NOTE 11 - SUBSEQUENT EVENTS

On April 4, 2012, HEP Investments advanced the Company an additional $75,000. On May 8, 2012 HEP Investments advanced the Company an additional $250,000.

On May 10, 2012, Chris Maggiore, a significant shareholder, subscribed to the acquisition of 2,400,000  Units, each Unit comprised of one share of common stock, $.001 par value of the Company and warrants to purchase one-tenth (1/10) of one shares of Common Stock, at a per Unit price of $.125.  The aggregate purchase price of the Units is $300,000.

The Units are to be paid for as follows:  (i) 800,000 Units shall be purchased for $100,000 promptly following execution of the agreement, (ii) 800,000 Units shall be purchased for $100,000 on or before June 23, 2012 and (iii) an additional 800,000 Units shall be purchased for $100,000 on or before August 7, 2012. As of May 11, 2012, the Company had not yet received the first installment of $100,000.

During the period April 1, 2012 through May 7, 2012 additional 1% Convertible Debentures in the amount of $27,600 matured and were extended by a Noteholder and significant shareholder of the Company. Under the terms of the extension agreement the Notes will all be extended by two years from their original maturity date. The extensions were requested by the Noteholder for no consideration. These modifications were not considered significant under ASC standards.