Form 10-Q Quarterly Report

0001078782-16-002205.txt : 20160120 0001078782-16-002205.hdr.sgml : 20160120 20160120130905 ACCESSION NUMBER: 0001078782-16-002205 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 34 CONFORMED PERIOD OF REPORT: 20151130 FILED AS OF DATE: 20160120 DATE AS OF CHANGE: 20160120 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHERUBIM INTERESTS, INC. CENTRAL INDEX KEY: 0001421865 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-GROCERIES & RELATED PRODUCTS [5140] IRS NUMBER: 980585268 FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-37612 FILM NUMBER: 161350408 BUSINESS ADDRESS: STREET 1: REPUBLIC CENTER, 325 N. ST. PAUL STREET STREET 2: SUITE 3100 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: (888) 570-3698 MAIL ADDRESS: STREET 1: REPUBLIC CENTER, 325 N. ST. PAUL STREET STREET 2: SUITE 3100 CITY: DALLAS STATE: TX ZIP: 75201 FORMER COMPANY: FORMER CONFORMED NAME: Falcon Crest Energy Inc. DATE OF NAME CHANGE: 20140821 FORMER COMPANY: FORMER CONFORMED NAME: Panther Energy, Inc. DATE OF NAME CHANGE: 20140811 FORMER COMPANY: FORMER CONFORMED NAME: Innocent, Inc. DATE OF NAME CHANGE: 20071220 10-Q 1 f10q113015_10q.htm FORM 10-Q QUARTERLY REPORT Form 10-Q Quarterly Report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

X . QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED November 30, 2015

. TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

FOR THE TRANSITION PERIOD FROM __________ to __________

Commission File Number 333-150061

CHERUBIM INTERESTS INC.

(Exact name of small business issuer as specified in its charter)

NEVADA

98-0585268

(State of other jurisdiction of

incorporation or organization)

(I.R.S. Employer Identification Number)

1304 Norwood Dr.

Bedford TX. 76022

(Address of Principal Executive Offices) (Zip Code)

Issuer's telephone number: 844 842 8872

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

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. (Check one):


Large accelerated filer	.	Accelerated filer	.
Non-accelerated filer	. (Do not check if a smaller reporting company)	Smaller reporting company	X .

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

As of November 30, 2015 there were 2,632,502,507 shares of common stock, par value $0.00001, outstanding.


INDEX
PART I - FINANCIAL INFORMATION	3

ITEM 1. FINANCIAL STATEMENTS	3

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION	12

ITEM 4. CONTROLS AND PROCEDURES	15

PART II - OTHER INFORMATION	16

ITEM 1A. RISK FACTORS	16

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES	17

ITEM 5. OTHER INFORMATION	17

ITEM 6. EXHIBITS	17

SIGNATURES	18

CHERUBIM INTERESTS INC.

UNAUDITED FINANCIAL STATEMENTS

November 30, 2015



Condensed Balance Sheets as of November 30, 2015 (Unaudited) and August 31, 2015	4
Condensed Statements of Operations for the Three Months Ended November 30, 2015 and 2014 (Unaudited)	5
Condensed Statements of Cash Flows for the Three Months Ended November 30, 2015 and 2014 (Unaudited)	6
Notes to Unaudited Condensed Financial Statements	7

CHERUBIM INTERESTS INC.

Condensed Balance Sheets


		November 30, 2015		August 31, 2015
		(Unaudited)
ASSETS
Current assets
	Cash	$	1,710	$	16,293
	Notes receivable, net of allowance of $878,354		-		-
Total current assets			1,710		16,293

	Fixed assets		14,852		3,572

Total assets		$	16,562	$	19,865

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities
	Accounts payable	$	5,000	$	-
	Notes payable		115,192		184,295
	Related party payables		967,149		995,698
	Unclaimed debt		557,875		557,876
	Accrued interest		566,783		532,454
	Derivative liability		62,591		432,293
	Accrued expenses and other liabilities		209,856		214,230
Total current liabilities			2,484,446		2,916,846

	Notes payable (non-current portion)		-		-
Total liabilities			2,484,446		2,916,846

Stockholders' Deficit
	Common stock, $0.00001 par value; 5,000,000,000 shares authorized; 2,632,502,507 and 125,025,261 issued and outstanding at November 30, 2015 and August 31, 2015, respectively		26,319		125,025
	Series B preferred stock to be issued		1		-
	Shares held in escrow		(10,000)		(10,000)
	Additional paid in capital		3,625,105		1,203,715
	-t -Accumulated deficit stage		(6,109,309)		(4,215,721)
Total stockholders' deficit			(2,467,884)		(2,896,981)

Total liabilities and stockholders' deficit		$	16,562	$	19,865

See accompanying notes to unaudited condensed financial statements

CHERUBIM INTERESTS INC.

Condensed Statements of Operations (unaudited)


		Three months ended November 30,
		2015		2014
Revenues		$	-	$	-

Operating expenses
	Professional fees		8,880		160,714
	Travel and promotion		4,225		18,725
	Bad debt		-		-
	Depreciation		1,220		-
	Other general and administrative		2,165,030		8,945
Total operating expenses			2,179,355		188,384

	Loss from operations		(2,179,355)		(188,394)

Other income (expense)
	Other income		-		-
	Interest expense		(39,549)		(32,878)
	Debt discount		-		(32,500)
	Derivative recovery		369,702		20,503
	Impairment of assets		-		-
	Loss on extinguishment of debt		(44,386)		(6,000)
Total other income (expense)			285,767		(50,875)

Income (loss) before provision for income taxes			(1,893,588)		(239,259)

Provision for Income taxes			-		-

Net income (loss)		$	(1,893,588)	$	(239,259)

Basic and diluted income (loss) per common share		$	0.00	$	(0.00)

Weighted average shares outstanding			774,242,244		64,594,505

See accompanying notes to unaudited condensed financial statements

CHERUBIM INTERESTS INC.

Condensed Statements of Cash Flows (unaudited)


			Three months ended November 30,
			2015		2014
Cash flows from operating activities
	Net income (loss)		$	(1,893,588)	$	(239,259)
	Adjustments to reconcile net loss to net cash used in operating activities
		Change in derivative		(369,702)		(20,503)
		Debt discount		-		32,500
		Common stock issued for services		2,160,000		80,000
		Extinguishment of debt		44,386		6,000
		Bad debt expense		-		-
		Depreciation		1,220		-
	Changes in operating assets and liabilities:
		Accounts payable		5,000		(16,999)
		Interest payable		34,329		32,878
		Accrued expenses and other liabilities		(4,374)		81,254
Cash used in operating activities				(22,729)		(44,129)

Cash flows from investing activities
		Investment in oil and natural gas property		-		(10)
		Purchase of fixed assets		(12,500)		-
Cash flows used in investing activities				(12,500)		(10)

Cash flows from financing activities
		Proceeds from related party loan		20,646		-
		Increase in bank indebtedness		-		150
		Proceeds from notes payable		-		32,500
Cash provided by financing activities				20,646		32,650

		Net change in cash		(14,583)		(11,489)
		Cash at beginning of period		16,293		11,489
		Cash at end of period	$	1,710	$	-

Supplemental cash flow Information:
	Cash paid for interest		$	-	$	-
	Cash paid for income taxes		$	-	$	-

See accompanying notes to unaudited condensed financial statements

CHERUBIM INTERESTS INC.

Notes to Condensed Unaudited Financial Statements

November 30, 2015

NOTE 1 – CONDENSED FINANCIAL STATEMENTS

The accompanying financial statements have been prepared by Cherubim Interests Inc. (the "Company") without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at November 30, 2015 and for all periods presented herein, have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s August 31, 2014 and 2013 audited financial statements. The results of operations for the period ended November 30, 2015 are not necessarily indicative of the operating results for the full year.

NOTE 2 – NATURE OF BUSINESS

Cherubim Interests Inc. ("Company") was organized September 27, 2006 under the laws of the State of Nevada for the purpose of selling new food products produced or developed by North American companies to foreign markets. On August 31, 2009, the Company discontinued its involvement in the sales of tea due to a strategic change in business focus by the acquisition of mineral rights as disclosed in the Company's 8-K filed with the SEC on September 2, 2009. The Company currently has limited operations or realized revenues from its planned principle business purpose and, in accordance with ASC 915, "Development Stage Entities", formerly known as SFAS 7, "Accounting and Reporting by Development State Enterprises ." is considered a Development Stage Enterprise. The Company was incorporated in the State of Nevada, United States of America on September 27, 2006 and its fiscal year end is August 31. The Company was engaged in sales of new food products produced or developed by North American companies to foreign markets and discontinued that business in August 2009. The Company previously operated in the oil and gas industry, focused on the exploration for and development of oil and gas properties. Cherubim Interests now targets alternative, commercial, single and multifamily dwelling opportunities for the purpose of investment purchase. It also provides renovation services to third party multifamily dwelling unit owners on a turn-key basis. Cherubim Interests specializes in covering the entire spectrum of development – including due diligence, acquisition, planning, construction, renovation, and property management. This comprehensive expertise allows the company to provide complete beginning-to-end development programs for all acquisitions.

NOTE 3 – GOING CONCERN

The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. The Company has accumulated deficit since inception of $6,109,309 and a negative working capital of $2,482,736 as of November 30, 2015. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company has minimal cash and no material assets, nor does it have operations or a source of revenue sufficient to cover its operation costs and allow it to continue as a going concern. The Company will be dependent upon the raising of additional capital through placement of our common stock in order to implement its business plan. There can be no assurance that the Company will be successful in either situation in order to continue as a going concern. The officers and directors have committed to advancing certain operating costs of the Company.

NOTE 4 - CONVERTIBLE NOTES PAYABLE

On August 5th, 2014, the Company issued a convertible promissory note to KBM Worldwide in the amount of $32,500. The note is due on May 7th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 58% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date. On July 29, 2015 $12,000 of principal debt was converted into 392,000 common shares, On September 10, 2015 $12,000 was converted into 1,578,947 common shares, On September 21, 2015 $11,900 was converted into 2,924,390 common shares, On September 24, 2015 $760 of the remaining principal amount of the note together with $1,300.00 of accrued and unpaid interest totaling $2,060 was converted into 1,373,333 common shares of the company resulting in an extinguishment of debt of $32,500. THIS NOTE HAS BEEN PAID IN FULL.

CHERUBIM INTERESTS INC.

Notes to Condensed Unaudited Financial Statements

November 30, 2015

On August 5th, 2014, the Company issued a convertible promissory note to LG Capital in the amount of $36,750. The note was due on August 5th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 55% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. On April 27, 2015 $1,600 of principal debt along with $92.23 of accrued interest totalling $1,692.23 was converted into 205,118 common shares of the company, On July 21, 2015 $3,150 of principal debt along with $240 of accrued interest totalling $3,390 was converted into 112,074 common shares, On July 31, 2015 $4,000 of principal debt along with $314 of accrued interest totalling $4,314 was converted into 148,689 common shares of the company. To date $8,750 of the principal debt of $36,750 has been converted into 465,881 common shares of the company.

On August 12th, 2014, the Company issued a convertible promissory note to ADAR BAYS LLC in the amount of $25,000. The note was due on August 12th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 50% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the fifteen (14) trading day period ending on the latest complete trading day prior to the conversion date. On February 18, 2015, $1,500 of the principal debt was converted into 193,548 common shares, On November 9, 2015 $2,211 of principal debt was converted into 3,846,154 common shares, On November 9, 2015 $7,000 of principal debt was converted into 12,173,913 common shares, On November 18, 2015 $7,288 of principal debt was converted into 32,393,156 common shares of the company.

On September 8th, 2014, the Company issued a convertible promissory note to KBM Worldwide in the amount of $32,500. The note is due on June 10th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 58% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date. On September 24, 2015 $2,325 of principal debt was converted into 1,550,000 common shares, On September 28, 2015 $3,210 of principal debt was converted to 2,918,182 common shares, On September 30, 2015 $2,720 of principal debt was converted to 2,924,731 common shares, On October 2, 2015 $7,020 of principal debt was converted to 7,548,387 common shares, On October 6, 2015 $7,020 of principal debt was converted into 7,548,387 common shares, On October 14, 2015 $7,020 of principal debt was converted into 7,548,387 common shares, On October 22, 2015 $5,395 of principal debt together with $900 of accrued and unpaid interest for a total of $6,925 was converted into 7,494,048 common shares. On October 23, 2015 $1,700 of the accrued and unpaid interest was converted into 2,023,810 common shares of the company resulting in an extinguishment of debt of $46,425. THIS NOTE HAS BEEN PAID IN FULL.

On December 19th, 2014, the Company issued a convertible promissory note to KBM Worldwide in the amount of $33,000. The note is due on September 26th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 58% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date. On October 23, 2015 $4,640 of principal debt was converted into 5,523,810 common shares, On November 3, 2015 $5,510 of principal debt was converted into 7,547,945 common shares, On November 4, 2015 $5,050 of principal debt was converted into 7,537,313 common shares, On November 5, 2015 $5,050 of principal debt was converted into 7,537,313 common shares, On November 9, 2015 $5,050 of principal debt was converted into 7,537,313 common shares, On November 11, 2015 $4,600 of principal debt was converted into 7,540,984 common shares, On November 16, 2015 $2,640 of principal debt was converted into 7,542,857 common shares, On November 19, 2015 the remaining principal amount of the note $460 together with the accrued and unpaid interest of $1,320 totalling $1,780 was converted into 6,846,154 common shares of the company resulting in an extinguishment of debt of $33,000. THIS NOTE HAS BEEN PAID IN FULL.

On June 19, 2015 the Company issued a convertible promissory note to Gold Coast Capital, LLC in the amount of $25,000. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 70% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the forty-five (45) trading day period ending on the latest complete trading day prior to the conversion date. On September 15, 2015 $10,000 of principal debt was converted into 6,250,000 common shares, On September 24, 2015 $4,586 of principal debt was converted into 6,744,934 common shares, On October 9, 2015 $5,389 of principal debt was converted into 7,926,024 common shares. To date, $19,975 of the $25,000 of the debt has been converted into 20,920,958 shares.

CHERUBIM INTERESTS INC.

Notes to Condensed Unaudited Financial Statements

November 30, 2015

On July 31, 2015, the Company issued a convertible promissory note to Auctus Fund LLC. in the amount of $45,750. The note is due on May 1, 2016 and bears interest at 10% per annum. The loan becomes convertible 300 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 50% multiplied by the lowest trading price during the previous twenty-five (25) day trading period ending on the latest complete trading day prior to the conversion date.

NOTE 5 – DERIVATIVE LIABILITIES

In accordance with AC 815, the Company has bifurcated the conversion feature of their convertible notes and recorded a derivative liability on the date each note became convertible. The derivative liability was then revalued on each reporting date. The Company uses the Black-Scholes option pricing model to value the derivative liability. There was no derivative liability at November 30, 2015. Once the loans are fully converted, the remaining derivative liability is reclassified to equity as additional paid-in capital.

ASC 815 requires Company management to assess the fair market value of certain derivatives at each reporting period and recognize any change in the fair market value as another income or expense item. The Company’s only asset or liability measured at fair value on a recurring basis is its derivative liability associated with the above convertible debt. During the period ended November 30, 2015, the Company recorded a total change in the value of the derivative liabilities of $(369,702).

From inception to November 30, 2015 the Company has not granted any stock options.

NOTE 6 - STOCKHOLDERS' EQUITY

The total number of common shares authorized that may be issued by the Company is 5,000,000,000 shares with a par value of $0.0001 per share and 50,000,000 preferred shares.

On September 12, 2015 1,578,947 shares were issued on conversion of a convertible promissory note.

On September 16, 2015 6,250,000 shares were issued on conversion of a convertible promissory note.

On September 22, 2015 2,924,390 shares were issued on conversion of a convertible promissory note.

On September 24, 2015 2,923,333 shares were issued on conversion of a convertible promissory note.

On September 29, 2015 2,918,182 shares were issued on conversion of a convertible promissory note.

On September 30, 2015 6,744,934 shares were issued on conversion of a convertible promissory note.

On October 1, 2015 2,924,731 shares were issued on conversion of a convertible promissory note.

On October 5, 2015 7,548,387 shares were issued on conversion of a convertible promissory note.

On October 8, 2015 7,548,387 shares were issued on conversion of a convertible promissory note.

On October 12, 2015 7,548,387 shares were issued on conversion of a convertible promissory note.

On October 13, 2015 15,474,411 shares were issued on conversion of a convertible promissory note.

CHERUBIM INTERESTS INC.

Notes to Condensed Unaudited Financial Statements

November 30, 2015

On October 14, 2015, the Board of Directors of Cherubim Interests, Inc. (the “Company”) approved the amendment and restatement of the Company’s Articles of Incorporation. The purpose of the Restatement was to:

Increase the number of authorized shares of Common Stock to 5,000,000,000;

ii.

Increase the number of authorized shares of Preferred Stock to 50,000,000;

iii.

Set the par value of the Common and Preferred Stock to $0.00001;

iv.

Authorize the Board of Directors to issue “blank check” Preferred Stock and fix the rights, preferences, privileges, qualifications, limitations, and restrictions of any Preferred Stock issued by the Company, including the number of shares constituting any series or the designation of such series.

Also on October 14, 2015, the Board of the Company approved the amendment and restatement of the Certificates of Designation to the Articles of Incorporation of the Company’s Series A and B Preferred Stock (“the Preferred Classes”). The rights, preferences, privileges, restrictions and characteristics of the Preferred Classes are detailed in the Amended Certificate of Designation to the Articles of Incorporation filed hereto as exhibits 3(ii) and 3(iii) to this filing.

On October 14, 2015, the Company declared a dividend of 1 Series B Preferred share per 100,000 shares of common stock to the owners of record as of the close of business on December 31, 2015.

On October 21, 2015 7,548,387 shares were issued on conversion of a convertible promissory note.

On October 22, 2015 7,494,048 shares were issued on conversion of a convertible promissory note.

On October 23, 2015 2,023,810 shares were issued on conversion of a convertible promissory note.

On October 26, 2015 7,500,000 shares were issued on conversion of a convertible promissory note.

On October 27, 2015 $15,000 of affiliate debt was converted into 300,000,000 restricted shares of the company’s common stock.

On October 30, 2015 5,523,810 shares were issued on conversion of a convertible promissory note.

On November 3, 2015 7,547,945 shares were issued on conversion of a convertible promissory note.

On November 4, 2015 7,537,313 shares were issued on conversion of a convertible promissory note.

On November 6, 2015 25,037,313 shares were issued on conversion of a convertible promissory note.

On November 9, 2015 $90,000 of affiliate debt was converted into 1,800,000,000 restricted shares of the company’s common stock.

On November 9, 2015 12,173,913 shares were issued on conversion of a convertible promissory note.

On November 10, 2015 7,537,313 shares were issued on conversion of a convertible promissory note.

On November 12, 2015 32,540,984 shares were issued on conversion of a convertible promissory note.

On November 18, 2015 7,542,857 shares were issued on conversion of a convertible promissory note.

On November 19, 2015 32,393,156 shares were issued on conversion of a convertible promissory note.

On November 21, 2015 6,846,154 shares were issued on conversion of a convertible promissory note.

On November 23, 2015 70,000,000 shares were issued on conversion of a convertible promissory note.

On November 24, 2015 100,000,000 shares were issued on conversion of a convertible promissory note.

CHERUBIM INTERESTS INC.

Notes to Condensed Unaudited Financial Statements

November 30, 2015

NOTE 7 - RELATED PARTY TRANSACTIONS

The Company has current loans totaling $967,149 to fund operations which carry varying interest rates. As of November 30, 2015 (August 31, 2015), the Company owed $967,149 ($995,698) of principal plus accrued interest of $566,783 ($532,454). The loans are unsecured and due on demand and as such are included in current liabilities.

NOTE 8 – SUBSEQUENT EVENTS

On August 12th, 2014, the Company issued a convertible promissory note to ADAR BAYS LLC in the amount of $25,000. The note was due on August 12th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 50% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the fifteen (14) trading day period ending on the latest complete trading day prior to the conversion date. On February 18, 2015, $1,500 of the principal debt was converted into 193,548 common shares, On November 9, 2015 $2,211.54 of principal debt was converted into 3,846,154 common shares, On November 9, 2015 $7,000 of principal debt was converted into 12,173,913 common shares, On November 18, 2015 $7,288 of principal debt was converted into 32,393,156 common shares, On November 25, 2015 $7,000 of principal debt along with $2,470 of accrued interest totalling $9,470 was converted into 75,757,520 common shares of the company resulting in an extinguishment of debt of $25,000. THIS NOTE HAS BEEN PAID IN FULL.

On June 19, 2015 the Company issued a convertible promissory note to Gold Coast Capital, LLC in the amount of $25,000. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 70% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the forty-five (45) trading day period ending on the latest complete trading day prior to the conversion date. On September 15, 2015 $10,000 of principle debt was converted into 6,250,000 common shares, On September 24, 2015 $4,586 of principle debt was converted into 6,744,934 common shares, On October 9, 2015 $5,389 of principle debt was converted into 7,926,024 common shares. To date, $19,975 of the $25,000 of the debt has been converted into 20,920,958 shares.

On December 10, 2015 $507,807 of the company’s debt was converted into Series B Preferred Stock at a price of $2.50.

In accordance with ASC 855-10, we have analyzed our operations subsequent to January 19, 2016 to the date of these financial statements were issued, and have determined that we do not have any material subsequent events to disclose in these financial statements other than the events discussed above.

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

Forward Looking Statements

This quarterly report contains forward-looking statements. Forward-looking statements are projections of events, revenues, income, future economic performance or management's plans and objectives for our future operations. In some cases, you can identify forward-looking statements by terminology such as "may", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors" and the risks set out below, any of which may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. These risks include, by way of example and not in limitation:

the uncertainty of profitability based upon our history of losses;

risks related to failure to obtain adequate financing on a timely basis and on acceptable terms to continue as going concern;

risks related to our international operations and currency exchange fluctuations;

risks related to product liability claims;

other risks and uncertainties related to our business plan and business strategy.

This list is not an exhaustive list of the factors that may affect any of our forward-looking statements. These and other factors should be considered carefully and readers should not place undue reliance on our forward-looking statements.

Forward looking statements are made based on management's beliefs, estimates and opinions on the date the statements are made and we undertake no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our financial statements are stated in United States dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.

In this quarterly report, unless otherwise specified, all dollar amounts are expressed in United States dollars and all references to "common stock" refer to the common shares in our capital stock.

As used in this annual report, the terms "we", "us", "our", the "Company" and "Falcon" mean Falcon Crest Energy Inc., unless otherwise indicated.

Our Current Business

Increase the number of authorized shares of Common Stock to 5,000,000,000;

ii.

Increase the number of authorized shares of Preferred Stock to 50,000,000;

iii.

Set the par value of the Common and Preferred Stock to $0.00001;

iv.

On October 14, 2015, the Company declared a dividend of 1 Series B Preferred share per 100,000 shares of common stock to the owners of record as of the close of business on December 31, 2015.

RESULTS OF OPERATIONS

The following is a discussion and analysis of our results of operation for the three month period ended November 30, 2015, and the factors that could affect our future financial condition. This discussion and analysis should be read in conjunction with our unaudited financial statements and the notes thereto included elsewhere in this quarterly report. Our financial statements are prepared in accordance with United States generally accepted accounting principles. All references to dollar amounts in this section are in United States dollars unless expressly stated otherwise.


	Three months ended November 30,
	2015		2014
Revenues	$	-	$	-

Operating expenses
Professional fees		8,880		160,714
Travel and promotion		4,225		18,725
Bad debt		-		-
Depreciation		1,220		-
Other general and administrative		2,165,030		8,945
Total operating expenses		2,179,355		188,394

Loss from operations	$	(2,179,355)	$	(188,394)

Revenue

Our gross revenue for the three-month period ended November 30, 2015, was $0, compared to $0 for the same period in fiscal 2014. Prior revenues and cost of sales have been included in income from discontinued operations.

Operating Expenses

The primary increase in the operating expenses for the three months ended November 30, 2015 over the prior periods was the increase in other general and administrative expenses accrued and paid in shares. This was partially offset by the decreased professional expenses in the three months ended November 30, 2015.

Liquidity and Capital Resource


	November 30, 2015		August 31, 2015
	(Unaudited)
ASSETS
Current assets
Cash	$	1,710	$	16,293

Total current assets		1,710		16,293

Fixed assets		14,852		3,572

Total assets	$	16,562	$	19,865

Cash Flows


	Three months ended November 30,
	2015		2014

Cash used in operating activities	$	(22,729)	$	(44,129)

Cash flows used in investing activities		(12,500)		(10)

Cash provided by financing activities		20,646		32,650

Cash at end of period	$	1,710	$	-

The Company had cash of $1,710; accounts payable and accrued liabilities of $214,856, notes payable totalling $115,192, related party notes totalling $967,149 a derivative liability of $62,591 and accrued interest of $566,783. We also had interest expense of $39,549 for the three months ended November 30, 2015 and an accumulated Net Loss of $6,109,309 as of November 30, 2015.

Cash Used In Operating Activities

The Company’s cash balance of $1,710 as of November 30, 2015, is a decrease of $14,583 during the three months ended as compared to $16,293 at August 31, 2015.

Going Concern

The audited financial statements for the year ended August 31, 2015, included in our annual report on the Form 10-K filed with Securities and Exchange Commission, have been prepared on a going concern basis, which implies that our company will continue to realize its assets and discharge its liabilities and commitments in the normal course of business. Our company has generated no revenue since inception, and has never paid any dividends and is unlikely to pay dividends or generate substantial earnings in the immediate or foreseeable future. The continuation of our company as a going concern is dependent upon the continued financial support from our shareholders, the ability of our company to obtain necessary equity financing to achieve our operating objectives, and the attainment of profitable operations. As at November 30, 2015, our company has accumulated losses of -$4,054,308 since inception. As we do not have sufficient funds for our planned operations, we will be required to raise additional funds for operations and expansion.

Due to the uncertainty of our ability to meet our current operating expenses and the capital expenses noted above, in their report on the annual financial statements for the year ended August 31, 2015, our independent registered auditors included an explanatory paragraph regarding concerns about our ability to continue as a going concern. Our financial statements contain additional note disclosures describing the circumstances that lead to this disclosure by our independent registered auditors.

The continuation of our business is dependent upon us raising additional financial support. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.

Future Financings

The company’s operating budget to maintain the public entity reporting requirements is approximately $50,000. We continue to present to various funding groups the current opportunities in attempts to secure additional capital.

We anticipate that additional funding will be required in the form of equity financing from the sale of our common stock. However, we cannot provide investors with any assurance that we will be able to secure sufficient funding from the sale of our common stock to fund our marketing plan and operations. At this time, we cannot provide investors with any assurance that we will be able to secure sufficient funding from the sale of our common stock or through a loan from our directors to meet our obligations over the next twelve months. We do not have any arrangements in place for any future equity financing and continue to be dependent upon related party/shareholder funding. The company plans to secure additional capital by the use of Notes Payable, Convertible Notes Payable, Private Placements, and partnerships and revenue sharing in future opportunities. This financing activity may lead to stock dilution and changes in control

Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Not Applicable.

Item 4T. Controls and Procedures.

Evaluation of Disclosure Controls and Procedure

We have adopted and maintain disclosure controls and procedures (as such term is defined in Rules 13a-15 (e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that are designed to ensure that information required to be disclosed in our reports under the Exchange Act, is recorded, processed, summarized and reported within the time periods required under the SEC’s rules and forms and that the information is gathered and communicated to our management, including our Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer), as appropriate, to allow for timely decisions regarding required disclosure.

The Company's Chief Executive Officer, who is its principal executive and chief financial officer, completed an evaluation of the effectiveness of the design and operation of the Company's disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act") as of the end of the period (Feb 28, 2014) covered by this Form 10-Q. Disclosure controls and procedures are designed to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC rules and forms, and that such information is accumulated and communicated to management, including the Chief Executive Officer, as appropriate, to allow timely decisions regarding required disclosures. Based on that evaluation, the Company's Chief Executive Officer & CFO, has concluded the Company's disclosure controls and procedures, as of the end of the fiscal year covered by this Form 10-Q were ineffective because of comments from the SEC that required additional disclosure and restatement of other disclosed information.

Based upon the evaluation of our controls, the chief executive officer/CFO has concluded that, the disclosure controls and procedures are ineffective providing reasonable assurance that material information relating to the company activity is communicated in sufficient detail. Although, changes have been made to provide the level of detail that is required in the company filings based upon the SEC comments, the company is not prepared at this time to remove the ineffective status of the disclosure controls and procedures. The company will continue to work in these deficiencies.

Changes in Internal Control Over Financial Reporting.

There was no change in our internal control over financial reporting that occurred during the last fiscal quarter ended November 30, 2015 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 1A. RISK FACTORS.

Risks and Uncertainties

WE MAY BE ADVERSELY AFFECTED BY VALUE OF OUR PRODUCT GIVEN IT IS SET BY WORLD DEMAND AND BEYOND OUR CONTROL

We face risks of losses in inventory value given the nature of the valuation of precious metals. The value of such metals is determined by the demand for them on a global scale and is beyond our control. While we do not anticipate there to be a significant decrease in the value of precious metals, we cannot guarantee any such change in value

THERE IS SUBSTANTIAL UNCERTAINTY AS TO WHETHER WE WILL CONTINUE OPERATIONS.

If we discontinue operations, you could lose your investment. Our auditors have discussed their uncertainty regarding our business operations in their audit report dated August 31, 2015. This means that there is substantial doubt that we can continue as an ongoing business for the next 12 months. The financial statements do not include any adjustments that might result from the uncertainty about our ability to continue in business. As such, we may have to cease operations and you could lose your entire investment.

WE LACK AN OPERATING HISTORY

There is no assurance that our future operations will result in continued profitable revenues. If we cannot generate sufficient revenues to operate profitably, our business will fail. We have very little operating history upon which an evaluation of our future success could be determined. We cannot guarantee that we will be successful in generating revenues in the future. Failure to generate revenues will cause us to go out of business.

BECAUSE OUR MANAGEMENT DOES NOT HAVE PRIOR EXPERIENCE IN MINING, OUR BUSINESS HAS A HIGHER RISK OF FAILURE.

Our current directors do not have experience in the mining industry. As a result, we may not be able to recognize and take advantage of opportunities without the aid of qualified marketing and business development consultants. Our directors' decisions and choices may not be well thought out and our operations, earnings and ultimate financial success may suffer irreparable harm as a result.

OUR STOCK IS A PENNY STOCK. TRADING OF OUR STOCK MAY BE RESTRICTED BY THE SEC'S PENNY STOCK REGULATIONS AND THE FINRA'S SALES PRACTICE REQUIREMENTS, WHICH MAY LIMIT A STOCKHOLDER'S ABILITY TO BUY AND SELL OUR STOCK

Our stock is a penny stock. The Securities and Exchange Commission has adopted Rule 15g-9 which generally defines "penny stock" to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and "accredited investors". The term "accredited investor" refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a form prepared by the SEC which provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer's account. The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer's confirmation. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules; the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these l penny stock rules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities. We believe that the penny stock rules discourage investor interest in, and limit the marketability of, our common stock.

In addition to the "penny stock" rules promulgated by the Securities and Exchange Commission, the Financial Industry Regulatory Authority has adopted rules that require that in recommending an investment to a customer, a broker- dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer's financial status, tax status, investment objectives and other information. Under interpretations of these rules, the National Association of Securities Dealers believes that there is a high probability that speculative low-priced securities will not be suitable for at least some customers. The National Association of Securities Dealers' requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our stock .

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

During the period from September 27, 2006 (inception) to November 30, 2008, the Company issued 4,000,000 shares of common stock at $0.001 per share to its directors for total proceeds of $4,000 and 3,000,000 shares of common stock at $0.010 per share for total proceeds of $30,000. These funds we used for company initial operating expenses.

On September 19, 2009 convertible notes in the amount of $10,000.00 were converted to 10,000,000 shares of rule- 144 restricted common stock. The value of the shares was determined by the Board of Directors at the time the Company secured ten thousand dollars ($10,000.00) in funding from outside parties to fund the company, that funding was completed at .001 per share. The company issued 3,000,000 shares as approved by the Board of Directors to the President and CEO Wayne A Doss, for services valued at $3,000.00 at the same per share basis as the convertible Notes.

During the year ended August 31, 2010 the Company also issued 3,000,000 shares of its common stock to its president for consideration of services provided. These shares were valued at $.001 per share for total consideration of $3,000. Further during the year ended August 31, 2010, the Company issued 10,000,000 shares valued at $.001 for the conversion of a $10,000 note payable. The funds were utilized for company operations. Also during the year ended November 30, 2010 the Company issued 10,000,000 shares of its common stock which were held in escrow pending the close of a share exchange. These shares were rescinded.

On 11/14/2013 the Board of Directors authorized the issuance of five million (5,000,000) shares of rule 144 restricted common stock at a price of .015 per share value paid by the company and issued to Patrick Johnson for accepting the COO position, service as a Director and his efforts to bring a new venture and funding to the company. This issuance represented ownership of 20% of the then authorized and outstanding shares (25,000,000) of Falcon Crest Energy Inc.

On 11/26/2013 the Board of Directors authorized the conversion of old debt into Falcon Crest Energy Inc. Free Trading Common Stock in the amount of thirty three thousand dollars ($33,000) to QuoteBrand at a conversion rate of $.03 cents per share for a total of one million one hundred thousand shares (1,100,000) of Falcon Crest Energy Inc. common stock. This conversion will reduce the QuoteBrand Note Payable, issued on February 15, 2011 for cash funds received by Falcon Crest Energy Inc.

On 7/11/14 the Board of Directors authorized the conversion of existing debt into Falcon Crest Energy Inc. Free Trading Common Stock in the amount of thirty three thousand dollars ($81,000) to QuoteBrand at a conversion rate of $.03 cents per share for a total of two million seven hundred thousand shares (2,700,000) of Falcon Crest Energy Inc. common stock. This conversion will reduce the QuoteBrand Note Payable, issued over the past several years for cash funds received by Falcon Crest Energy Inc. with a current balance due of ninety thousand seven hundred forty eight dollars ($90,700) as of August 31, 2014.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None

ITEM 5. OTHER INFORMATION.

None

ITEM 6. EXHIBITS


Exhibit Number		Title of Document
31.1		Sec.302 Certification of CEO/CFO
32.1 101		Sec.906 Certification of CEO/CFO XBRL (eXtensible Business Reporting Language)

SIGNATURES

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

Cherubim Interests Inc.

/s/ Patrick Johnson

Patrick Johnson

CEO

January 20, 2016

/s/ Corbin Grubbs

Corbin Grubbs

CFO

January 20, 2016

EX-31.1 2 f10q113015_ex31z1.htm EXHIBIT 31.1 SECTION 302 CERTIFICATION Exhibit 31.1 Section 302 Certification

Exhibit 31.1

CERTIFICATION

I, Patrick Johnson, certify that:

I have reviewed this quarterly report on Form 10-Q of Cherubim Interests Inc.;

Based on my knowledge, this report does not contain any untrue statement of 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 annual report;

Based on my knowledge, the financial statements, and other financial information included in this annual 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;

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

designed such disclosure controls and procedures, or caused such disclosure control and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation;

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

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

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

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

/s/ Patrick Johnson

Patrick Johnson

CEO

January 20, 2016

EX-31.2 3 f10q113015_ex31z2.htm EXHIBIT 31.2 SECTION 302 CERTIFICATION Exhibit 31.2 Section 302 Certification

Exhibit 31.1

CERTIFICATION

I, Corbin Grubbs, certify that:

I have reviewed this quarterly report on Form 10-Q of Cherubim Interests Inc.;

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

/s/ Corbin Grubbs

Corbin Grubbs

CFO

January 20, 2016

EX-32.1 4 f10q113015_ex32z1.htm EXHIBIT 32.1 SECTION 906 CERTIFICATION Exhibit 32.1 Section 906 Certification

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Cherubim Interests Inc. (the "Company") on Form 10-Q for the three months ended November 30, 2015, as filed with the Securities and Exchange Commission on the date hereof (the "Periodic Report"), I, Patrick Johnson, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

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

The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Patrick Johnson

Patrick Johnson

CEO

January 20, 2016

/s/ Corbin Grubbs

Corbin Grubbs

CFO

January 20, 2016

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NOTE 1 CONDENSED FINANCIAL STATEMENTS   The accompanying financial statements have been prepared by Cherubim Interests Inc. (the "Company") without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at November 30, 2015 and for all periods presented herein, have been made.   Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted.  It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Companys August 31, 2014 and 2013 audited financial statements.  The results of operations for the period ended November 30, 2015 are not necessarily indicative of the operating results for the full year.

NOTE 2 NATURE OF BUSINESS   Cherubim Interests Inc. ("Company") was organized September 27, 2006 under the laws of the State of Nevada for the purpose of selling new food products produced or developed by North American companies to foreign markets. On August 31, 2009, the Company discontinued its involvement in the sales of tea due to a strategic change in business focus by the acquisition of mineral rights as disclosed in the Company's 8-K filed with the SEC on September 2, 2009. The Company currently has limited operations or realized revenues from its planned principle business purpose and, in accordance with ASC 915, "Development Stage Entities", formerly known as SFAS 7, "Accounting and Reporting by Development State Enterprises ." is considered a Development Stage Enterprise. The Company was incorporated in the State of Nevada, United States of America on September 27, 2006 and its fiscal year end is August 31. The Company was engaged in sales of new food products produced or developed by North American companies to foreign markets and discontinued that business in August 2009. The Company previously operated in the oil and gas industry, focused on the exploration for and development of oil and gas properties. Cherubim Interests now targets alternative, commercial, single and multifamily dwelling opportunities for the purpose of investment purchase. It also provides renovation services to third party multifamily dwelling unit owners on a turn-key basis. Cherubim Interests specializes in covering the entire spectrum of development including due diligence, acquisition, planning, construction, renovation, and property management. This comprehensive expertise allows the company to provide complete beginning-to-end development programs for all acquisitions.

NOTE 6 - STOCKHOLDERS' EQUITY   The total number of common shares authorized that may be issued by the Company is 5,000,000,000 shares with a par value of $0.0001 per share and 50,000,000 preferred shares.   On September 12, 2015 1,578,947 shares were issued on conversion of a convertible promissory note.   On September 16, 2015 6,250,000 shares were issued on conversion of a convertible promissory note.   On September 22, 2015 2,924,390 shares were issued on conversion of a convertible promissory note.   On September 24, 2015 2,923,333 shares were issued on conversion of a convertible promissory note.   On September 29, 2015 2,918,182 shares were issued on conversion of a convertible promissory note.   On September 30, 2015 6,744,934 shares were issued on conversion of a convertible promissory note.   On October 1, 2015 2,924,731 shares were issued on conversion of a convertible promissory note.   On October 5, 2015 7,548,387 shares were issued on conversion of a convertible promissory note.   On October 8, 2015 7,548,387 shares were issued on conversion of a convertible promissory note.   On October 12, 2015 7,548,387 shares were issued on conversion of a convertible promissory note.   On October 13, 2015 15,474,411 shares were issued on conversion of a convertible promissory note.   On October 14, 2015, the Board of Directors of Cherubim Interests, Inc. (the Company) approved the amendment and restatement of the Companys Articles of Incorporation. The purpose of the Restatement was to:   i. Increase the number of authorized shares of Common Stock to 5,000,000,000;   ii. Increase the number of authorized shares of Preferred Stock to 50,000,000;   iii. Set the par value of the Common and Preferred Stock to $0.00001;   iv. Authorize the Board of Directors to issue blank check Preferred Stock and fix the rights, preferences, privileges, qualifications, limitations, and restrictions of any Preferred Stock issued by the Company, including the number of shares constituting any series or the designation of such series.   Also on October 14, 2015, the Board of the Company approved the amendment and restatement of the Certificates of Designation to the Articles of Incorporation of the Companys Series A and B Preferred Stock (the Preferred Classes). The rights, preferences, privileges, restrictions and characteristics of the Preferred Classes are detailed in the Amended Certificate of Designation to the Articles of Incorporation filed hereto as exhibits 3(ii) and 3(iii) to this filing.   On October 14, 2015, the Company declared a dividend of 1 Series B Preferred share per 100,000 shares of common stock to the owners of record as of the close of business on December 31, 2015.   On October 21, 2015 7,548,387 shares were issued on conversion of a convertible promissory note.   On October 22, 2015 7,494,048 shares were issued on conversion of a convertible promissory note.   On October 23, 2015 2,023,810 shares were issued on conversion of a convertible promissory note.   On October 26, 2015 7,500,000 shares were issued on conversion of a convertible promissory note.   On October 27, 2015 $15,000 of affiliate debt was converted into 300,000,000 restricted shares of the companys common stock.   On October 30, 2015 5,523,810 shares were issued on conversion of a convertible promissory note.   On November 3, 2015 7,547,945 shares were issued on conversion of a convertible promissory note.   On November 4, 2015 7,537,313 shares were issued on conversion of a convertible promissory note.   On November 6, 2015 25,037,313 shares were issued on conversion of a convertible promissory note.   On November 9, 2015 $90,000 of affiliate debt was converted into 1,800,000,000 restricted shares of the companys common stock.   On November 9, 2015 12,173,913 shares were issued on conversion of a convertible promissory note.   On November 10, 2015 7,537,313 shares were issued on conversion of a convertible promissory note.   On November 12, 2015 32,540,984 shares were issued on conversion of a convertible promissory note.   On November 18, 2015 7,542,857 shares were issued on conversion of a convertible promissory note.   On November 19, 2015 32,393,156 shares were issued on conversion of a convertible promissory note.   On November 21, 2015 6,846,154 shares were issued on conversion of a convertible promissory note.   On November 23, 2015 70,000,000 shares were issued on conversion of a convertible promissory note.   On November 24, 2015 100,000,000 shares were issued on conversion of a convertible promissory note.

NOTE 5 DERIVATIVE LIABILITIES   In accordance with AC 815, the Company has bifurcated the conversion feature of their convertible notes and recorded a derivative liability on the date each note became convertible. The derivative liability was then revalued on each reporting date. The Company uses the Black-Scholes option pricing model to value the derivative liability. There was no derivative liability at November 30, 2015. Once the loans are fully converted, the remaining derivative liability is reclassified to equity as additional paid-in capital.   ASC 815 requires Company management to assess the fair market value of certain derivatives at each reporting period and recognize any change in the fair market value as another income or expense item. The Companys only asset or liability measured at fair value on a recurring basis is its derivative liability associated with the above convertible debt. During the period ended November 30, 2015, the Company recorded a total change in the value of the derivative liabilities of $(369,702).   From inception to November 30, 2015 the Company has not granted any stock options.

NOTE 7 - RELATED PARTY TRANSACTIONS   The Company has current loans totaling $967,149 to fund operations which carry varying interest rates. As of November 30, 2015 (August 31, 2015), the Company owed $967,149 ($995,698) of principal plus accrued interest of $566,783 ($532,454). The loans are unsecured and due on demand and as such are included in current liabilities.

NOTE 8 SUBSEQUENT EVENTS   On August 12th, 2014, the Company issued a convertible promissory note to ADAR BAYS LLC in the amount of $25,000. The note was due on August 12th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Companys common stock at a rate of 50% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the fifteen (14) trading day period ending on the latest complete trading day prior to the conversion date. On February 18, 2015, $1,500 of the principal debt was converted into 193,548 common shares, On November 9, 2015 $2,211.54 of principal debt was converted into 3,846,154 common shares, On November 9, 2015 $7,000 of principal debt was converted into 12,173,913 common shares, On November 18, 2015 $7,288 of principal debt was converted into 32,393,156 common shares, On November 25, 2015 $7,000 of principal debt along with $2,470 of accrued interest totalling $9,470 was converted into 75,757,520 common shares of the company resulting in an extinguishment of debt of $25,000. THIS NOTE HAS BEEN PAID IN FULL.   On June 19, 2015 the Company issued a convertible promissory note to Gold Coast Capital, LLC in the amount of $25,000. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Companys common stock at a rate of 70% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the forty-five (45) trading day period ending on the latest complete trading day prior to the conversion date.  On September 15, 2015 $10,000 of principle debt was converted into 6,250,000 common shares, On September 24, 2015 $4,586 of principle debt was converted into 6,744,934 common shares, On October 9, 2015 $5,389 of principle debt was converted into 7,926,024 common shares. To date, $19,975 of the $25,000 of the debt has been converted into 20,920,958 shares.   On December 10, 2015 $507,807 of the companys debt was converted into Series B Preferred Stock at a price of $2.50.   In accordance with ASC 855-10, we have analyzed our operations subsequent to January 19, 2016 to the date of these financial statements were issued, and have determined that we do not have any material subsequent events to disclose in these financial statements other than the events discussed above.

NOTE 3 GOING CONCERN   The Companys financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. The Company has accumulated deficit since inception of $6,109,309 and a negative working capital of $2,482,736 as of November 30, 2015. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company has minimal cash and no material assets, nor does it have operations or a source of revenue sufficient to cover its operation costs and allow it to continue as a going concern. The Company will be dependent upon the raising of additional capital through placement of our common stock in order to implement its business plan. There can be no assurance that the Company will be successful in either situation in order to continue as a going concern. The officers and directors have committed to advancing certain operating costs of the Company.

NOTE 4 - CONVERTIBLE NOTES PAYABLE   On August 5th, 2014, the Company issued a convertible promissory note to KBM Worldwide in the amount of $32,500. The note is due on May 7th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Companys common stock at a rate of 58% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date. On July 29, 2015 $12,000 of principal debt was converted into 392,000 common shares, On September 10, 2015 $12,000 was converted into 1,578,947 common shares, On September 21, 2015 $11,900 was converted into 2,924,390 common shares, On September 24, 2015 $760 of the remaining principal amount of the note together with $1,300.00 of accrued and unpaid interest totaling $2,060 was converted into 1,373,333 common shares of the company resulting in an extinguishment of debt of $32,500. THIS NOTE HAS BEEN PAID IN FULL.   On August 5th, 2014, the Company issued a convertible promissory note to LG Capital in the amount of $36,750. The note was due on August 5th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Companys common stock at a rate of 55% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. On April 27, 2015 $1,600 of principal debt along with $92.23 of accrued interest totalling $1,692.23 was converted into 205,118 common shares of the company, On July 21, 2015 $3,150 of principal debt along with $240 of accrued interest totalling $3,390 was converted into 112,074 common shares, On July 31, 2015 $4,000 of principal debt along with $314 of accrued interest totalling $4,314 was converted into 148,689 common shares of the company. To date $8,750 of the principal debt of $36,750 has been converted into 465,881 common shares of the company.   On August 12th, 2014, the Company issued a convertible promissory note to ADAR BAYS LLC in the amount of $25,000. The note was due on August 12th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Companys common stock at a rate of 50% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the fifteen (14) trading day period ending on the latest complete trading day prior to the conversion date. On February 18, 2015, $1,500 of the principal debt was converted into 193,548 common shares, On November 9, 2015 $2,211 of principal debt was converted into 3,846,154 common shares, On November 9, 2015 $7,000 of principal debt was converted into 12,173,913 common shares, On November 18, 2015 $7,288 of principal debt was converted into 32,393,156 common shares of the company.   On September 8th, 2014, the Company issued a convertible promissory note to KBM Worldwide in the amount of $32,500. The note is due on June 10th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Companys common stock at a rate of 58% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date. On September 24, 2015 $2,325 of principal debt was converted into 1,550,000 common shares, On September 28, 2015 $3,210 of principal debt was converted to 2,918,182 common shares, On September 30, 2015 $2,720 of principal debt was converted to 2,924,731 common shares, On October 2, 2015 $7,020 of principal debt was converted to 7,548,387 common shares, On October 6, 2015 $7,020 of principal debt was converted into 7,548,387 common shares, On October 14, 2015 $7,020 of principal debt was converted into 7,548,387 common shares, On October 22, 2015 $5,395 of principal debt together with $900 of accrued and unpaid interest for a total of $6,925 was converted into 7,494,048 common shares. On October 23, 2015 $1,700 of the accrued and unpaid interest was converted into 2,023,810 common shares of the company resulting in an extinguishment of debt of $46,425. THIS NOTE HAS BEEN PAID IN FULL.   On December 19th, 2014, the Company issued a convertible promissory note to KBM Worldwide in the amount of $33,000. The note is due on September 26th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Companys common stock at a rate of 58% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date. On October 23, 2015 $4,640 of principal debt was converted into 5,523,810 common shares, On November 3, 2015 $5,510 of principal debt was converted into 7,547,945 common shares, On November 4, 2015 $5,050 of principal debt was converted into 7,537,313 common shares, On November 5, 2015 $5,050 of principal debt was converted into 7,537,313 common shares, On November 9, 2015 $5,050 of principal debt was converted into 7,537,313 common shares, On November 11, 2015 $4,600 of principal debt was converted into 7,540,984 common shares, On November 16, 2015 $2,640 of principal debt was converted into 7,542,857 common shares, On November 19, 2015 the remaining principal amount of the note $460 together with the accrued and unpaid interest of $1,320 totalling $1,780 was converted into 6,846,154 common shares of the company resulting in an extinguishment of debt of $33,000.  THIS NOTE HAS BEEN PAID IN FULL.   On June 19, 2015 the Company issued a convertible promissory note to Gold Coast Capital, LLC in the amount of $25,000. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Companys common stock at a rate of 70% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the forty-five (45) trading day period ending on the latest complete trading day prior to the conversion date.  On September 15, 2015 $10,000 of principal debt was converted into 6,250,000 common shares, On September 24, 2015 $4,586 of principal debt was converted into 6,744,934 common shares, On October 9, 2015 $5,389 of principal debt was converted into 7,926,024 common shares. To date, $19,975 of the $25,000 of the debt has been converted into 20,920,958 shares.   On July 31, 2015, the Company issued a convertible promissory note to Auctus Fund LLC. in the amount of $45,750. The note is due on May 1, 2016 and bears interest at 10% per annum. The loan becomes convertible 300 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Companys common stock at a rate of 50% multiplied by the lowest trading price during the previous twenty-five (25) day trading period ending on the latest complete trading day prior to the conversion date.

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Principal of 5,050 was converted into common shares Principal of 5,050 was converted into common shares Accrued interest and unpaid interest converted into common shares Accrued interest and unpaid interest converted into common shares DERIVATIVE LIABILITIES {1} DERIVATIVE LIABILITIES CONVERTIBLE NOTES PAYABLE Loss on extinguishment of debt Difference between the fair value of payments made and the carrying amount of debt which is extinguished prior to maturity. Other income Common Stock, shares outstanding Current liabilities Shares issued to convert debt Shares issued to convert the debt EQUITY DETAILS Principal of 4,586 was converted into common shares Principal of 4,586 was converted into common shares Principal of 7,000 was converted into common shares Principal of 7,000 was converted into common shares GOING CONCERN DETAILS Cash used in operating activities Weighted average shares outstanding Travel and promotion -t -Accumulated deficit stage Notes payable (non-current portion) LIABILITIES AND STOCKHOLDERS' DEFICIT Current assets Amount of affiliated debt converted into restricted shares Amount of affiliate debt converted into restricted shares Total change in the value of the derivative liabilities Total change in the value of the derivative liabilities Accrued and unpaid interest totaling 1700 converted into common shares Accrued and unpaid interest totaling 1700 converted into common shares Remaining principal and accrued and unpaid interest totaling 2,060 converted into common shares Remaining principal and accrued and unpaid interest totaling 2,060 converted into common shares Issued a convertible promissory note Convertible debt is a financial instrument which can be exchanged for a specified amount of another security, typically the entity's common stock, at the option of the issuer or the holder. SUBSEQUENT EVENTS {1} SUBSEQUENT EVENTS RELATED PARTY TRANSACTIONS {1} RELATED PARTY TRANSACTIONS RELATED PARTY TRANSACTIONS CONVERTIBLE NOTES PAYABLE {1} CONVERTIBLE NOTES PAYABLE Cash paid for interest Revenues ASSETS Entity Registrant Name Amount of debt converted into Series B Preferred Stock, price per share Amount of debt converted into Series B Preferred Stock, price per share Accrued interest {1} Accrued interest Amount of accrued but unpaid interest on deposit liabilities. Principal of 10,000 was converted into common shares Principal of 10,000 was converted into common shares $8,750 of principal debt of $36,750 converted into common shares $8,750 of principal debt of $36,750 converted into common shares CONDENSED FINANCIAL STATEMENTS {1} CONDENSED FINANCIAL STATEMENTS Basic and diluted income (loss) per common share Total other income (expense) Stockholders' Deficit Current Fiscal Year End Date Authorized the issuance of preferred shares The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws. Principal of 2,720 was converted into common shares Principal of 2,720 was converted into common shares Note bears interest Note bears interest Proceeds from notes payable Cash flows from financing activities Bad debt expense Professional fees Common Stock, par value Accounts payable Entity Current Reporting Status Document and Entity Information: Amount of debt converted into Series B Preferred Stock Amount of debt converted into Series B Preferred Stock Bears interest per annum Convertible promissory note Bears interest per annum Authorized issuance of common shares, par value Face amount or stated value per share of common stock. Principal of 4,600 was converted into common shares Principal of 4,600 was converted into common shares Principal and accrued interest totaling 1,692.23 converted into common shares Principal and accrued interest totaling 1,692.23 converted into common shares DERIVATIVE LIABILITIES Investment in oil and natural gas property Accounts payable {1} Accounts payable Debt discount Operating expenses Total liabilities Total liabilities Resulted in extinguishment of debt Resulted in extinguishment of debt Increased authorized common shares that may be issued The maximum number of common shares permitted to be issued by an entity's charter and bylaws. Principal of 5,389 was converted into common shares Principal of 5,389 was converted into common shares Principal of 7,288 was converted into common shares Principal of 7,288 was converted into common shares Negative working capital Negative working capital Supplemental cash flow Information: Common Stock, shares issued Issued a convertible promissory note to Auctus Fund LLC Issued a convertible promissory note to Auctus Fund LLC Principal of 4,640 was converted into common shares Principal of 4,640 was converted into common shares Principal converted into common shares Principal converted into common shares Converted shares of common stock at a rate Converted shares of common stock at a rate SUBSEQUENT EVENTS NATURE OF BUSINESS {1} NATURE OF BUSINESS Cash flows used in investing activities Interest payable Extinguishment of debt Loss from operations Derivative liability Notes payable Entity Central Index Key Document Period End Date Document Type Accumulated deficit since inception The cumulative amount of the reporting entity's undistributed earnings or deficit. GOING CONCERN {1} GOING CONCERN CONDENSED FINANCIAL STATEMENTS Proceeds from related party loan Cash flows from investing activities Bad debt Common Stock, shares authorized Total liabilities and stockholders' deficit Shares held in escrow Shares Held in Escrow Total current assets Amendment Flag Par value of the Common and Preferred Stock Par value of the Common and Preferred Stock Principal of 7,020 was converted into common shares Principal of 7,020 was converted into common shares Loan and accrued interest converted into shares of common stock at a rate Loan and accrued interest converted into shares of common stock at a rate CONVERTIBLE NOTES PAYABLE DETAILS NATURE OF BUSINESS Accrued expenses and other liabilities {1} Accrued expenses and other liabilities Other income (expense) Accrued expenses and other liabilities Entity Filer Category Loan and any accrued interest converted into shares, rate Loan and any accrued interest converted into shares, rate Increased authorized preferred shares that may be issued The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws. Remaining principal and accrued and unpaid interest totaling 1,780 converted into common shares Remaining principal and accrued and unpaid interest totaling 1,780 converted into common shares Principal of 1,500 was converted into common shares Principal of 1,500 was converted into common shares Principal and accrued interest totaling 3,390 converted into common shares Principal and accrued interest totaling 3,390 converted into common shares Derivative recovery Document Fiscal Year Focus Entity Common Stock, Shares Outstanding Amount of principal debt converted into shares Amount of principal debt converted into shares RELATED PARTY TRANSACTIONS DETAILS: $19,975 of the $25,000 of the debt has been converted into shares $19,975 of the $25,000 of the debt has been converted into shares Principal of 2,325 was converted into common shares Principal of 2,325 was converted into common shares Remaining principal converted into common shares Remaining principal converted into common shares Cash at beginning of period Cash at beginning of period Cash at end of period Adjustments to reconcile net loss to net cash used in operating activities CASHFLOWS FROM OPERATING ACTIVITIES: Net income (loss) Other general and administrative Total stockholders' deficit Fixed assets Entity Well-known Seasoned Issuer Principal of 5,510 was converted into common shares Principal of 5,510 was converted into common shares Accrued interest converted into common shares Accrued interest converted into common shares Extinguishment of Debt Extinguishment of Debt Principal of 12,000 was converted into common shares Principal of 12,000 was converted into common shares STOCKHOLDERS' EQUITY Depreciation REVENUE: Additional paid in capital Total current liabilities Accrued interest converted into shares Accrued interest converted into shares Shares issued on conversion of convertible promissory note Shares issued on conversion of convertible promissory note Principal of 2,211 was converted into common shares Principal of 2,211 was converted into common shares Principal of 11,900 was converted into common shares Principal of 11,900 was converted into common shares Net change in cash Debt discount {1} Debt discount Debt discount Cash flows from operating activities Notes receivable, net of allowance Common stock, $0.00001 par value; 5,000,000,000 shares authorized; 2,632,502,507 and 125,025,261 issued and outstanding at November 30, 2015 and August 31, 2015, respectively Accrued interest Unclaimed debt Amount of unclaimed debt as on the balance sheet date Total assets Total assets Entity Trading Symbol Amount of $25,000 principal debt converted into shares Amount of $25,000 principal debt converted into shares Amount of affiliated debt converted Amount of affiliate debt converted DERIVATIVE LIABILITIES DETAILS $19,975 of the $25,000 of the debt has been converted into shares Issued a convertible promissory note to Gold Coast Capital, LLC Issued a convertible promissory note to Gold Coast Capital, LLC Principal and accrued and unpaid interest totaling 6,925 converted into common shares Principal and accrued and unpaid interest totaling 6,925 converted into common shares Issued a convertible promissory note in the amount Issued a convertible promissory note in the amount STOCKHOLDERS' EQUITY {1} STOCKHOLDERS' EQUITY GOING CONCERN Cash paid for income taxes Increase in bank indebtedness Purchase of fixed assets Purchase of fixed assets Changes in operating assets and liabilities: Common stock issued for services Net income (loss) {1} Net income (loss) Income (loss) before provision for income taxes Interest expense Interest expense Notes receivable, net of allowance of $878,354 Cash Entity Public Float Current loans Carrying value as of the balance sheet date of portion of long-term loans payable due within one year or the operating cycle if longer. 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Document and Entity Information	3 Months Ended
Document and Entity Information	Nov. 30, 2015 shares
Document and Entity Information:
Entity Registrant Name	CHERUBIM INTERESTS, INC.
Entity Trading Symbol	chit
Document Type	10-Q
Document Period End Date	Nov. 30, 2015
Amendment Flag	false
Entity Central Index Key	0001421865
Current Fiscal Year End Date	--08-31
Entity Common Stock, Shares Outstanding	2,632,502,507
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	Q1

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Condensed Balance Sheets - USD ($)	Nov. 30, 2015	Aug. 31, 2015
Current assets
Cash	$ 1,710	$ 16,293
Notes receivable, net of allowance of $878,354	0	0
Total current assets	1,710	16,293
Fixed assets	14,852	3,572
Total assets	16,562	19,865
Current liabilities
Accounts payable	5,000	0
Notes payable	115,192	184,295
Related party payables	967,149	995,698
Unclaimed debt	557,875	557,876
Accrued interest	566,783	532,454
Derivative liability	62,591	432,293
Accrued expenses and other liabilities	209,856	214,230
Total current liabilities	2,484,446	2,916,846
Notes payable (non-current portion)	0	0
Total liabilities	2,484,446	2,916,846
Stockholders' Deficit
Common stock, $0.00001 par value; 5,000,000,000 shares authorized; 2,632,502,507 and 125,025,261 issued and outstanding at November 30, 2015 and August 31, 2015, respectively	26,319	125,025
Series B preferred stock to be issued	1	0
Shares held in escrow	(10,000)	(10,000)
Additional paid in capital	3,625,105	1,203,715
-t -Accumulated deficit stage	(6,109,309)	(4,215,721)
Total stockholders' deficit	(2,467,884)	(2,896,981)
Total liabilities and stockholders' deficit	$ 16,562	$ 19,865

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Condensed Balance Sheets Parentheticals - USD ($)	Nov. 30, 2015	Aug. 31, 2015
Parentheticals
Notes receivable, net of allowance	$ 878,354	$ 878,354
Common Stock, par value	$ 0.00001	$ 0.00001
Common Stock, shares authorized	5,000,000,000	5,000,000,000
Common Stock, shares issued	2,632,502,507	125,025,261
Common Stock, shares outstanding	2,632,502,507	125,025,261

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Condensed Statements of Operations (unaudited) - USD ($)	3 Months Ended
	Nov. 30, 2015	Nov. 30, 2014
REVENUE:
Revenues	$ 0	$ 0
Operating expenses
Professional fees	8,880	160,714
Travel and promotion	4,225	18,725
Bad debt	0	0
Depreciation	1,220	0
Other general and administrative	2,165,030	8,945
Total operating expenses	2,179,355	188,384
Loss from operations	(2,179,355)	(188,394)
Other income (expense)
Other income	0	0
Interest expense	(39,549)	(32,878)
Debt discount	0	(32,500)
Derivative recovery	369,702	20,503
Impairment of assets	0	0
Total other income (expense)	285,767	(50,875)
Income (loss) before provision for income taxes	(1,893,588)	(239,259)
Provision for Income taxes	0	0
Net income (loss)	$ (1,893,588)	$ (239,259)
Basic and diluted income (loss) per common share	$ 0.00	$ 0.00
Weighted average shares outstanding	774,242,244	64,594,505

XML 15 R5.htm IDEA: XBRL DOCUMENT

Condensed Statements of Cash Flows (unaudited) - USD ($)	3 Months Ended
	Nov. 30, 2015	Nov. 30, 2014
Cash flows from operating activities
Net income (loss)	$ (1,893,588)	$ (239,259)
Adjustments to reconcile net loss to net cash used in operating activities
Change in derivative	(369,702)	(20,503)
Debt discount	0	32,500
Common stock issued for services	2,160,000	80,000
Extinguishment of debt	44,386	6,000
Bad debt expense	0	0
Depreciation	1,220	0
Changes in operating assets and liabilities:
Accounts payable	5,000	(16,999)
Interest payable	34,329	32,878
Accrued expenses and other liabilities	(4,374)	81,254
Cash used in operating activities	(22,729)	(44,129)
Cash flows from investing activities
Investment in oil and natural gas property	0	(10)
Purchase of fixed assets	(12,500)	0
Cash flows used in investing activities	(12,500)	(10)
Cash flows from financing activities
Proceeds from related party loan	20,646	0
Increase in bank indebtedness	0	150
Proceeds from notes payable	0	32,500
Cash provided by financing activities	20,646	32,650
Net change in cash	(14,583)	(11,489)
Cash at beginning of period	16,293	11,489
Cash at end of period	1,710	0
Supplemental cash flow Information:
Cash paid for interest	0	0
Cash paid for income taxes	$ 0	$ 0

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CONDENSED FINANCIAL STATEMENTS

3 Months Ended

Nov. 30, 2015

CONDENSED FINANCIAL STATEMENTS

CONDENSED FINANCIAL STATEMENTS

NOTE 1 – CONDENSED FINANCIAL STATEMENTS

XML 17 R7.htm IDEA: XBRL DOCUMENT

NATURE OF BUSINESS

3 Months Ended

Nov. 30, 2015

NATURE OF BUSINESS

NATURE OF BUSINESS

NOTE 2 – NATURE OF BUSINESS

XML 18 R8.htm IDEA: XBRL DOCUMENT

GOING CONCERN

3 Months Ended

Nov. 30, 2015

GOING CONCERN

GOING CONCERN

NOTE 3 – GOING CONCERN

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CONVERTIBLE NOTES PAYABLE

3 Months Ended

Nov. 30, 2015

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE

NOTE 4 - CONVERTIBLE NOTES PAYABLE

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DERIVATIVE LIABILITIES

3 Months Ended

Nov. 30, 2015

DERIVATIVE LIABILITIES

DERIVATIVE LIABILITIES

NOTE 5 – DERIVATIVE LIABILITIES

From inception to November 30, 2015 the Company has not granted any stock options.

- Definition

The entire disclosure for derivative instruments and hedging activities including, but not limited to, risk management strategies, non-hedging derivative instruments, assets, liabilities, revenue and expenses, and methodologies and assumptions used in determining the amounts.

+ References

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+ Details

XML 21 R11.htm IDEA: XBRL DOCUMENT

STOCKHOLDERS' EQUITY

3 Months Ended

Nov. 30, 2015

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY