Notes Payable

9 Months Ended

Sep. 30, 2012

7. Notes Payable

At September 30, 2012 and at December 31, 2011, notes payable and accrued interest consisted of:

	2012		2011
Rasel notes payable and accrued interest	$	139,301	$	135,548
Glendon note payable		155,242		-
Cordelia note payable and accrued interest		279,123		1,006,944

	$	573,666	$	1,142,492

Rasel LTD - Convertible Notes Payable

On October 6, 2009 the Company signed a note payable for $25,000 to Rasel due on October 6, 2010 bearing interest at 4% per annum. The proceeds were used to pay for half of existing accounts payable for legal fees incurred at the Company’s inception. On October 20, 2009 the Company signed a note payable for $50,000 payable to Rasel due on October 20, 2010 bearing interest at 4% per annum. These proceeds were used to pay for startup costs, audit fees and future expenses. On January 22, 2010 the Company signed a note payable for $50,000 payable to Rasel due on October 30, 2011 bearing interest at 4% per annum. These proceeds were used for working capital and expenditures. On January 22, 2010 the Company signed an amendment to extend the maturity date of the promissory notes in the amount of $25,000 and $50,000 dated October 6, 2009 and October 20, 2009, respectively, to October 30, 2011. On March 2, 2011 the Company and Rasel agreed to extend the maturity of all notes to December 31, 2012 in consideration of adding a conversion feature to the notes with either a 5% discount to the market price or a fixed price of $0.60. The extension of maturity was effective as of December 30, 2010.

The balance of the notes as of September 30, 2012 and December 31, 2011was $139,301 and $135,548, respectively, which includes accrued interest in the amounts of $14,301 and $10,548 at September 30, 2012 and December 31, 2011, respectively.

Glendon Note Payable

On September 30, 2012, the Company converted a payable in the amount of $155,242 to a note payable. This note bears annual interest at 10%, and matures on December 31, 2012.

Cordelia (CDOO) Note Payable

The Company entered into a settlement agreement to annul its purchase of Triple 8 stock and issued a new promissory note to CDOO in the principal amount of $1,000,000. The CDOO note bears interest at the rate of ten percent (10%) per annum and is due and payable in full on November 30, 2012. Payments made for the nine months ended September 30, 2012 amounted to $$773,732 of which $45,911 was for accrued interest. The balance due at September 30, 2012 on the CDOO note is $279,123. The balance due as of December 31, 2011 on the CDOO note was $1,006,944, which included accrued interest in the amount of $6,944.