NOTE 11 - SUBSEQUENT EVENTS

11% Convertible Debt - HEP Investments, LLC

On October 18, 2017 the Company, HEP Investments, LLC (“Lender”) and Strome Mezzanine Fund LP (“Participant”) entered into an Amended and Restated Registration Rights Agreement (“Amended Agreement”). The Company and Lender are party to that certain Registration Rights Agreement, dated December 1, 2011 (“Original Agreement”) (filed as Exhibit 10.10 filed with the Company’s 2011 Form 10-K filed on March, 30, 2012). In an agreement dated July 21, 2017 (“Funding Agreement”) between Lender and Participant, the Participant agreed to fund a total of $1.5 million through the Lender’s 11% convertible note (at a conversion price of $.10) (see Note 6 – Convertible Debt). As a part of this Funding Agreement, the Lender and the Company agreed to amend and restate the Original Agreement. The Amended Agreement, among other items, reaffirms or grants, as applicable, registration rights to Lender and Participant. Further details are included in the Amended Agreement and filed as Exhibit 10.1 as a part of this Form 10-Q.