NOTE 6 – LOAN PAYABLE

Related Party

During 2011, Christopher Maggiore, a significant shareholder,  paid expenses of $164,675 on behalf of the Company that were repaid as follows: on November 1, 2011, the Company issued 664,848 shares of common stock and warrants to purchase 997,272 shares of common stock at an exercise price of $.125 per share in repayment of $83,106, and recognized finance costs of $88,380.  On December 1, 2011, the Company issued 652,550 shares of common stock and 978,825 warrants to purchase common at an exercise price of $.125 per share in repayment of $81,568 and recognized finance costs of $90,158.  As of December 31, 2011 there was no balance due.

During the fourth quarter of 2012, Mr. Maggiore advanced the Company $15,000.  As of December 31, 2012 this amount was still unpaid.

Others

During 2012, the Venture Group loaned the Company $57,000.  This money was related to the overall financing of $500,000 as discussed in Note 7.

During 2012, HEP Investments loaned the Company $186,592, as part of its overall funding commitment of $2,000,000 as discussed in Note 7.