10-Q/A

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q/A

Amendment No. 2

Mark One

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

For the quarterly period ended March 31, 2013

¨ 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. 000-54665

WESTERN GRAPHITE INC.

 (Exact name of registrant as specified in its charter)

Nevada (State or Other Jurisdiction of Formation or Organization) 1000 (Primary Standard Industrial Classification Number) EIN 20-8055672 (IRS Employer Identification Number)

1045 East Washington Street, Monticello, FL 32344

850-270-2808

(Address and telephone number of principal executive offices)

Prepared By:

Sunny J. Barkats, Esq.

JS Barkats, PLLC

18 East 41^st Street, 14^th Floor

New York, NY 10017

P: (646) 502-7001

F: (646) 607-5544

www.JSBarkats.com

Indicate by checkmark whether the issuer: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 ¨   No x

Indicate by check mark whether the registrant is a large accelerated filed, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company x

Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ¨  No x

Applicable Only to Issuer Involved in Bankruptcy Proceedings During the Preceding Five Years. N/A

Indicate by checkmark whether the issuer has filed all documents and reports required to be filed by Section 12, 13 and 15(d) of the Securities Exchange Act of 1934 after the distribution of securities under a plan confirmed by a court.  Yes ¨  No x

Applicable Only to Corporate Registrants

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the most practicable date:  71,000,000 shares as of May 14, 2013.

Explanatory Note

The purpose of this Amendment No. 2 to Western Graphite Inc.'s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2013 is to amend the financial statements and the Management’s Discussion and Analysis.

We are filing this Amendment No.2 to reflect the restatement of our unaudited condensed financial statements contained herein. On October 17, 2014, management concluded that, because of an error identified in the Company’s previously issued financial statements for the quarter ended March 31, 2013, the Company should restate its previously issued financial statements for the relevant periods. Accordingly, investors should no longer rely upon the Company’s previously released financial statements for these periods or any earnings releases or other communications relating to these periods.

Please see Note 2 – Restatement contained in the Notes to Unaudited Condensed Financial Statements appearing later in this Form 10-Q/A Amendment No.2 which further describes the effect of these restatements.

No other changes have been made to the Form 10-Q. This Amendment No. 2 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, 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 original Form 10-Q.

Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended, this Form 10-Q/A includes new certifications by our principal executive officer and principal financial officer under Sections 302 and 906 of the Sarbanes-Oxley Act of 2002. Except for the items noted above, no other information included in the Company’s original Form 10-Q is being amended by this Form 10-Q/A.

WESTERN GRAPHITE INC.

FORM 10-Q/A

MARCH 31, 2013

INDEX

PART I— FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	1
Item 2.	Management ’ s Discussion and Analysis of Financial Condition and Results of Operations	12
Item 4.	Controls and Procedures	13
PART II— OTHER INFORMATION
Item 6.	Exhibits	13
	SIGNATURES	14

Western Graphite, Inc.

(formerly Lucky Strike Explorations, Inc.)

CONDENSED BALANCE SHEETS

	March 31,			December 31,
	2013			2012
	(Unaudited)
	(Restated)
ASSETS
CURRENT ASSETS
Cash	$	4,956		$	73
Prepaid expenses		502			3,937
Investments, net		-			-
Total Current Assets		5,458			4,010
Property and equipment, net		-			-
TOTAL ASSETS	$	5,458		$	4,010
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
CURRENT LIABILITIES
Accounts payable and accrued expenses	$	7,618		$	60
Loan payable - related party		37,325			31,325
Total Current Liabilities		44,943			31,385
TOTAL LIABILITIES		44,943			31,385
Commitments and contingencies		-			-
STOCKHOLDERS' DEFICIENCY
Common stock, $0.001 par value; 750,000,000 and 75,000,000 shares authorized, respectively, 71,000,000 and 58,000,000 shares issued and outstanding, respectively		71,000			58,000
Additional paid-in capital		6,503,000			16,000
Accumulated deficit		(6,613,485	)		(101,375	)
TOTAL STOCKHOLDERS' DEFICIENCY		(39,485	)		(27,375	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY	$	5,458		$	4,010

The accompanying notes are an integral part of these unaudited condensed financial statements

1

Western Graphite, Inc.

(formerly Lucky Strike Explorations, Inc.)

CONDENSED STATEMENTS OF OPERATIONS

(UNAUDITED)

	Three Months Ended
	March 31,
	2013			2012
	(Restated)
REVENUES
Revenues	$	-		$	-
TOTAL REVENUES		-			-
OPERATING EXPENSES
Impairment of investments and mining properties		6,500,000			-
General and administrative expenses		12,110			19,579
TOTAL OEPRATING EXPENSES		6,512,110			19,579
LOSS FROM OPERATIONS		(6,512,110	)		(19,579	)
NET LOSS	$	(6,512,110	)	$	(19,579	)
Basic and diluted loss per share	$	(0.11	)	$	(0.00	)
Weighted average number of common shares outstanding		61,611,111			58,000,000

The accompanying notes are an integral part of these unaudited condensed financial statements

2

Western Graphite, Inc.

(formerly Lucky Strike Explorations, Inc.)

CONDENSED STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Three Months Ended
	March 31,
	2013			2012
	(Restated)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(6,512,110	)	$	(19,579	)
Adjustment to reconcile net loss to net cash used in operating activities:
Impairment on investment		1,500,000			-
Impairment on asset purchase		5,000,000			-
Changes in operating assets and liabilities:
Deposits		3,435			-
Accounts payable and accrued liabilities		7,558			4,135
NET CASH USED IN OPERATING ACTIVITIES		(1,117	)		(15,444	)
CASH FLOWS FROM INVESTING ACTIVITIES:		-			-
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from loans payable, related party		6,000			20,000
NET CASH PROVIDED BY FINANCING ACTIVITIES		6,000			20,000
Net increase in cash		4,883			4,556
Cash, beginning of year		73			17
Cash, end of year	$	4,956		$	4,573
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	$	-		$	-
Cash paid for income taxes	$	-		$	-
SUPPLEMENTAL NON-CASH INVESTING AND FINANCING ACTIVITIES:
Common stock issued for investment	$	1,500,000		$	-
Common stock issued for asset purchase	$	5,000,000		$	-

The accompanying notes are an integral part of these unaudited condensed financial statements

3

WESTERN GRAPHITE INC.

(FORMERLY LUCKY STRIKE EXPLORATIONS, INC.)

Notes to Unaudited Condensed Financial Statements

For the Three Months Ended March 31, 2013 and 2012

NOTE 1. DESCRIPTION OF BUSINESS

Western Graphite Inc. (f/k/a Lucky Strike Explorations Inc.) (the “Company”) was incorporated under the laws of the State of Nevada on December 15, 2006. The Company was formed to engage in the acquisition, exploration and development of natural resource properties.

NOTE 2. RESTATEMENT

The Company has restated herein its unaudited condensed financial statements as of March 31, 2013 and for the quarter ended March 31, 2013. The Company is no longer pursuing the acquisition of the mines stated in Note 5, therefore management has determined that the investments in the mining properties have been impaired due to inability of the Company to reliably determine the fair market value of the investments in the mining properties. The Company has reviewed all accounting transactions for the quarter, to determine the effects of these impairments on the financial statements. As a result of reviewing all accounting transactions for the quarter ended March 31, 2013, the Company has determined that property payments due and additional paid in capital needed to be restated as well due to findings in the documentation for all transactions reviewed related to the accounting for the investments in mining properties.

4

The following represents the changes to the restated unaudited condensed financial statements as of and for the three months ended March 31, 2013:

Unaudited Condensed Balance Sheets

	Restated			As previously reported
	March 31, 2013			March 31, 2013			Differences
ASSETS
Current Assets
Cash	$	4,956		$	4,956		$	-
Deposit		502			502			-
Total Current Assets		5,458			5,458			-
Fixed Assets
Mining properties		-			1,513,000			(1,513,000	)
Total Assets	$	5,458		$	1,518,458		$	(1,513,000	)
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current Liabilities
Accounts payable and accrued expenses	$	7,618		$	7,618		$	-
Loan payable - related party		37,325			37,325			-
Property payments due		-			1,500,000			(1,500,000	)
Total Current Liabilities		44,943			1,544,943			(1,500,000	)
Total Liabilities		44,943			1,544,943			(1,500,000	)
Stockholders' Deficiency
Common stock, $0.001 par value; 750,000,000 shares authorized, 71,000,000 shares issued and outstanding		71,000			71,000			-
Additional paid-in capital		6,503,000			16,000			6,487,000
Accumulated deficit		(6,613,485	)		(113,485	)		(6,500,000	)
Total Stockholders' Deficiency		(39,485	)		(26,485	)		(13,000	)
Total Liabilities and Stockholders' Deficiency	$	5,458		$	1,518,458		$	(1,513,000	)

The accompanying notes are an integral part of these unaudited condensed financial statements

5

Unaudited Condensed Statements of Operations

	For the Three Months Ended
	Restated			As previously reported
	March 31, 2013			March 31, 2013			Differences
Revenues
Revenues	$	-		$	-		$	-
Total Revenues		-			-			-
Operating Expenses
Impairment of investments and mining properties		6,500,000			-			6,500,000
General and administrative expenses		12,110			12,110			-
Total Operating Expenses		6,512,110			12,110			6,500,000
Loss from Operations		(6,512,110	)		(12,110	)		(6,500,000	)
Net Loss	$	(6,512,110	)	$	(12,110	)	$	(6,500,000	)
Basic and Diluted Loss per Share	$	(0.11	)	$	(0.00	)
Weighted average number of common shares outstanding		61,611,111			62,211,111

The accompanying notes are an integral part of these unaudited condensed financial statements

6

Unaudited Condensed Statements of Cash Flows

	For the Three Months Ended
	Restated			As previously reported
	March 31, 2013			March 31, 2013			Differences
Cash Flows From Operating Activities:
Net Loss	$	(6,512,110	)	$	(12,110	)	$	(6,500,000	)
Adjustments to reconcile net loss to net cash used in operations
Impairment on investment		1,500,000			-			1,500,000
Impairment on asset purchase		5,000,000			-			5,000,000
Changes in operating assets and liabilities:
(Increase) decrease in deposit		3,435			3,434			1
Increase (decrease) in accounts payable and accrued liabilities		7,558			7,559			(1	)
Increase (decrease) in property payments due		-			1,500,000			(1,500,000	)
Net Cash (Used In) Provided By Operating Activities		(1,117	)		1,498,883			(1,500,000	)
Cash Flows From Investing Activities:
Acquisition of mining properties		-			(1,513,000	)		1,513,000
Net Cash Used In Investing Activities		-			(1,513,000	)		1,513,000
Cash Flows From Financing Activities:
Loan payable - related party		6,000			6,000			-
Issuance of common stock		-			13,000			(13,000	)
Net Cash Provided by Financing Activities		6,000			19,000			(13,000	)
Net Increase in Cash		4,883			4,883			-
Cash at Beginning of Period		73			73			-
Cash at End of Period	$	4,956		$	4,956		$	-
Supplemental disclosure of cash flow information:
Cash paid for interest	$	-		$	-		$	-
Cash paid for income taxes	$	-		$	-		$	-
Supplemental disclosure of non-cash investing and financing activities:
Common stock issued for investment	$	1,500,000		$	-		$	1,500,000
Common stock issued for asset purchase	$	5,000,000		$	-		$	5,000,000

The accompanying notes are an integral part of these unaudited condensed financial statements

7

NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF ACCOUNTING

The Company’s policy is to maintain its books and prepare its financial statements on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in Company’s Form 10-K filed with SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for fiscal 2012 as reported in the Form 10-K have been omitted.

USE OF ESTIMATES

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

CASH AND CASH EQUIVALENTS

The Company considers highly liquid investments with original maturities of three months or less when purchased as cash equivalents. At times throughout the year, the Company might maintain bank balances that may exceed Federal Deposit Insurance Corporation (“FDIC”) insured limits. Periodically, the Company evaluates the credit worthiness of the financial institutions, and has not experienced any losses in such accounts. As of March 31, 2013 and December 31, 2012, the Company did not have bank balances that exceeded the FDIC insured limits.

8

WESTERN GRAPHITE INC.

(FORMERLY LUCKY STRIKE EXPLORATIONS, INC.)

Notes to Unaudited Condensed Financial Statements

For the Three Months Ended March 31, 2013 and 2012

EARNINGS PER SHARE

The Company computes basic and diluted earnings per share amounts in accordance with ASC Topic 260, Earnings per Share. Basic earnings per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the reporting period. Diluted earnings per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company. 

For the three months ended March 31, 2013 and 2012, the Company had no potentially dilutive commitments to issue common stock.

LONG-LIVED ASSETS

On a periodic basis, management assesses whether there are any indicators that the value of the Company’s long-lived assets may be impaired. An asset’s value may be impaired only if management’s estimate of the aggregate future cash flows, on an undiscounted basis, to be generated by the asset are less than the carrying value of the asset.

If impairment has occurred, the loss is measured as the excess of the carrying amount of the asset over its fair value. The Company’s estimates of aggregate future cash flows expected to be generated by each long-lived asset are based on a number of assumptions that are subject to economic and market uncertainties. As these factors are difficult to predict and are subject to future events that may alter management’s assumptions, the future cash flows estimated by management in their impairment analyses may not be achieved. As of March 31, 2013, total asset impairment was $5,000,000.

FAIR VALUE MEASUREMENT

The carrying amounts reported in the Company’s financial statements for prepaid expenses, accounts payable and accrued expenses, and loans payable approximate their fair value because of the immediate or short-term nature of these financial instruments. The carrying amounts reported in the balance sheet for its notes payable approximates fair value as the contractual interest rate and features are consistent with similar instruments of similar risk in the market place.

RECENT ACCOUNTING PRONOUNCEMENTS

In June 2014 the Financial Accounting Standards Board issued Accounting Standards Update ASU 2014-10, “Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation” (“ASU 2014-10”). The amendments in ASU 2014-10 remove the definition of a development stage entity from the master glossary of the Accounting Standards Codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage.

The amendments also clarify that the guidance in Topic 275, Risks and Uncertainties, is applicable to entities that have not commenced planned principal operations.

The Company has elected to adopt the provisions of ASU 2014-10 for the current three months ending March 31, 2013. The adoption of ASU 2014-10 did not have a significant impact on our results of operations, financial condition or cash flow.

9

WESTERN GRAPHITE INC.

(FORMERLY LUCKY STRIKE EXPLORATIONS, INC.)

Notes to Unaudited Condensed Financial Statements

For the Three Months Ended March 31, 2013 and 2012

In June 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-12, "Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could be Achieved after the Requisite Service Period." This ASU provides more explicit guidance for treating share-based payment awards that require a specific performance target that affects vesting and that could be achieved after the requisite service period as a performance condition. The new guidance is effective for annual and interim reporting periods beginning after December 15, 2015. The Company does not expect the adoption of this guidance to have a material impact on the financial statements.

In August 2014, the FASB issued ASU 2014-15, “Presentation of Financial Statements – Going Concern (Topic 205-40)”, which requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern for each annual and interim reporting period. If substantial doubt exists, additional disclosure is required. This new standard will be effective for the Company for annual and interim periods beginning after December 15, 2016. Early adoption is permitted. The Company expects to adopt this new standard for the fiscal year ending December 31, 2014 and the Company will continue to assess the impact on its financial statements.

There are various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company's financial position, results of operations or cash flows.   

NOTE 4.  GOING CONCERN

The Company’s unaudited condensed financial statements have been prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has incurred net losses of $6,512,110 and $19,579 during the three months ended March 31, 2013 and 2012, respectively. Cash on hand will not be sufficient to cover debt repayments scheduled as of March 31, 2013 and operating expenses and capital expenditure requirements for at least twelve months from the balance sheet date. As of March 31, 2013 and December 31, 2012, the Company had working capital deficits of $39,485 and $27,375, respectively. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to seek equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying unaudited condensed financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 5.  INVESTMENT IN MINING PROPERTIES

On February 27, 2013, the Company acquired all the rights, title and interest in certain lands covering approximately 495 hectares known as the Amorf Graphite property located in the district of Bozyazi, in the village of Cabukkoyaoi, Mersin Province, Turkey.  The Company acquired the rights to the property pursuant to an agreement with Dr. Ahment Unsai in exchange for 3,000,000 shares, of the Company’s common stock valued at $0.50 per shares for a total of $1,500,000, along with two future payments totaling $1,500,000. As of February 27, 2013, the Company does not have control of the property and therefore has accounted for the acquisition as an investment. The Company no longer is pursuing the purchase of the Amorf Graphite property, and thus the remaining terms of the deal have nullified. The Company has determined that the fair market value of the Amorf Graphite property cannot be reliably determined and therefore it has deemed a total impairment of $1,500,000 and corresponding impairment expense on the rights to the property.

10

WESTERN GRAPHITE INC.

(FORMERLY LUCKY STRIKE EXPLORATIONS, INC.)

Notes to Unaudited Condensed Financial Statements

For the Three Months Ended March 31, 2013 and 2012

On March 4, 2013, the Company entered into an agreement with Seyit Kucuk for the acquisition of five claims located in the Omineca Mining Division of the Province of British Columbia.  The claims, which cover approximately 2,524 hectares, are known as the Pure Flake Graphite property and are subject to a 2% net milling royalty.  In consideration for the acquisition of these claims, the Company issued 10,000,000 shares, valued at $0.50 per shares for a total of $5,000,000, of the company’s restricted common stock. The Company has determined that the fair market value of the Pure Flake Graphite property cannot be reliably determined and therefore it has deemed a total impairment of $5,000,000 and corresponding impairment expense on the property.

NOTE 6. LOAN PAYABLE – RELATED PARTY

As of March 31, 2013, $37,325 is owed to an ex-officer and director of the Company and is non-interest bearing with no specific repayment terms. The Company plans to repay this loan through stock issuances, or through funding from the next round of financing.

NOTE 7. STOCKHOLDERS’ EQUITY

The stockholders equity section of the Company contains the following classes of capital stock as of March 31, 2013 and December 31, 2012: Common Stock, $0.001 par value: shares issued and outstanding of 71,000,000 and 58,000,000, respectively.

Transactions, other than employee’s stock issuance, are in accordance with ASC 505.  These issuances shall be accounted for based on the fair value of the consideration received.  Transactions with employee’s stock issuance are in accordance with ASC 718.  These issuances shall be accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, or whichever is more readily determinable.

On February 27, 2013 the Company effected a 10 for 1 forward split of its issued and outstanding share capital such that everyone’s share of common stock issued and outstanding prior to the split was exchanged for ten post-split shares of common stock.  The number of shares referred to in these financial statements reflect a post-split number of shares. The Company’s post-split authorized capital has increased to 750,000,000 shares of common stock with a par value of $0.001 per share.  All share amounts have been retroactively adjusted for all periods presented.

On March 6, 2013 the Company issued a total of 3,000,000 shares of common stock to one individual for consideration for the rights to purchase the Amorf Graphite property, valued at $0.50 per share for a total of $1,500,000.  

On March 6, 2013 the Company issued a total of 10,000,000 shares of common stock to one individual for the acquisition of the Pure Flake property, valued at $0.50 per share for a total of $5,000,000.  

NOTE 8. SUBSEQUENT EVENTS

Effective July 8, 2013 Seyit Kucuk resigned as President, Chief Executive Officer and Director of the Company. Mr. Kucuk’s resignation was not the result of any disagreements with our Company regarding our operations, policies, practices or otherwise.

Concurrently, with the resignation of Seyit Kucuk, the Company appointed Lauren Notar as President and Chief Executive Officer. Ms. Notar also acts as Treasurer, Chief Financial Officer, Secretary and Director of the Company. The Company also appointed Harry Bygdnes as a Director of the Company to fill the ensuing vacancy, effective July 1, 2013.

July 30, 2013, the Company’s Board of Directors approved the adoption of the 2013 Stock Option Plan, which permits the Company to issue up to 10,665,000 shares of common stock to directors, officers, employees and consultants upon the exercise of stock options granted under the 2013 Stock Option Plan.

On April 3, 2014, the Company issued a convertible promissory note for $63,000 to an unrelated party for consulting services. The note accrues interest at 12% per annum, compounded monthly and matures on October 3, 2014. In the event of default, any overdue amounts will accrue interest at 20% per annum, compounded monthly. The principal balance of the note is convertible to common stock at the lower of either 0.03, or 50% of the lowest traded price 20 days prior to conversion, and is limited to 4.99% of the Company’s outstanding common stock at the time of conversion. All interest that accrues is convertible at $0.0001.

On May 1, 2014, the Company issued a convertible promissory note for $50,000. The note was issued for $30,000 in cash and $20,000 in payments towards services rendered. The note is due on demand and accrues interest at a rate of 8% per annum. In the event of default, the interest rate increases to 22% per annum on a simple interest basis. The note is convertible at a rate of 10% of the average of the three lowest trading prices for the ten days prior to conversion, and can be converted at any time at the option of the holder.

On August 15, 2014, the Company issued 62,000,000 shares of common stock, valued at $0.0002 per share totaling $10,000 to a related party, for cash.

In addition, in a private sale, on July 29, 2014, Lauren Notar, former Chief Executive Officer, sold to the Guelph Partners, LLC 10,000,000 shares of common stock out of her personal ownership which, when combined with the Stock Purchase Agreement of August 20, 2014, grants the Purchaser an aggregate of seventy two million (72,000,000) shares, representing fifty four percent (54%) of the issued and outstanding shares of the Company, on a fully-diluted basis.

On August 26, 2014, the Chairman and Chief Executive Officer (“CEO”) of the Company, Lauren Notar, resigned and David Wimberly became the new Chairman and CEO of the Company.

On August 26, 2014, the Company issued a convertible promissory note for $120,000 for consulting services. The note is due on August 26, 2015 and accrues interest at a rate of 10% per annum, compounded monthly. The principal balance of the note is convertible at X-(X*25%), where X is the lesser of the closing price on date of conversion, or the closing price on date the note was executed multiplied by 1.25, and can be converted at any time at the option of the holder of the note.

11

On September 3, 2014, the Company issued a convertible promissory note for $60,000 for consulting services. This note is due on March 3, 2015 and accrues interest at a rate of 10% per annum, compounded monthly. The principal balance of this note is convertible at the lesser of $0.0037 or the closing price on the date of conversion, and can be converted at any time at the option of the holder.

On September 10, 2014, the Company issued a convertible promissory note for $52,500 for consulting services. The note is due on April 10, 2015 and accrues interest at a rate of 10% per annum, compounded monthly. The principal balance of this note is convertible at the lesser of $0.0025 or the closing price on the date of conversion, and can be converted at any time at the option of the holder.

On September 18, 2014, the Company issued 4,500,000 shares of common stock, valued at $0.0044 per share totaling $19,800 to an unrelated third party for legal services rendered.

On November 13, 2014, the Company issued to 2,430,000 shares of common stock to a related party for consulting services regarding the finances and management of the Company’s business. 

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS AND RESULTS OF OPERATIONS.

Forward Looking Statements

This annual report on Form 10-Q/A and other reports filed by Western Graphite Inc. (“we,” “us,” “our,” or the “Company”) from time to time with the SEC contain or may contain forward-looking statements and information that are based upon beliefs of, and information currently available to, the Company’s management as well as estimates and assumptions made by Company’s management. Readers are cautioned not to place undue reliance on these forward-looking statements, which are only predictions and speak only as of the date hereof. When used in the filings, the words “anticipate,” “believe,” “estimate,” “expect,” “future,” “intend,” “plan,” or the negative of these terms and similar expressions as they relate to the Company or the Company’s management identify forward-looking statements. Such statements reflect the current view of the Company with respect to future events and are subject to risks, uncertainties, assumptions, and other factors. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended, or planned.

Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee future results, levels of activity, performance, or achievements. Except as required by applicable law, including the securities laws of the United States, the Company does not intend to update any of the forward-looking statements to conform these statements to actual results.

Our financial statements are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). These accounting principles require us to make certain estimates, judgments, and assumptions. We believe that the estimates, judgments and assumptions upon which we rely are reasonable based upon information available to us at the time that these estimates, judgments, and assumptions are made. These estimates, judgments, and assumptions can affect the reported amounts of assets and liabilities as of the date of the financial statements as well as the reported amounts of revenues and expenses during the periods presented. Our financial statements would be affected to the extent there are material differences between these estimates. This discussion and analysis should be read in conjunction with the Company’s financial statements and accompanying notes to the financial statements for the quarter ended March 31, 2013.

This report contains forward-looking statements that involve risk and uncertainties.  We use words such as “anticipate”, “believe”, “plan”, “expect”, “future”, “intend”, and similar expressions to identify such forward-looking statements.  Investors should be aware that all forward-looking statements contained within this report are good faith estimates of management as of the date of this report and actual results may differ materially from historical results or our predictions of future results.

Results of Operations for the Three Months Ended March 31, 2013

Revenue:

We have generated no revenues to date.  

Operating Expenses:

Impairment of investments and mining properties were $6,500,000 for the three months ended March 31, 2013, an increase of $6,500,000 from $0 for the three months ended March 31, 2012. The increase is primarily due to a $6,500,000 impairment of assets in 2013 related to the mining properties.

Selling, general and administrative expenses were $12,110 for the three months ended March 31, 2013, a decrease of $7,469 or approximately 38%, from $19,579 for the three months ended March 31, 2012. The decrease is primarily due to a $7,469 decrease in general administrative expenses during 2013.

Net Loss:

As a result of the above factors, we recognized net loss of $6,512,110 for the three months ended March 31, 2013, as compared to a net loss of $19,579 for the three months ended March 31, 2012, an increase of $6,492,531 or approximately 33161%.

12

Liquidity and Capital Resources

As of March 31, 2013, the Company had a stockholders’ deficit of $39,485. For the three months ended March 31, 2013 and 2012, the Company had a net loss of $6,512,110 and $19,579, respectively. At March 31, 2013, the Company had working capital deficit of $39,485 compared to $27,375 at December 31, 2012.

Net cash used in operating activities was $1,117 for the three months ended March 31, 2013 as compared to $15,444 for the three months ended March 31, 2012. The decrease of $14,327 was primarily due to a decrease in administrative expenses.

Net cash used in investing activities was $0 for the three months ended March 31, 2013 and 2012.

Net cash provided by financing activities amounted to $6,000 for the three months ended March 31, 2013, compared to $20,000 for the three months ended March 31, 2012 representing a decrease of $14,000.  This was due to proceeds from a note payable in 2012 for $20,000 as compared to $6,000 proceeds in 2013.

Going Concern

The Company’s unaudited condensed financial statements have been prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has incurred net losses of $6,512,110 and $19,579 during the three months ended March 31 2013 and 2012, respectively. Cash on hand will not be sufficient to cover debt repayments scheduled as of March 31, 2013 and operating expenses and capital expenditure requirements for at least twelve months from the balance sheet date. As of March 31, 2013 and December 31, 2012, the Company had working capital deficits of $39,485 and $27,375, respectively. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to seek equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying unaudited condensed financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Critical Accounting Policies and Estimates

Financial Reporting Release No. 60, published by the SEC, recommends that all companies include a discussion of critical accounting policies used in the preparation of their financial statements. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates.

We believe that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause a material effect on our unaudited condensed results of operations, financial position or liquidity for the periods presented in this report. Please refer Note 3 Summary of Significant accounting Policies in the notes to unaudited condensed financial statements.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

Inflation

We believe that inflation has not had, and is not expected to have, a material effect on our operations.

Climate Change

We believe that neither climate change, nor governmental regulations related to climate change, have had, or are expected to have, any material effect on our operations.

ITEM 4.     CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our principal executive officer and the principal financial officer, we have conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as of the end of the period covered by this report.  Based on this evaluation, our principal executive officer and principal financial officer concluded as of the evaluation date that our disclosure controls and procedures were not effective such that the material information required to be included in our Securities and Exchange Commission reports is accumulated and communicated to our management, including our principal executive and financial officer, recorded, processed, summarized and reported within the time periods specified in SEC rules and forms relating to our company, particularly during the period when this report was being prepared.

Changes in Internal Controls Over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during the last fiscal quarter ended September 30, 2013 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 6. EXHIBITS

Exhibits:

Exhibit No.	Description
31	Sec. 302 Certification of Principal Executive Officer/Principal Financial Officer
32	Sec. 906 Certification of Principal Executive Officer/Principal Financial Officer
101	Interactive data files pursuant to Rule 405 of Regulation S-T

13

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Western Graphite Inc.
Dated: December 24, 2014	By: /s/David Wimberly
	David Wimberly, Chief Executive Officer and Chief Financial Officer
	(Principal Executive Officer and Principal Financial Officer & Principal Accounting Officer)

14

EX-31

Exhibit 31

302 CERTIFICATION

I, David Wimberly, certify that:

1. I have reviewed this quarterly report on Form 10-Q/A of Western Graphite 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. I am 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 my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me 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 my 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 my 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. I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the 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.

Date: December 24, 2014

/s/David Wimberly  

David Wimberly

Chief Executive Officer and Chief Financial Officer

EX-32

Exhibit 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned officer of Western Graphite Inc. (the "Company"), hereby certifies, to such officer's knowledge, that the Company's Quarterly Report on Form 10-Q/A for the quarter ended March 31, 2013 (the "Report") fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: December 24, 2014

/s/David Wimberly  

David Wimberly

Chief Executive Officer and Chief Financial Officer

XML

SUBSEQUENT EVENTS (Details Textual) (Subsequent Event [Member], USD $)	1 Months Ended			0 Months Ended
	May 01, 2014	Aug. 26, 2014	Sep. 18, 2014	Apr. 03, 2014	Nov. 13, 2014	Aug. 15, 2014	Jul. 29, 2014	Sep. 10, 2014	Sep. 03, 2014	Jul. 30, 2013
Subsequent Event [Line Items]
Convertible Notes Payable	$ 50,000
Description On Convertible Notes Payable Convertible Terms	The note is due on demand and accrues interest at a rate of 8% per annum. In the event of default, the interest rate increases to 22% per annum on a simple interest basis. The note is convertible at a rate of 10% of the average of the three lowest trading prices for the ten days prior to conversion
Debt Instrument, Convertible, Conversion Price								$ 0.0025	$ 0.0037
Debt Instruments Conversion Convertible Securities Issued For Cash	30,000
Debt Instruments Conversion Convertible Securities Issued For Services	20,000
Director [Member]
Subsequent Event [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant										10,665,000
Consulting services [Member]
Subsequent Event [Line Items]
Convertible Notes Payable		120,000						52,500	60,000
Debt Instrument, Interest Rate, Stated Percentage		10.00%						10.00%	10.00%
Description On Convertible Notes Payable Convertible Terms		The principal balance of the note is convertible at X-(X*25%), where X is the lesser of the closing price on date of conversion, or the closing price on date the note was executed multiplied by 1.25, and can be converted at any time at the option of the holder of the note.
Unrelated Party [Member]
Subsequent Event [Line Items]
Convertible Notes Payable				63,000
Debt Instrument, Interest Rate, Stated Percentage				12.00%
Debt Instrument, Interest Rate Terms				In the event of default, any overdue amounts will accrue interest at 20% per annum, compounded monthly.
Description On Convertible Notes Payable Convertible Terms				The principal balance of the note is convertible to common stock at the lower of either 0.03, or 50% of the lowest traded price 20 days prior to conversion, and is limited to 4.99% of the Companys outstanding common stock at the time of conversion.
Debt Instrument, Convertible, Conversion Price				$ 0.0001
Debt Instrument, Maturity Date				Oct. 03, 2014
Stock Issued During Period, Shares, Issued for Services			4,500,000
Shares Issued, Price Per Share			$ 0.0044
Stock Issued During Period, Value, Issued for Services			19,800
Related Party [Member]
Subsequent Event [Line Items]
Stock Issued During Period, Shares, New Issues						62,000,000
Stock Issued During Period, Shares, Issued for Services					2,430,000
Shares Issued, Price Per Share						$ 0.0002
Stock Issued During Period, Value, New Issues						$ 10,000
Guelph Partners, LLC [Member]
Subsequent Event [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross							72,000,000
Stock Issued During Period, Shares, New Issues							10,000,000
Options, Grants in Period, Percentage Of Common Stock Shares Outstanding							54.00%

XML

GOING CONCERN

3 Months Ended

Mar. 31, 2013

Going Concern [Abstract]

Going Concern Disclosure [Text Block]

NOTE 4.  GOING CONCERN

The Company’s unaudited condensed financial statements have been prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has incurred net losses of $6,512,110 and $19,579 during the three months ended March 31, 2013 and 2012, respectively. Cash on hand will not be sufficient to cover debt repayments scheduled as of March 31, 2013 and operating expenses and capital expenditure requirements for at least twelve months from the balance sheet date. As of March 31, 2013 and December 31, 2012, the Company had working capital deficits of $39,485 and $27,375, respectively. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to seek equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying unaudited condensed financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3 Months Ended

Mar. 31, 2013

Accounting Policies [Abstract]

Significant Accounting Policies [Text Block]

NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF ACCOUNTING

The Company’s policy is to maintain its books and prepare its financial statements on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in Company’s Form 10-K filed with SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for fiscal 2012 as reported in the Form 10-K have been omitted.

USE OF ESTIMATES

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

CASH AND CASH EQUIVALENTS

The Company considers highly liquid investments with original maturities of three months or less when purchased as cash equivalents. At times throughout the year, the Company might maintain bank balances that may exceed Federal Deposit Insurance Corporation (“FDIC”) insured limits. Periodically, the Company evaluates the credit worthiness of the financial institutions, and has not experienced any losses in such accounts. As of March 31, 2013 and December 31, 2012, the Company did not have bank balances that exceeded the FDIC insured limits.

EARNINGS PER SHARE

The Company computes basic and diluted earnings per share amounts in accordance with ASC Topic 260, Earnings per Share. Basic earnings per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the reporting period. Diluted earnings per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company. 

For the three months ended March 31, 2013 and 2012, the Company had no potentially dilutive commitments to issue common stock.

LONG-LIVED ASSETS

On a periodic basis, management assesses whether there are any indicators that the value of the Company’s long-lived assets may be impaired. An asset’s value may be impaired only if management’s estimate of the aggregate future cash flows, on an undiscounted basis, to be generated by the asset are less than the carrying value of the asset.

If impairment has occurred, the loss is measured as the excess of the carrying amount of the asset over its fair value. The Company’s estimates of aggregate future cash flows expected to be generated by each long-lived asset are based on a number of assumptions that are subject to economic and market uncertainties. As these factors are difficult to predict and are subject to future events that may alter management’s assumptions, the future cash flows estimated by management in their impairment analyses may not be achieved. As of March 31, 2013, total asset impairment was $5,000,000.

FAIR VALUE MEASUREMENT

The carrying amounts reported in the Company’s financial statements for prepaid expenses, accounts payable and accrued expenses, and loans payable approximate their fair value because of the immediate or short-term nature of these financial instruments. The carrying amounts reported in the balance sheet for its notes payable approximates fair value as the contractual interest rate and features are consistent with similar instruments of similar risk in the market place.

RECENT ACCOUNTING PRONOUNCEMENTS

In June 2014 the Financial Accounting Standards Board issued Accounting Standards Update ASU 2014-10, “Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation” (“ASU 2014-10”). The amendments in ASU 2014-10 remove the definition of a development stage entity from the master glossary of the Accounting Standards Codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage.

The amendments also clarify that the guidance in Topic 275, Risks and Uncertainties, is applicable to entities that have not commenced planned principal operations.

The Company has elected to adopt the provisions of ASU 2014-10 for the current three months ending March 31, 2013. The adoption of ASU 2014-10 did not have a significant impact on our results of operations, financial condition or cash flow.

In June 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-12, "Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could be Achieved after the Requisite Service Period." This ASU provides more explicit guidance for treating share-based payment awards that require a specific performance target that affects vesting and that could be achieved after the requisite service period as a performance condition. The new guidance is effective for annual and interim reporting periods beginning after December 15, 2015. The Company does not expect the adoption of this guidance to have a material impact on the financial statements.

In August 2014, the FASB issued ASU 2014-15, “Presentation of Financial Statements – Going Concern (Topic 205-40)”, which requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern for each annual and interim reporting period. If substantial doubt exists, additional disclosure is required. This new standard will be effective for the Company for annual and interim periods beginning after December 15, 2016. Early adoption is permitted. The Company expects to adopt this new standard for the fiscal year ending December 31, 2014 and the Company will continue to assess the impact on its financial statements.

There are various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company's financial position, results of operations or cash flows. 

XML

CONDENSED BALANCE SHEETS (USD $)	Mar. 31, 2013	Dec. 31, 2012
CURRENT ASSETS
Cash	$ 4,956	$ 73
Prepaid expenses	502	3,937
Investments, net	0	0
Total Current Assets	5,458	4,010
Property and equipment, net	0	0
TOTAL ASSETS	5,458	4,010
CURRENT LIABILITIES
Accounts payable and accrued expenses	7,618	60
Loan payable - related party	37,325	31,325
Total Current Liabilities	44,943	31,385
TOTAL LIABILITIES	44,943	31,385
Commitments and contingencies	0	0
STOCKHOLDERS' DEFICIENCY
Common stock, $0.001 par value; 750,000,000 and 75,000,000 shares authorized, respectively, 71,000,000 and 58,000,000 shares issued and outstanding, respectively	71,000	58,000
Additional paid-in capital	6,503,000	16,000
Accumulated deficit	(6,613,485)	(101,375)
TOTAL STOCKHOLDERS' DEFICIENCY	(39,485)	(27,375)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY	$ 5,458	$ 4,010

XML

DESCRIPTION OF BUSINESS

3 Months Ended

Mar. 31, 2013

Accounting Policies [Abstract]

Business Description and Basis of Presentation [Text Block]

NOTE 1. DESCRIPTION OF BUSINESS

Western Graphite Inc. (f/k/a Lucky Strike Explorations Inc.) (the “Company”) was incorporated under the laws of the State of Nevada on December 15, 2006. The Company was formed to engage in the acquisition, exploration and development of natural resource properties.

XML

INVESTMENT IN MINING PROPERTIES (Details Textual) (USD $)	1 Months Ended	0 Months Ended
	Feb. 27, 2013 ha	Mar. 04, 2013 ha
Amorf Graphite property [Member]
Schedule of Investments [Line Items]
Area of Land	495
Sale of Stock, Price Per Share	$ 0.50
Sale of Stock, Consideration Received Per Transaction	$ 1,500,000
Impairment of Real Estate	1,500,000
Sale of Stock, Number of Shares Issued in Transaction	3,000,000
Sale Of Stock Consideration Future Payments	1,500,000
Pure Flake Graphite [Member]
Schedule of Investments [Line Items]
Percentage Of Net Milling Property		2.00%
Area of Land		2,524
Sale of Stock, Price Per Share		$ 0.50
Impairment of Real Estate		5,000,000
Sale of Stock, Number of Shares Issued in Transaction		10,000,000
Pure Flake Graphite [Member] | Restricted Common Stock [Member]
Schedule of Investments [Line Items]
Sale of Stock, Consideration Received Per Transaction		$ 5,000,000

XML

STOCKHOLDERS' EQUITY (Details Textual) (USD $)	1 Months Ended	0 Months Ended
	Feb. 27, 2013	Mar. 06, 2013	Mar. 31, 2013	Dec. 31, 2012
Class of Stock [Line Items]
Common Stock, Shares, Issued			71,000,000	58,000,000
Common Stock, Shares, Outstanding			71,000,000	58,000,000
Common Stock, Shares Authorized			750,000,000	75,000,000
Common Stock, Par or Stated Value Per Share			$ 0.001	$ 0.001
Post-Split [Member]
Class of Stock [Line Items]
Common Stock, Shares Authorized	750,000,000
Common Stock, Par or Stated Value Per Share	$ 0.001
Stockholders Equity Note, Stock Split	10 for 1
Amorf Graphite property [Member]
Class of Stock [Line Items]
Stock Issued During Period, Shares, Purchase of Assets		3,000,000
Stock Issued During Period, Value, Purchase of Assets		$ 1,500,000
Shares Issued, Price Per Share		$ 0.50
Pure Flake Graphite [Member]
Class of Stock [Line Items]
Stock Issued During Period, Shares, Purchase of Assets		10,000,000
Stock Issued During Period, Value, Purchase of Assets		$ 5,000,000
Shares Issued, Price Per Share		$ 0.50

XML

RESTATEMENT

3 Months Ended

Mar. 31, 2013

Accounting Changes and Error Corrections [Abstract]

Accounting Changes and Error Corrections [Text Block]

NOTE 2. RESTATEMENT

The Company has restated herein its unaudited condensed financial statements as of March 31, 2013 and for the quarter ended March 31, 2013. The Company is no longer pursuing the acquisition of the mines stated in Note 5, therefore management has determined that the investments in the mining properties have been impaired due to inability of the Company to reliably determine the fair market value of the investments in the mining properties. The Company has reviewed all accounting transactions for the quarter, to determine the effects of these impairments on the financial statements. As a result of reviewing all accounting transactions for the quarter ended March 31, 2013, the Company has determined that property payments due and additional paid in capital needed to be restated as well due to findings in the documentation for all transactions reviewed related to the accounting for the investments in mining properties.

The following represents the changes to the restated unaudited condensed financial statements as of and for the three months ended March 31, 2013:

Unaudited Condensed Balance Sheets

	Restated		As previously reported
	March 31, 2013		March 31, 2013		Differences
ASSETS
Current Assets
Cash	$	4,956	$	4,956	$	-
Deposit		502		502		-
Total Current Assets		5,458		5,458		-
Fixed Assets
Mining properties		-		1,513,000		(1,513,000)
Total Assets	$	5,458	$	1,518,458	$	(1,513,000)
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current Liabilities
Accounts payable and accrued expenses	$	7,618	$	7,618	$	-
Loan payable - related party		37,325		37,325		-
Property payments due		-		1,500,000		(1,500,000)
Total Current Liabilities		44,943		1,544,943		(1,500,000)
Total Liabilities		44,943		1,544,943		(1,500,000)
Stockholders' Deficiency
Common stock, $0.001 par value; 750,000,000 shares authorized, 71,000,000 shares issued and outstanding		71,000		71,000		-
Additional paid-in capital		6,503,000		16,000		6,487,000
Accumulated deficit		(6,613,485)		(113,485)		(6,500,000)
Total Stockholders' Deficiency		(39,485)		(26,485)		(13,000)
Total Liabilities and Stockholders' Deficiency	$	5,458	$	1,518,458	$	(1,513,000)

Unaudited Condensed Statements of Operations

	For the Three Months Ended
	Restated		As previously reported
	March 31, 2013		March 31, 2013		Differences
Revenues
Revenues	$	-	$	-	$	-
Total Revenues		-		-		-
Operating Expenses
Impairment of investments and mining properties		6,500,000		-		6,500,000
General and administrative expenses		12,110		12,110		-
Total Operating Expenses		6,512,110		12,110		6,500,000
Loss from Operations		(6,512,110)		(12,110)		(6,500,000)
Net Loss	$	(6,512,110)	$	(12,110)	$	(6,500,000)
Basic and Diluted Loss per Share	$	(0.11)	$	(0.00)
Weighted average number of common shares outstanding		61,611,111		62,211,111

Unaudited Condensed Statements of Cash Flows

	For the Three Months Ended
	Restated		As previously reported
	March 31, 2013		March 31, 2013		Differences
Cash Flows From Operating Activities:
Net Loss	$	(6,512,110)	$	(12,110)	$	(6,500,000)
Adjustments to reconcile net loss to net cash used in operations
Impairment on investment		1,500,000		-		1,500,000
Impairment on asset purchase		5,000,000		-		5,000,000
Changes in operating assets and liabilities:
(Increase) decrease in deposit		3,435		3,434		1
Increase (decrease) in accounts payable and accrued liabilities		7,558		7,559		(1)
Increase (decrease) in property payments due		-		1,500,000		(1,500,000)
Net Cash (Used In) Provided By Operating Activities		(1,117)		1,498,883		(1,500,000)
Cash Flows From Investing Activities:
Acquisition of mining properties		-		(1,513,000)		1,513,000
Net Cash Used In Investing Activities		-		(1,513,000)		1,513,000
Cash Flows From Financing Activities:
Loan payable - related party		6,000		6,000		-
Issuance of common stock		-		13,000		(13,000)
Net Cash Provided by Financing Activities		6,000		19,000		(13,000)
Net Increase in Cash		4,883		4,883		-
Cash at Beginning of Period		73		73		-
Cash at End of Period	$	4,956	$	4,956	$	-
Supplemental disclosure of cash flow information:
Cash paid for interest	$	-	$	-	$	-
Cash paid for income taxes	$	-	$	-	$	-
Supplemental disclosure of non-cash investing and financing activities:
Common stock issued for investment	$	1,500,000	$	-	$	1,500,000
Common stock issued for asset purchase	$	5,000,000	$	-	$	5,000,000

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CONDENSED BALANCE SHEETS (Parenthetical) (USD $)	Mar. 31, 2013	Dec. 31, 2012
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares Authorized	750,000,000	75,000,000
Common Stock, Shares, Issued	71,000,000	58,000,000
Common Stock, Shares, Outstanding	71,000,000	58,000,000

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RESTATEMENT (Details 1) (USD $)	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012
Revenues
Revenues	$ 0	$ 0
TOTAL REVENUES	0	0
Operating Expenses
Impairment of investments and mining properties	6,500,000	0
General and administrative expenses	12,110	19,579
TOTAL OEPRATING EXPENSES	6,512,110	19,579
LOSS FROM OPERATIONS	(6,512,110)	(19,579)
NET LOSS	(6,512,110)	(19,579)
Basic and Diluted Loss per Share (in dollars per share)	$ (0.11)	$ 0.00
Weighted average number of common shares outstanding (in shares)	61,611,111	58,000,000
As previously reported [Member]
Revenues
Revenues	0
TOTAL REVENUES	0
Operating Expenses
Impairment of investments and mining properties	0
General and administrative expenses	12,110
TOTAL OEPRATING EXPENSES	12,110
LOSS FROM OPERATIONS	(12,110)
NET LOSS	(12,110)
Basic and Diluted Loss per Share (in dollars per share)	$ 0.00
Weighted average number of common shares outstanding (in shares)	62,211,111
Differences [Member]
Revenues
Revenues	0
TOTAL REVENUES	0
Operating Expenses
Impairment of investments and mining properties	6,500,000
General and administrative expenses	0
TOTAL OEPRATING EXPENSES	6,500,000
LOSS FROM OPERATIONS	(6,500,000)
NET LOSS	$ (6,500,000)

XML

Document And Entity Information	3 Months Ended
	Mar. 31, 2013	May 14, 2013
Document Information [Line Items]
Entity Registrant Name	Western Graphite Inc.
Entity Central Index Key	0001389294
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Trading Symbol	WSGP
Entity Common Stock, Shares Outstanding		71,000,000
Document Type	10-Q
Amendment Flag	true
Amendment Description	The purpose of this Amendment No. 2 to Western Graphite Inc.'s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2013 is to amend the financial statements and the Management’s Discussion and Analysis.We are filing this Amendment No.2 to reflect the restatement of our unaudited condensed financial statements contained herein. On October 17, 2014, management concluded that, because of an error identified in the Company’s previously issued financial statements for the quarter ended March 31, 2013, the Company should restate its previously issued financial statements for the relevant periods. Accordingly, investors should no longer rely upon the Company’s previously released financial statements for these periods or any earnings releases or other communications relating to these periods.Please see Note 2 – Restatement contained in the Notes to Unaudited Condensed Financial Statements appearing later in this Form 10-Q/A Amendment No.2 which further describes the effect of these restatements.No other changes have been made to the Form 10-Q. This Amendment No. 2 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, 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 original Form 10-Q.Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended, this Form 10-Q/A includes new certifications by our principal executive officer and principal financial officer under Sections 302 and 906 of the Sarbanes-Oxley Act of 2002. Except for the items noted above, no other information included in the Company’s original Form 10-Q is being amended by this Form 10-Q/A.
Document Period End Date	Mar. 31, 2013
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2013

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RESTATEMENT (Details 2) (USD $)	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss	$ (6,512,110)	$ (19,579)
Adjustments to reconcile net loss to net cash used in operations
Impairment on investment	1,500,000	0
Impairment on asset purchase	5,000,000	0
Changes in operating assets and liabilities:
(Increase) decrease in deposit	3,435	0
Increase (decrease) in accounts payable and accrued liabilities	7,558	4,135
Increase (decrease) in property payments due	0
NET CASH USED IN OPERATING ACTIVITIES	(1,117)	(15,444)
Cash Flows From Investing Activities:
Acquisition of mining properties	0
Net Cash Used In Investing Activities	0	0
Cash Flows From Financing Activities:
Loan payable - related party	6,000	20,000
Issuance of common stock	0
NET CASH PROVIDED BY FINANCING ACTIVITIES	6,000	20,000
Net increase in cash	4,883	4,556
Cash at Beginning of Period	73
Cash at End of Period	4,956
Supplemental disclosure of cash flow information:
Cash paid for interest	0	0
Cash paid for income taxes	0	0
investment [Member]
Supplemental disclosure of non-cash investing and financing activities:
Common stock issued	1,500,000
asset purchase [Member]
Supplemental disclosure of non-cash investing and financing activities:
Common stock issued	5,000,000
As previously reported [Member]
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss	(12,110)
Adjustments to reconcile net loss to net cash used in operations
Impairment on investment	0
Impairment on asset purchase	0
Changes in operating assets and liabilities:
(Increase) decrease in deposit	3,434
Increase (decrease) in accounts payable and accrued liabilities	7,559
Increase (decrease) in property payments due	1,500,000
NET CASH USED IN OPERATING ACTIVITIES	1,498,883
Cash Flows From Investing Activities:
Acquisition of mining properties	(1,513,000)
Net Cash Used In Investing Activities	(1,513,000)
Cash Flows From Financing Activities:
Loan payable - related party	6,000
Issuance of common stock	13,000
NET CASH PROVIDED BY FINANCING ACTIVITIES	19,000
Net increase in cash	4,883
Cash at Beginning of Period	73
Cash at End of Period	4,956
Supplemental disclosure of cash flow information:
Cash paid for interest	0
Cash paid for income taxes	0
As previously reported [Member] | investment [Member]
Supplemental disclosure of non-cash investing and financing activities:
Common stock issued	0
As previously reported [Member] | asset purchase [Member]
Supplemental disclosure of non-cash investing and financing activities:
Common stock issued	0
Differences [Member]
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss	(6,500,000)
Adjustments to reconcile net loss to net cash used in operations
Impairment on investment	1,500,000
Impairment on asset purchase	5,000,000
Changes in operating assets and liabilities:
(Increase) decrease in deposit	1
Increase (decrease) in accounts payable and accrued liabilities	(1)
Increase (decrease) in property payments due	(1,500,000)
NET CASH USED IN OPERATING ACTIVITIES	(1,500,000)
Cash Flows From Investing Activities:
Acquisition of mining properties	1,513,000
Net Cash Used In Investing Activities	1,513,000
Cash Flows From Financing Activities:
Loan payable - related party	0
Issuance of common stock	(13,000)
NET CASH PROVIDED BY FINANCING ACTIVITIES	(13,000)
Net increase in cash	0
Cash at Beginning of Period	0
Cash at End of Period	0
Supplemental disclosure of cash flow information:
Cash paid for interest	0
Cash paid for income taxes	0
Differences [Member] | investment [Member]
Supplemental disclosure of non-cash investing and financing activities:
Common stock issued	1,500,000
Differences [Member] | asset purchase [Member]
Supplemental disclosure of non-cash investing and financing activities:
Common stock issued	$ 5,000,000

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CONDENSED STATEMENTS OF OPERATIONS (USD $)	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012
REVENUES
Revenues	$ 0	$ 0
TOTAL REVENUES	0	0
OPERATING EXPENSES
Impairment of investments and mining properties	6,500,000	0
General and administrative expenses	12,110	19,579
TOTAL OEPRATING EXPENSES	6,512,110	19,579
LOSS FROM OPERATIONS	(6,512,110)	(19,579)
NET LOSS	$ (6,512,110)	$ (19,579)
Basic and diluted loss per share (in dollars per share)	$ (0.11)	$ 0.00
Weighted average number of common shares outstanding (in shares)	61,611,111	58,000,000

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STOCKHOLDERS' EQUITY

3 Months Ended

Mar. 31, 2013

Stockholders Equity Note [Abstract]

Stockholders Equity Note Disclosure [Text Block]

NOTE 7. STOCKHOLDERS’ EQUITY

The stockholders equity section of the Company contains the following classes of capital stock as of March 31, 2013 and December 31, 2012: Common Stock, $0.001 par value: shares issued and outstanding of 71,000,000 and 58,000,000, respectively.

Transactions, other than employee’s stock issuance, are in accordance with ASC 505.  These issuances shall be accounted for based on the fair value of the consideration received.  Transactions with employee’s stock issuance are in accordance with ASC 718.  These issuances shall be accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, or whichever is more readily determinable.

On February 27, 2013 the Company effected a 10 for 1 forward split of its issued and outstanding share capital such that everyone’s share of common stock issued and outstanding prior to the split was exchanged for ten post-split shares of common stock.  The number of shares referred to in these financial statements reflect a post-split number of shares. The Company’s post-split authorized capital has increased to 750,000,000 shares of common stock with a par value of $0.001 per share.  All share amounts have been retroactively adjusted for all periods presented.

On March 6, 2013 the Company issued a total of 3,000,000 shares of common stock to one individual for consideration for the rights to purchase the Amorf Graphite property, valued at $0.50 per share for a total of $1,500,000.  

On March 6, 2013 the Company issued a total of 10,000,000 shares of common stock to one individual for the acquisition of the Pure Flake property, valued at $0.50 per share for a total of $5,000,000.  

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LOAN PAYABLE - RELATED PARTY

3 Months Ended

Mar. 31, 2013

Related Party Transactions [Abstract]

Related Party Transactions Disclosure [Text Block]

NOTE 6. LOAN PAYABLE – RELATED PARTY

As of March 31, 2013, $37,325 is owed to an ex-officer and director of the Company and is non-interest bearing with no specific repayment terms. The Company plans to repay this loan through stock issuances, or through funding from the next round of financing.

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LOAN PAYABLE - RELATED PARTY (Details Textual) (USD $)	Mar. 31, 2013	Dec. 31, 2012
Related Party Transaction [Line Items]
Due to Related Parties, Current	$ 37,325	$ 31,325

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RESTATEMENT (Details Textual) (USD $)	Mar. 31, 2013	Dec. 31, 2012
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares Authorized	750,000,000	75,000,000
Common Stock, Shares, Issued	71,000,000	58,000,000
Common Stock, Shares, Outstanding	71,000,000	58,000,000
As previously reported [Member]
Common Stock, Par or Stated Value Per Share	$ 0.001
Common Stock, Shares Authorized	750,000,000
Common Stock, Shares, Issued	71,000,000
Common Stock, Shares, Outstanding	71,000,000
Differences [Member]
Common Stock, Par or Stated Value Per Share	$ 0.001
Common Stock, Shares Authorized	750,000,000
Common Stock, Shares, Issued	71,000,000
Common Stock, Shares, Outstanding	71,000,000

XML

RESTATEMENT (Tables)

3 Months Ended

Mar. 31, 2013

Accounting Changes and Error Corrections [Abstract]

Schedule of Error Corrections and Prior Period Adjustments [Table Text Block]

The following represents the changes to the restated unaudited condensed financial statements as of and for the three months ended March 31, 2013:

Unaudited Condensed Balance Sheets

	Restated		As previously reported
	March 31, 2013		March 31, 2013		Differences
ASSETS
Current Assets
Cash	$	4,956	$	4,956	$	-
Deposit		502		502		-
Total Current Assets		5,458		5,458		-
Fixed Assets
Mining properties		-		1,513,000		(1,513,000)
Total Assets	$	5,458	$	1,518,458	$	(1,513,000)
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current Liabilities
Accounts payable and accrued expenses	$	7,618	$	7,618	$	-
Loan payable - related party		37,325		37,325		-
Property payments due		-		1,500,000		(1,500,000)
Total Current Liabilities		44,943		1,544,943		(1,500,000)
Total Liabilities		44,943		1,544,943		(1,500,000)
Stockholders' Deficiency
Common stock, $0.001 par value; 750,000,000 shares authorized, 71,000,000 shares issued and outstanding		71,000		71,000		-
Additional paid-in capital		6,503,000		16,000		6,487,000
Accumulated deficit		(6,613,485)		(113,485)		(6,500,000)
Total Stockholders' Deficiency		(39,485)		(26,485)		(13,000)
Total Liabilities and Stockholders' Deficiency	$	5,458	$	1,518,458	$	(1,513,000)

Unaudited Condensed Statements of Operations

	For the Three Months Ended
	Restated		As previously reported
	March 31, 2013		March 31, 2013		Differences
Revenues
Revenues	$	-	$	-	$	-
Total Revenues		-		-		-
Operating Expenses
Impairment of investments and mining properties		6,500,000		-		6,500,000
General and administrative expenses		12,110		12,110		-
Total Operating Expenses		6,512,110		12,110		6,500,000
Loss from Operations		(6,512,110)		(12,110)		(6,500,000)
Net Loss	$	(6,512,110)	$	(12,110)	$	(6,500,000)
Basic and Diluted Loss per Share	$	(0.11)	$	(0.00)
Weighted average number of common shares outstanding		61,611,111		62,211,111

Unaudited Condensed Statements of Cash Flows

	For the Three Months Ended
	Restated		As previously reported
	March 31, 2013		March 31, 2013		Differences
Cash Flows From Operating Activities:
Net Loss	$	(6,512,110)	$	(12,110)	$	(6,500,000)
Adjustments to reconcile net loss to net cash used in operations
Impairment on investment		1,500,000		-		1,500,000
Impairment on asset purchase		5,000,000		-		5,000,000
Changes in operating assets and liabilities:
(Increase) decrease in deposit		3,435		3,434		1
Increase (decrease) in accounts payable and accrued liabilities		7,558		7,559		(1)
Increase (decrease) in property payments due		-		1,500,000		(1,500,000)
Net Cash (Used In) Provided By Operating Activities		(1,117)		1,498,883		(1,500,000)
Cash Flows From Investing Activities:
Acquisition of mining properties		-		(1,513,000)		1,513,000
Net Cash Used In Investing Activities		-		(1,513,000)		1,513,000
Cash Flows From Financing Activities:
Loan payable - related party		6,000		6,000		-
Issuance of common stock		-		13,000		(13,000)
Net Cash Provided by Financing Activities		6,000		19,000		(13,000)
Net Increase in Cash		4,883		4,883		-
Cash at Beginning of Period		73		73		-
Cash at End of Period	$	4,956	$	4,956	$	-
Supplemental disclosure of cash flow information:
Cash paid for interest	$	-	$	-	$	-
Cash paid for income taxes	$	-	$	-	$	-
Supplemental disclosure of non-cash investing and financing activities:
Common stock issued for investment	$	1,500,000	$	-	$	1,500,000
Common stock issued for asset purchase	$	5,000,000	$	-	$	5,000,000

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SUBSEQUENT EVENTS

3 Months Ended

Mar. 31, 2013

Subsequent Events [Abstract]

Subsequent Events [Text Block]

NOTE 8. SUBSEQUENT EVENTS

Effective July 8, 2013 Seyit Kucuk resigned as President, Chief Executive Officer and Director of the Company. Mr. Kucuk’s resignation was not the result of any disagreements with our Company regarding our operations, policies, practices or otherwise.

Concurrently, with the resignation of Seyit Kucuk, the Company appointed Lauren Notar as President and Chief Executive Officer. Ms. Notar also acts as Treasurer, Chief Financial Officer, Secretary and Director of the Company. The Company also appointed Harry Bygdnes as a Director of the Company to fill the ensuing vacancy, effective July 1, 2013.

July 30, 2013, the Company’s Board of Directors approved the adoption of the 2013 Stock Option Plan, which permits the Company to issue up to 10,665,000 shares of common stock to directors, officers, employees and consultants upon the exercise of stock options granted under the 2013 Stock Option Plan.

On April 3, 2014, the Company issued a convertible promissory note for $63,000 to an unrelated party for consulting services. The note accrues interest at 12% per annum, compounded monthly and matures on October 3, 2014. In the event of default, any overdue amounts will accrue interest at 20% per annum, compounded monthly. The principal balance of the note is convertible to common stock at the lower of either 0.03, or 50% of the lowest traded price 20 days prior to conversion, and is limited to 4.99% of the Company’s outstanding common stock at the time of conversion. All interest that accrues is convertible at $0.0001.

On May 1, 2014, the Company issued a convertible promissory note for $50,000. The note was issued for $30,000 in cash and $20,000 in payments towards services rendered. The note is due on demand and accrues interest at a rate of 8% per annum. In the event of default, the interest rate increases to 22% per annum on a simple interest basis. The note is convertible at a rate of 10% of the average of the three lowest trading prices for the ten days prior to conversion, and can be converted at any time at the option of the holder.

On August 15, 2014, the Company issued 62,000,000 shares of common stock, valued at $0.0002 per share totaling $10,000 to a related party, for cash.

In addition, in a private sale, on July 29, 2014, Lauren Notar, former Chief Executive Officer, sold to the Guelph Partners, LLC 10,000,000 shares of common stock out of her personal ownership which, when combined with the Stock Purchase Agreement of August 20, 2014, grants the Purchaser an aggregate of seventy two million (72,000,000) shares, representing fifty four percent (54%) of the issued and outstanding shares of the Company, on a fully-diluted basis.

On August 26, 2014, the Chairman and Chief Executive Officer (“CEO”) of the Company, Lauren Notar, resigned and David Wimberly became the new Chairman and CEO of the Company.

On August 26, 2014, the Company issued a convertible promissory note for $120,000 for consulting services. The note is due on August 26, 2015 and accrues interest at a rate of 10% per annum, compounded monthly. The principal balance of the note is convertible at X-(X*25%), where X is the lesser of the closing price on date of conversion, or the closing price on date the note was executed multiplied by 1.25, and can be converted at any time at the option of the holder of the note. 

On September 3, 2014, the Company issued a convertible promissory note for $60,000 for consulting services. This note is due on March 3, 2015 and accrues interest at a rate of 10% per annum, compounded monthly. The principal balance of this note is convertible at the lesser of $0.0037 or the closing price on the date of conversion, and can be converted at any time at the option of the holder.

On September 10, 2014, the Company issued a convertible promissory note for $52,500 for consulting services. The note is due on April 10, 2015 and accrues interest at a rate of 10% per annum, compounded monthly. The principal balance of this note is convertible at the lesser of $0.0025 or the closing price on the date of conversion, and can be converted at any time at the option of the holder.

On September 18, 2014, the Company issued 4,500,000 shares of common stock, valued at $0.0044 per share totaling $19,800 to an unrelated third party for legal services rendered.

On November 13, 2014, the Company issued to 2,430,000 shares of common stock to a related party for consulting services regarding the finances and management of the Company’s business.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

3 Months Ended

Mar. 31, 2013

Accounting Policies [Abstract]

Basis of Accounting, Policy [Policy Text Block]

BASIS OF ACCOUNTING

The Company’s policy is to maintain its books and prepare its financial statements on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in Company’s Form 10-K filed with SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for fiscal 2012 as reported in the Form 10-K have been omitted.

Use of Estimates, Policy [Policy Text Block]

USE OF ESTIMATES

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

Cash and Cash Equivalents, Policy [Policy Text Block]

CASH AND CASH EQUIVALENTS

The Company considers highly liquid investments with original maturities of three months or less when purchased as cash equivalents. At times throughout the year, the Company might maintain bank balances that may exceed Federal Deposit Insurance Corporation (“FDIC”) insured limits. Periodically, the Company evaluates the credit worthiness of the financial institutions, and has not experienced any losses in such accounts. As of March 31, 2013 and December 31, 2012, the Company did not have bank balances that exceeded the FDIC insured limits.

Earnings Per Share, Policy [Policy Text Block]

EARNINGS PER SHARE

The Company computes basic and diluted earnings per share amounts in accordance with ASC Topic 260, Earnings per Share. Basic earnings per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the reporting period. Diluted earnings per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company. 

For the three months ended March 31, 2013 and 2012, the Company had no potentially dilutive commitments to issue common stock.

Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block]

LONG-LIVED ASSETS

On a periodic basis, management assesses whether there are any indicators that the value of the Company’s long-lived assets may be impaired. An asset’s value may be impaired only if management’s estimate of the aggregate future cash flows, on an undiscounted basis, to be generated by the asset are less than the carrying value of the asset.

If impairment has occurred, the loss is measured as the excess of the carrying amount of the asset over its fair value. The Company’s estimates of aggregate future cash flows expected to be generated by each long-lived asset are based on a number of assumptions that are subject to economic and market uncertainties. As these factors are difficult to predict and are subject to future events that may alter management’s assumptions, the future cash flows estimated by management in their impairment analyses may not be achieved. As of March 31, 2013, total asset impairment was $5,000,000.

Fair Value Measurement, Policy [Policy Text Block]

FAIR VALUE MEASUREMENT

The carrying amounts reported in the Company’s financial statements for prepaid expenses, accounts payable and accrued expenses, and loans payable approximate their fair value because of the immediate or short-term nature of these financial instruments. The carrying amounts reported in the balance sheet for its notes payable approximates fair value as the contractual interest rate and features are consistent with similar instruments of similar risk in the market place.

New Accounting Pronouncements, Policy [Policy Text Block]

RECENT ACCOUNTING PRONOUNCEMENTS

In June 2014 the Financial Accounting Standards Board issued Accounting Standards Update ASU 2014-10, “Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation” (“ASU 2014-10”). The amendments in ASU 2014-10 remove the definition of a development stage entity from the master glossary of the Accounting Standards Codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage.

The amendments also clarify that the guidance in Topic 275, Risks and Uncertainties, is applicable to entities that have not commenced planned principal operations.

The Company has elected to adopt the provisions of ASU 2014-10 for the current three months ending March 31, 2013. The adoption of ASU 2014-10 did not have a significant impact on our results of operations, financial condition or cash flow.

In June 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-12, "Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could be Achieved after the Requisite Service Period." This ASU provides more explicit guidance for treating share-based payment awards that require a specific performance target that affects vesting and that could be achieved after the requisite service period as a performance condition. The new guidance is effective for annual and interim reporting periods beginning after December 15, 2015. The Company does not expect the adoption of this guidance to have a material impact on the financial statements.

In August 2014, the FASB issued ASU 2014-15, “Presentation of Financial Statements – Going Concern (Topic 205-40)”, which requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern for each annual and interim reporting period. If substantial doubt exists, additional disclosure is required. This new standard will be effective for the Company for annual and interim periods beginning after December 15, 2016. Early adoption is permitted. The Company expects to adopt this new standard for the fiscal year ending December 31, 2014 and the Company will continue to assess the impact on its financial statements.

There are various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company's financial position, results of operations or cash flows. 

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RESTATEMENT (Details) (USD $)	Mar. 31, 2013	Dec. 31, 2012
Current Assets
Cash	$ 4,956	$ 73
Deposit	502
Total Current Assets	5,458	4,010
Fixed Assets
Mining properties	0
TOTAL ASSETS	5,458	4,010
Current Liabilities
Accounts payable and accrued expenses	7,618	60
Loan payable - related party	37,325	31,325
Property payments due	0
Total Current Liabilities	44,943	31,385
TOTAL LIABILITIES	44,943	31,385
Stockholders' Deficiency
Common stock, $0.0001 par value; 750,000,000 shares authorized, 71,000,000 shares issued and outstanding	71,000	58,000
Additional paid-in capital	6,503,000	16,000
Accumulated deficit	(6,613,485)	(101,375)
TOTAL STOCKHOLDERS' DEFICIENCY	(39,485)	(27,375)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY	5,458	4,010
As previously reported [Member]
Current Assets
Cash	4,956	73
Deposit	502
Total Current Assets	5,458
Fixed Assets
Mining properties	1,513,000
TOTAL ASSETS	1,518,458
Current Liabilities
Accounts payable and accrued expenses	7,618
Loan payable - related party	37,325
Property payments due	1,500,000
Total Current Liabilities	1,544,943
TOTAL LIABILITIES	1,544,943
Stockholders' Deficiency
Common stock, $0.0001 par value; 750,000,000 shares authorized, 71,000,000 shares issued and outstanding	71,000
Additional paid-in capital	16,000
Accumulated deficit	(113,485)
TOTAL STOCKHOLDERS' DEFICIENCY	(26,485)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY	1,518,458
Differences [Member]
Current Assets
Cash	0	0
Deposit	0
Total Current Assets	0
Fixed Assets
Mining properties	(1,513,000)
TOTAL ASSETS	(1,513,000)
Current Liabilities
Accounts payable and accrued expenses	0
Loan payable - related party	0
Property payments due	(1,500,000)
Total Current Liabilities	(1,500,000)
TOTAL LIABILITIES	(1,500,000)
Stockholders' Deficiency
Common stock, $0.0001 par value; 750,000,000 shares authorized, 71,000,000 shares issued and outstanding	0
Additional paid-in capital	6,487,000
Accumulated deficit	(6,500,000)
TOTAL STOCKHOLDERS' DEFICIENCY	(13,000)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY	$ (1,513,000)

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GOING CONCERN (Details Textual) (USD $)	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012	Dec. 31, 2012
Going Concern [Line Items]
Net loss	$ (6,512,110)	$ (19,579)
Working Capital Deficit	$ 39,485		$ 27,375

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CONDENSED STATEMENTS OF CASH FLOWS (USD $)	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (6,512,110)	$ (19,579)
Adjustment to reconcile net loss to net cash used in operating activities:
Impairment on investment	1,500,000	0
Impairment on asset purchase	5,000,000	0
Changes in operating assets and liabilities:
Deposits	3,435	0
Accounts payable and accrued liabilities	7,558	4,135
NET CASH USED IN OPERATING ACTIVITIES	(1,117)	(15,444)
CASH FLOWS FROM INVESTING ACTIVITIES	0	0
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from loans payable, related party	6,000	20,000
NET CASH PROVIDED BY FINANCING ACTIVITIES	6,000	20,000
Net increase in cash	4,883	4,556
Cash, beginning of year	73	17
Cash, end of year	4,956	4,573
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	0	0
Cash paid for income taxes	0	0
Investments [Member]
SUPPLEMENTAL NON-CASH INVESTING AND FINANCING ACTIVITIES:
Stock Issued	1,500,000	0
Asset Purchase [Member]
SUPPLEMENTAL NON-CASH INVESTING AND FINANCING ACTIVITIES:
Stock Issued	$ 5,000,000	$ 0

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INVESTMENT IN MINING PROPERTIES

3 Months Ended

Mar. 31, 2013

Mineral Industries Disclosures [Abstract]

Mineral Industries Disclosures [Text Block]

NOTE 5.  INVESTMENT IN MINING PROPERTIES

On February 27, 2013, the Company acquired all the rights, title and interest in certain lands covering approximately 495 hectares known as the Amorf Graphite property located in the district of Bozyazi, in the village of Cabukkoyaoi, Mersin Province, Turkey.  The Company acquired the rights to the property pursuant to an agreement with Dr. Ahment Unsai in exchange for 3,000,000 shares, of the Company’s common stock valued at $0.50 per shares for a total of $1,500,000, along with two future payments totaling $1,500,000. As of February 27, 2013, the Company does not have control of the property and therefore has accounted for the acquisition as an investment. The Company no longer is pursuing the purchase of the Amorf Graphite property, and thus the remaining terms of the deal have nullified. The Company has determined that the fair market value of the Amorf Graphite property cannot be reliably determined and therefore it has deemed a total impairment of $1,500,000 and corresponding impairment expense on the rights to the property.

On March 4, 2013, the Company entered into an agreement with Seyit Kucuk for the acquisition of five claims located in the Omineca Mining Division of the Province of British Columbia.  The claims, which cover approximately 2,524 hectares, are known as the Pure Flake Graphite property and are subject to a 2% net milling royalty.  In consideration for the acquisition of these claims, the Company issued 10,000,000 shares, valued at $0.50 per shares for a total of $5,000,000, of the company’s restricted common stock. The Company has determined that the fair market value of the Pure Flake Graphite property cannot be reliably determined and therefore it has deemed a total impairment of $5,000,000 and corresponding impairment expense on the property.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) (USD $)	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012
Accounting Policies [Line Items]
Asset Impairment Charges, Total	$ 1,500,000	$ 0