any year in which the advance remains unpaid. Accrued interest due on the above notes amounted to $15,600 and $11,400 at September 30, 2019 and December 31, 2018, respectively. In the third quarter of 2016, the Chairman of the Board of Directors of the Company loaned the Company $90,000. On August 25, 2016, the Company issued a Note to the Chairman of the Board. The Note bears interest at 14% per annum effective August 1, 2016 and matures four years from the date of issuance. The proceeds of the loan were used for the payment of Mississippi property taxes and auditing, accounting and other corporate expenses. Accrued interest due on the above note amounted to $39,906 and $30,482 at September 30, 2019 and December 31, 2018, respectively. The principal due under the two foregoing loan arrangements totals $137,500. The Company has filed a second lien on its Mississippi property in favor of the note holders to secure both principal and interest in the maximum amount of $250,000. The lien is second to the existing first lien on the Mississippi property in the principal amount of $3.85 million. In October 2017, the Company entered into a settlement with a holder of $150,000 of convertible notes as described in Note 5 above. As part of the settlement, the Company agreed to pay legal fees in the amount of $50,000 and issued a four year note at 0% interest to satisfy this obligation. The table below summarizes the Company’s long-term notes payable as of September 30, 2019 and December 31, 2018: Loan Facility Principal Amount Owed Amount Due Related Parties Amount Due Others 4 Year 8% secured note $ 47,500 $ 25,000 $ 22,500 4 Year 14% secured note 90,000 90,000 - 4 Year 0% note 50,000 - 50,000 Total Long-Term Notes Payable $ 187,500 $ 115,000 $ 72,500

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2019
Related Party Transactions [Abstract]
Related Party Transactions	Note 10. Related Party Transactions As of September 30, 2019, the President of the Company is owed deferred salary in the amount of $2,391,996 and the Vice President and the current Chairman of the Board of Directors of the Company is owed deferred salary in the amount of $121,140. The Board of directors agreed to pay interest at 9% per annum on the foregoing amounts owed. Interest expense under this agreement amounted to $160,782 and $140,594 for the nine months ended September 30, 2019 and 2018, respectively. Total interest accrued under this agreement totaled $1,036,855 and $876,074 as of September 30, 2019 and December 31, 2018, respectively. Effective September 1, 2011, the Company entered into a month-to-month lease with the President and then-Chairman of the Board of Directors of the Company, for office space in a furnished and fully equipped townhouse office building owned by the President in Alexandria, Virginia. The lease calls for monthly base rent in the amount of $4,534 and payment of associated costs of insurance, real estate taxes, utilities and other expenses. Rent expense associated with this lease amounted to base rent in the amount of $40,806 and associated rental costs of $15,931 for a total of $56,737 for the nine months ended September 30, 2019 and base rent in the amount of $40,806 and associated rental costs of $13,833 for a total of $54,639 for the nine months ended September 30, 2018. No payments associated with the base rents were made in the first nine months of 2019. At September 30, 2019 and December 31, 2018, amounts owing for base rent and associated rental costs totaled $302,358 and $246,983, respectively. Directors of the Company are entitled to a director’s fee of $15,000 per year for their services. The Company has been unable to pay directors’ fees to date. A total of $546,250 and $478,750 was due and owing to the Company’s current and former directors as of September 30, 2019 and December 31, 2018, respectively. Directors have previously been compensated and may, in the future, be compensated for their services with cash, common stock, or options to purchase common stock of the Company. See Notes 4, 5, 7, 8, 9, 11 and 12 for other related party transactions.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 11. Commitments and Contingencies Liens The Company’s obligations under the Collateralized Convertible Senior Debentures are secured by a lien on the Company’s Diamondhead, Mississippi property (the “Investors Lien”). On March 31, 2014, the Company issued $1 million of First Tranche Collateralized Convertible Senior Debentures and, on December 31, 2014, the Company issued $850,000 of Second Tranche Collateralized Convertible Senior Debentures. Thus, on September 26, 2014, a first lien was placed on the Diamondhead Property in favor of the Investors to secure the principal due in the amount of $1,850,000 and interest due thereon. The Investors Lien is in pari passu On December 16, 2016, the Company filed a second lien on the Diamondhead Property in the maximum amount of $250,000 on the Diamondhead property to secure certain notes payable, including notes to related parties, totaling $137,500 in principal and accrued interest incurred. On August 21, 2018, the Company filed a third lien on the Diamondhead Property for up to $400,000 to secure notes issued to the Chairman and President of the Company arising in the third quarter of 2017 and during 2018, as more fully described in Notes 8. Litigation Edson R. Arneault, Kathleen Devlin and James Devlin, J. Steven Emerson, Emerson Partners, J. Steven Emerson Roth IRA, Steven Rothstein, and Barry Stark and Irene Stark v. Diamondhead Casino Corporation (In the United States District Court for the District of Delaware (C.A. No. 1:16-cv-00989-LPS) On October 25, 2016, the above-named Debenture holders filed a Complaint against Diamondhead Casino Corporation (the Company) in the United States District Court for the District of Delaware for monies due and owing pursuant to certain Collateralized Convertible Senior Debentures issued on March 31, 2014 and December 31, 2014. The plaintiffs are seeking $1.4 million, plus interest from January 1, 2015, together with costs and fees. The Company was served with the Complaint on October 31, 2016. On November 21, 2016, the Company filed a motion to dismiss for lack of subject matter jurisdiction due to failure to plead diversity. On February 21, 2017, the plaintiffs filed a motion for leave to amend their complaint based upon declarations of citizenship filed with the court. On September 26, 2017, the motion for leave to amend was granted and the Company’s motion to dismiss was granted in part and denied in part. The Court also granted plaintiffs leave to file a Second Amended Complaint which was filed on October 2, 2017. On October 16, 2017, the Company filed Defendant’s Answer and Affirmative Defenses and Counterclaim. On November 2, 2017, the Plaintiffs filed an Answer to the Counterclaim. The parties have exchanged discovery in the case. On September 27, 2018, the Plaintiffs’ filed a motion for summary judgment. On October 18, 2018, the Company filed its opposition to the motion for summary judgment. On November 8, 2018, the Plaintiff’s filed their reply to the Company’s opposition. On January 2, 2019, the Court canceled the trial previously scheduled for March 22, 2019. On April 2, 2019, the Court heard argument on the Plaintiff’s motion for summary judgment. On June 4, 2019, the Court denied Plaintiffs’ motion for summary judgment. On June 14, 2019, the Plaintiffs filed a motion for leave to file a third amended complaint. On June 26, 2019, the Company filed an opposition to the motion. On July 1, 2019, the plaintiffs filed their reply. On July 24, 2019, the Court denied the motion for leave to amend without prejudice. On June 7, 2019, the Court scheduled a mediation conference for July 11, 2019. At the mediation conference, the parties reached a settlement agreement in principle which is being memorialized in a written agreement. The Company expects the settlement agreement, in addition to other terms and conditions, will provide as follows: i) in the event Mississippi Gaming Corporation (“MGC”) has entered into a contract for the sale of the Diamondhead Property on or before December 31, 2019, the Plaintiffs will be paid the principal due under the debentures and interest stated in the debentures of four percent (4%) per annum through the payment date; ii) in the event MGC has entered into a contract for the sale of the Property on or before June 30, 2020, the Plaintiffs will be paid the principal due under the debentures, interest of four percent (4%) per annum through December 31, 2019 and, beginning January 1, 2020, interest of five percent (5%) per annum through the payment date; iii) in the event MGC has not entered into a contract for the sale of the Property on or before June 30, 2020, but has done so on or before December 31, 2021, the Plaintiffs will be paid the principal due under the debentures, interest of four percent (4% ) per annum through December 31, 2019 and, beginning January 1, 2020, interest of six percent (6%) per annum through the payment date; and iv) If MGC has not entered into a contract for the sale of the Property on or before December 31, 2021, the Plaintiffs will be entitled to a Judgment for the principal due under the debentures, interest of four percent (4%) per annum through December 31, 2019 and, beginning January 1, 2020, interest of six percent (6%) per annum through the date of Judgment. Following entry of Judgment, interest will accrue at the then post-judgment rate of interest charged pursuant to the laws of the State of Delaware. There is a provision for the payment of reasonable attorneys fees to counsel for Plaintiffs in the event MGC has not entered into a contract for the sale of the Property on or before December 31, 2019. If the parties cannot agree on the amount that constitutes reasonable attorneys fees, the parties will submit the matter to the Court for determination, but in no event will such fees exceed $160,000 unless there is a default in the Settlement Agreement. John Hawley, as servicing agent for Argonaut 2000 Partners, L.P. v. Diamondhead Casino Corporation On February 28, 2019, the above-named Debenture holder filed a Complaint against Diamondhead Casino Corporation (the Company) in the Superior Court of the State of Delaware for monies due and owing pursuant to certain Collateralized Convertible Senior Debentures issued on March 31, 2014 and December 31, 2014. The plaintiff is seeking $100,000, plus interest from January 1, 2015, together with costs and fees. The Company was served with the Complaint on March 8, 2019. On March 28, 2019, the Company filed its Answer, Affirmative Defenses and Counterclaim and Affidavit of Defense. The plaintiff in this case is represented by the same law firms that represent plaintiffs in the above-referenced case. Thus, at the mediation conference held on July 11, 2019 in the above case, the parties agreed that the same settlement agreement reached in that case would apply to the plaintiff in this case as well. Arnold J. Sussman, Robert Skaff and David J. Towner v. Diamondhead Casino Corporation On November 9, 2018, Sussman filed suit against the Company for breach of a Promissory Note issued November 10, 2010, in the principal amount of $50,000, with interest payable at 9% per annum, with a maturity date of November 10, 2012. Plaintiff seeks payment of principal of $50,000 and interest due from June 30, 2012 to present, which Plaintiff alleges is approximately $28,500 as of October 31, 2018. The Note, as well as the accrued interest thereon, are shown as current liabilities on the Company’s balance sheet. On December 6, 2018, the Company’s registered agent was served with the Sussman Complaint. On November 28, 2018, Skaff and Towner also filed suit against the Company in the same court for breach of Promissory Notes (Case No. N18C-11-232 ALR). Skaff filed suit i) for breach of a note issued on November 29, 2010, in the principle amount of $37,500 with interest payable at 9% per annum, with a maturity date of November 29, 2012 and ii) for breach of a note issued on June 21, 2011, in the principal amount of $25,000 with interest payable at 9% per annum, with a maturity date of June 21, 2013. Towner filed suit for breach of a note issued on November 29, 2010, in the principal amount of $25,000 with interest payable at 9% per annum, with a maturity date of November 29, 2012. Skaff alleges interest is due on his two notes from June 30, 2012 in the amount of $36,038 as of November 28, 2018. Towner alleges interest is due on his note from June 30, 2012 in the amount of $14,413 as of November 28, 2018. On December 6, 2018, the Company’s registered agent was served with the Skaff and Towner Complaint. All of the foregoing Notes, as well as the accrued interest thereon, are shown as current liabilities on the Company’s balance sheet. Counsel for the Plaintiffs in the foregoing cases requested that the cases be consolidated and the Company agreed to the consolidation. On February 15, 2019, the Plaintiffs filed their Consolidated Complaint. On March 7, 2019, the Company filed its Answer and Affirmative Defenses and Affidavit of Defense. Trial in this case is scheduled for July 13, 2020. Other The Company is currently delinquent in filing those documents and forms required to be filed in connection with its Employee Stock Ownership Plan (“ESOP”) for the year ended December 31, 2017, 2016 and 2015. The Company did not have the funds to pay professionals to prepare, audit and file these documents and forms when due. Although these required filings normally do not result in any tax due to an agency of the government, the Company could be subject to significant penalties for failure to file these forms when due. Penalties are assessed by the Department of Labor on a per diem basis from the original due dates for the required informational filings until the filings are actually made. The Company has accrued $91,200 on the currently delinquent filings. The Company intends to bring its ESOP-required filings current and when current, will attempt to enroll in a voluntary compliance program with the Department of Labor with respect to any penalties or fines incurred. However, there can be no assurance the Company will be able to enroll in any such program or obtain a reduction of the fines and penalties that may be due. The Company has not filed its consolidated federal tax return for the years ended December 31, 2018, 2017 and 2016. The Company believes no tax is due with that return. Diamondhead Casino Corporation and its active subsidiary, Mississippi Gaming Corporation, are delinquent with respect to the filing of their franchise tax annual reports for 2018 with the state of Delaware. A second active subsidiary, Casino World, Inc, is also delinquent with respect to the filing of their franchise tax annual report for the years ended December 31, 2016, 2017 and 2018 with the state of Delaware. Casino World Inc. is delinquent with respect to its filings of franchise tax returns with the State of Mississippi for the years ending December 31, 2016, 2017 and 2018, while Mississippi Gaming Corporation is delinquent with respect to its franchise tax return for the year ending December 31, 2018 with the State of Mississippi. The Company has made provision for the expected taxes due on these state filings in their unaudited condensed consolidated financial statements for the nine months ending September 30, 2019.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2019
Subsequent Events [Abstract]
Subsequent Events	Note 12. Subsequent Events In October 2019, the Chairman of the Board advanced a total of $6,750 for the payment of accounting expenses. The conditions of the note under which the Chairman agreed to make these advances are discussed in full detail in Note 8 of these unaudited condensed consolidated financial statements. Of particular note to those conditions, item (v) calls for the Chairman to be indemnified for any losses sustained on the sale of certain common stock sold to cover the above payments. The Chairman has identified the common stock sold on or about October 9, 2019 to cover these payments and has provided the Company with the documentation required to document the sale of said stock and to calculate the contingent future loss, if any, on said stock. As of November 19, 2019, the Company would not have had to indemnify the Chairman for any loss on said stock.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2019
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of Diamondhead Casino Corporation and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.
Estimates	Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Reclassifications	Reclassifications The reclassification of interest expense to related party have been made to the unaudited condensed consolidated 2018 statements of operations to conform to the unaudited condensed consolidated 2019 statements of operations presentation. In addition, the Company made reclassification of the accounts payable and accrued expenses to related party in the unaudited condensed consolidated 2018 cash flows. The reclassification had no effect on net earnings or cash flows as previously reported.
Land	Land Land is carried at cost. Costs directly related to site development, such as permitting, engineering, and other costs, are capitalized. In the first quarter of 2019, the Company entered into a brokerage agreement for sale of all or part of the Property, or, alternatively, to seek a joint venture partner for the project. This agreement was extended through December 31, 2019. Land development costs, which have been capitalized, consist of the following at September 30, 2019 and December 31, 2018: Land $ 4,934,323 Licenses 77,000 Engineering and costs associated with permitting 464,774 Total land $ 5,476,097
Fair Value Measurements	Fair Value Measurements The Company follows the provisions of ASC Topic 820 “Fair Value Measurements” for financial assets and liabilities. This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. The standard discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The standard utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Input other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable input that reflects management’s own assumptions. The fair value measurement of the derivative indemnification liability at September 30, 2019 listed in Note 4 below was developed using Level 1 inputs.
Long-lived Assets	Long-Lived Assets The Company reviews long-lived assets whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of long-lived assets is measured by comparing the carrying amount of the assets to the estimated undiscounted future cash flows projected to be generated by the assets. If such assets are considered impaired, the impairment to be recognized is measured by the amount the carrying value exceeds the fair value of such assets determined by appraisal, discounted cash flow projections, or other means. No impairment existed at September 30, 2019.
Net Loss Per Common Share	Net Loss per Common Share Basic loss per share is computed by dividing net loss applicable to common stockholders by the weighted average number of common shares outstanding. Diluted earnings per share is calculated by using the weighted average number of common shares outstanding, plus other potentially dilutive securities. Potentially dilutive securities are excluded from the computation of diluted loss per shares since their effect would be antidilutive. Common shares outstanding consist of issued shares, including allocated and committed shares held by the ESOP trust, less shares held in treasury. The dilutive securities below do not include 5,055,555 potentially convertible Debentures since the requirements for possible conversion have not yet been met and may never be met. The table below summarizes the components of potential dilutive securities at September 30, 2019 and 2018. September 30, September 30, Description 2019 2018 Convertible Preferred Stock 260,000 260,000 Options to Purchase Common Shares 3,415,000 3,415,000 Convertible Promissory Notes 1,925,000 1,925,000 Total 5,600,000 5,600,000
Stock Based Compensation	Stock Based Compensation The Company follows the provisions of ASC Topic 718 “Compensation — Stock Compensation” which requires the measurement and recognition of compensation expense for all share-based payment awards either modified or granted to employees and directors based upon estimated fair values. In the first quarter of 2018, the Board of Directors voted to extend the expiration dates of previously-awarded option grants from March 13, 2018 to December 31, 2020 with respect to the following: i) options previously granted to the President to purchase 750,000 shares of common stock at $0.30 per share, 75,000 shares of common stock at $0.75 per share and 2,000,000 shares of common stock at $0.19 per share; ii) options previously granted to the current Chairman of the Board to purchase 150,000 shares of common stock at $1.25 per share; iii) options previously granted to a Director of the Company to purchase 75,000 shares of common stock at $0.75; and iv) options previously granted to former employees of the Company to purchase a combined total of 65,000 shares of common stock at $0.75 per share. No share-based awards were issued or amended in 2019. In determining the fair value of each option modified, the Black-Scholes option-pricing model, consistent with the provisions of ASC Topic 718, was used. The valuations were determined using the weighted-average assumptions of 0% dividend yield, expected volatility of 103% and a risk-free interest rate of 2.79%. This resulted in a charge to the statement of operations in the amount of $21,570 for the nine months ending September 30, 2018. Option valuation models require the input of highly subjective assumptions, including the expected stock price volatility. The Company uses projected volatility rates, which are based upon historical volatility rates, trended into future years. Because the Company’s employee stock options have characteristics significantly different from those of traded options, and because changes in the subjective input assumptions can materially affect the fair value estimate, in management’s opinion, the existing models do not necessarily provide a reliable single measure of the fair value of the Company’s options.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements In June 2018, FASB issued ASU 2018-07, “Compensation – Stock Compensation (Topic 718): Improvements to Non-employee Share-Based Payment Accounting” which addresses accounting for issuance of all share-based payments on the same accounting model. Previously, accounting for share-based payments to employees was covered by Accounting Standards Codification (“ASC”) Topic 718, while accounting for such payments to non-employees was covered by ASC Topic 505. As it considered recently issued updates to ASC Topic 718, the FASB, as part of its simplification initiatives, decided that ASC Topic 718 would also be used as the guidance for non-employee share-based awards. Under this new guidance, both employee and non-employee awards will essentially follow the same model, with small variances related to determining the term assumption when valuing a non-employee award as well as a different expense attribution model for non-employee awards. The ASU is effective beginning in calendar year 2019 and did not have a material effect on the Company’s unaudited condensed consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases. The standard requires lessees to recognize lease assets and lease liabilities on the consolidated balance sheet and requires expanded disclosures about leasing arrangements. We adopted the standard on January 1, 2019. Based on our assessment of the new standard on our unaudited condensed consolidated financial statements we have concluded that the impact is insignificant to our unaudited condensed consolidated financial statements based on the month-to-month nature of our singular lease currently in effect.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2019
Accounting Policies [Abstract]
Schedule of Land Development Cost Capitalized	Land development costs, which have been capitalized, consist of the following at September 30, 2019 and December 31, 2018: Land $ 4,934,323 Licenses 77,000 Engineering and costs associated with permitting 464,774 Total land $ 5,476,097
Schedule of Components of Potential Dilutive Securities	The table below summarizes the components of potential dilutive securities at September 30, 2019 and 2018. September 30, September 30, Description 2019 2018 Convertible Preferred Stock 260,000 260,000 Options to Purchase Common Shares 3,415,000 3,415,000 Convertible Promissory Notes 1,925,000 1,925,000 Total 5,600,000 5,600,000

Accounts Payable and Accrued _2

Accounts Payable and Accrued Expenses (Tables)	9 Months Ended
	Sep. 30, 2019
Payables and Accruals [Abstract]
Schedule of Accounts Payable and Accrued Expenses	The table below outlines the elements included in accounts payable and accrued expenses at September 30, 2019 and December 31, 2018: September 30, December 31, Description 2019 2018 Related parties: Accrued payroll due officers $ 2,594,711 $ 2,369,711 Accrued interest due officers and directors 1,271,386 1,029,062 Accrued director fees 546,250 478,750 Base rents due to the President 226,448 185,642 Associated rental costs 75,910 61,341 Other 17,308 17,308 Total related parties $ 4,732,013 $ 4,141,814 Non-related parties: Accrued interest $ 1,964,097 $ 1,743,658 Accrued dividends 838,200 762,000 Accrued fines and penalties 121,700 77,700 Other 261,023 256,948 Total non-related parties $ 3,185,020 $ 2,840,306

Convertible Notes and Line of_2

Convertible Notes and Line of Credit (Tables)	9 Months Ended
	Sep. 30, 2019
Debt Disclosure [Abstract]
Schedule of Convertible Notes and Line of Credit	The table below summarizes the Company’s debt arising from the above-described sources as of September 30, 2019 and December 31, 2018: Principal Amount Due Amount Related Amount Due Loan Facility Owed Parties Others Line of Credit $ 1,000,000 $ - $ 1,000,000 Private Placements: March 1, 2010 475,000 75,000 400,000 October 25, 2010 487,500 - 487,500 Total Private Placements 962,500 75,000 887,500 Total $ 1,962,500 $ 75,000 $ 1,887,500

Short Term Notes and Interest_2

Short Term Notes and Interest Bearing Advance (Tables)	9 Months Ended
	Sep. 30, 2019
Debt Disclosure [Abstract]
Schedule of Short Term Notes and Interest Bearing Advance	The table below summarizes the short-term notes and interest bearing advance at September 30, 2019 and December 31, 2018. Interest September 30, December 31, Description of Facility Rate 2019 2018 Property liability insurance financing 7.751 % $ 765 $ - Promissory note 12.5 % 15,000 15,000 Bank credit facility 11.24% - 24.99 % 18,004 18,004 Interest bearing advance 12.50 % 25,000 25,000 Total short term notes and interest bearing advance $ 58,769 $ 58,004

Long Term Notes Payable (Tables

Long Term Notes Payable (Tables)	9 Months Ended
	Sep. 30, 2019
Debt Disclosure [Abstract]
Schedule of Long Term Notes Payable	The table below summarizes the Company’s long-term notes payable as of September 30, 2019 and December 31, 2018: Loan Facility Principal Amount Owed Amount Due Related Parties Amount Due Others 4 Year 8% secured note $ 47,500 $ 25,000 $ 22,500 4 Year 14% secured note 90,000 90,000 - 4 Year 0% note 50,000 - 50,000 Total Long-Term Notes Payable $ 187,500 $ 115,000 $ 72,500

Organization and Business (Deta

Organization and Business (Details Narrative)	Sep. 30, 2019a
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Area of land, owned	400

Liquidity and Going Concern (De

Liquidity and Going Concern (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net loss applicable to common stockholders	$ (135,980)	$ (303,908)	$ (1,086,187)	$ (1,014,924)
Accumulated deficit	(39,156,790)		(39,156,790)		$ (38,070,603)
Accounts payable and accrued expenses	7,917,033		7,917,033
Cash on hand	$ 4,667		$ 4,667

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	3 Months Ended			9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Mar. 31, 2018	Sep. 30, 2019	Sep. 30, 2018
Impairment of long-lived assets
Antidilutive securities excluded from computation of earnings per share				5,600,000	5,600,000
Share-based payment awards, description			In the first quarter of 2018, the Board of Directors voted to extend the expiration dates of previously-awarded option grants from March 13, 2018 to December 31, 2020 with respect to the following: i) options previously granted to the President to purchase 750,000 shares of common stock at $0.30 per share, 75,000 shares of common stock at $0.75 per share and 2,000,000 shares of common stock at $0.19 per share; ii) options previously granted to the current Chairman of the Board to purchase 150,000 shares of common stock at $1.25 per share; iii) options previously granted to a Director of the Company to purchase 75,000 shares of common stock at $0.75; and iv) options previously granted to former employees of the Company to purchase a combined total of 65,000 shares of common stock at $0.75 per share. No share-based awards were issued or amended in 2019.
Number of options previously granted to purchase of common stock
Exercise price of options granted
Dividend yield				0.00%
Expected volatility				103.00%
Risk-free interest rate				2.79%
Stock based compensation					$ 21,570
Employee Stock Option One [Member] | President [Member]
Number of options previously granted to purchase of common stock				750,000
Exercise price of options granted				$ 0.30
Employee Stock Option Two [Member] | President [Member]
Number of options previously granted to purchase of common stock				75,000
Exercise price of options granted				$ 0.75
Employee Stock Option Three [Member] | President [Member]
Number of options previously granted to purchase of common stock				2,000,000
Exercise price of options granted				$ 0.19
Employee Stock Option [Member] | Chairman of Board [Member]
Number of options previously granted to purchase of common stock				150,000
Exercise price of options granted				$ 1.25
Employee Stock Option [Member] | Directors [Member]
Number of options previously granted to purchase of common stock				75,000
Exercise price of options granted				$ 0.75
Employee Stock Option [Member] | Former Employees [Member]
Number of options previously granted to purchase of common stock				65,000
Exercise price of options granted				$ 0.75
Convertible Debentures [Member]
Antidilutive securities excluded from computation of earnings per share				5,055,555

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Land Development Cost Capitalized (Details) - USD ($)	Sep. 30, 2019	Dec. 31, 2018
Total Land	$ 5,476,097	$ 5,476,097
Land [Member]
Total Land	4,934,323	4,934,323
Licenses [Member]
Total Land	77,000	77,000
Engineering and Costs Associated With Permitting [Member]
Total Land	$ 464,774	$ 464,774

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Schedule of Components of Potential Dilutive Securities (Details) - shares	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Total	5,600,000	5,600,000
Convertible Preferred Stock [Member]
Total	260,000	260,000
Options to Purchase Common Shares [Member]
Total	3,415,000	3,415,000
Convertible Promissory Notes [Member]
Total	1,925,000	1,925,000

Accounts Payable and Accrued _3

Accounts Payable and Accrued Expenses (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Repayment of related party debt	$ 36,167
Chairman [Member]
Due from officers	391,524
Repayment of related party debt	$ 16,250

Accounts Payable and Accrued _4

Accounts Payable and Accrued Expenses - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($)	Sep. 30, 2019	Dec. 31, 2018
Payables and Accruals [Abstract]
Accrued payroll due officers	$ 2,594,711	$ 2,369,711
Accrued interest due officers and directors	1,271,386	1,029,062
Accrued director fees	546,250	478,750
Base rents due to the President	226,448	185,642
Associated rental costs	75,910	61,341
Other	17,308	17,308
Total related parties	4,732,013	4,141,814
Accrued interest	1,964,097	1,743,658
Accrued dividends	838,200	762,000
Accrued fines and penalties	121,700	77,700
Other	261,023	256,948
Total non-related parties	$ 3,185,020	$ 2,840,306

Convertible Notes and Line of_3

Convertible Notes and Line of Credit (Details Narrative) - USD ($)	Oct. 25, 2010	Mar. 01, 2010	Sep. 30, 2019	Dec. 31, 2008	Jan. 31, 2019	Dec. 31, 2018	Oct. 31, 2017	Sep. 26, 2014
Line of credit facility, maximum borrowing capacity				$ 1,000,000
Line of credit interest rate				9.00%
Debt instrument, maturity date			Sep. 30, 2019	Nov. 1, 2012
Debt instrument, interest rate, stated percentage					7.751%			4.00%
Line of Credit [Member]
Number of options awarded				50,000
Share-based compensation arrangement by share-based payment award, options, vested, weighted average grant date fair value				$ 1.75
Unpaid principal and accrued interest			$ 1,920,984			$ 1,853,669
Line of Credit [Member] | Lender [Member] | Maximum [Member]
Number of options awarded				250,000
Share-based compensation arrangement by share-based payment award, options, vested, weighted average grant date fair value				$ 1.75
Convertible Promissory Note [Member]
Debt instrument, face amount							$ 150,000
Accrued interest			729,787			$ 654,998
Convertible Promissory Note [Member] | Two Private Placement [Member]
Note payable			$ 962,500
Convertible Promissory Note [Member] | March 1, 2010 Private Placement [Member]
Debt instrument, term		2 years
Debt instrument, face amount		$ 25,000
Debt instrument, interest rate, stated percentage		12.00%
Debt instrument, convertible, number of equity instruments		50,000
Debt instrument, convertible, terms of conversion feature		Convertible into 50,000 shares of common stock of the Company immediately upon issuance at the option of the investor.
Convertible Promissory Note [Member] | October 25, 2010 Private Placement [Member]
Debt instrument, term	2 years
Debt instrument, face amount	$ 25,000
Debt instrument, interest rate, stated percentage	9.00%
Debt instrument, convertible, number of equity instruments	50,000
Debt instrument, convertible, terms of conversion feature	Convertible into 50,000 shares of common stock of the Company immediately upon issuance at the option of the investor.

Convertible Notes and Line of_4

Convertible Notes and Line of Credit - Schedule of Convertible Notes and Line of Credit (Details) - USD ($)	Sep. 30, 2019	Dec. 31, 2018
Convertible notes and line of credit payable	$ 1,962,500	$ 1,962,500
Related Parties [Member]
Convertible notes and line of credit payable	75,000	75,000
Others [Member]
Convertible notes and line of credit payable	1,887,500	1,887,500
Line of Credit [Member]
Convertible notes and line of credit payable	1,000,000	1,000,000
Line of Credit [Member] | Related Parties [Member]
Convertible notes and line of credit payable
Line of Credit [Member] | Others [Member]
Convertible notes and line of credit payable	1,000,000	1,000,000
March 1, 2010 Private Placement [Member] | Convertible Promissory Note [Member]
Convertible notes and line of credit payable	475,000	475,000
March 1, 2010 Private Placement [Member] | Convertible Promissory Note [Member] | Related Parties [Member]
Convertible notes and line of credit payable	75,000	75,000
March 1, 2010 Private Placement [Member] | Convertible Promissory Note [Member] | Others [Member]
Convertible notes and line of credit payable	400,000	400,000
October 25, 2010 Private Placement [Member] | Convertible Promissory Note [Member]
Convertible notes and line of credit payable	487,500	487,500
October 25, 2010 Private Placement [Member] | Convertible Promissory Note [Member] | Related Parties [Member]
Convertible notes and line of credit payable
October 25, 2010 Private Placement [Member] | Convertible Promissory Note [Member] | Others [Member]
Convertible notes and line of credit payable	487,500	487,500
Private Placement [Member]
Convertible notes and line of credit payable	962,500	962,500
Private Placement [Member] | Related Parties [Member]
Convertible notes and line of credit payable	75,000	75,000
Private Placement [Member] | Others [Member]
Convertible notes and line of credit payable	$ 887,500	$ 887,500

Convertible Debentures Payable

Convertible Debentures Payable (Details Narrative) - USD ($)	Mar. 31, 2014	Jul. 31, 2015	Sep. 30, 2019	Dec. 31, 2014	Dec. 31, 2008	Jan. 31, 2019	Dec. 31, 2018	Sep. 26, 2014
Debt instrument, interest rate, stated percentage						7.751%		4.00%
Debt maturity date			Sep. 30, 2019		Nov. 1, 2012
Escrow Agent [Member]
Subscription received in escrow	$ 3,000,000
Proceeds from release of subscriptions	1,000,000
February 14, 2014 Private Placement [Member] | Convertible Senior Debentures [Member]
Maximum offering amount			$ 3,000,000
Debt instrument face amount			$ 3,000,000
Debt instrument, interest rate, stated percentage			4.00%
Debt instrument, maturity date, description			Mature six years from the date of issuance
February 14, 2014 Private Placement [Member] | Convertible Senior Debentures [Member]
Debt instrument, convertible, conversion price			$ 0.75
February 14, 2014 Private Placement [Member] | Convertible Senior Debentures [Member] | Tranche 1 [Member]
Investors that consented to amended conversion terms, amount of offering			$ 1,000,000
Conversion of debenture into shares of common stock			3,333,333
Debt instrument, convertible, conversion price			$ 0.30
February 14, 2014 Private Placement [Member] | Convertible Senior Debentures [Member] | Tranche 2 [Member]
Investors that consented to amended conversion terms, amount of offering			$ 1,000,000
Conversion of debenture into shares of common stock			2,222,222
Debt instrument, convertible, conversion price			$ 0.45
February 14, 2014 Private Placement [Member] | Convertible Senior Debentures [Member] | Tranche 3 [Member]
Investors that consented to amended conversion terms, amount of offering			$ 1,000,000
Conversion of debenture into shares of common stock			1,818,182
Debt instrument, convertible, conversion price			$ 0.55
February 14, 2014 Private Placement [Member] | Convertible Senior Debentures [Member] | Tranche 3 [Member] | Common Stock [Member]
Conversion of debenture into shares of common stock			1,333,333
First Tranche Debentures [Member]
Debt instrument face amount	$ 1,000,000
Proceeds from issuance of debentures				$ 950,000
Total convertible debentures			$ 950,000
Debt maturity date			Mar. 31, 2020
First Tranche Remaining Debentures [Member]
Conversion of debenture into shares of common stock				3,166,666
Proceeds from issuance of debentures				$ 50,000
Second Tranche Debentures [Member]
Total convertible debentures			$ 850,000
Debt maturity date			Dec. 31, 2020
Second Tranche Debentures [Member] | Second Closing [Member]
Conversion of debenture into shares of common stock				1,888,889
Proceeds from release of subscriptions				$ 850,000
Proceeds from issuance of debentures				850,000
Investors that did not consent to amended conversion terms, amount of offering				300,000
Second Tranche Debentures [Member] | Second Closing [Member] | Escrow Agent [Member]
Proceeds from release of subscriptions				$ 850,000
Third Tranche Debentures [Member]
Number of debentures returned		$ 850,000
Total convertible debentures			$ 50,000
Debt maturity date			Mar. 31, 2020
Debentures [Member]
Debt instrument face amount			$ 279,233
Convertible Debentures [Member]
Total convertible debentures			1,850,000
Accrued interest due			$ 334,581				$ 279,233

Short Term Notes and Interest_3

Short Term Notes and Interest Bearing Advance (Details Narrative) - USD ($)	Jun. 09, 2017	Feb. 02, 2017	Jan. 31, 2019	Sep. 30, 2019	Dec. 31, 2008	Dec. 31, 2018	Sep. 26, 2014
Financed premium liability insurance amount			$ 2,734
Debt monthly installments of principal and interest			$ 258
Debt interest rate			7.751%				4.00%
Short term note				$ 765
Debt instrument, maturity date				Sep. 30, 2019	Nov. 1, 2012
Line of credit facility, maximum borrowing capacity					$ 1,000,000
Short term borrowings				$ 58,769		$ 58,004
Lender [Member]
Increase in interest rate per annum		3.00%
Unrelated Third Party [Member]
Debt interest rate		12.50%
Debt instrument, maturity date		Dec. 31, 2017
Accrued interest				$ 8,305		5,967
Short term borrowings		$ 25,000
Promissory Note [Member]
Debt interest rate	12.50%			12.50%
Proceeds from notes payable	$ 15,000
Debt instrument, maturity date	Jun. 9, 2019
Accrued interest				$ 4,331		2,928
Short term borrowings				15,000		15,000
Bank Credit Facility [Member]
Line of credit facility, maximum borrowing capacity				15,000
Short term borrowings				$ 18,004		$ 18,004
Bank Credit Facility [Member] | Minimum [Member]
Debt interest rate				11.24%
Bank Credit Facility [Member] | Maximum [Member]
Debt interest rate				24.99%

Short Term Notes and Interest_4

Short Term Notes and Interest Bearing Advance - Schedule of Short Term Notes and Interest Bearing Advance (Details) - USD ($)	Sep. 30, 2019	Jan. 31, 2019	Dec. 31, 2018	Jun. 09, 2017	Sep. 26, 2014
Interest Rate		7.751%			4.00%
Total short term notes and interest bearing advance	$ 58,769		$ 58,004
Property Liability Insurance Financing [Member]
Interest Rate	7.751%
Total short term notes and interest bearing advance	$ 765
Promissory Note [Member]
Interest Rate	12.50%			12.50%
Total short term notes and interest bearing advance	$ 15,000		15,000
Bank Credit Facility [Member]
Total short term notes and interest bearing advance	$ 18,004		18,004
Bank Credit Facility [Member] | Minimum [Member]
Interest Rate	11.24%
Bank Credit Facility [Member] | Maximum [Member]
Interest Rate	24.99%
Interest Bearing Advance [Member]
Interest Rate	12.50%
Total short term notes and interest bearing advance	$ 25,000		$ 25,000

Current Notes Payable Due to _2

Current Notes Payable Due to Related Parties (Details Narrative)

Aug. 21, 2018USD ($)

Jun. 30, 2018USD ($)

Jul. 24, 2017USD ($)

Jun. 09, 2017

Mar. 31, 2018USD ($)

Jul. 31, 2017USD ($)a

Sep. 30, 2019USD ($)a

Sep. 30, 2018USD ($)

Sep. 30, 2016USD ($)

Dec. 31, 2008USD ($)

Jan. 31, 2019

Dec. 31, 2018USD ($)

Nov. 30, 2018USD ($)

Aug. 25, 2016

Sep. 26, 2014

Area of land, owned | a

400

Debt instrument, interest rate, stated percentage

7.751%

4.00%

Repayment of related party debt

$ 36,167

Proceeds from related parties

$ 154,270

$ 162,773

Credit facilities, maximum amount

$ 1,000,000

Debt instrument, maturity date

Sep. 30, 2019

Nov. 1, 2012

Notes payable to officers and directors

$ 427,118

$ 309,015

Promissory Note [Member]

Debt instrument, interest rate, stated percentage

12.50%

12.50%

Accrued interest due

$ 4,331

2,928

Debt instrument, maturity date

Jun. 9, 2019

Mississippi Gaming Corporation [Member] | Secured Promissory Note [Member]

Accrued interest due

28,224

18,762

Chairman [Member]

Debt instrument, interest rate, stated percentage

15.00%

Accrued interest due

79,372

30,788

Debt instrument, face amount

$ 200,000

$ 100,000

Terms on advances from chairman description

(i) the advance constitutes a lien on the Property with interest at 15% per annum; (ii) that the full interest of 15% per annum is payable during any calendar year in which all or part of the amount advanced is due and owing or interest due thereon remains unpaid; (iii) that this debt be evidenced by a separate promissory note and is to be included in and secured with a third lien that is to be placed on the Diamondhead Property to secure previous advances made to the Company (hereafter "the Third Lien"); (iv) that he be indemnified for any losses sustained on the sale of his common stock in an unrelated publicly-traded company to be sold to cover this advance based on a sales price of approximately $2.80 per share with a cap on the maximum loss per share to be at a sales price of $10.00 per share; and (v) that the Chairman's previous indemnification approved by the Board of Directors on July 24, 2017 with respect to any loss on the sale of the same stock also be capped at a maximum of $10.00 per share. The Chairman will provide the Company with the documentation required to document the sale of said stock and to calculate the losses on said stock for all amounts loaned to the Company from the sale of said stock. On June 30, 2018, Mississippi Gaming Corporation issued a secured promissory note, due one year from the date of issue to the Chairman, for an amount up to $200,000 to cover the principal and interest due with respect to this note. On August 21, 2018, Mississippi Gaming Corporation placed a third lien on the Diamondhead Property to secure this obligation for $200,000.

Due from officers

323,896

Repayment of related party debt

16,250

Board of Directors [Member] | March 2019 [Member]

Debt instrument, face amount

$ 200,000

President [Member]

Debt instrument, interest rate, stated percentage

9.00%

Secured obligation

$ 100,000

Due from officers

$ 35,594

Repayment of related party debt

19,917

Proceeds from related parties

$ 20,000

Incurred expenses

18,000

President [Member] | Loan One [Member]

Loan amount

$ 25,000

25,000

President [Member] | Loan Two [Member]

Loan amount

15,000

15,000

President [Member] | Two Loans [Member]

Credit facilities, maximum amount

15,000

President [Member] | Third Lien [Member]

Loan amount

100,000

President [Member] | Secured Promissory Note [Member]

Accrued interest due

13,761

8,421

Maximum [Member] | Board of Directors [Member]

Proceeds from related parties

$ 100,000

Related party transaction, terms and manner of settlement

Interest of 15% per annum on the amount advanced and owing and that the full 15% interest per annum is payable during any calendar year in which all or part of the amount advanced and owing or interest due thereon remains unpaid; (ii) the obligation in the maximum principal amount of $100,000 with interest due thereon be treated as a secured debt of the Company, to be evidenced by a separate note and to be secured with a separate lien to be placed on the Diamondhead Property ("the Third Lien") together with the Chairman's Third Lien, as well as a first lien to be placed on the residential lot owned by the Company; (iii) that the Third Lien on the Diamondhead Property also include the two loans ($25,000 and $15,000) and interest due thereon and credit facilities in the maximum amount of $15,000; and (iv) that the foregoing will be treated as advances to be paid out of any subsequent incoming financing obtained by the Company or any amounts recovered by the Company from a defendant in that collection action brought by the Company in the Circuit Court of Montgomery County, Maryland (Case No. 426962-V).

Maximum [Member] | President [Member]

Secured promissory note

$ 100,000

Payable During any Calendar Year [Member]

Debt instrument, interest rate, stated percentage

11.00%

Chairman of the Board of Directors [Member]

Increase (decrease) in property and other taxes payable

$ 67,628

Debt instrument, interest rate, stated percentage

14.00%

Proceeds from related parties

$ 90,000

Chairman of the Board of Directors [Member] | Promissory Note [Member]

Accrued interest due

39,906

$ 30,482

Chairman [Member]

Secured obligation

100,000

Due from officers

391,524

Repayment of related party debt

16,250

Chairman [Member] | Promissory Note [Member]

Secured obligation

$ 200,000

Chairman [Member] | Maximum [Member]

Secured promissory note

100,000

Chairman [Member] | Maximum [Member] | Promissory Note [Member]

Secured promissory note

$ 200,000

Mississippi Property [Member]

Area of land, owned | a

400

Diamondhead Property [Member]

Secured promissory note

400,000

Diamondhead Property [Member] | Chairman of Board [Member]

Secured promissory note

(300,000)

Diamondhead Property [Member] | President [Member]

Secured promissory note

$ (100,000)

Long Term Notes Payable (Detail

Long Term Notes Payable (Details Narrative) - USD ($)	Aug. 25, 2016	Oct. 31, 2017	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2016	Jan. 31, 2019	Dec. 31, 2018	Jun. 09, 2017	Dec. 31, 2016	Dec. 16, 2016	Sep. 26, 2014
Debt instrument, interest rate, stated percentage						7.751%					4.00%
Proceeds from related parties			$ 154,270	$ 162,773
Convertible Promissory Note [Member]
Accrued interest due			729,787				$ 654,998
Debt instrument, face amount		$ 150,000
Chairman of the Board of Directors [Member]
Debt instrument, interest rate, stated percentage	14.00%
Proceeds from related parties					$ 90,000
Debt instrument term	4 years
Long-Term Notes Payable [Member] | Seven Lenders [Member]
Due from related parties									$ 47,500
Debt instrument, interest rate, stated percentage	8.00%
Accrued interest due			$ 15,600				11,400
Long-Term Notes Payable [Member] | Three Current Directors [Member]
Due from related parties									$ 25,000
Promissory Note [Member]
Debt instrument, interest rate, stated percentage			12.50%					12.50%
Accrued interest due			$ 4,331				2,928
Promissory Note [Member] | Chairman of the Board of Directors [Member]
Accrued interest due			39,906				$ 30,482
Notes Payable Principal Due [Member]
Debt instrument, face amount										$ 137,500
Notes Payable Principal Due [Member] | Mississippi Property [Member]
Debt instrument, face amount			137,500
Notes Payable Principal Due [Member] | Mississippi Property [Member] | Second Lien [Member]
Debt principal and interest amount			250,000
Notes Payable Principal Due [Member] | Mississippi Property [Member] | First Lien [Member]
Debt principal and interest amount			$ 3,850,000
Four Year Note Issued In Settlement [Member]
Debt instrument, interest rate, stated percentage		0.00%
Debt instrument term		4 years
Legal fees paid in settlement		$ 50,000

Long Term Notes Payable - Sched

Long Term Notes Payable - Schedule of Long Term Notes Payable (Details) - USD ($)	Sep. 30, 2019	Dec. 31, 2018
Principal Amount Owed	$ 187,500	$ 187,500
Amount Due Related Parties	115,000	115,000
Amount Due Others	72,500	72,500
4 Year 8% Secured Note [Member]
Principal Amount Owed	47,500	47,500
Amount Due Related Parties	25,000	25,000
Amount Due Others	22,500	22,500
4 Year 14% Secured Note [Member]
Principal Amount Owed	90,000	90,000
Amount Due Related Parties	90,000	90,000
Amount Due Others
4 Year 0% Secured Note [Member]
Principal Amount Owed	50,000	50,000
Amount Due Related Parties
Amount Due Others	$ 50,000	$ 50,000

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Jan. 31, 2019	Dec. 31, 2018	Sep. 26, 2014
Debt instrument, interest rate, stated percentage			7.751%		4.00%
Current And Former Directors [Member]
Accrued directors fees	$ 546,250	$ 478,750
Office Space Lease [Member]
Monthly base rent	4,534
Base rent expense	40,806	40,806
Associated rental costs	15,931	13,833
Operating leases, rent expense, net	56,737	54,639
President [Member]
Accrued payroll due officers	$ 2,391,996
Debt instrument, interest rate, stated percentage	9.00%
Accrued rent	$ 302,358			$ 246,983
Vice President and Current Chairman of Board of Directors [Member]
Accrued payroll due officers	121,140
Management [Member]
Interest expense	160,782	$ 140,594
Accrued interest	1,036,855			$ 876,074
Directors [Member]
Directors fees	$ 15,000

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)

Feb. 28, 2019

Nov. 28, 2018

Nov. 09, 2018

Jun. 09, 2017

Oct. 25, 2016

Sep. 26, 2014

Oct. 31, 2018

Sep. 30, 2019

Dec. 31, 2008

Jan. 31, 2019

Dec. 31, 2018

Aug. 21, 2018

Dec. 16, 2016

Dec. 31, 2014

Mar. 31, 2014

Debt instrument, interest rate, stated percentage

4.00%

7.751%

Debt instrument maturity date

Sep. 30, 2019

Nov. 1, 2012

Accrued current delinquent filings

$ 261,023

$ 256,948

Employee Stock Ownership Plan [Member]

Accrued current delinquent filings

$ 91,200

Seven Debenture Holders US District Court Case [Member]

Loss contingency, damages sought, value

$ 100,000

$ 1,400,000

Sussman [Member]

Loss contingency, damages sought, value

$ 50,000

Debt instrument maturity date

Jun. 30, 2012

Loss contingency allegation amount

$ 28,500

Notes Payable Principal Due [Member]

Debt instrument, face amount

$ 137,500

Promissory Note [Member]

Debt instrument, interest rate, stated percentage

12.50%

12.50%

Debt instrument maturity date

Jun. 9, 2019

Promissory Note [Member] | Sussman [Member] | November 10, 2010 [Member]

Debt instrument, face amount

$ 50,000

Debt instrument, interest rate, stated percentage

9.00%

Debt instrument maturity date

Nov. 10, 2012

Promissory Note [Member] | Skaff and Towner [Member] | November 29, 2010 [Member]

Debt instrument, face amount

$ 37,500

Debt instrument, interest rate, stated percentage

9.00%

Debt instrument maturity date

Nov. 29, 2012

Promissory Note [Member] | Skaff and Towner [Member] | June 21, 2011 [Member]

Debt instrument, face amount

$ 25,000

Debt instrument, interest rate, stated percentage

9.00%

Debt instrument maturity date

Jun. 21, 2013

Promissory Note [Member] | Towner [Member] | November 29, 2010 [Member]

Debt instrument, face amount

$ 25,000

Debt instrument, interest rate, stated percentage

9.00%

Debt instrument maturity date

Nov. 29, 2012

Promissory Note [Member] | Towner [Member] | June 30, 2012 [Member]

Litigation settlement, expense

$ 14,413

Promissory Note [Member] | Skaff [Member] | June 30, 2012 [Member]

Litigation settlement, expense

$ 36,038

Second Lien [Member]

Amount owed

$ 250,000

Mississippi Property [Member] | Notes Payable Principal Due [Member]

Debt instrument, face amount

$ 137,500

Third Lien [Member] | Diamondhead Property [Member]

Amount owed

$ 400,000

Mississippi Gaming Corporation [Member] | Settlement Agreement [Member]

Debt instrument, interest rate, stated percentage

4.00%

Debt instrument, interest rate description

i) in the event Mississippi Gaming Corporation ("MGC") has entered into a contract for the sale of the Diamondhead Property on or before December 31, 2019, the Plaintiffs will be paid the principal due under the debentures and interest stated in the debentures of four percent (4%) per annum through the payment date; ii) in the event MGC has entered into a contract for the sale of the Property on or before June 30, 2020, the Plaintiffs will be paid the principal due under the debentures, interest of four percent (4%) per annum through December 31, 2019 and, beginning January 1, 2020, interest of five percent (5%) per annum through the payment date; iii) in the event MGC has not entered into a contract for the sale of the Property on or before June 30, 2020, but has done so on or before December 31, 2021, the Plaintiffs will be paid the principal due under the debentures, interest of four percent (4% ) per annum through December 31, 2019 and, beginning January 1, 2020, interest of six percent (6%) per annum through the payment date; and iv) If MGC has not entered into a contract for the sale of the Property on or before December 31, 2021, the Plaintiffs will be entitled to a Judgment for the principal due under the debentures, interest of four percent (4%) per annum through December 31, 2019 and, beginning January 1, 2020, interest of six percent (6%) per annum through the date of Judgment.

Attorneys fees

$ 160,000

Collateralized Convertible Senior Debentures [Member] | Investors Lien [Member] | Mississippi Property [Member]

Secure principal and interest amount due

$ 1,850,000

Collateralized Convertible Senior Debentures [Member] | Executives Lien [Member] | Mississippi Property [Member]

Amount owed

$ 2,000,000

Collateralized Convertible Senior Debentures [Member] | Tranche 1 [Member] | Investors Lien [Member]

Debt instrument, face amount

$ 1,000,000

Collateralized Convertible Senior Debentures [Member] | Tranche 2 [Member] | Investors Lien [Member]

Debt instrument, face amount

$ 850,000

Subsequent Events (Details Narr

Subsequent Events (Details Narrative)	Oct. 31, 2019USD ($)
Subsequent Event [Member] | Chairman [Member]
Advances from chairman	$ 6,750