10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2015

or

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File No. 000-52297

FBEC Worldwide, Inc.

(Exact name of registrant as specified in its charter)

Wyoming	06-1678089
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1621 Central Ave, Cheyenne, WY		82001
(Address of principal executive offices)		(Zip Code)
	800-785-4089
	(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨ Accelerated filer ¨

Non-accelerated filer ¨ Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

The number of shares outstanding of the Registrant’s Common Stock as of December 21, 2015 was 254,747,666.

Explanatory Note

FBEC Worldwie, Inc. (the “Company”) is filing this Amendment No. 1 (the “Amendment”) to the Company’s quarterly report on Form 10-Q for the period ended September 30, 2015 (the “Form 10-Q”), filed with the Securities and Exchange Commission on December 22, 2015 (the “Original Filing Date”), solely to file Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 consists of the following materials from the Company’s Form 10-Q, formatted in XBRL (eXtensible Business Reporting Language):

101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Schema
101.CAL	XBRL Taxonomy Calculation Linkbase
101.DEF	XBRL Taxonomy Definition Linkbase
101.LAB	XBRL Taxonomy Label Linkbase
101.PRE	XBRL Taxonomy Presentation Linkbase

No other changes have been made to the Form 10-Q. This Amendment speaks as of the Original Filing Date, does not reflect events that may have occurred subsequent to the Original Filing Date, and does not modify or update in any way disclosures made in the Form 10-Q.

Item 6. Exhibits

Exhibit Number	Description
31.1+	Certification of Chief Executive Officer required by Rule 13a-14/15d-14(a) under the Exchange Act
32.1+	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS +	XBRL Instance Document
101.SCH +	XBRL Taxonomy Extension Schema Document
101.CAL +	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF +	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB +	XBRL Taxonomy Extension Labels Linkbase Document
101.PRE +	XBRL Taxonomy Extension Presentation Linkbase Document

+ Filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

December 22, 2015	FBEC WORLDWIDE, INC.
	By:	/s/ Jason Spatafora
		Jason Spatafora
		President and Treasurer (Principal Executive Officer, Principal Financial and Accounting Officer and Authorized Signatory)

EX-31.1

EXHIBIT 31.1

CERTIFICATION PURSUANT TO

SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Jason Spatafora, certify that:

(1) I have reviewed this quarterly report on Form 10-Q for the fiscal quarter ended September 30, 2015 of FBEC Worldwide, Inc.;

(2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

(3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

(4) The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

(5) The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

December 22, 2015	/s/ Jason Spatafora
	Jason Spatafora
	Principal Executive Officer and Principal Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of FFBEC Worldwide, Inc. (the “Company”) on Form 10-Q for the quarterly period ending September 30, 2015 (the “Report”), I, Jason Spatafora, Principal Executive Officer and Principal Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

/s/ Jason Spatafora

Jason Spatafora

Principal Executive Officer and Principal Financial Officer

December 22, 2015

This certification accompanies the Report pursuant to § 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of § 18 of the Securities Exchange Act of 1934, as amended.

A signed original of this certification has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

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Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2015	Dec. 21, 2015
Document and Entity Information:
Entity Registrant Name	FBEC Worldwide Inc.
Entity Trading Symbol	fbec
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Entity Central Index Key	0001311735
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		254,747,666
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q3

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Consolidated Balance Sheets - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Current assets:
Cash	$ 6,616	$ 0
Total current assets	6,616	0
Intangible Asset	50,000	0
Total Assets	56,616	0
Current liabilities:
Accounts payables	14,322	15,281
Accrued expenses	94,349	46,175
Convertible notes payable (net)	297,500	131,439
Notes payable to related parties	0	26,625
Notes payable (net)	631,052	0
Derivative liabilities	560,837	902,551
Total current liabilities	1,598,060	1,122,071
Total liabilities	1,598,060	1,122,071
Stockholders' equity:
Preferred stock, $0.001 par value, 20,000,000 shares authorized 1,000 and 10,000 shares issued and outstanding as of September 30, 2015 and December 31, 2014 respectively	1	10
Common stock, $0.001 par value, 5,000,000,000 shares authorized; 254,747,666 and 2,244,413 shares respectively issued and outstanding	254,748	2,244
Additional paid-in capital	3,660,339	132,567
Retained earnings	(5,456,532)	(1,256,892)
Total stockholders' equity	(1,541,444)	(1,122,071)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 56,616	$ 0

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Consolidated Balance Sheets Parentheticals - $ / shares	Sep. 30, 2015	Dec. 31, 2014
Parentheticals
Preferred Stock, par value	$ 0.001	$ 0.001
Preferred Stock, shares authorized	20,000,000	20,000,000
Preferred Stock, shares issued	1,000	10,000
Preferred Stock, shares outstanding	1,000	10,000
Common Stock, par value	$ 0.001	$ 0.001
Common Stock, shares authorized	5,000,000,000	5,000,000,000
Common Stock, shares issued	254,747,666	2,244,413
Common Stock, shares outstanding	254,747,666	2,244,413

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Consolidated Statements of Operations - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Net revenues:
Revenue from Cable/Internet sales	$ 0	$ 0	$ 0	$ 0
Total net revenues	0	0	0	0
Cost of Goods Sold	0	0	0	0
Gross Income	0	0	0	0
Operating expenses:
General, selling and administrative expenses	2,672,930	17,687	3,428,852	175,123
Total operating expenses	2,672,930	17,687	3,428,852	175,123
Income (loss) from operations	(2,672,930)	(17,687)	(3,428,852)	(175,123)
Other income (expense)
Interest income (expense)	(47,625)	(29,837)	(59,909)	(151,975)
Gain (loss) on derivative liability	(44,956)	(661,171)	(692,728)	(806,310)
Loss on extinguishment of liability	0	0	(18,151)	(14,600)
Gain on sale of assets	0	0	0	53,329
Total other income (expense)	(92,581)	(691,008)	(770,788)	(919,556)
Income (loss) before income tax	(2,765,511)	(708,695)	(4,199,640)	(1,094,679)
Provision for income taxes	0	0	0	0
Net Loss	$ (2,765,511)	$ (708,695)	$ (4,199,640)	$ (1,094,679)
Basic income (loss) per share	$ (0.01)	$ (1.74)	$ (0.03)	$ (4.42)
Diluted income (loss) per share	$ (0.01)	$ (1.74)	$ (0.03)	$ (4.42)
Weighted average shares - Basic	238,167,286	406,325	127,965,782	247,836
Weighted average shares - Diluted	238,167,286	406,325	127,965,782	247,836

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Consolidated Statements of Cash Flows - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net income ( loss)	$ (4,199,640)	$ (1,094,679)
Adjustments to reconcile net income to net cash provided by operating activities
Loss on Derivative Liabilities	692,728	806,310
Ammortization of debt discount	53,394	132,761
Equipment expensed as wages in Sand settlement	48,314	0
Loss on extinguishment of liabilities	18,151	14,600
Gain on sale of asset	0	(53,329)
Increase (decrease) in:
Accounts Payable	(959)	114,237
Accrued Expenses	48,174	16,000
Net Cash Provided (Used) in Operating Activities	(3,339,838)	(64,100)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of Property & Equipment	(63,314)	0
Net Cash Provided (Used) by Investing Activities	(63,314)	0
CASH FLOWS FROM FINANCING ACTIVITIES
Decrese of debt	(30,000)	0
Note payable issued for services	200,000	0
Stock issued for Service	2,588,018	54,100
Proceeds from convertible Notes Payable	75,000	10,000
Proceeds from Notes Payable	576,750	0
Net Cash Provided by Financing Activities	3,409,768	64,100
NET INCREASE IN CASH	6,616	0
CASH AT BEGINNING OF PERIOD	0	0
CASH AT END OF PERIOD	$ 6,616	$ 0

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BASIS OF PRESENTATION, GOING CONCERN AND CORRECTION OF PRIOR YEAR INFORMATION

9 Months Ended

Sep. 30, 2015

BASIS OF PRESENTATION, GOING CONCERN AND CORRECTION OF PRIOR YEAR INFORMATION

BASIS OF PRESENTATION, GOING CONCERN AND CORRECTION OF PRIOR YEAR INFORMATION

NOTE 1 – BASIS OF PRESENTATION, GOING CONCERN AND CORRECTION OF PRIOR YEAR INFORMATION

Interim Financial Reporting

While the information presented in the accompanying interim financial statements is unaudited, it includes all adjustments, which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented in accordance with generally accepted accounting principles in the United States of America ("GAAP"). All adjustments are of a normal, recurring nature.  Interim financial statements and the notes thereto do not contain all of the disclosures normally found in year-end audited financial statements and these Notes to Financial Statements are abbreviated and contain only certain disclosures related to the three and nine month period ended September 30, 2015. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for fiscal 2014 as reported in the Form 10-K have been omitted.  It is suggested that these interim financial statements be read in conjunction with our audited financial statements and related notes for the year ended December 31, 2014 included in our Form 10-K filed with the Securities Exchange Commission on September 23, 2015.  Operating results for the three an nine months ended September  30, 2015 are not necessarily indicative of the results that can be expected for the period from January 1, 2015 through December 31, 2015.

Earnings Per Share

We present both basic and diluted earnings per share (“EPS”) amounts in our financial reporting.  Basic EPS excludes dilution and is computed by dividing income available to Common Stock holders by the weighted-average number of Common Stock outstanding for the period.  Diluted EPS reflects the maximum potential dilution that could occur from our convertible debt.  Potential dilutive shares are excluded from the calculation if they have an anti-dilutive effect in the period. During the three and nine months ended September 30, 2015 and 2014, the shares underlying the outstanding convertible debt were excluded as their effect would have been anti-dilutive.

Going Concern

The accompanying unaudited consolidated financial statements have been prepared in conformity with GAAP, which contemplates continuation of the Company as a going concern, which is dependent upon the Company's ability to establish itself as a profitable business.  At September 30, 2015, the Company has an accumulated deficit of $ 5,456,532 and has  a working capital deficit of $1,541,444. These matters raise substantial doubt about the Company's ability to continue as a going concern.  These unaudited consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties, nor do they include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should the Company be unable to continue in operation. The Company’s ability to continue in business is dependent upon obtaining sufficient financing or attaining profitable operations.  However, there can be no assurance that management will be successful in obtaining additional funding or in attaining profitable operations.

Correction of Prior Year Information

During the audit of the year ended December 31, 2014, we identified errors in previously reported financial statements for the interim quarters of 2014. These errors were in the valuation and accounting for stock issued for services and the the valuation and accounting for derivative liabilities. This resulted in adjustments to the previously reported amounts in the consolidated financial statements for the three and nine months ended September 30, 2014.

In accordance with the SEC’s Staff Accounting Bulletin Nos. 99 and 108 (SAB 99 and SAB 108), the Company evaluated these errors and, based upon an analysis of quantitative and qualitative factors, determined that the error was immaterial to each of the prior reporting periods affected. However, if the adjustments to correct  the cumulative effect of the above error had been recorded in the tyhree and nine months ended September30, 2014, the Company believes that the impact would have been significant and would impact comparisons to prior periods. Therefore, as permitted by SAB 108, the Company corrected, in the current filing, previously reported results as of and for the three and nine months ended September 30, 2014.

The following table presents the comparative effect of the correction to the three and nine month information and the impact on the Company’s consolidated financial statements as of and for the three and nine months ended September 30, 2014:

	Three months ended September 30, 2014
	As Reported			Adjustments			As Amended
Consolidated Statement of Operations
Operating Expenses:
Selling, general and administrative	$	21,016		$	(3,329	)	$	17,687
Bad debt expense		-			-			-
Other Income (Expenses):
Interest expense		(61,251	)		31,414			(29,837	)
Gain on sale of assets		-			-			-
Gain (Loss) on conversion of debt		46,187			-			46,187
Derivative gain (loss)		(561,296	)		(99,875	)		(661,171	)
Net loss		(597,376	)		(93,632	)		(691,008	)
Loss per share, basic	$	(1.48	)	$	(0.26	)	$	(1.74	)
Loss per share, diluted	$	(1.48	)	$	(0.26	)	$	(1.74	)

	Nine months ended September 30, 2014
	As Reported			Adjustments			As Amended
Consolidated Balance Sheet
Liabilities and Stockholders’ Deficit
Current Liabilities:
Derivative liabilities	$	967,301		$	106,066		$	1,073,367
Convertible notes payable		196,944			14,416			211,360
Stockholders’ Deficit
Common stock		741,392			(740,581	)		811
Additional paid-in capital		204,490			37,209			241,699
Accumulated deficit		(2,160,967	)		825,410			(1,335,557	)
Consolidated Statement of Operations
Operating Expenses:
Selling, general and administrative	$	225,080		$	(49,957	)	$	175,123
Bad debt expense		100,613			(100,613	)		-
Other Income (Expenses):
Interest expense		(249,426	)		97,451			(151,975	)
Derivative gain (loss)		(290,137	)		(516,173	)		(806,310	)
Gain on sale of asset		-			(53,329	)		(53,329	)

Debt settlement loss		(59,776	)		45,176			(14,600	)
Net loss		(879,240	)		(215,439	)		(1,094,679	)
Loss per share, basic	$	(3.38	)	$	(0.83	)	$	(4.21	)
Loss share, diluted	$	(3.38	)	$	(0.83	)	$	(4.21	)
Consolidated Statement of Cash Flows
Cash flows from operating activities:
Net loss	$	(879,240	)	$	(215,439	)	$	(1,094,679	)
Adjustments to reconcile net loss to net cash used in operating activities:
(Gain) loss on change in fair value     of derivative liabilities		290,138			516,172			806,310
(Gain) on conversion of debt		(45,792	)		(395	)		(45,792	)
Amortization of debt discounts		111,587			55,915			110,844
Bad debt expense		100,613			(100,613	)		-
Stock issued for services		61,700			(7,600	)		54,100
Non-cash interest		147,586			(147,586	)		-
Loss on settlement of debt		59,776			(45,176	)		14,600
Gain on sale of asset		-			(53,329	)		(53,329	)
Changes in operating assets and    liabilities:
Accounts payable		94,276			(71,820	)		22,456
Accrued expenses and current    liabilities		9,356			(3,657	)		5,699
Cash flows from financing activities:
Proceeds from convertible notes payable		50,000			(40,000	)		10,000
NON CASH INVESTING AND FINANCING ACTIVITIES:
Common stock issued in reverse     merger	$	1,281,727		$	(188,395	)	$	1,093,332
Resolution of derivative liabilities		260,689			133,695			185,800
Debt discount due to derivative     liabilities		-			153,344			153,344
Founders shares		-			10			10
Common shares issued and held in     escrow		15,000			(14,985	)		15
Common stock issued for    conversion of debt		420,566			(7,000	)		82,500
Common stock issued for settlement     of liabilities		129,001			(127,501	)		1,500
Common stock issued for settlement     of liabilities to related parties		-			93,500			93,500
Accounts payable settled by debt		103,344			40,000			143,344
Sale of Subsidiary		143,942			(143,942	)		-
Services to be received as consideration for sale of subsidiary		10,000			(10,000	)		-
Derivative liability at inception		281,871			(281,871	)		-

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STOCKHOLDERS' DEFICIT

9 Months Ended

Sep. 30, 2015

STOCKHOLDERS' DEFICIT

STOCKHOLDERS' DEFICIT

NOTE 2 – STOCKHOLDERS’ DEFICIT

The Company is authorized to issue up to 5,000,000,000 shares of common stock at $0.001 par value per share and 20,000,000 shares of preferred stock at $0.001 par value per share.  As of September 30, 2015 and December 31, 2014, the Company had 254,747,666 and 2,244,413 shares of common stock plus 1,000 and 10,000 shares of Series A preferred stock  issued and outstanding, respectively (see Note 10).

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Separation of Prior Management

9 Months Ended

Sep. 30, 2015

Separation of Prior Management:

Separation of Prior Management

NOTE 3 – Separation of Prior Management

On September 14, 2015, Robert Sand‘s resignation was accepted by the Company per his resignation letter dated September 13, 2015. He resigned as Chief Executive Officer and as Chairman of the Board of Directors. These positions represented all positions then held by Mr. Sand.

Mr. Sand and his company S&L Capital LLC were allowed to retain the shares in their possession totaling 203,406,528 restricted common shares.  Neither the Company, Mr. Spatafora or Mr.  Heimann will take any action to restrict these shares by any method.

One share of the Series A Preferred  Stock was returned to the Company and canceled. The remaining 1,000 Series A Preferred shares remain with  Vinyl Groove Productions, Inc.

The Company will continue to pay for the prior Company headquarters in California for the remaining term of the lease expiring in June 2016. Mr. San will use the facility for business unrelated to the Company.

The Company ceased investigation into Mr. Sand activities per the separation agreement.

The Company has located several expenses  and asset purchases that are now  unrelated to Company activities and have converted the value of these items to wages totaling $62,693.15. The value of Mr. Sand shares received for a signing bonus have also been recorded as wages totaling $486,907 for accounting purposes. These amounts may increase for tax purposes based on future valuation dates and after amounts have been audited.

Mr. Adam Heimann is a 50% owner of Midam Ventures, that has a contract with the Company to provide consulting and other services. Mr. Heimann was instrumental in and is an individual party to the Sand Separation Agreement. Mr. Heimann intended to be the President of the Company and a member of the Board of Director. While he signed a contract to take such positions he resigned before the next business day on the advice of counsel subject to the functions in the Midam Ventures contract with the Company. No actions were taken on behalf of the Company between September 11 and September  14, 2015 by Mr. Heimann.

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RELATED PARTIES

9 Months Ended

Sep. 30, 2015

RELATED PARTIES

RELATED PARTIES

NOTE 4 – RELATED PARTIES

During 2014, the Company liabilities owed to Mr. Birmingham, of $9,767 and to Sweet Challenge, Inc., an entity controlled by Mr. Birmingham, of $16,858 were converted to notes payable totaling $26,625. The notes are unsecured, due on demand and bear no interest. The outstanding balance under the notes was $26,625 as of September 30, 2015 and December 31, 2014. These notes were settled and converted to 4,437,499 common shares in September 2015 by the purchaser.

As of September 30, 2015 and December 31, 2014, the Company has outstanding advances to former officers and directors aggregating $22,675. The advances are unsecured, due on demand and bear no interest.

In April 2015, the Company entered into a consulting agreement with Yorkshire Capital LLC. A retainer of $225,000 plus a management fee of $30,000 per month and 10% of any acquisition closed with the assistance of Yorkshire Capital LLC will be paid. During nine months ended September30, 2015, the Company paid $105,000 in total for consulting services, of which $90,000 was recognized as consulting expense and $15,000 was recognized as prepaid expenses. This contract was terminated in August 2015 with no additional amounts due. 

In May 2015, the Company issued 150,000,000 shares of restricted common stock to the Company’s President. These shares have a one year vesting period and were valued using the estimated enterprise value of the Company. The aggregate fair value of the award was determined to be $498,421. The Company entered in to Separation agreement with this President on September 14, 2015, the total of $498,421 are recognized as wages expense as of September 30, 2015.

In May 2015, the Company converted 8,999 shares of Series A Preferred stock into 53,406,528 shares of the Company’s common stock. These shares are owned by S&L Capital LLC, Robert Sand, then majority owner and President of the Company.

On July 2, 2015, the Company amend the Employment Contract with its CEO & Chairman, Robert Sand, whereas he will receive a salary increase from an annual salary of $175,000 to $295,000. The Company entered in to Separation agreement with this President on September 14, 2015.

On July 30, 2015, Jason Spatafora was appointed as the Chief Marketing Officer (“CMO”) and as a member of the Board of Directors of FBEC Worldwide Inc. for a term of one year, under an Employment Agreement. Mr. Spatafora will receive an annual salary of One Hundred Eighty Thousand Dollars ($180,000) to be paid in monthly increments of $15,000. Mr. Spatafora will receive a signing bonus of Ten Million (10,000,000) shares of restricted common stock of FBEC.  This contract was amended in Septemebr 2015 to make Mr. Spatafora the President of the Company with the same remuneration and the issuance of 2,000,000 rstricted common shares as a signing bonus. As of the date of filing those shares have not nbeen issued.

The Board of Directors has received the resignation of Darren Hamans on July 30, 2015 as a member of the Board of Directors. Mr. Hamans was appointed on May 8, 2015. The Board of Directors had authorized the Employment Contract for Darren Hamans, inclusive of Salary and Stock. This Employment agreement has been terminated with no further obligations of any considerations. Mr. Hamans has entered into a new consulting agreement as an Independent Sales Representative for the HEMP Energy product.

The Board of Directors has received the resignation of Michael Wilcox in September 2015.

On September 30, 2015, the Company entered into a contract with Midam Ventures LLC replacing the contract originally signed June17, 2015. The contract expires on September 30, 2016 or earlier depending on certain conditions. The Consultant will be paid $10, 000 per month for their services. Midam Ventiures LLC will provide IR/PR, product development and marketing, fund raising, vendor relations and other services as may be required. An officer and partial owner of Midam Ventures LLC is the sole owner of our controlling shareholder.

At the time the original contract was signed, this Midam Ventures LLC officer did not own the limited liability company with controlling interest in our company.

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PROPERTY AND EQUIPMENT

9 Months Ended

Sep. 30, 2015

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT

NOTE 5 – PROPERTY AND EQUIPMENT

Property and equipment are carried at cost less accumulated depreciation. Expenditures for maintenance and repairs are charged to operations when incurred, while additions and improvements are capitalized. The Company depreciates the costs of these assets over their estimated useful lives. When assets are retired or disposed, the asset's original cost and related accumulated depreciation are eliminated from accounts and any gain or loss is reflected in income. Depreciation and amortization are generally accounted for using the straight line method over the estimated useful lives of the assets as follows:

Office, protective and demonstration, and computer equipment                                4 Years

Manufacturing equipment                                                                                                10 Years

Leasehold improvements                                                                                                  lease term 

Long-lived Assets

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the book value of the asset may not be recoverable. The Company periodically evaluates whether events and circumstances have occurred that indicate possible impairment. When impairment indicators exist, the Company uses market quotes, if available or an estimate of the future undiscounted net cash flows of the related asset or asset group over the remaining life in measuring whether or not the asset values are recoverable.

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INTANGIBLE ASSET

9 Months Ended

Sep. 30, 2015

INTANGIBLE ASSET

INTANGIBLE ASSET

NOTE 6 – INTANGIBLE ASSET

In June 2015. the Company purchased a hemp based drink formula for $50,000, paying $15,000 in cash and issuing a note for $35,000 (See Note-7 Notes Payable).

The Company's intangible assets comprise a drink formula accounted for at cost. The license is amortized over 17 years  which is the life of the agreement and is expected to be the life of the product. Should the Company determine that there is permanent impairment in the value of the unamortized portion of an intangible asset an appropriate amount of the unamortized balance of the intangible asset would be charged to income at that time.

The Company has produced sample products for pre-market taste testing and improved formulation. Amortization for the quarter ended September 30, 2015 was $0 as the Company is determining the expected useful life of the product. It is expected that the amount would be a deminimis amount.

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NOTES PAYABLE

9 Months Ended

Sep. 30, 2015

NOTES PAYABLE:

NOTES PAYABLE

NOTE 7 – NOTES PAYABLE

In April 2015, the Company entered into a debt agreement for $45,250. The notes will become convertible on or after the maturity date at a 40% discount to the lowest market price in the 20 days prior to conversion. The note is due April 28, 2016. For the nine months ended September 30, 2015, the amortization of the debt discount due to original issuance discount was $833.

In May 2015, the Company entered into two debt agreements with total principal amount of $52,500 with 10% interest per annum. The notes will become convertible on or after the maturity date  at a 38% discount to the lowest market price of the 20 days preceding the conversion request. The notes are due November 14, 2015.

In June 2015, the Company entered into two debt agreements with total principal amount of $150,000 with 10% interest per annum. The notes will become convertible on or after the maturity date at a 37.5% discount to the lowest market price of the 15 days preceding the conversion request. The notes are due December 11 and 17, 2015.

In June 2015, the Company entered into a note with a principle of $200,000 due for legal services. The expense for legal services was recognized during the nine months ended September 30, 2015. The note will become convertible on or after the maturity date January 14, 2016 at 75% of the average closing price for the 20 days prior to conversion.

In June 2015, the Company issued an 8% Note with the principal amount of $35,000 due on January 30, 2016 for purchase of intangible asset. The holder may convert to shares of common stock on or after the maturity date at 75% of the average closing price for the 20 days prior to the conversion notice.

In July 2015, the Company entered into three convertible debt agreements with total principal amount of $169,000 with 10% interest per annum. $114,000 of these notes are convertible at a 35% discount to the lowest market price of the 15 days preceding the conversion request. $55,000 of these note are convertible at a 37.5% discount to the lowest market price of 15 days preceding the conversion requestThe notes are due January 3, 9 and 17, 2016. These notes become convertible at or after maturity. 

On August 4, 2015, the Company issued a 10% interest bearing Convertible Promissory Note in the principal amount of $75,000 to Beaufort Capital Partners LLC, a New York Limited Liability Company("BCP").  Pursuant to the terms of the convertible promissory note, the 6 month maturity date is February 5, 2016 and the holders have the right to convert any portion of the principal amount after maturity date thereof at a 35%

discount to the lowest intra-day trading price within the twenty (20) trading days prior to a Conversion Notice submitted to the Issuer’s Transfer Agent.

On August 6, 2015, the Company issued a 10% interest bearing Convertible Promissory Note in the principal amount of $45,000 to Beaufort Capital Partners LLC, a New York Limited Liability Company("BCP"). Pursuant to the terms of the convertible promissory note, the 6 month maturity date is February 7, 2016 and the holders have the right to convert any portion of the principal amount after maturity date thereof at a 35% discount to the lowest intra-day trading price within the twenty (20) trading days prior to a Conversion Notice submitted to the Issuer’s Transfer Agent.

In August 2015, the Company converted $557 of debt into 5,570,000 common shares.

On August 26, 2015, the Company converted $26,625  into 4,437,499 common shares.

On August 26, 2015, the Company issued a 8% interest bearing Convertible Promissory Note in the principal amount of $30,000 to Asten Wyman LLC. ursuant to the terms of the convertible promissory note, the 6 month maturity date is February 26, 2016 and the holders have the right to convert any portion of the principal amount at any time at a 50% discount to the lowest intra-day trading price within the ten (10) trading days prior to a Conversion Notice submitted to the Issuer’s Transfer Agent.

On September 14, 2015, the Company issued a Convertible Promissory Note in the principal amount of $40,000 to Beaufort Capital Partners LLC, a New York Limited Liability Company("BCP").. Pursuant to the terms of the convertible promissory note, the 6 month maturity date is March 14, 2016 and the holders have the right to convert any portion of the principal amount after maturity date thereof at a 30% discount to the lowest intra-day trading price within the fifteen (15) trading days prior to a Conversion Notice submitted to the Issuer’s Transfer Agent.

On September 29, 2015, the Company issued a 10% interest bearing Convertible Promissory Note in the principal amount of $20,000 to Asten Wyman LLC. Pursuant to the terms of the convertible promissory note, the 6 month maturity date is March 29, 2016 and the holders have the right to convert any portion of the principal amount at any time at a 50% discount to the lowest intra-day trading price within the twenty(20) trading days prior to a Conversion Notice submitted to the Issuer’s Transfer Agent.

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CONVERTIBLE NOTES PAYABLE

9 Months Ended

Sep. 30, 2015

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE

NOTE 8 – CONVERTIBLE NOTES PAYABLE

At September 30, 2015 and December 31, 2014, convertible notes payable consisted of the following:

	December 31, 2014		September 30, 2015
Convertible notes payable	$	131,439	$	318,334
Unamortized debt discounts		-		(20,834	)
Total	$	131,439	$	297,500

Certain of the Company’s outstanding convertible notes are secured by 15,000 common shares of the Company which were issued and held in escrow as of September 30, 2015 and December 31, 2014.

The outstanding convertible notes bear no interest, are due on demand and are convertible into common stock at variable rates based upon discounts to the market price of the common stock. The Company identified embedded derivatives related to the outstanding convertible notes. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the convertible notes and to adjust the fair value as of each subsequent balance sheet date. At December 31, 2014, the aggregate fair value of the outstanding derivative liabilities was determined to be $902,551.  The fair value of the embedded derivatives was determined using the Black Scholes Option Pricing Model based on the following assumptions:  

Dividend yield:	-0-	%
Market price of common stock:	$0.0103
Expected volatility:	Maximum
Risk free rate:	0.05	%

The fair value of the derivative liability, $560, 837 as of September 30, 2015, was determined using a multi-nominal lattice model as of issuance, exercise, and the financial reporting periods with the following assumptions:

The notes convert with a conversion price equal to the lower of $0.0001 or 50 of the lowest trading price in the 20 days prior to conversion;

 An event of default would occur 0% of the time, increasing to 0% per month with a maximum of 0%;

The projected annual volatility curve for each valuation period was based on the historical annual volatility of the company in the range of 382% -405%;

The company would not redeem the notes prior to maturity in 2035 (20 year period required to convert out this volume of stock; and

The holder would automatically convert the note on a monthly basis based on ownership and trading volume limitations (10% of the two year market average).

Based on the valuation, an initial loss on the derivative of $470,361 was realized with change in fair value of derivative liabilities causing a loss of an additional $ 222,367 in our statement of operations for the nine months ended September 30, 2015. 

At September 30, 2015, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating loss of $692,728 for the nine months ended September 30, 2015.

In June 2015, the Company repurchased the remaining outstanding debt owed IBC Funds LLC of $11,849 with a cash payment of $30,000 that resuled in a loss on the settlement of debt of $18,151.

During nine months ended September 30, 2015, $39,125 convertible note was converted into 10,687,499 shares of common stock, which results a total resoluation of derivative liabilities of $1,136,067.

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FAIR VALUE OF FINANCIAL INSTRUMENTS

9 Months Ended

Sep. 30, 2015

FAIR VALUE OF FINANCIAL INSTRUMENTS

FAIR VALUE OF FINANCIAL INSTRUMENTS

NOTE  9 - FAIR VALUE OF FINANCIAL INSTRUMENTS

ASC 825-10 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. ASC 825-10 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 825-10 establishes three levels of inputs that may be used to measure fair value:  

Level 1 - Quoted prices in active markets for identical assets or liabilities.

Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.

To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed is determined based on the lowest level input that is significant to the fair value measurement.

Items recorded or measured at fair value on a recurring basis in the accompanying consolidated financial statements consisted of the following items as of September30, 2015 and December 31, 2014:

	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
September 30, 2015
Liabilities:
Derivative liabilities	$	560,837	$	-	$	-	$	560,837
December 31, 2014
Liabilities:
Derivative liabilities	$	902,551	$	-	$	-	$	902,551

The derivative liabilities are measured at fair value using the Black Scholes Option Pricing Model including quoted market prices and estimated volatility factors based on historical prices for the Company’s common stock and are classified within Level 3 of the valuation hierarchy.

The following table provides a summary of changes in fair value of the Company’s Level 3 financial liabilities for the nine months ended September 30, 2015:

	Derivative Liabilities
Balance, December 31, 2014	$	902,551
Additions recognized as debt discounts		101,625
Additions recognized as loss on derivative liabilities		470,361
Resolution of derivative liabilities		(1,136,067	)
Change in fair value		(222,367	)
Balance, September 30, 2015	$	560,837

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ISSUANCE OF UNREGISTERED SECURITIES

9 Months Ended

Sep. 30, 2015

ISSUANCE OF UNREGISTERED SECURITIES

ISSUANCE OF UNREGISTERED SECURITIES

NOTE  10– ISSUANCE OF UNREGISTERED SECURITIES

In May 2015, the Company issued 15,500,000 common shares for the conversion of $16,500 of debt.

In May 2015, the Company entered into an employment contract with Robert Sand to become the CEO and President of the Company. 150,000,000 restricted common shares were issued as an inducement for signing and will be vested at the one year anniversary of the contract. The contract is available as referenced in an Form 8-K filed with the Securities and Exchange Commission on May 8, 2015. These shares have a one year vesting period and were valued using the enterprise value of the Company. The aggregate fair value of the warad was determined to be $498,421 of which $83,070 was recognized during the nine months ended September30, 2015 and $415,351 will be recognized over the remaining vesting period.

In May 2015, the Company entered into agreement with Lamnia Advisory wherein Lamnia Advisory will perform an investor relations program for twelve months. Lamnia will receive $4,000 per month in cash and 1,339,226 restricted common shares which were issued on September1, 2015 with a fair value that was expensed of $74,998. On July 6, 2015, the Company has agreed to suspend the contract with Lamnia International, Inc effective immediately (see Note 10). Both the Company and Lamnia International, Inc. have agreed that the issued shares and July payment of $4,000 are in effect. Further consideration will be terminated.

In May 2015,  the Company converted 8,999 shares of Series A Preferred stock into 53,406,528 shares of the Company’s common stock. These shares are owned by S&L Capital LLC, Robert Sand, Managing Member and President of the Company.

On June 17, 2015, the Company entered into a consulting contract with a fee of 10,000,000 shares of restricted common shares. They are earned over the ten month life of the contract. 1,000,000 shares were earned immediately and the remaining are earned in equal monthly tranches. The fair value of the entire award was determined to be $1,050,000 of which 1,000,000 shares were issued and $193,273 was recognized as expense during the nine months ended September 30, 2015. $856,727 will be expensed over the remaining vesting period.

The Company agreed to accelerate the vesting and issue the total remaining 9 million shares of common stock to MidamVentures LLC regarding of the consulting agreement signed on June 17, 2015. The vesting period ended on 9/30/15 with a total expense of $   incurred

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CHANGE OF CONTROL

9 Months Ended

Sep. 30, 2015

CHANGE OF CONTROL

CHANGE OF CONTROL

NOTE 11- CHANGE OF CONTROL

On April 28, 2015 Vinyl Groove Productions sold controlling interest of the Company to S & L Capital LLC. Payment was defaulted and Vinyl Groove Productions remains the owner of 1,000 Series A Preferred shares with the other outstanding share canceled.

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COMMITMENTS

9 Months Ended

Sep. 30, 2015

COMMITMENTS

COMMITMENTS

NOTE 12 – COMMITMENTS

In June 2015, the Company entered into a one year building lease expiring on September30, 2016. The office is located at 204 W Main St. Suite 106, Grass Valley, CA. The monthly rent is $1,235 for 1,200 square feet of space. The Company ceased to occupy this space on September 14, 2015.

In June 2015, the Company entered into a Royalty Agreement whereby G. Randall and Sons, Inc. will be due a royalty of 2.5% of net sales due and payable quarterly.

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SUBSEQUENT EVENTS

9 Months Ended

Sep. 30, 2015

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

NOTE 13- SUBSEQUENT EVENTS

On October 2, 2015, the Company received $20,000 of the Promissory Note issued on September 29, 2015.

On October  6, 2015, the Company received $35,000 of t the Promissory Note issued on September 29, 2015.

On October 16, 2015, the Company issued 3,100,000 common shares for the conversion $310 of debt.

On October 28, 2015,  the Company fulfilled payment of consulting contracts issued September 23, 2015 and October 8, 2015 by issuing 4,000,000 restricted common shares for each contract.

On November 6, 2015, the Company entered into a consulting agreement for marketing assistance and issued 2,000,000 restricted common shares.

On November 9, 2015, the Company entered into a Joint Venture Agreement with CBD Globe Distributors Ltd (“CBD”). Pursuant to the JV Agreement FBEC and CBD will form a limited liability company (the “LLC”), which shall be owned as follows: 50.1% by FBEC and 49.9% by CBD. The LLC shall create a strategic alliance between the brands currently held by the parties, respectively in an effort to lend support in a multitude of areas and consolidate businesses in the cannabis and hemp industry. FBEC will take on the role of online digital marketer in a wide variety of online spaces as well as provide fulfilment support for the distribution of all brands at FBEC’s expense. To the extent set forth in this Agreement, each of the Parties shall own an undivided fractional part in the LLC. Jason Spatafora and Patrick Folkes shall be the managing members of the LLC (the “Managing Members”). (See Form 8-K filed November 12, 2015)

On November 16, 2015, the Company issued a 10% interest bearing Convertible Promissory Note in the principal amount of $35,000 to Asten Wyman LLC. Pursuant to the terms of the convertible promissory note, the 6 month maturity date is April 16, 2016 and the holders have the right to convert any portion of the principal amount at any time at a 50% discount to the lowest intra-day trading price within the twenty(20) trading days prior to a Conversion Notice submitted to the Issuer’s Transfer Agent.

On November 17, 2015, the Company and Beaufort Capital amended the note agreement of May 14, 2015 and September 14, 2015. Beaufort Capital agreed to retire the May 14, 2015 note with a face amount balance of $20,000, The consideration for the retirement is adding a 7% per annume interest rate and increasing any late fee penalty interest rate by 7% on the September 14, 2015 promissory note. 

On November 30, 2015. The Company entered into a Joint Venture Agreement with DuBe Hemp Beverages Inc. (“DUBE”). Pursuant to the JV Agreement FBEC and DUBE will form a limited liability company (the “LLC”), which shall be owned as follows: 50.1% by FBEC and 49.9% by DUBE. The LLC shall create a strategic alliance between the brands currently held by the parties, respectively in an effort to lend support in a multitude of areas and consolidate businesses in the cannabis and hemp industry. FBEC will take on the role of online digital marketer in a wide variety of online spaces as well as provide fulfilment support for the distribution of all brands at FBEC’s expense. To the extent set forth in this Agreement, each of the Parties shall own an undivided fractional part in the LLC. Jason Spatafora and Phil Restifo shall be the managing members of the LLC (the “Managing Members”). (See Form 8-K filed November 30, 2015)

As o f the date of this filing the limited liability companies required for both Joint Venture Agreements haven't been filed.

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CORRECTION OF PRIOR YEAR INFORMATION (TABLES)

9 Months Ended

Sep. 30, 2015

CORRECTION OF PRIOR YEAR INFORMATION (TABLES):

CORRECTION OF PRIOR YEAR INFORMATION (TABLES)

The following table presents the comparative effect of the correction to the three and nine month information and the impact on the Company’s consolidated financial statements as of and for the three and nine months ended September 30, 2014:

	Three months ended September 30, 2014
	As Reported			Adjustments			As Amended
Consolidated Statement of Operations
Operating Expenses:
Selling, general and administrative	$	21,016		$	(3,329	)	$	17,687
Bad debt expense		-			-			-
Other Income (Expenses):
Interest expense		(61,251	)		31,414			(29,837	)
Gain on sale of assets		-			-			-
Gain (Loss) on conversion of debt		46,187			-			46,187
Derivative gain (loss)		(561,296	)		(99,875	)		(661,171	)
Net loss		(597,376	)		(93,632	)		(691,008	)
Loss per share, basic	$	(1.48	)	$	(0.26	)	$	(1.74	)
Loss per share, diluted	$	(1.48	)	$	(0.26	)	$	(1.74	)

	Nine months ended September 30, 2014
	As Reported			Adjustments			As Amended
Consolidated Balance Sheet
Liabilities and Stockholders’ Deficit
Current Liabilities:
Derivative liabilities	$	967,301		$	106,066		$	1,073,367
Convertible notes payable		196,944			14,416			211,360
Stockholders’ Deficit
Common stock		741,392			(740,581	)		811
Additional paid-in capital		204,490			37,209			241,699
Accumulated deficit		(2,160,967	)		825,410			(1,335,557	)
Consolidated Statement of Operations
Operating Expenses:
Selling, general and administrative	$	225,080		$	(49,957	)	$	175,123
Bad debt expense		100,613			(100,613	)		-
Other Income (Expenses):
Interest expense		(249,426	)		97,451			(151,975	)
Derivative gain (loss)		(290,137	)		(516,173	)		(806,310	)
Gain on sale of asset		-			(53,329	)		(53,329	)

Debt settlement loss		(59,776	)		45,176			(14,600	)
Net loss		(879,240	)		(215,439	)		(1,094,679	)
Loss per share, basic	$	(3.38	)	$	(0.83	)	$	(4.21	)
Loss share, diluted	$	(3.38	)	$	(0.83	)	$	(4.21	)
Consolidated Statement of Cash Flows
Cash flows from operating activities:
Net loss	$	(879,240	)	$	(215,439	)	$	(1,094,679	)
Adjustments to reconcile net loss to net cash used in operating activities:
(Gain) loss on change in fair value     of derivative liabilities		290,138			516,172			806,310
(Gain) on conversion of debt		(45,792	)		(395	)		(45,792	)
Amortization of debt discounts		111,587			55,915			110,844
Bad debt expense		100,613			(100,613	)		-
Stock issued for services		61,700			(7,600	)		54,100
Non-cash interest		147,586			(147,586	)		-
Loss on settlement of debt		59,776			(45,176	)		14,600
Gain on sale of asset		-			(53,329	)		(53,329	)
Changes in operating assets and    liabilities:
Accounts payable		94,276			(71,820	)		22,456
Accrued expenses and current    liabilities		9,356			(3,657	)		5,699
Cash flows from financing activities:
Proceeds from convertible notes payable		50,000			(40,000	)		10,000
NON CASH INVESTING AND FINANCING ACTIVITIES:
Common stock issued in reverse     merger	$	1,281,727		$	(188,395	)	$	1,093,332
Resolution of derivative liabilities		260,689			133,695			185,800
Debt discount due to derivative     liabilities		-			153,344			153,344
Founders shares		-			10			10
Common shares issued and held in     escrow		15,000			(14,985	)		15
Common stock issued for    conversion of debt		420,566			(7,000	)		82,500
Common stock issued for settlement     of liabilities		129,001			(127,501	)		1,500
Common stock issued for settlement     of liabilities to related parties		-			93,500			93,500
Accounts payable settled by debt		103,344			40,000			143,344
Sale of Subsidiary		143,942			(143,942	)		-
Services to be received as consideration for sale of subsidiary		10,000			(10,000	)		-
Derivative liability at inception		281,871			(281,871	)		-

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CONVERTIBLE NOTES PAYABLE (TABLES)

9 Months Ended

Sep. 30, 2015

CONVERTIBLE NOTES PAYABLE (TABLES):

CONVERTIBLE NOTES PAYABLE (TABLES)

At September 30, 2015 and December 31, 2014, convertible notes payable consisted of the following:

	December 31, 2014		September 30, 2015
Convertible notes payable	$	131,439	$	318,334
Unamortized debt discounts		-		(20,834	)
Total	$	131,439	$	297,500

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FAIR VALUE OF FINANCIAL INSTRUMENTS (TABLES)

9 Months Ended

Sep. 30, 2015

FAIR VALUE OF FINANCIAL INSTRUMENTS (TABLES):

FAIR VALUE OF FINANCIAL INSTRUMENTS (TABLES)

Items recorded or measured at fair value on a recurring basis in the accompanying consolidated financial statements consisted of the following items as of September30, 2015 and December 31, 2014:

	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
September 30, 2015
Liabilities:
Derivative liabilities	$	560,837	$	-	$	-	$	560,837
December 31, 2014
Liabilities:
Derivative liabilities	$	902,551	$	-	$	-	$	902,551

FAIR VALUE OF FINANCIAL LIABILITIES

The following table provides a summary of changes in fair value of the Company’s Level 3 financial liabilities for the nine months ended September 30, 2015:

	Derivative Liabilities
Balance, December 31, 2014	$	902,551
Additions recognized as debt discounts		101,625
Additions recognized as loss on derivative liabilities		470,361
Resolution of derivative liabilities		(1,136,067	)
Change in fair value		(222,367	)
Balance, September 30, 2015	$	560,837

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Going Concern (Details)	Sep. 30, 2015 USD ($)
Going Concern Details
Company has an accumulated deficit	$ 5,456,532
Working capital deficit	$ 1,541,444

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Capital Stock Transactions (Details) - $ / shares	Sep. 30, 2015	Dec. 31, 2014
CAPITAL STOCK TRANSACTIONS
Common Stock, shares authorized	5,000,000,000	0
Preferred Stock, shares authorized	20,000,000	0
Common Stock, par value	$ 0.001	$ 0
Preferred Stock ,par value	$ 0.001	$ 0
Company had shares of its Common Stock issued and outstanding	254,747,666	2,244,413
Series A Preferred Stock issued and outstanding	1,000	10,000

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Separation Of Prior Management (Details)	Sep. 14, 2015 USD ($) shares
Separation Of Prior Management Details
Totaling restricted common shares	203,406,528
Series A Preferred shares remain with Vinyl Groove Productions, Inc	1,000
Company activities have converted the value of items to wages totaling | $	$ 62,693.15
Mr. Sand shares received signing bonus also recorded as wages totaling	486,907
Mr. Adam Heimann is owner of Midam Ventures	50.00%

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Related Party Transactions (Details) - USD ($)	Sep. 30, 2015	Jul. 30, 2015	Jul. 02, 2015	May. 31, 2015	Apr. 30, 2015	Dec. 31, 2014
Related Party Transactions
Liabilities owed to Mr. Birmingham						$ 9,767
Mr. Birmingham, were converted to notes payable						16,858
Mr. Birmingham, were converted to notes payable total						26,625
Outstanding balance	$ 26,625					26,625
Notes were settled and converted to common shares by purchaser	4,437,499
Outstanding advances to former officers and directors	$ 22,675					$ 22,675
Company entered into a consulting agreement with Yorkshire Capital LLC a retainer					$ 225,000
Management fee					$ 30,000
Acquisition closed with the assistance of Yorkshire Capital LLC will be paid					10.00%
Company issued shares of restricted common stock				150,000,000
Shares have a vesting period in years				$ 1
Aggregate fair value				498,421
Wages expense	498,421
Company converted shares of Series A Preferred stock				8,999
Company converted shares of Series A Preferred stock into shares of common stock				53,406,528
Robert Sand will receive annual salary			$ 175,000
Robert Sand will receive a salary increase from an annual salary			$ 295,000
Mr. Spatafora will receive an annual salary		$ 180,000
Mr. Spatafora will receive an annual salary paid in monthly increments		15,000
Mr. Spatafora will receive a signing bonus of shares of restricted common stock		10,000,000
Mr. Spatafora with same remuneration and issuance of restricted common shares as signing bonus		$ 2,000,000
Consultant will be paid per month for their services	$ 10,000

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Related Parties (Details)	9 Months Ended
	Sep. 30, 2015 USD ($)
Related Parties Details
Company paid total consulting services	$ 105,000
Company recognized as consulting expense	90,000
Company recognized as prepaid expenses	$ 15,000

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Estimated Useful Lives Of Assets (Details)	Sep. 30, 2015
Estimated Useful Lives Of Assets
Office, protective and demonstration, and computer equipment in years	4
Manufacturing equipment in years	10

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Intangible Asset (Details)	Sep. 30, 2015 USD ($)
Intangible Asset Details
Company purchased a hemp based drink formula for paying in cash	$ 50,000
Paying in cash	15,000
Issuing a note for	$ 35,000
License amortized in years	17
Amortization for the quarter ended September 30, 2015	$ 0

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Notes Payable (Details) - USD ($)	Sep. 29, 2015	Sep. 14, 2015	Aug. 31, 2015	Aug. 26, 2015	Aug. 06, 2015	Aug. 04, 2015	Jul. 31, 2015	Jun. 30, 2015	May. 31, 2015	Apr. 30, 2015
Notes Payable Details
Company entered into a debt agreement										$ 45,250
Notes will become convertible at a discount to the lowest market price in the 20 days										40.00%
Company entered into two debt agreements with total principal amount								$ 150,000	$ 52,500
Company entered into two debt agreements interest per annum								10.00%	10.00%
Notes will become convertible at a discount to the lowest market price of the 20 and 15 days								37.50%	38.00%
Company entered into a note with a principle due for legal services								$ 200,000
Notes will become convertible at average closing price for the 20 days prior to conversion								75.00%
Company issued note with principal amount for purchase of intangible asset								$ 35,000
Company issued an note with interest rate for purchase of intangible asset								8.00%
Company entered into three convertible debt agreements with total principal amount							$ 169,000
Company entered into three convertible debt agreements interest per annum							10.00%
Notes convertible at 35% discount to the lowest market price of 15 days preceding the conversion							$ 114,000
Note convertible at 37.5% discount to the lowest market price of 15 days preceding the conversion							$ 55,000
Company issued 10% interest bearing Convertible Promissory Note principal amount to Beaufort Capital Partners LLC		$ 40,000			$ 45,000	$ 75,000
Right to convert any portion of principal amount at a discount to lowest intra-day trading price (20), (10) and (15)trading days	50.00%	30.00%		50.00%	35.00%	35.00%
Company converted debt into common shares			5,570,000	4,437,499
Company converted debt into common shares value			$ 557	$ 26,625
Company issued 8% interest bearing Convertible Promissory Note in principal amount to Asten Wyman LLC	$ 20,000			$ 30,000

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Amortization (Details)	9 Months Ended
	Sep. 30, 2015 USD ($)
Amortization {1}
Amortization of the debt discount due to original issuance discount	$ 833

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Convertible Notes Payable (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Convertible Notes Payable {1}
Convertible notes payable	$ 131,439	$ 318,334
Unamortized debt discounts	0	(20,834)
Convertible notes payable total	131,439	297,500
Company's outstanding convertible notes are secured by common shares	$ 15,000	$ 15,000

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Note Outstanding (Details) - USD ($)	Sep. 30, 2015	Jun. 30, 2015	Dec. 31, 2014
Note Outstanding
Aggregate fair value of outstanding derivative liabilities			$ 902,551
Notes convert with a conversion price equal to lower or 50 of lowest trading price in 20 days prior to conversion	$ 0.0001
Minimum annual volatility	382.00%
Maximum annual volatility	405.00%
Notes in term in years	20
Convert note on monthly basis on ownership and trading volume limitations of two year market average	10.00%
Initial loss on the derivative	$ 470,361
Change in fair value of derivative liabilities	222,367
Company fair valued the derivative liability of the debt and recorded debt discount	$ 692,728
Company repurchased the remaining outstanding debt owed IBC Funds LLC		$ 11,849
Cash payment		30,000
Loss on settlement of debt		$ 18,151

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Convertible Note (Details)	9 Months Ended
	Sep. 30, 2015 USD ($) shares
Convertible Note
Convertible note was converted into shares of common stock | shares	10,687,499
Convertible note was converted into shares of common stock value	$ 39,125
Total resoluation of derivative liabilities	$ 1,136,067

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Black Scholes Model assumptions (Details)	Sep. 30, 2015 $ / shares shares
Black Scholes Model assumptions
Dividend yield:	0.00%
Market Price of common stock | $ / shares	$ 0.0103
Expected volatility maximum	0.00%
Risk free rate	0.05%
Fair value of the derivative liability | shares	560,837

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Fair value on a recurring basis in the accompanying consolidated financial statements (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Liabilities:
Derivative liabilities Total	$ 560,837	$ 902,551
Quoted Prices in Active Markets for Identical Assets (Level 1)
Derivative liabilities Quoted Prices in Active Markets for Identical Assets Level 1	0
Significant Other Observable Inputs (Level 2)
Derivative liabilities Significant Other Observable Inputs Level 2	0
Significant Unobservable Inputs (Level 3)
Derivative liabilities Significant Unobservable Inputs Level 3	$ 560,837	$ 902,551

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Summary Of Changes In Fair Value (Details) {Stockholder Equity} - Derivative Liabilities	9 Months Ended
	Sep. 30, 2015 USD ($)
Balance	$ 902,551
Additions recognized as debt discounts	101,625
Additions recognized as loss on derivative liabilities	470,361
Resolution of derivative liabilities	(1,136,067)
Change in fair value	(222,367)
Balance	$ 560,837

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Unregistered Securities (Details) - USD ($)	Sep. 30, 2015	Jun. 17, 2015	May. 31, 2015
Unregistered Securities
Company issued common shares for the conversion of debt			15,500,000
Company issued common shares for the conversion of debt value			16,500
Restricted common shares were issued			150,000,000
Aggregate fair value			498,421
Remaining vesting period			415,351
Aggregate fair value of warad	83,070		0
Lamnia will receive per month in cash			$ 4,000
Restricted common shares issued			1,339,226
Fair value was expensed			$ 74,998
Company converted shares of Series A Preferred stock			8,999
Company converted shares of Series A Preferred stock into shares of common stock			53,406,528
Shares of restricted common shares		10,000,000
Remaining shares are earned in equal monthly tranches		1,000,000
Fair value of the entire award		1,050,000
Shares were issued		1,000,000
Recognized as expense		$ 193,273
Expensed over the remaining vesting period		$ 856,727

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Change Of Control (Details)	Apr. 28, 2015 shares
Change Of Control
Series A Preferred shares with other outstanding share canceled	1,000

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Commitments (Details)	Jun. 30, 2015 USD ($)
Commitments Details
Monthly rent for 1,200 square feet of space	$ 1,235
Due royalty of net sales	2.50%

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Subsequent Transactions (Details) - USD ($)	Nov. 30, 2015	Nov. 17, 2015	Nov. 16, 2015	Nov. 09, 2015	Nov. 06, 2015	Oct. 28, 2015	Oct. 16, 2015	Oct. 06, 2015	Oct. 02, 2015
Subsequent Transactions
Company received Promissory Note issued on September 29, 2015								$ 35,000	$ 20,000
Company issued common shares for conversion of debt							$ 3,100,000
Company issued common shares for conversion of debt value							$ 310
Restricted common shares for each contract						4,000,000
Issued restricted common shares					2,000,000
Company issued 10% interest bearing Convertible Promissory Note in principal amount to Asten Wyman LLC			$ 35,000
Discount to the lowest intra-day trading price within the twenty (20) trading days			50.00%
Note with a face amount balance		$ 20,000
Note bears interest rate per annum		7.00%
Late fee penalty interest rate		7.00%
Limited liability company owned by FBEC	50.10%			50.10%
Limited liability company owned by DUBE	49.90%			49.90%