10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

Amendment No. 1

(Mark One)

x QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES AND EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2011

o TRANSITION REPORT UNDER SECTION 13 OR 15 (D) OF THE EXCHANGE ACT

For the transition period from __________ to __________

COMMISSION FILE NUMBER:  333-150462

Sagebrush Gold Ltd.

(Name of Registrant as specified in its charter)

Nevada	26-0657736
(State or other jurisdiction of	(I.R.S. Employer
incorporation of organization)	Identification No.)

1640 TERRACE WAY, WALNUT CREEK CA 94597

 (Address of principal executive office)

(925) 930-6338

 (Registrant’s telephone number)

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

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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes  x    No   o

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

Large accelerated filer	o	Accelerated filer	o
Non-accelerated filer (Do not check if smaller reporting company)	o	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) Yeso   Nox

Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date.  37,095,805 shares of common stock are issued and outstanding as of August 22, 2011.

EXPLANATORY NOTE

The sole purpose of this Amendment to the Registrant’s Quarterly Report on Form 10-Q for the period ended June 30, 2011 (the “10-Q”), is to furnish the Interactive Data File exhibits required by Item 601(b)(101) of Regulation S-K.  No other changes have been made to the 10-Q, and this Amendment has not been updated to reflect events occurring subsequent to the filing of the 10-Q.

Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

ITEM 6.  Exhibits.

Designation of Exhibits in This Report	Description of Exhibit
31.1	Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *
31.2	Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *
32.1	Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *
32.2	Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *
101.ins	Instance Document**
101.def	XBRL Taxonomy Extension Definition Linkbase Document**
101.sch	XBRL Taxonomy Extension Schema Document **
101.cal	XBRL Taxonomy Extension Calculation Linkbase Document **
101.lab	XBRL Taxonomy Extension Label Linkbase Document **
101.pre	XBRL Taxonomy Extension Presentation Linkbase Document **

*	Previously filed.
**	Furnished, not filed, herewith.

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.

	Sagebrush Gold Ltd.
Date: August 30, 2011	By:	/s/ Sheldon Finkel
		Sheldon Finkel
		Chief Executive Officer (Principal Executive Officer)
Date: August 30, 2011	By:	/s/ Adam Wasserman
		Adam Wasserman
		Chief Financial Officer (Principal Financial and Accounting Officer)

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CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Jun. 30, 2011	Dec. 31, 2010
STOCKHOLDERS' EQUITY :
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	500,000,000	500,000,000
Common stock, issued (in shares)	37,095,805	22,135,805
Common stock, outstanding (in shares)	37,095,805	22,135,805
Series A [Member]
STOCKHOLDERS' EQUITY :
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized (in shares)	50,000,000	50,000,000
Preferred stock, issued (in shares)	750,000	0
Preferred stock, outstanding (in shares)	750,000	0
Series B [Member]
STOCKHOLDERS' EQUITY :
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized (in shares)	8,000,000	8,000,000
Preferred stock, issued (in shares)	8,000,000	0
Preferred stock, outstanding (in shares)	8,000,000	0

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (USD $)	3 Months Ended		4 Months Ended	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2010	Jun. 30, 2011
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract]
Net revenues	$ 36,136	$ 214,584	$ 214,584	$ 327,336
Operating expenses:
Cost of revenues	4,475	135,332	135,332	194,391
Sales and marketing expenses	327,877	103,160	109,685	337,791
Live events expenses	91,062	131,419	202,366	181,243
Compensation and related taxes	396,496	75,833	120,833	749,207
Consulting fees	223,375	261,591	265,591	411,235
General and administrative expenses	489,082	129,473	174,783	836,636
Total operating expenses	1,532,367	836,808	1,008,590	2,710,503
Loss from operations	(1,496,231)	(622,224)	(794,006)	(2,383,167)
OTHER INCOME (EXPENSES):
Interest expense and other finance costs, net of interest income of $25,682	(1,021,348)	0	0	(1,422,774)
Total other (expense) - net	(1,021,348)	0	0	(1,422,774)
Net loss available to common stockholders	(2,517,579)	(622,224)	(794,006)	(3,805,941)
Less: Net loss attributable to non-controlling interest	200,768	0	0	200,768
Net loss attributable to Sagebrush Gold Ltd.	$ (2,316,811)	$ (622,224)	$ (794,006)	$ (3,605,173)
NET LOSS PER COMMON SHARE:
Basic and Diluted	$ (0.08)	$ (0.03)	$ (0.06)	$ (0.14)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING -
Basic and Diluted (in shares)	28,758,138	19,256,904	12,379,437	25,718,458

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Document And Entity Information (USD $)	6 Months Ended
	Jun. 30, 2011	Aug. 15, 2011	Dec. 31, 2010
Entity Registrant Name	Sagebrush Gold Ltd.
Entity Central Index Key	0001432196
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$ 8,439,883
Entity Common Stock, Shares Outstanding		37,095,805
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q2
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2011

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RELATED PARTY TRANSACTIONS

6 Months Ended

Jun. 30, 2011

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS

NOTE 6 – RELATED PARTY TRANSACTIONS

Note payable - related party

In February 2011, the Company and its wholly-owned subsidiaries, entered into a Credit Facility Agreement with two lenders, whereby one of the lenders is the Company's Co-Chairman of the Board of Directors. The credit facility consists of a loan pursuant to which $4.5 million can be borrowed on a senior secured basis. The Company's Co-Chairman funded $2,250,000 to the Company under this Credit Facility Agreement (see Note 4). Furthermore, in connection with the Credit Facility Agreement, the lenders entered into a Contribution Agreement with the Company's Chief Executive Officer, Sheldon Finkel, pursuant to which Sheldon Finkel agreed to pay or reimburse the lenders the pro rata portion (1/3) of any net losses from Events and irrevocably pledged to lenders a certain irrevocable letter of credit dated in June 2010 in favor of Sheldon Finkel. The Company also agreed to issue to the lenders and Sheldon Finkel an aggregate of 2,250,000 shares of the Company's newly designated Series A Preferred Stock, convertible into one share each of the Company's common stock. As consideration for the extension of credit pursuant to the Credit Facility Agreement, the borrowers are obligated to pay a fee equal to 15% of the initial loan commitment of $4.5 million of which the Company's Chief Executive Officer, Sheldon Finkel, shall receive a pro-rata portion (1/3). The Preferred Return Fee shall be payable if at all, only out of the net profits from the Events.  On May 4, 2011, the holders of 1,500,000 shares of Series A Preferred Stock converted their shares into 1,500,000 shares of Common Stock. One of the holders is the Company's Co-Chairman of the Board of Directors.

Convertible promissory note - related party

On February 1, 2011, the Company raised $750,000 in consideration for the issuance of convertible promissory notes from various investors, including $100,000 from the Company's Co-Chairman of the Board of Directors. The convertible promissory notes bear interest at 5% per annum and are convertible into shares of the Company's common stock at a fixed rate of $1.00 per share. The convertible promissory notes are due on February 1, 2012 (see Note 5).

Loan receivable – related party

In November 2010, Empire loaned a total of $18,000 to Denis Benoit, the president of CII, in exchange for promissory notes. CII owns 33.33% of the issued and outstanding shares of Capital Hoedown (see Note 8). The notes are due on August 31, 2011 and bear interest at 4% per annum. The borrower shall have the option of paying the principal sum to Empire prior to the due date without penalty. Empire loaned to CII and Denis Benoit, up to a maximum amount of $500,000 in the form of a revolving demand loan executed on April 26, 2011.  The revolving demand loan bears 10% interest per annum and is payable on the earlier of the termination date, on January 15, 2012, or upon demand by Empire. As of June 30, 2011, loan receivable from CII and Denis Benoit totaled $459,270 (including the $18,000 above).

The Company considers Denis Benoit a related party, as executive officer of Capital Hoedown, Inc.  Commencing in November 2010 Empire advanced funds to Mr. Benoit personally, and subsequently to a joint venture, which as a result of Mr. Benoit's position as an executive officer may constitute a violation of Section 402 of the Sarbanes Oxley Act of 2002 (“SOX”).  Certain of the funds loaned may have been utilized for non joint venture expenses of Mr. Benoit or a predecessor entity (see Note 2).

The loan to a related party, if in violation of Sarbanes-Oxley Act of 2002, including Section 402's prohibition against personal loans to directors and executive officers, either directly or indirectly, could subject us to possible criminal, civil or administrative sanctions, penalties, or investigations, in addition to potential private securities litigation. Violations of the Sarbanes-Oxley Act of 2002 could result in significant penalties, including censure, cease and desist orders, revocation of registration and fines. It is also possible that the criminal penalties could exist, although criminal penalties require a related violation to have been willful, and not the result of an innocent mistake, negligence or inadvertence. In the end, it is possible that we could face any of these potential penalties or results, and any action by administrative authorities, whether or not ultimately successful, could have a material and adverse effect upon our reputation and business.

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SUBSEQUENT EVENTS

6 Months Ended

Jun. 30, 2011

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

NOTE 11 – SUBSEQUENT EVENTS

On July 18, 2011, the Company borrowed $2,000,000 from Continental Resources Group, Inc. (“Continental”) and issued them an unsecured 6% promissory note.  The Note matures six months from the date of issuance. On July 18, 2011, the Company advanced the $2,000,000 to a third party in connection with the potential purchase of certain mining and mineral assets.

On July 22, 2011, the Company, Continental Resources Acquisition Sub, Inc., the Company's wholly-owned subsidiary (“Acquisition Sub”), and Continental Resources Group, Inc., entered into an asset purchase agreement (the “Purchase Agreement”) and closed the Asset Sale, as defined, pursuant to which Acquisition Sub purchased substantially all of the assets of Continental (the “Asset Sale”) in consideration for (i) shares of the Company's common stock (the “Shares”) which shall be equal to eight Shares for every 10 shares of Continental's common stock outstanding; (ii) the assumption of the outstanding warrants to purchase shares of Continental's common stock such that the Company shall deliver to the holders of Continental's warrants, warrants to purchase shares of the Company's common stock (the “Warrants”) which shall be equal to one Warrant to purchase eight shares of the Company's common stock for every warrant to purchase ten shares Continental's common stock outstanding at an exercise price equal to such amount as is required pursuant to the terms of the outstanding warrants, and (iii)  the assumption of Continental's 2010 Equity Incentive Plan and all options granted and issued thereunder such that the Company shall deliver to Continental's option holders, options (the “Options”) to purchase an aggregate of such number of shares of the Company's common stock issuable under the Company's equity incentive plan which shall be equal to one option to purchase eight shares of the Company's common stock for every option to purchase 10 shares of Continental's common stock outstanding with a strike price equal to such amount as is required pursuant to the terms of the outstanding option. The exercise price of the Warrants and the strike price of the Options shall be determined and certified by an officer of the Company.  Upon the closing of the Asset Sale, Acquisition Sub assumed the Assumed Liabilities (as defined in the Purchase Agreement) of Continental.  As of August 22, 2011, the Company has not issued the Shares discussed above.  Under the terms of the Warrants, in the event of a Fundamental Transaction, warrant holders have the right to demand they be paid in cash the value of such warrants provided notice is given within 30 days of such Fundamental Transaction.

Under the terms of the Purchase Agreement, the Company purchased from Continental substantially all of Continental's assets, including, but not limited to, 100% of the outstanding shares of common stock of Continental's wholly-owned subsidiaries (CPX Uranium, Inc., Green Energy Fields, Inc., and ND Energy, Inc.) as defined in the Purchase Agreement.  The acquired assets include approximately $13 million of cash.  

The Purchase Agreement constitutes a plan of reorganization within the meaning of Treasury Regulations Section 1.368-2(g) and constitutes a plan of liquidation of Continental.  Continental is expected to liquidate on or prior to July 1, 2012.  The Company has agreed to file a registration statement under the Securities Act of 1933(the “Securities Act”) in connection with liquidation of Continental no later than (i) 30 days of the closing date of the Asset Sale or (ii) such date that Continental delivers to the Company its audited financial statements for the fiscal year ended March 31, 2011.  Continental will subsequently distribute the registered Shares to its shareholders as part of its liquidation.  The Company agreed to use its best efforts to cause such registration to be declared effective within 12 months following the closing date of the Asset Sale.  The Company has agreed to pay liquidated damages of 1% per month, up to a maximum of 5%, in the event that the Company fails to file or is unable to cause the registration statement to be declared effective.  

Effective as of August 8, 2011, the Board of Directors of the Company elected David Rector as director to serve on the Board. Mr. Rector is currently the President of the Company and, in addition to being a member of the Board, will continue to serve in such capacity.

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NOTES AND LOAN RECEIVABLE

6 Months Ended

Jun. 30, 2011

Receivables [Abstract]

NOTES AND LOAN RECEIVABLE

NOTE 2 –NOTES AND LOANS RECEIVABLE

On June 28, 2010, the Company loaned $25,000 to an unrelated party in exchange for a demand promissory note. The note was due on demand and bore interest at 6% per annum. The borrower had the option of paying the principal sum to the Company in advance in full or in part at any time without premium or penalty. In February 2011, the borrower paid the principal amount of this promissory note.

Between December 2010 and June 2011, the Company loaned $33,500 of demand promissory notes to an athlete. The notes are due on demand and are non-interest bearing. However unpaid principal after the lender's demand shall accrue interest at 5% per annum until paid.

In November 2010, Empire loaned a total of $18,000 to Denis Benoit, the president of CII, in exchange for promissory notes. CII owns 33.33% of the issued and outstanding shares of Capital Hoedown (see Note 8). The notes are due on August 31, 2011 and bear interest at 4% per annum. The borrower shall have the option of paying the principal sum to Empire prior to the due date without penalty. Empire loaned to CII and Denis Benoit, up to a maximum amount of $500,000 in the form of a revolving demand loan executed on April 26, 2011.  The revolving demand loan bears 10% interest per annum and is payable on the earlier of the termination date, on January 15, 2012, or upon demand by Empire. As of June 30, 2011, loan receivable from CII and Denis Benoit (related parties) totaled $459,270 (including the $18,000 above). The Company recorded interest receivable of $17,881 from such loans and was included in other receivables as of June 30, 2011.  Additionally, Empire issued a revolving demand loan to Capital Hoedown, up to a maximum amount of $4,000,000 which bears 10% interest per annum and payable on the earlier of the termination date on January 15, 2012 or upon demand by Empire. This loan is exclusively for the operations and management of Capital Hoedown, Inc. As of June 30, 2011, Empire has advanced a total of $2,525,332 to the Company's majority owned subsidiary, Capital Hoedown. Such loan to Capital Hoedown is considered an intercompany transaction and as such is eliminated at consolidation.

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COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2011

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

NOTE 8 – COMMITMENTS AND CONTINGENCIES

Operating Lease

In March 2010, the Company signed a five year lease agreement for office space which will expire in March 2015. The lease requires the Company to pay a monthly base rent of $5,129 plus a pro rata share of operating expenses. The base rent is subject to annual increases beginning on April 1, 2011 as defined in the lease agreement. Future minimum rental payments required under these operating leases are as follows:

Period ending June 30:
2012		63,828
2013		65,709
2014		67,638
2015		51,849
	$	249,024

Rent expense was $34,653 for the six months ended June 30, 2011. Rent expense was $5,042 for the period from February 10, 2010 (inception) to June 30, 2010.

Consulting Agreement

On January 17, 2011, the Company entered into a one year Advertising and Promotional Services Agreement with a consultant. The consultant will provide planning, developing and implementing promotional campaigns for the Company. The Consultant is entitled to cash compensation of $30,000 per month. This agreement may be terminated by the Company with or without cause upon written notice 60 days following the date of this agreement.

Employment Agreement

In March 2011, the Company entered into a Separation Agreement and General Release with the former president of the Company. Pursuant to the Settlement Agreement, the former President, Mr. Cohen returned 900,000 shares of the Company's common stock for cancellation and sold 1,200,000 shares of the Company's common stock he owned to one or more purchasers who are accredited investors on the closing date. In addition, Mr. Cohen's employment agreement was terminated and the parties exchanged releases. The closing of the proceeds from the private sale of the 1,200,000 shares occurred in April 2011 in connection with the Separation Agreement and General Release with the former president of the Company. The Company received a total of $77,250 for reimbursement of certain costs and expenses on the closing date pursuant to this agreement and such amount has been applied against live events expenses in the accompanying consolidated statements of operations.

Production Agreement

In November 2010, the Company entered into a letter agreement with a sports network programming company, whereby the Company will supply 12 fully produced and broadcast episodes of boxing matches each month beginning January 2011. The Company will pay the sports network programming company distribution fees of $16,500 per episode for a total of $198,000. In March 2011, both parties agreed to terminate this agreement. The Company did not incur any expenses from this agreement.

Management Fee Agreement

Contemporaneously with the execution of the Shareholder Agreement on April 26, 2011, the Company entered into a management service agreement with CII and a management fee of $100,000 (in Canadian dollars) shall be paid to CII each year such country music festival event is produced. The management fee will be paid in eight equal monthly installments of $12,500 and will cover the salaries of the manager and general office overhead.

Joint Venture Arrangement

In February 2011, a new entity was formed and organized in preparation and in connection with a proposed joint venture. Empire had entered into a non-binding joint venture term sheet in December 2010 whereby it outlines the material terms and conditions of a proposed joint venture to be entered into between Empire and Concerts International, Inc (see Note 2). Under the terms of this non-binding joint venture term sheet, the parties formed an entity, Capital Hoedown, Inc., to operate an annual country music festival. This Shareholder Agreement was executed and entered into between Empire, CII and Capital Hoedown on April 26, 2011. Based on the Shareholder Agreement, Empire owns 66.67% and CII owns 33.33% of the issued and outstanding shares of Capital Hoedown.

Royalty Agreement

On May 24, 2011, the Company, through its subsidiary, Arttor Gold, entered into two lease agreements with F.R.O.G. Consulting, LLC, an affiliate of one of the former members of Arttor Gold, for the Red Rock Mineral Property and the North Battle Mountain Mineral Prospect.  The leases grant the exclusive right to explore, mine and develop gold, silver, palladium, platinum and other minerals on the properties for a term of ten (10) years and may be renewed in ten (10) year increments.  The terms of the Leases may not exceed ninety-nine (99) years. The Company may terminate these leases at any time.

The Company is required under the terms of our property lease to make annual lease payments. The Company is also required to make annual claim maintenance payments to Federal Bureau of Land Management and to the county in which its property is located in order to maintain its rights to explore and, if warranted, to develop its property. If the Company fails to meet these obligations, it will lose the right to explore for gold on its property.

Until production is achieved, the Company's lease payments (deemed “advance minimum royalties”) consist of an initial payment of $5,000 upon signing of each lease, followed by annual payments according to the following schedule for each lease:

Due Date of Advance Minimum Royalty Payment	Amount of Advance Minimum Royalty Payment
1st Anniversary	$	15,000
2nd Anniversary	$	35,000
3rd Anniversary	$	45,000
4th Anniversary	$	80,000
5th Anniversary and annually thereafter during the term of the lease	The greater of $100,000 or the U.S. dollar equivalent of 90 ounces of gold

In the event that the Company produces gold or other minerals from these leased, the Company's lease payments will be the greater of (i) the advance minimum royalty payments according to the table above, or (ii) a production royalty equal to 3% of the gross sales price of any gold, silver, platinum or palladium that we recover and 1% of the gross sales price of any other minerals that the Company recovers. The Company has the right to buy down the production royalties on gold, silver, platinum and palladium by payment of $2,000,000 for the first one percent (1%). All advance minimum royalty payments constitute prepayment of production royalties to FROG, on an annual basis.  If the total dollar amount of production royalties due within a calendar year exceed the dollar amount of the advance minimum royalty payments due within that year, the Company may credit all uncredited advance minimum royalty payments made in previous years against fifty percent (50%) of the production royalties due within that year. The Leases also requires the Company to spend a total of $100,000 on work expenditures on each property for the period from lease signing until December 31, 2012 and $200,000 on work expenditures on each property per year in 2013 and annually thereafter. 

The Company is required to make annual claim maintenance payments to the Bureau of Land Management and to the counties in which its property is located. If the Company fails to make these payments, it will lose its rights to the property. As of the date of this Report, the annual maintenance payments are approximately $151 per claim, consisting of payments to the Bureau of Land Management and to the counties in which the Company's properties are located. The Company's property consists of an aggregate of 305 lode claims. The aggregate annual claim maintenance costs are currently approximately $46,000.

On July 15, 2011, the Company (the “Lessee”) entered into amended and restated lease agreements for the Red Rock Mineral Property and the North Battle Mountain Mineral Prospect by and among Arthur Leger (the “Lessor”) and F.R.O.G. Consulting, LLC (the “Payment Agent”) (collectively the “Parties”) in order to carry out the original intentions of the Parties and to correct the omissions and errors in the original lease, dated May 24, 2011. In the original lease, the Parties intended to identify Arthur Leger as the owner and lessor of the Red Rock Mineral Property and the North Battle Mountain Mineral Prospect and to designate the Payment Agent as the entity responsible for collecting and receiving all payments on behalf of Lessor. Lessor is the sole member of the Payment Agent and owns 100% of the outstanding membership interests of the Payment Agent. All other terms and conditions of the original lease remain in full force and effect.  Lessor is the Chief Geologist of Arttor Gold.

Litigation

On January 24, 2011, Shannon Briggs filed suit against Gregory D. Cohen, Sheldon Finkel, Barry Honig, The Empire Sports & Entertainment Co., and The Empire Sports & Entertainment Holdings Co. in the Supreme Court (the “Court”) of the State of New York, County of New York (Case No. 100 938/11). The plaintiff was a heavyweight boxer who had entered into a promotional agreement which had been assigned to The Empire Sports & Entertainment Co.  The plaintiff brought the suit against the defendants asserting professional boxing and non-professional boxing related claims for breach of fiduciary duties, unjust enrichment, conversion and breach of contract. The suit did not specify the amount of damages being sought. The basis of the plaintiff's claims stem primarily on his allegation that the Company failed to pay Briggs' purse for his heavyweight title fight in Germany in October 2010, and that Briggs' ownership interest in a New Jersey limited liability company named Golden Empire LLC was wrongly diluted by the actions of the Company.  The Company disputes the plaintiff's allegations.  On February 10, 2010, the Company filed a motion to compel arbitration of the plaintiff's professional boxing related claims and to dismiss the plaintiff's non-professional boxing related claims.  On May 4, 2011, the Court entered an order compelling arbitration of the plaintiff's professional boxing claims against Empire and stayed the action against all other defendants, pending the conclusion of such arbitration.  This stay included a stay of all of the plaintiff's Non-Boxing Claims against all of the defendants. On May 6, 2011, Briggs filed a motion for leave to reargue before the Court, which requested that the Court reconsider its decision compelling arbitration.  The Company filed papers with the Court opposing the motion for reargument.  On June 23, 2011, the Court entered an order denying Brigg's motion for reargument.  As of the date hereof, no arbitration proceeding has been commenced

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ACQUISITION OF ARTTOR GOLD LLC

6 Months Ended

Jun. 30, 2011

ACQUISITION OF ARTTOR GOLD LLC [Abstract]

ACQUISITION OF ARTTOR GOLD LLC

NOTE 9 - ACQUISITION OF ARTTOR GOLD LLC

On May 24, 2011, the Company entered into four limited liability company membership interests purchase agreements with the owners of Arttor Gold.  Each of the owners of Arttor Gold, sold their interests in Arttor Gold in privately negotiated sales resulting in the Company acquiring 100% of Arttor Gold.  Pursuant to the Agreements, the Company issued 8,000,000 shares of preferred stock, designated Series B Convertible Preferred Stock, and 13,000,000 shares of Common Stock in exchange for 100% membership interests in Arttor Gold.  Each share of Series B Convertible Preferred Stock is convertible into one share each of the Company's common stock. As a result of this transaction, on May 24, 2011, Arttor Gold became a wholly-owned subsidiary of the Company. Arttor Gold, a Nevada limited liability company, was formed and organized on April 28, 2011.

The purchase consideration included 8,000,000 shares of preferred stock, designated Series B Convertible Preferred Stock and 13,000,000 shares of Common Stock. The issuance of 13,000,000 shares of common stock and issuance of 8,000,000 shares of Series B convertible preferred stock were valued at $2,000,100 which primarily represents the cash acquired and assumed liabilities of $21,750 from Arttor Gold. Each share of Series B Convertible Preferred Stock is convertible into one share each of the Company's common stock.

The Company accounted for the acquisition utilizing the purchase method of accounting in accordance with ASC 805 “Business Combinations”. The Company is the acquirer for accounting purposes and Arttor Gold is the acquired company.  Accordingly, the Company applied push–down accounting and adjusted to fair value all of the assets and liabilities directly on the financial statements of the subsidiary, Arttor Gold. The net purchase price, including acquisition costs paid by the Company, was allocated to assets acquired and liabilities assumed on the records of the Company as follows:

Current assets (including cash of $2,000,100)	$	2,000,130
Liabilities assumed		(21,750	)
Net purchase price	$	1,978,380

Unaudited pro forma results of operations data as if the Company and Arttor Gold had occurred as of February 10, 2010, the inception date, are as follows:

	The Company and Arttor Gold For the six months ended June 30, 2011			The Company and Arttor Gold from February 10, 2010 (Inception Date) to June 30, 2010
Pro forma revenues	$	327,336		$	214,584
Pro forma loss from operations		(2,404,817	)		(794,006	)
Pro forma net loss		(3,827,591	)		(794,006	)
Pro forma loss per share	$	(0.15	)	$	(0.06	)
Pro forma diluted loss per share	$	(0.15	)	$	(0.06	)

Pro forma data does not purport to be indicative of the results that would have been obtained had these events actually occurred at inception date or February 10, 2010 and is not intended to be a projection of future results.   

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STOCKHOLDERS' EQUITY

6 Months Ended

Jun. 30, 2011

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY

NOTE 7 – STOCKHOLDERS' EQUITY

Common Stock

In February 2011, the Company issued 200,000 shares of the Company's common stock in connection with a one year public relations and consulting agreement. The Company valued these common shares at the fair market value on the date of grant at $1.40 per share or $280,000. Accordingly, the Company recognized stock based consulting expense of $116,665 and prepaid expense of $163,335 during the six months ended June 30, 2011.

In March 2011, the Company entered into a Separation Agreement and General Release (the “Settlement Agreement”) with the former president of the Company. Pursuant to the Settlement Agreement, the former President, Mr. Cohen returned 900,000 shares of the Company's common stock for cancellation and sold 1,200,000 shares of the Company's common stock he owned to one or more purchasers who are accredited investors on the closing date (the “Closing”).  At the Closing, the proceeds from the private sale of the 1,200,000 shares were distributed for payment and reimbursement of various fees and obligations outstanding to the Company, a certain vendor, the Company's Co-Chairman of the Board of Directors and $115,000 to Mr. Cohen.  The Closing occurred in April 2011 (see Note 8). In addition, Mr. Cohen's employment agreement was terminated and the parties exchanged releases. In addition, at the Closing, the Company and Mr. Cohen agreed to: (i) assignments of certain boxing promotional rights agreements (subject to any required consents or approvals), and (ii) various profit sharing agreements with respect to certain of the boxing promotional rights agreements under which Mr. Cohen may elect to continue as the promoter of the boxers named therein. In connection with the return of the 900,000 shares of common stock, the Company valued the cancelled shares at $59,612 which represents the carrying amount of

the assigned promotional advances and was allocated to retained earnings as a result of the Separation agreement entered into between the Company and the former president of the Company on March 28, 2011 in accordance with ASC 505-30 “Treasury Stock”.

In April 2011, the Company sold an aggregate of 410,000 shares of common stock at a purchase price of $0.60 per share which generated gross proceeds of $246,000.

On May 4, 2011, the holders of 1,500,000 shares of Series A Preferred Stock converted their shares into 1,500,000 shares of Common Stock. One of the holders is the Company's Co-Chairman of the Board of Directors. The Company valued these common shares at par value.

On May 24, 2011, the Company entered into four limited liability company membership interests purchase agreements with the owners of Arttor Gold. Each of the owners of Arttor Gold, (the “Members”) sold their interests in Arttor Gold in privately negotiated sales resulting in the Company acquiring 100% of Arttor Gold.  Pursuant to the Agreements, the Company issued 8,000,000 shares of preferred stock, designated Series B Convertible Preferred Stock, and 13,000,000 shares of Common Stock in exchange for 100% membership interests in Arttor Gold. The issuance of 13,000,000 shares of common stock and issuance of 8,000,000 shares of Series B convertible preferred stock were valued at $2,000,130 which primarily represents the cash acquired and assumed liabilities of $21,750 from Arttor Gold. Each share of Series B Convertible Preferred Stock is convertible into one share each of the Company's common stock.

Common Stock Options

On September 29, 2010, the Company's Board of Directors and stockholders adopted the 2010 Stock Incentive Plan (the “2010 Plan”). Under the 2010 Plan, options may be granted which are intended to qualify as Incentive Stock Options under Section 422 of the Internal Revenue Code of 1986 (the "Code") or which are not intended to qualify as Incentive Stock Options thereunder. In addition, direct grants of stock or restricted stock may be awarded.  The 2010 Plan has reserved 2,800,000 shares of common stock for issuance. Upon the closing of the Exchange, the Company has outstanding options to purchase 2,800,000 shares of the Company's common stock under the 2010 Plan which represents an exchange of 2,800,000 options previously granted prior to the reverse merger and recapitalization with similar terms as discussed below. 

On June 1, 2010, the Company granted an aggregate of 1,850,000 10-year options to purchase shares of common stock at $0.60 per share which vests one-third at the end of each three years to three officers of the Company. The 1,850,000 options were valued on the grant date at $0.60 per option or a total of $1,110,000 using a Black-Scholes option pricing model with the following assumptions: stock price of $0.60 per share (based on recent sales of the Company's common stock in a private placement), volatility of 209% (estimated using volatilities of similar companies), expected term of 6.5 years, and a risk free interest rate of 3.29%. For the six months ended June 30, 2011, the Company recorded stock-based compensation expense of $155,000.

The Company granted 250,000 10-year options to purchase shares of common stock entered at $0.60 per share to the Company's Executive Vice President in connection with his one year employment agreement commencing on October 1, 2010. The options vest and become exercisable in equal installments of the first three anniversaries of the effective date. The 250,000 options were valued on the grant date at $0.60 per option or a total of $150,000 using a Black-Scholes option pricing model with the following assumptions: stock price of $0.60 per share (based on recent sales of the Company's common stock in a private placement), volatility of 209% (estimated using volatilities of similar companies), expected term of 6.5 years, and a risk free interest rate of 2.75%. For the six months ended June 30, 2011, the Company recorded stock-based compensation expense of $25,000.

On March 29, 2011, the Company granted an aggregate of 350,000 10-year options to purchase shares of common stock at $1.01 per share which vests one-third at the end of each three years to an officer and two employees of the Company. The 350,000 options were valued on the grant date at $1.01 per option or a total of $353,500 using a Black-Scholes option pricing model with the following assumptions: stock price of $1.01 per share, volatility of 202%, expected term of 6.5 years, and a risk free interest rate of 3.47%. For the six months ended June 30, 2011, the Company recorded stock-based compensation expense of $25,250.

At June 30, 2011, there was a total of $869,417 of unrecognized compensation expense related to these non-vested option-based compensation arrangements.

On June 1, 2010, the Company granted an aggregate of 950,000 10-year options to purchase shares of common stock at $0.60 per share which vests one third at the end of each three years to four consultants of the Company. The Company marked to market these options at June 30, 2011 using the fair market value of the stock on that date at $1.14 per share. The Black-Scholes option pricing model used for this valuation had the following assumptions: stock price of $1.14 per share, volatility of 202%, expected term of approximately nine years, and a risk free interest rate of 3.47%. For the six months ended June 30, 2011, the Company recorded stock-based consulting expense of $135,625.

On May 31, 2011, pursuant to a termination acknowledgement letter, the Company agreed to grant a former employee 50,000 10-year options to purchase shares of common stock at $1.01 per share. The 50,000 options were valued on the grant date at $1.19 per option or a total of $59,500 using a Black-Scholes option pricing model with the following assumptions: stock price of $1.19 per share, volatility of 205%, expected term of 6.5 years, and a risk free interest rate of 3.05%. For the six months ended June 30, 2011, the Company recorded stock-based compensation expense of $59,500.

During the six months ended June 30, 2011, 650,000 options were forfeited in accordance with the termination of employee relationships.

A summary of the stock options as of June 30, 2011 and changes during the period are presented below:

	Number of Options and Warrants			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)
Balance at beginning of year		2,850,000		$	0.60		9.45
Granted		400,000			1.03		10.0
Exercised		-			-		-
Forfeited		(650,000	)		0.63		9.20
Cancelled		-			-		-
Balance outstanding at the end of period		2,600,000		$	0.66		9.07
Options exercisable at end of period		-		$	-
Options expected to vest		2,600,000
Weighted average fair value of options granted during the period				$	1.03

Stock options outstanding at June 30, 2011 as disclosed in the above table have approximately $995,000 intrinsic value at the end of the period.

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (USD $)	4 Months Ended	6 Months Ended
	Jun. 30, 2010	Jun. 30, 2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss attributable to Sagebrush Gold Ltd.	$ (794,006)	$ (3,605,173)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation	2,088	4,053
Bad debts	0	60,794
Amortization of promotional advances	14,364	8,643
Amortization of debt discounts and deferred financing cost	0	1,308,794
Amortization of prepaid expense in connection with the issuance of common stock issued for prepaid services	0	116,665
Contributed officer services	90,000	0
Non-controlling interest	0	(200,768)
Common stock issued for services	240,000	0
Stock-based compensation	46,667	400,375
Changes in operating assets and liabilities:
Restricted cash - current portion	0	(2,185,216)
Accounts receivable	(37,684)	8,196
Advances, participation guarantees, and other receivables, net	(337,250)	454,962
Prepaid expenses	0	(2,310,422)
Deferred financing cost	0	(25,000)
Deposits	(40,269)	(20,000)
Accounts payable and accrued expenses	58,882	226,734
NET CASH USED IN OPERATING ACTIVITIES	(757,208)	(5,757,363)
CASH FLOWS FROM INVESTING ACTIVITIES:
Advances on loan receivable - related party	(25,000)	(18,500)
Advances on notes and loans receivable	0	(375,726)
Collection on note receivable	0	25,000
Cash acquired from acquisition of business	0	2,000,100
Purchase of property and equipment	(32,708)	(3,972)
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES	(57,708)	1,626,902
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock to founders	100	0
Proceeds from sale of common stock, net of issuance cost	1,541,230	246,000
Proceeds from loan payable	160,000	0
Proceeds from note payable - related party	468,500	2,250,000
Proceeds from note payable	0	2,250,000
Proceeds from convertible promissory note - related party	0	100,000
Proceeds from convertible promissory notes	0	650,000
Collection on subscription receivable	0	30
Payments on related party advances	(88,869)	0
Proceeds from related party advances	163,364	3,071
NET CASH PROVIDED BY FINANCING ACTIVITIES	2,244,325	5,499,101
EFFECT OF EXCHANGE RATE ON CASH	0	(10,768)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	1,429,409	1,357,872
CASH AND CASH EQUIVALENTS- beginning of period		509,550
CASH AND CASH EQUIVALENTS- end of period	1,429,409	1,867,422
Cash paid for:
Interest	0	4,771
Income taxes	0	0
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Issuance of common stock for payment of loans payable	360,000	0
Carrying value of assumed assets, liabilities and certain promotion rights agreement contributed from Golden Empire, LLC	(30,551)	0
Common stock issued for prepaid services	0	280,000
Beneficial conversion feature and debt discount in connection with the issuance of convertible promissory notes	0	750,000
Debt discount in connection with the issuance of the credit facility agreement and notes payable	0	1,800,000
Deferred financing cost in connection with the issuance of the credit facility agreement and notes payable	$ 0	$ 900,000

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PROPERTY AND EQUIPMENT

6 Months Ended

Jun. 30, 2011

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT

NOTE 3 – PROPERTY AND EQUIPMENT

Property and equipment consisted of the following:

	Estimated Life	June 30, 2011 (Unaudited)			December 31, 2010
Furniture and fixtures	5 years	$	14,057		$	14,057
Office and computer equipments	5 years		25,117			21,145
Leasehold improvements	5 years		7,250			7,250
			46,424			42,452
Less: accumulated depreciation			(12,981	)		(8,928	)
		$	33,443		$	33,524

For the six months ended June 30, 2011, depreciation expense amounted to $4,053. For the period from February 10, 2010 (inception) to June 30, 2010, depreciation expense amounted to $2,088.

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NOTES PAYABLE

6 Months Ended

Jun. 30, 2011

NOTES PAYABLE

NOTES PAYABLE

NOTE 4 – NOTES PAYABLE

In February 2011, the Company and its wholly-owned subsidiaries, Empire and EXCX Funding Corp. (collectively the “Borrowers”), entered into a credit facility agreement (the “Credit Facility Agreement”) with two lenders, whereby one of the lenders is the Company's Co-Chairman of the Board of Directors. The credit facility consists of a loan pursuant to which $4.5 million can be borrowed on a senior secured basis. The indebtedness under the loan facility will be evidenced by a promissory note payable to the order of the lenders. The loan shall be used exclusively to fund the costs and expenses of certain music and sporting events (the “Events”) as agreed to by the parties. The notes bear interest at 6% per annum and mature on January 31, 2012, subject to acceleration in the event the Borrowers undertake third party financing. In addition to the 6% interest, the Borrower shall also pay all interest, fees, costs and expenses incurred by lenders in connection with the issuance of this loan facility. Pursuant to the Credit Facility Agreement, the Borrowers entered into a Master Security Agreement, Collateral Assignment and Equity Pledge with the lenders whereby the Borrowers collaterally assigned and pledged to lenders, and granted to lenders a present, absolute, unconditional and continuing security interest in, all of the property, assets and equity interests of the Company as defined in such agreement. Furthermore, in connection with the Credit Facility Agreement, the Lenders entered into a Contribution and Security Agreement (the “Contribution Agreement”) with the Company's Chief Executive Officer, Sheldon Finkel, pursuant to which Sheldon Finkel agreed to pay or reimburse the lenders the pro rata portion (1/3) of any net losses from Events and irrevocably pledged to lenders a certain irrevocable letter of credit dated in June 2010 in favor of Sheldon Finkel. As consideration for the extension of credit pursuant to the Credit Facility Agreement, the Borrowers are obligated to pay a fee equal to 15% of the initial loan commitment of $4.5 million (the “Preferred Return Fee”) of which the Company's Chief Executive Officer, Sheldon Finkel, shall receive a pro-rata portion (1/3). The Preferred Return Fee shall be payable if at all, only out of the net profits from the Events.  Accordingly, the Company shall record the

Preferred Return Fee upon attaining net profits from the Events. The Company also agreed to issue to the lenders and Sheldon Finkel an aggregate of 2,250,000 shares of the Company's newly designated Series A Preferred Stock, convertible into one share each of the Company's common stock. The Company valued the 2,250,000 Series A Preferred Stock at the fair market value of the underlying common stock on the date of grant at $1.20 per share or $2,700,000 and recorded a debt discount of $1,800,000 and deferred financing cost of $900,000 which are being amortized over the term of the notes. Such deferred financing cost represents the 750,000 Series A Preferred Stock issued to Sheldon Finkel for guaranteeing one-third of the net losses and assignment of that certain irrevocable letter of credit, as described above. On May 4, 2011, 1,500,000 of these preferred shares were converted into common stock. Although the amount cannot be reasonably estimated at this time, management believes that revenues from the Events will not exceed its costs and accordingly the Company will be indebted to the Lenders, including the Co-Chairman of the Company, and the Credit Facility Agreement may be in default after accounting for the revenues from the Events.  As a result, the obligations under the Contribution Agreements will become obligations of the parties thereto to each other. As of June 30, 2011, accrued interest and fees on these notes amounted to $123,514.

At June 30, 2011, note payable consisted of the following:

Note payable                                                              $       2,250,000

Less: debt discount                                                             (565,790)

                                                                           --------------------------

Note payable, net                                                     $        1,684,210

                                                                           ===============

At June 30, 2011, note payable – related party consisted of the following:

Note payable – related party                                     $     2,250,000

Less: debt discount   – related party                                (565,790)

                                                                           --------------------------

Note payable - related party, net                              $     1,684,210

                                                                           ===============

For the six months ended June 30, 2011, amortization of debt discount and deferred financing cost amounted to $736,330 and is included in interest expense. As of June 30, 2011, deferred financing cost amounted to $565,790 in connection with the issuance of Series A Preferred Stock issued to Sheldon Finkel for guaranteeing one-third of the net losses and assignment of that certain irrevocable letter of credit.

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CONVERTIBLE PROMISSORY NOTES

6 Months Ended

Jun. 30, 2011

CONVERTIBLE PROMISSORY NOTES [Abstract]

CONVERTIBLE PROMISSORY NOTES

NOTE 5 – CONVERTIBLE PROMISSORY NOTES

On February 1, 2011, the Company raised $750,000 in consideration for the issuance of convertible promissory notes from various investors, including $100,000 from the Company's Co-Chairman of the Board of Directors. The convertible promissory notes bear interest at 5% per annum and are convertible into shares of the Company's common stock at a fixed rate of $1.00 per share. The convertible promissory notes are due on February 1, 2012. In connection with these convertible promissory notes, the Company issued 750,000 shares of the Company's common stock. The Company valued these common shares at the fair market value on the date of grant. The funds are required to be held in escrow and may be released only in order to assist the Company in paying third party expenses, which may include activities related to broadening the Company's shareholder base through shareholder awareness campaigns and other activities.

In accordance with ASC 470-20-25, the convertible promissory notes were considered to have an embedded beneficial conversion feature because the effective conversion price was less than the fair value of the Company's common stock. In addition the Company allocated the proceeds received from such financing transaction to the convertible promissory note and the detached 750,000 shares of the Company's common stock on a relative fair value basis in accordance with ASC 470 -20 “Debt with Conversion and Other Options”. Therefore the portion of proceeds allocated to the convertible debentures and the detached common stock amounted to $750,000 and was determined based on the relative fair values of each instruments at the time of issuance.  Consequently the Company recorded a debt discount of $750,000 which is limited to the amount of proceeds and is being amortized over the term of the convertible promissory notes. The Company evaluated whether or not the convertible promissory notes contain embedded conversion features, which meet the definition of derivatives under ASC 815-15 “Accounting for Derivative Instruments and Hedging Activities” and related interpretations. The Company concluded that since the convertible promissory notes have a fixed conversion price of

$1.00, the convertible promissory notes are not considered derivatives. As of June 30, 2011, accrued interest on these convertible promissory notes amounted to $15,437.

At June 30, 2011, convertible promissory notes consisted of the following:

Convertible promissory notes                                              $         650,000

 Less: debt discount                                                                        (384,658)

                                                                                        --------------------------

Convertible promissory notes, net                                      $          265,342

                                                                                         ===============

At June 30, 2011, convertible promissory note – related party consisted of the following:

Convertible promissory note – related party                     $          100,000

 Less: debt discount                                                                           (59,178)

                                                                                          --------------------------

Convertible promissory notes – related party, net            $           40,822

                                                                                          ===============

For the six months ended June 30, 2011, amortization of debt discount amounted to $306,164 and is included in interest expense.

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) (Unaudited) (USD $)	3 Months Ended		4 Months Ended	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2010	Jun. 30, 2011
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract]
Interest expense and other finance costs, net of interest income	$ 25,682	$ 0	$ 0	$ 25,682

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ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2011

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization

 Sagebrush Gold Ltd. (the “Company”), formerly The Empire Sports & Entertainment Holdings Co., formerly Excel Global, Inc. (the “Shell”), was incorporated under the laws of the State of Nevada on August 2, 2007. We operated as a web-based service provider and consulting company.  In September 2010, we changed our name to The Empire Sports & Entertainment Holdings Co, which was subsequently changed to Sagebrush Gold Ltd. on May 16, 2011.

On September 29, 2010, the Company entered into a Share Exchange Agreement (the “Exchange Agreement”) with The Empire Sports & Entertainment, Co., a privately held Nevada corporation incorporated on February 10, 2010 (“Empire”), and the shareholders of Empire (the “Empire Shareholders”). Upon closing of the transaction contemplated under the Exchange Agreement (the “Exchange”), the Empire Shareholders transferred all of the issued and outstanding capital stock of Empire to the Company in exchange for shares of common stock of the Company.  Such Exchange caused Empire to become a wholly-owned subsidiary of the Company.

At the closing of the Exchange, each share of Empire's common stock issued and outstanding immediately prior to the closing of the Exchange was exchanged for the right to receive one share of the Company's common stock. Accordingly, an aggregate of 19,602,000 shares of the Company's common stock were issued to the Empire Shareholders. Additionally, pursuant to the Agreement of Conveyance, Transfer of Assets and Assumption of Obligations (the “Conveyance Agreement”), the Company's former officers and directors cancelled 17,596,603 of the Company's common stock they owned. Such shares were administratively cancelled subsequent to the Exchange pursuant to the Conveyance Agreement (see below). After giving effect to the cancellation of shares, the Company had a total of 2,513,805 shares of common stock outstanding immediately prior to Closing. After the Closing, the Company had a total of 22,115,805 shares of common stock outstanding, with the Empire Shareholders owning 89% of the total issued and outstanding shares of the Company's common stock.

On October 8, 2010, the Company administratively entered into a series of agreements with the purpose of transferring certain of the residual assets and liabilities which were owned by the Shell with which the Company did a reverse merger on September 29, 2010. These agreements were effectively consummated on the date of reverse merger. The agreements transferred certain assets and liabilities in connection with a website business to the former shareholders of the Shell in exchange for 17,596,603 shares of the Company's common stock.  Management believes that the fair value of the shares received for those assets and liabilities was not material. The shares were cancelled immediately upon receipt.

Prior to the Exchange, the Company was a shell company with no business operations.

The Exchange is being accounted for as a reverse-merger and recapitalization. Empire is the acquirer for financial reporting purposes and the Company is the acquired company. Consequently, the assets and liabilities and the operations that will be reflected in the historical financial statements prior to the Exchange will be those of Empire and will be recorded at the historical cost basis of Empire, and the consolidated financial statements after completion of the Exchange will include the assets and liabilities of the Company and Empire, historical operations of Empire and operations of the Company from the closing date of the Exchange.

Empire was incorporated in Nevada on February 10, 2010 to succeed to the business of its predecessor company, Golden Empire, LLC (“Golden Empire”), which was formed and commenced operations on November 30, 2009. Empire is principally engaged in the production and promotion of music and sporting events. The Company assumed all assets, liabilities and certain promotion rights agreements entered into by Golden Empire at carrying value of ($30,551) which approximated fair value on February 10, 2010. Golden Empire ceased operations on that date. The results of operations for the period from January 1, 2010 to February 9, 2010 of Golden Empire were not material. As a result of the Exchange, Empire became a wholly-owned subsidiary of the Company and the Company succeeded to the business of Empire as its sole line of business.

A newly-formed wholly-owned subsidiary, EXCX Funding Corp., a Nevada corporation was formed in January 2011 for the purpose of entering into a Credit Facility Agreement in February 2011 (see Note 4).

On April 26, 2011, a shareholder agreement (the “Shareholder Agreement”) was executed and entered into between Empire, Concert International Inc. (“CII”) and Capital Hoedown Inc.  (“Capital Hoedown”). Pursuant to the Shareholder Agreement, Empire has the right to select two directors, and CII has the right to select one director of Capital Hoedown. Based on the Shareholder Agreement, Empire owns 66.67% and CII owns 33.33% of the corporate joint venture (see Note 8). Contemporaneously with the execution of the Shareholder Agreement, Empire issued a revolving demand loan to CII and Denis Benoit, up to a maximum amount of $500,000.  Additionally, Empire issued a revolving demand loan to the Company's majority owned subsidiary, Capital Hoedown Inc., up to a maximum amount of $4,000,000 which bears 10% interest per annum and payable on the earlier of the termination date on January 15, 2012 or upon demand by Empire. Such loan to the Company's majority owned subsidiary, Capital Hoedown Inc., is considered an intercompany transaction and as such is eliminated at consolidation.

On May 16, 2011, the Company filed a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of the State of Nevada in order to change its name to “Sagebrush Gold Ltd.” from “The Empire Sports & Entertainment Holdings Co.”   

On May 24, 2011, the Company entered into four limited liability company membership interests purchase agreements (the “Agreements”) with the owners of Arttor Gold LLC (“Arttor Gold”).  Each of the owners of Arttor Gold, (the “Members”) sold their interests in Arttor Gold in privately negotiated sales resulting in the Company acquiring 100% of Arttor Gold.  Pursuant to the Agreements, the Company issued 8,000,000 shares of preferred stock, designated Series B Convertible Preferred Stock, par value $0.0001 per share (the “Series B Preferred Stock”) and 13,000,000 shares of Common Stock in exchange for 100% membership interests in Arttor Gold.  Each share of Series B Convertible Preferred Stock is convertible into one share each of the Company's common stock. Assuming the conversion into Common Stock of the Series B Preferred Stock, the Company has an additional 21,000,000 shares of its Common Stock, on a fully-diluted basis, outstanding following the transaction. As a result of this transaction, on May 24, 2011, Arttor Gold became a wholly-owned subsidiary of the Company. Arttor Gold (an exploration stage company), a Nevada limited liability company, was formed and organized on April 28, 2011. Arttor Gold operates as a U.S. based junior gold exploration and mining company.

A newly-formed wholly-owned subsidiary, Noble Effort Gold, LLC, a Nevada corporation was formed in June 2011.

Basis of presentation

The consolidated condensed financial statements are prepared in accordance with generally accepted accounting principles in the United States of America ("US GAAP") and present the financial statements of the Company, its wholly-owned subsidiaries and a subsidiary with a majority voting interest of  approximately 67% (33% is owned by non-controlling interests). In the preparation of consolidated financial statements of the Company, intercompany transactions and balances are eliminated and net earnings are reduced by the portion of the net earnings of subsidiaries applicable to non-controlling interests. All adjustments (consisting of normal recurring items) necessary to present fairly the Company's financial position as of June 30, 2011, and the results of operations and cash flows for the six months ended June 30, 2011 have been included. The results of operations for the six months ended June 30, 2011 are not necessarily indicative of the results to be expected for the full year. The accounting policies and procedures employed in the preparation of these consolidated condensed financial statements have been derived from the audited financial statements of the Company for the period ended December 31, 2010, which are contained in Form 10-K as filed with the Securities and Exchange Commission on March 15, 2011. The consolidated balance sheet as of December 31, 2010 was derived from those financial statements.

Use of estimates

In preparing the condensed consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the condensed consolidated balance sheet, and revenues and expenses for the period then ended.  Actual results may differ significantly from those estimates. Significant estimates made by management include, but are not limited to,  allowance for bad debts, the useful life of property and equipment, the fair values of certain promotional contracts and the assumptions used to calculate fair value of options granted, beneficial conversion on notes payable, common stock issued for services and common stock issued in connection with an acquisition.

Non-controlling Interests in Consolidated Financial Statements

In December 2007, the FASB issued ASC 810-10-65, “Non-controlling Interests in Consolidated Financial Statements, an amendment of Accounting Research Bulletin No. 51,” (“SFAS No. 160”).  This statement clarifies that a non-controlling (minority) interest in a subsidiary is an ownership interest in the entity that should be reported as equity in the consolidated financial statements. It also requires consolidated net income to include the amounts attributable to both the parent and non-controlling interest, with disclosure on the face of the consolidated income statement of the amounts attributed to the parent and to the non-controlling interest. This statement is effective for fiscal years beginning after December 15, 2008, with presentation and disclosure requirements applied retrospectively to comparative financial statements. In accordance with ASC 810-10-45-21, those losses attributable to the parent and the non-controlling interest in subsidiary may exceed their interests in the subsidiary's equity. The excess and any further losses attributable to the parent and the non-controlling interest shall be attributed to those interests even if that attribution results in a deficit non-controlling interest balance. As of June 30, 2011, the Company recorded a deficit non-controlling interest balance of $200,768 in connection with our majority-owned subsidiary, Capital Hoedown Inc. as reflected in the accompanying consolidated balance sheets.

Cash and cash equivalents

The Company considers all highly liquid investments with a maturity of three months or less when acquired to be cash equivalents. The Company places its cash with a high credit quality financial institution. The Company's account at this institution is insured by the Federal Deposit Insurance Corporation ("FDIC") up to $250,000. In addition to the basic insurance deposit coverage, the FDIC is providing temporary unlimited coverage for non-interest bearing transaction accounts through December 31, 2012. At June 30, 2011, the Company has reached bank balances exceeding the FDIC insurance limit by approximately $835,000. To reduce its risk associated with the failure of such financial institution, the Company evaluates at least annually the rating of the financial institution in which it holds deposits.

Fair value of financial instruments

The carrying amounts reported in the balance sheet for cash and cash equivalents, restricted cash, accounts receivable, other receivables, prepaid expenses, accounts payable and accrued expenses approximate their estimated fair market value based on the short-term maturity of these instruments. The Company did not identify any other assets or liabilities that are required to be presented on the condensed consolidated balance sheets at fair value in accordance with the accounting guidance.

Restricted cash

The Company considers cash that is held as a compensating balance for letter of credit arrangements, cash held in escrow and funds that will be exclusively used for certain music and sporting events as restricted cash.

Restricted cash – current and long term portion, consisted of the following:

	June 30, 2011		December 31, 2010
Letter of credit arrangements – current portion	$	560,000	$	560,000
Letter of credit arrangements – long-term portion		500,000		500,000
Cash held in escrow		487,649		-
Funds to be used for a particular event		1,697,567		-
	$	3,245,216	$	1,060,000

Letter of credit arrangements were held primarily in certificates of deposit to be used as security in accordance with the terms of the employment agreements with the Company's Chief Executive Officer and Executive Vice President. The letter of credit may be reduced after six months, and after each six month period thereafter, in increments of $250,000. Restricted cash long-term portion represents the amount that may be reduced after 1 year.

Accounts receivable

The Company has a policy of reserving for accounts receivable based on its best estimate of the amount of probable credit losses in its existing accounts receivable.  The Company periodically reviews its accounts receivable to determine whether an allowance is necessary based on an analysis of past due accounts and other factors that may indicate that the realization of an account may be in doubt.  Account balances deemed to be uncollectible are charged to bad debt expense after all means of collection have been exhausted and the potential for recovery is considered remote. At June 30, 2011 and December 31, 2010, management determined that an allowance was necessary which amounted to $131,225 and $30,500, respectively. The Company recorded bad debt expense of $60,794 for the six months ended June 30, 2011 and $0 for the prior period ended June 30, 2010.

Property and equipment

Property and equipment are carried at cost. The cost of repairs and maintenance is expensed as incurred; major replacements and improvements are capitalized.  When assets are retired or disposed of, the cost and accumulated depreciation are removed from the accounts, and any resulting gains or losses are included in income in the year of disposition.  Depreciation is calculated on a straight-line basis over the estimated useful life of the assets, generally one to five years.

Impairment of long-lived assets

Long-lived assets of the Company are reviewed for impairment whenever events or circumstances indicate that the carrying amount of assets may not be recoverable. The Company recognizes an impairment loss when the sum of expected undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference between the asset's estimated fair value and its book value. The Company did not consider it necessary to record any impairment charges for the six months ended June 30, 2011 and for the period from February 10, 2010 (inception) to June 30, 2010.

Income taxes

The Company accounts for income taxes in accordance with Accounting Standards Codification (“ASC”) Topic 740, Income Taxes.  Under ASC Topic 740, deferred tax assets are recognized for future deductible temporary differences and for tax net operating loss and tax credit carry-forwards, and deferred tax liabilities are recognized for temporary differences that will result in taxable amounts in future years. Deferred tax assets and liabilities are measured using the enacted tax rates expected to apply to taxable income in the periods in which the deferred tax asset or liability is expected to be realized or settled. A valuation allowance is provided to offset the net deferred tax asset if, based upon the available evidence, management determines that it is more likely than not that some or all of the deferred tax asset will not be realized.

ASC Topic 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740, also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company may, from time to time, be assessed interest and/or penalties by taxing jurisdictions, although any such assessments historically have been minimal and immaterial to its financial results. The Company's Federal tax returns for 2010 are still open. In the event the Company has received an assessment for interest and/or penalties, it has been classified in the statements of operations as other general and administrative costs.

Revenue recognition

The Company records revenue when persuasive evidence of an arrangement exists, services have been rendered or product delivery has occurred, the sales price to the customer is fixed or determinable, and collectability is reasonably assured.

In accordance with ASC Topic 605-45 “Revenue Recognition – Principal Agent Considerations”, the Company reports revenues for transactions in which it is the primary obligor on a gross basis and revenues in which it acts as an agent on and earns a fixed percentage of the sale on a net basis, net of related costs. Credits or refunds are recognized when they are determinable and estimable.

The Company earns revenue primarily from live event ticket sales, participation guarantee fees, sponsorship, advertising, concession fees, promoter and advisory services fees, television rights fee and pay per view fees for events broadcast on television or cable.

The following policies reflect specific criteria for the various revenue streams of the Company:

· Revenue from ticket sales is recognized when the event occurs. Advance ticket sales and event-related revenues for future events are deferred until earned, which is generally once the events are conducted. The recognition of event-related expenses is matched with the recognition of event-related revenues.

· Revenue from participation guarantee fee, sponsorship, advertising, television/cable distribution agreements, promoter and advisory service agreements is recognized in accordance with the contract terms, which are generally at the time events occur.

· Revenue from the sale of products is recognized at the point of sale at the live event concession stands.   

The following table provides data regarding the source of our net revenues:

	For the Six Months Ended  June 30, 2011					For the period from February 10, 2010 (Inception) to June 30, 2010
	$		% of Total			$		% of Total
Live events – promoter's fee and related revenues		314,764		96	%		80,195		37	%
Television rights fee		-		-			101,889		47	%
Advertising – sponsorships		12,572		4	%		32,500		15	%
Total		327,336		100	%		214,584		100	%

Cost of revenues and prepaid expenses

Costs related to live events are recognized when the event occurs. Event costs paid prior to an event are capitalized to prepaid expenses and then charged to expense at the time of the event. Cost of other revenue streams are recognized at the time the related revenues are realized. Prepaid expenses of $2,616,863 and $143,106 at June 30, 2011 and December 31, 2010, respectively, consist primarily of costs paid for future events which will occur within a year, such as cost paid for a music event that will occur in August 2011. Prepaid expenses also include prepayments of insurance, public relation services and other administrative expenses which are being amortized over the terms of the agreements.

Concentrations of credit risk and major customers

Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. Management believes the financial risks associated with these financial instruments are not material. The Company places its cash with high credit quality financial institutions. The Company maintains its cash in bank deposit accounts that, at times, may exceed Federally insured limits.

For the six months ended June 30, 2011, we recognized revenues from promoter and advisory fee from live events of $314,764 from four companies that accounted for 15%, 29%, 25%, and 29%, respectively, of our total net revenues. For the period from February 10, 2010 (Inception) to June 30, 2010, we recognized revenues from television rights fee of $101,889 from one company that accounted for 48% of our total net revenues. At June 30, 2011, one customer accounted for 100% of accounts receivable. At December 31, 2010, two customers accounted for 95% of accounts receivable.

Advances, participation guarantees and other receivables

Advances receivable represent cash paid in advance to athletes for their training. The Company has the right to offset the advances against the amount payable to such athletes for their future sporting events. The amounts advanced under such arrangements are short-term in nature. Promotional advances represents signing bonuses paid to athletes upon signing the promotional agreements with the Company. Promotional advances are amortized over the terms of the promotional agreements, generally from three to four years. During the six months ended June 30, 2011, amortization of these promotional advances amounted to $8,643 which is included under the caption of live events expenses in the accompanying condensed consolidated statements of operations. Other receivables consist primarily of interest receivables. The carrying amount of the assigned promotional advances of $59,612 were allocated to retained earnings as a result of the Separation agreement entered into between the Company and the former president of the Company on March 28, 2011 in accordance with ASC 505-30 “Treasury Stock” (see Note 7).

	June 30, 2011		December 31, 2010
Advances receivable	$	-	$	13,250
Promotional advances – current portion		-		34,572
Promotional advances – long-term portion		-		49,153
Refundable advance		-		205,000
Participation guarantees, net of allowance		-		255,000
Other receivables		52,142		18,474
	$	52,142	$	575,449

Advertising

Advertising is expensed as incurred and is included in sales and marketing expenses on the accompanying condensed consolidated statement of operations.  For the six months ended June 30, 2011, advertising expense totaled $268,073. For the period from February 10, 2010 (inception) to June 30, 2010, advertising expense totaled $20,745.

Net loss per common share

Net loss per common share is calculated in accordance with ASC Topic 260: Earnings Per Share (“ASC 260”). Basic loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. The computation of diluted net loss per share does not include dilutive common stock equivalents in the weighted average shares outstanding as they would be anti-dilutive. As of June 30, 2011, potential shares of common stock could arise from 2,600,000 stock options, 8,750,000 shares of convertible preferred stock and 750,000 shares equivalents issuable pursuant to embedded conversion features which could potentially dilute future earnings per share. For the period from February 10, 2010 (inception) to June 30, 2010, there were 2,800,000 options which could potentially dilute future earnings per share.

The following table sets forth the computation of basic and diluted loss per share:

	Six month  period ended June 30, 2011			For the Period from February 10, 2010 to June 30, 2010
Numerator:
Net loss attributable to Sagebrush Gold Ltd.	$	(3,605,173	)	$	(794,006	)
Denominator:
Denominator for basic loss per share
(weighted-average shares)		25,718,458			12,379,437
Denominator for dilutive loss per share
(adjusted weighted-average)		37,818,458			15,179,437
Basic and diluted loss per share from continuing operations	$	(0.14	)	$	( 0.06	)

 The following sets forth the computation of weighted-average common shares outstanding basic and diluted for the period ended June 30:

	June 30, 2011	June 30, 2010
Weighted-average common shares     oustanding (Basic)	25,718,458	12,379,437
Weighted-average common stock
Equivalents
Stock options	2,600,000	2,800,000
Convertible preferred stock	8,750,000	-
Convertible promissory notes -
Embedded conversion feature	750,000	-
Weighted-average common shares      outstanding (Diluted)	37,818,458	15,179,437

Stock-based compensation

Stock-based compensation is accounted for based on the requirements of the Share-Based Payment Topic of ASC 718 which requires recognition in the consolidated condensed financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award (presumptively, the vesting period). The ASC also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award.

Pursuant to ASC Topic 505-50, for share-based payments to consultants and other third-parties, compensation expense is determined at the “measurement date.” The expense is recognized over the vesting period of the award. Until the measurement date is reached, the total amount of compensation expense remains uncertain. The Company initially records compensation expense based on the fair value of the award at the reporting date.

Related parties

Parties are considered to be related to the Company if the parties, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. The Company discloses all related party transactions.

The Company considers Denis Benoit a related party, as executive officer of Capital Hoedown, Inc.  Commencing in November 2010 the Company advanced funds to Mr. Benoit personally, and subsequently to a joint venture, which as a result of Mr. Benoit's position as an executive officer may constitute a violation of Section 402 of the Sarbanes Oxley Act of 2002 (“SOX”).  Certain of the funds loaned may have been utilized for non joint venture expenses of Mr. Benoit or a predecessor entity (see Note 2).

Recent accounting pronouncements

In June 2009, the FASB issued ASC Topic 810-10, “Amendments to FASB Interpretation No. 46(R)”. This updated guidance requires a qualitative approach to identifying a controlling financial interest in a variable interest entity (“VIE”), and requires ongoing assessment of whether an entity is a VIE and whether an interest in a VIE makes the holder the primary beneficiary of the VIE. ASC Topic 810-10 is effective for annual reporting periods beginning after November 15, 2009.

In July 2010, the FASB issued ASU No. 2010-20, “Receivables (Topic 310): Disclosures about the Credit Quality of Financing Receivables and the Allowance for Credit Losses”. ASU 2010-20 requires additional disclosures about the credit quality of a company's loans and the allowance for loan losses held against those loans. Companies will need to disaggregate new and existing disclosures based on how it develops its allowance for loan losses and how it manages credit exposures. Additional disclosure is also required about the credit quality indicators of loans by class at the end of the reporting period, the aging of past due loans, information about troubled debt restructurings, and significant purchases and sales of loans during the reporting period by class. The new guidance is effective for interim and annual periods beginning after December 15, 2010. Management anticipates that the adoption of these additional disclosures will not have a material effect on the Company's financial position or results of operations.

Other accounting standards that have been issued or proposed by the FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption.

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REPORTABLE SEGMENT

6 Months Ended

Jun. 30, 2011

REPORTABLE SEGMENT [Abstract]

REPORTABLE SEGMENT

NOTE 10 - REPORTABLE SEGMENT

ASC Topic 280 requires use of the "management approach" model for segment reporting. The management approach model is based on the way a company's management organizes segments within the company for making operating decisions and assessing performance. Reportable segments are based on products and services, geography, legal structure, management structure, or any other manner in which management disaggregates a company. During the six months ended June 30, 2011, the Company operated in two reportable business segments - (1) the sports and entertainment and (2) the resource exploration. The Company's reportable segments, although integral to the success of the others, offer distinctly different products and services. The Company did not have any reportable segments in the 2010 period.  Information with respect to these reportable business segments for the six months ended June 30, 2011 is as follows:

Revenues:
Sports and entertainment	$	327,336
Resource exploration		-
		327,336
Depreciation:
Sports and entertainment		4,053
Resource exploration		-
		4,053
Interest expense:
Sports and entertainment		1,126,221
Resource exploration		-
Other (a)		322,235
		1,448,456
Net (loss) attributable to Sagebrush Gold Ltd.:
Sports and entertainment		(2,271,913	)
Resource exploration		(67,151	)
Other (a)		(1,266,109	)
		(3,605,173	)
Total Assets:
Sports and entertainment	$	6,337,932
Resource exploration		1,723,487
Other (a)		1,120,736
	$	9,182,155

(a)   The Company does not allocate any general and administrative expenses to its reportable segments, because these activities are managed at a corporate level.

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CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (USD $)	Jun. 30, 2011	Dec. 31, 2010
CURRENT ASSETS:
Cash and cash equivalents	$ 1,867,422	$ 509,550
Restricted cash - current portion	2,745,216	560,000
Accounts receivable, net	225,000	293,990
Notes and loans receivable	33,500	123,544
Loan receivable - related party	459,270	0
Advances, participation guarantees, and other receivables, net	52,142	526,296
Prepaid expenses	2,616,863	143,106
Deferred financing cost	590,790	0
Total Current Assets	8,590,203	2,156,486
OTHER ASSETS:
Restricted cash - long-term portion	500,000	500,000
Property and equipment, net	33,443	33,524
Advances - net of current portion	0	49,153
Deposits	58,509	38,509
Total Other Assets - Net	591,952	621,186
Total Assets	9,182,155	2,777,672
CURRENT LIABILITIES:
Accounts payable and accrued expenses	349,813	101,329
Note payable, net of debt discount	1,684,210	0
Note payable - related party, net of debt discount	1,684,210	0
Convertible promissory notes, net of debt discount	265,342	0
Convertible promissory note - related party, net of debt discount	40,822	0
Due to related party	3,071	0
Total Liabilities	4,027,468	101,329
Commitments and Contingencies
STOCKHOLDERS' EQUITY :
Common stock ($.0001 Par Value; 500,000,000 Shares Authorized; 37,095,805 and 22,135,805 shares issued and outstanding as of June 30, 2011 and December 31, 2010, respectively)	3,709	2,213
Additional paid-in capital	11,101,972	4,749,678
Accumulated deficit	(5,740,333)	(2,075,548)
Other comprehensive loss - cumulative foreign currency translation adjustment	(10,768)	0
Total Sagebrush Gold Ltd. Deficit	5,355,455	2,676,343
Non-Controlling Interest in Subsidiary	(200,768)	0
Total Stockholders' Equity	5,154,687	2,676,343
Total Liabilities and Stockholders' Equity	9,182,155	2,777,672
Series A [Member]
STOCKHOLDERS' EQUITY :
Preferred stock	75	0
Series B [Member]
STOCKHOLDERS' EQUITY :
Preferred stock	$ 800	$ 0