0001493152-19-007892.txt : 20190520 0001493152-19-007892.hdr.sgml : 20190520 20190520163230 ACCESSION NUMBER: 0001493152-19-007892 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 54 CONFORMED PERIOD OF REPORT: 20190331 FILED AS OF DATE: 20190520 DATE AS OF CHANGE: 20190520 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Dream Homes & Development Corp. CENTRAL INDEX KEY: 0001518336 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 202208821 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-55445 FILM NUMBER: 19839199 BUSINESS ADDRESS: STREET 1: 314 S. MAIN STREET CITY: FORKED RIVER STATE: NJ ZIP: 08731 BUSINESS PHONE: 609-693-8881 MAIL ADDRESS: STREET 1: 314 S. MAIN STREET CITY: FORKED RIVER STATE: NJ ZIP: 08731 FORMER COMPANY: FORMER CONFORMED NAME: Virtual Learning Company, Inc. DATE OF NAME CHANGE: 20110415 10-Q 1 form10-q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

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

For the Quarterly Period Ended March 31, 2019

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

For the transition period from __________ to __________

Commission File No. 000-55445

DREAM HOMES & DEVELOPMENT CORPORATION

(Exact Name of Registrant As Specified In Its Charter)

Nevada

20-2208821

(State Or Other Jurisdiction Of

Incorporation Or Organization)

(I.R.S. Employer

Identification No.)

314 South Main Street Forked River, New Jersey 08731

(Address of Principal Executive Offices and Zip Code)

609 693 8881

Registrant’s Telephone Number, Including Area Code:

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T 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. See definition of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer [ ] Accelerated Filer [ ] Non-Accelerated Filer [ ] Smaller Reporting Company [X]

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

Yes [ ] No [X]

The number of shares outstanding of the registrant’s common stock, as of May 15, 2019, was 24,258,993.

Explanatory Note: SEC rules require that financial statements of issuers included in Form 10-Q be reviewed by the issuers independent registered public accounting form. The review of the consolidated financial statements contained in this form 10-Q for the quarterly period ended March 31, 2018 has not yet been completed by our independent registered public accounting form, Michael T. Studer, CPA, PC. As soon as such review is completed, we will file an amended form 10-Q.

DREAM HOMES & DEVELOPMENT CORPORATION

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION	F-3
ITEM 1. FINANCIAL STATEMENTS	F-3
Consolidated Balance Sheet	F-3
Consolidated Statements of Operations and Comprehensive Income (Loss)	F-4
Consolidated Statements of Cash Flow	F-5
Notes to Consolidated Financial Statements	F-6
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	19
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS	25
ITEM 4. CONTROLS AND PROCEDURES	25

PART II. OTHER INFORMATION	25
ITEM 1. LEGAL PROCEEDINGS	25
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	25
ITEM 3. DEFAULTS UPON SENIOR SECURITIES AND CONVERTIBLE NOTES	25
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS	25
ITEM 5. OTHER INFORMATION	25
ITEM 6. EXHIBITS	26
SIGNATURES	27

PART 1 - FINANCIAL INFORMATION

DREAM HOMES & DEVELOPMENT CORPORATION

CONSOLIDATED BALANCE SHEETS

	March 31, 2019			December 31, 2018
	Unaudited			Unaudited
ASSETS

CURRENT ASSETS
Cash	$	183,590		$	118,687
Accounts receivable		344,614			349,218
Costs in excess of billings and estimated earnings		158,181			105,847
Total current assets		686,385			573,752

PROPERTY AND EQUIPMENT, net		16,769			10,731

OTHER ASSETS
Accounts receivable		32,000			32,000
Security deposit		2,200			2,200
Deposits and costs coincident to acquisition of land for development		332,865			360,967

Total assets	$	1,070,219		$	979,650

LIABILITIES AND STOCKHOLDERS’ EQUITY

CURRENT LIABILITIES
Accounts payable and accrued expenses	$	428,821		$	317,634
Billings in excess of costs and estimated earnings		294,795			254,208
Income tax payable		21,525			21,525
Loans payable		20,000			20,000
Loans payable to related parties		48,205			52,243
Total current liabilities		813,346			665,610

STOCKHOLDERS’ EQUITY
Preferred stock; 5,000,000 shares authorized, $.001 par value, as of March 31, 2019 and December 31, 2018, there are no shares outstanding		-			-
Common stock; 70,000,000 shares authorized, $.001 par value, as of March 31, 2019 and December 31, 2018, there are 24,200,993 shares outstanding, respectively; and 16,000 shares committed not yet issued at March 31, 2019 and December 31, 2018, respectively		24,201			24,201
Additional paid-in capital		1,554,144			1,554,144
Accumulated deficit		(1,321,472	)		(1,264,305	)

Total stockholders’ equity		256,873			314,040

Total liabilities and stockholders’ equity	$	1,070,219		$	979,650

The accompanying notes are an integral part of these financial statements.

F-3

DREAM HOMES & DEVELOPMENT CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

	Three months ended March 31, 2019			Three months ended March 31, 2018
	Unaudited			Unaudited
Revenue:
Construction contracts	$	775,599		$	575,560
Total revenue		775,599			575,560

Cost of construction contracts		565,191			364,212

Gross profit		210,408			211,348

Operating Expenses:
Selling, general and administrative, including stock based compensation of $0 and $ 33,988, respectively		264,643			214,559
Depreciation expense		1,462			1,228

Total operating expenses		266,105			215,787

(Loss) from operations		(55,697	)		(4,439	)

Other expenses (income):
Interest expense		1,470			-
Consulting fee income		-			-
Total other expenses (income)		1,470			-

Net (loss) before income taxes		(57,167	)		(4,439	)
Provision for income tax expense		-			8,126

Net (loss)	$	(57,167	)	$	(12,565	)

Basic and diluted (loss) per common share	$	(.00	)	$	(.00	)

Weighted average common shares outstanding-basic and diluted		24,200,993			24,231,963

The accompanying notes are an integral part of these financial statement.

F-4

DREAM HOMES & DEVELOPMENT CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

	Three months ended March 31, 2019 Unaudited			Three months ended March 31, 2018 Unaudited
OPERATING ACTIVITIES
Net (loss)	$	(57,167	)	$	(12,565	)
Adjustments to reconcile net (loss) to net cash provided (used) in operating activities:
Depreciation expense		1,462			1,228
Write-off on deposits and acquisition of land		28,102			-
Stock-based compensation		-			33,988
Changes in operating assets and liabilities:
Accounts receivable		4,604			(37,264	)
Costs in excess of billings and estimated earnings		(52,334	)		(174,642	)
Accounts payable and accrued liabilities		111,187			20,279
Billings in excess of costs and estimated earnings		40,57			97,311
Income tax payable		-			8,126
Net cash provided by (used in) operating activities		76,441			(63,539	)

INVESTING ACTIVITIES
Purchase of vehicles		(7,500	)		-
Deposit and costs coincident to acquisition of land for development		-			(14,253	)
Net cash (used) in investing activities		(7,500	)		(14,253	)

FINANCING ACTIVITIES
Payments on loans to related parties		(4,038	)		-
Proceeds from sale of common stock		-			11,400

Net cash provided by (used in) financing activities		(4,038	)		11,400

NET INCREASE (DECREASE) IN CASH		64,903			(66,392	)

CASH BALANCE, BEGINNING OF PERIOD		118,687			244,684

CASH BALANCE, END OF PERIOD	$	183,590		$	178,292

Supplemental Disclosures of Cash Flow Information:
Interest paid	$	-		$	-
Income taxes paid	$	-		$	-

The accompanying notes are an integral part of these financial statements.

F-5

DREAM HOMES & DEVELOPMENT CORPORATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Three Months Ended March 31, 2019 and 2018 (Unaudited)

Note 1 - Significant Accounting Policies

Nature of Operations

Dream Homes & Development Corporation is a regional builder and developer of new single-family homes and subdivisions, as well as a market leader in coastal construction, elevation and mitigation. In the five years that have passed since Superstorm Sandy flooded 30,000 owner-occupied homes, Dream Homes has helped hundreds of homeowners to rebuild or raise their homes to comply with new FEMA requirements.

In addition to the coastal construction market, Dream Homes will continue to pursue opportunities in new single and multi-family home construction, with 4 new developments totaling 123 units under contract and in development. Dream Homes’ operations will include the development and sale of a variety of residential communities, including construction of semi-custom homes, entry-level and first time move-up single-family and multi-family homes.

In addition to the New Jersey market, the Company, through its Dream Building LLC subsidiary, has become licensed in Florida to pursue recent opportunities for elevation, restoration, renovation and new construction brought about by the damage caused by recent hurricanes. Initial markets to be targeted are located primarily in the southwest portion of the state, between Naples and Cape Coral.

In addition to the Company’s construction operations, the Company holds a bi-monthly “Dream Homes Nearly Famous Rebuilding Seminar”, and publishes an informational blog known as the “Dream Homes Rebuilding Blog”. The Rebuilding Seminar is an educational tool for homeowners who need rebuilding or renovations. This seminar has been presented steadily since early 2013, and is designed to educate and assist homeowners in deciphering the confusion about planning and executing complex residential construction projects. A professional team attends each seminar and presents on a diverse variety of topics, including expert advice from architects, engineers, finance people, attorneys, project managers, elevation professionals and builder/general contractors. The “Dream Homes Rebuilding Blog” is an educational platform written by Vincent Simonelli, which offers comprehensive advice on all aspects of construction, finance, development and real estate. The Blog is located at http://blog.dreamhomesltd.com.

History

Dream Homes & Development Corporation was originally incorporated as The Virtual Learning Company, Inc. (“Virtual Learning”) on January 6, 2009 as a Nevada corporation with 75,000,000 shares of capital stock authorized, of which 70,000,000 shares are common shares ($.001 par value), and 5,000,000 shares are preferred shares ($.001 par value).

On August 19, 2016, Virtual Learning acquired 4.5% of Dream Homes, Ltd. (“DHL”), 100% of Dream Building, LLC (“DBL”) , a wholly owned subsidiary of DHL, and use of all construction licensing and registrations held by Atlantic Northeast Construction LLC (“ANCL”), a wholly owned subsidiary of DHL, in exchange for the issuance of 2,225,000 shares of Virtual Learning common stock to DHL at an agreed price of $.05 per common share.

The majority stockholder and chief executive officer of DHL was also the controlling stockholder and chief executive officer of Virtual Learning. As Virtual Learning and DHL were entities under common control, the acquired assets were reflected by Virtual Learning at DHL’s $0 carrying amount on the date of transfer pursuant to Accounting Standards Codification (“ASC”) 805-50-30-5.

From August 19, 2016 to August 23, 2016, Virtual Learning acquired the rights to complete 6 in process construction contracts of ANCL in exchange for the issuance of 2,287,367 shares of Virtual Learning common stock to DHL at an agreed price of $.05 per common share for those ANCL contracts. As Virtual Learning and DHL were entities under common control, the acquired rights were reflected at DHL’s $0 carrying amount on the date of transfer pursuant to ASC 805-50-30-5.

F-6

Due to the Company’s change in focus to its construction business, the Company wrote off the remaining unamortized capitalized curriculum development costs of $20,534 at December 31, 2016.

On March 14, 2017, Virtual Learning changed its name to Dream Homes & Development Corporation (“DHDC”). DHDC maintains a web site at www.dreamhomesltd.com as well as a blog, located at http://blog.dreamhomesltd.com.

Interim Financial Statements

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they may not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations or cash flows. It is management’s opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation.

The unaudited interim financial statements should be read in conjunction with the Company’s Annual Report filed on Form 10-K for the year ended December 31, 2018, which contains the financial statements and notes thereto, together with Management’s Discussion and Analysis of Financial Conditions and Results of Operations, for the year ended December 31, 2018. Operating results for the three months ended March 31, 2019 are not necessarily indicative of the results to be expected for the year ending December 31, 2019.

Principles of Consolidation

The consolidated financial statements include the accounts of DHDC and its wholly owned subsidiary DBL (collectively, the “Company”). All intercompany balances and transactions have been eliminated in consolidation.

Property and Equipment

Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided using the straight-line method over an estimated useful life of five years. Repairs and maintenance costs are expensed as incurred, and renewals and betterments are capitalized.

Use of Estimates

The preparation of financial statements in conformity with accounting principles .generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates.

Fair Value of Financial Instruments

Fair value is defined as the price that we would receive to sell an asset or pay to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date. In determining fair value, GAAP establishes a three-level hierarchy used in measuring fair value, as follows:

● Level 1 inputs are quoted prices available for identical assets and liabilities in active markets.

● Level 2 inputs are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets and liabilities in active markets or other inputs that are observable or can be corroborated by observable market data.

F-7

● Level 3 inputs are less observable and reflect our own assumptions.

Our financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses and loans payable to related parties. The carrying amount of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, and loans payable to related parties approximates fair value because of their short maturities.

Construction Contracts

Revenue recognition:

The Company recognizes construction contract revenue using the percentage-of-completion method, based primarily on contract cost incurred to date compared to total estimated contract cost. Cost of revenue includes an allocation of depreciation, amortization and general overhead cost. Changes to total estimated contract cost or losses, if any, are recognized in the period in which they are determined.

The Company generally provides limited warranties for work performed under its construction contracts with periods typically extending for a limited duration following substantial completion of the Company’s work on a project.

The Company classifies construction-related receivables and payables that may be settled in periods exceeding one year from the balance sheet date, if any, as current assets and liabilities consistent with the length of time of its project operating cycle. For example:

	●	Costs and estimated earnings in excess of billings represent the excess of contract costs and profits (or contract revenue) over the amount of contract billings to date and are classified as a current asset.

	●	Billings in excess of costs and estimated earnings represent the excess of contract billings to date over the amount of contract costs and profits (or contract revenue) recognized to date and are classified as a current liability.

Costs and estimated earnings in excess of billings result when either: 1) costs are incurred related to certain claims and unapproved change orders, or 2) the appropriate contract revenue amount has been recognized in accordance with the percentage-of-completion accounting method, but a portion of the revenue recorded cannot be billed currently due to the billing terms defined in the contract. Claims occur when there is a dispute regarding both a change in the scope of work and the price associated with that change. Unapproved change orders occur when there is a dispute regarding only the price associated with a change in scope of work. For both claims and unapproved change orders, the Company recognizes revenue, but not profit, when it is determined that recovery of incurred cost is probable and the amounts can be reliably estimated.

Change in Estimates:

The Company’s estimates of contract revenue and cost are highly detailed and many factors change during a contract performance period that result in a change to contract profitability. These factors include, but are not limited to, differing site conditions: availability of skilled contract labor: performance of major material suppliers and subcontractors: on-going subcontractor negotiations and buyout provisions: unusual weather conditions: changes in the timing of scheduled work: change orders: accuracy of the original bid estimate: changes in estimated labor productivity and costs based on experience to date: achievement of incentive-based income targets: and the expected, or actual, resolution terms for claims. The factors that cause changes in estimates vary depending on the maturation of the project within its lifecycle. For example, in the ramp-up phase, these factors typically consist of revisions in anticipated project costs and during the peak and close-out phases, these factors include the impact of change orders and claims as well as additional revisions in remaining anticipated project costs. Generally, if the contract is at an early stage of completion, the current period impact is smaller than if the same change in estimate is made to the contract at a later stage of completion. Management focuses on evaluating the performance of contracts individually and uses the cumulative catch-up method to account for revisions in estimates. Material changes in estimates are disclosed in the notes to the consolidated financial statements.

F-8

Income Taxes

The Company accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the provision for income tax in the statements of operations. The Company evaluates the probability of realizing the future benefits of its deferred tax assets and provides a valuation allowance when realization of the assets is not reasonably assured.

The Company recognizes in its financial statements the impact of tax positions that meet a “more likely than not” threshold, based on the technical merits of the position. The tax benefits recognized from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement.

Net Income (Loss) Per Common Share

Basic net income (basic net loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period.

Diluted net income (loss) per common share is computed using the weighted average number of common shares outstanding and potentially dilutive securities outstanding during the period.

Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Accounting Standards Codification “ASC” Topic 606). The purpose of this ASU is to converge revenue recognition requirements per GAAP and International Financial Reporting Standards (“IFRS”). The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The amendments in this ASU were originally effective for interim and annual reporting periods beginning after December 15, 2016, with early adoption not permitted by the FASB; however, in August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date after public comment respondents supported a proposal to delay the effective date of this ASU to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. The impact of this ASU on our financial position, results of operations and cash flows at March 31, 2019 and for the three months then ended has not been significant.

F-9

Certain other accounting pronouncements have been issued by the FASB and other standard setting organizations which are not yet effective and therefore have not yet been adopted by the Company. The impact on the Company’s financial position and results of operations from adoption of these standards is not expected to be material.

2 - Property and Equipment

Property and equipment is summarized as follows:

	March 31, 2019			December 31, 2018

Office equipment	$	4,115		$	4,115
Vehicles		38,565			31,065
Less: Accumulated depreciation		(25,911	)		(24,449	)

Property and Equipment- net	$	16,769		$	10,731

Depreciation expense for the three months ended March 31, 2019 and 2018 was $1,462 and $1,228, respectively.

3-Deposits and Costs Coincident to Acquisition of Land for Development

Deposits and costs coincident to acquisition of land for development are summarized as follows:

	March 31, 2019		December 31, 2018

Lacey Township, New Jersey, Marina contract:
Deposit		25,000		25,000
Site engineering, permits and other costs:		49,959		49,959
Total Marina Contract		74,959		74,959

Other Deposits:
Clayton-80 lots and 120 apartments		9,920		9,920
71 Sheridan Avenue		79,150		79,150
Bayville-20 units		2,674		2,674
Other		2,005		2,005

Lacey Township, New Jersey, Pines contract:
Deposit		-		-
Cost to acquire contract		10,000		10,000
Site engineering, permits, and other costs		109,265		109,265
Total Pines contract		119,265		119,265

Berkeley Township, New Jersey, Tallwoods contract:
Deposit		10,000		10,000
Site engineering, permits, and other costs		34,892		62,994
Total Tallwoods contract		44,892		72,994

Total	$	332,865	$	360,967

F-10

Lacey Township, New Jersey, “Dream Homes at the Pines”, Contract

On December 15, 2016, the Company acquired from General Development Corp. (“GDC”) rights to a contract to purchase over 9 acres of undeveloped land without amenities in Lacey Township, New Jersey (the “Lacey Contract or Dream Homes at the Pines”) for $15,000 cash (paid in December 2016) and 100,000 restricted shares of Company common stock (issued in April 2017) valued at $5,000. GDC acquired the rights to the contract from DHL on December 14, 2016 for $10,000 cash. As discussed in Note 9, Commitments and Contingencies under Line of Credit, the Company also has an available line of credit of $50,000 with GDC.

The Lacey Contract between DHL and the seller of the land was dated March 18, 2016 and provides for a $1,000,000 purchase price with closing on or about 60 days after memorialization of final Development Approvals has been obtained. DHL paid the seller a $10,000 refundable deposit in March 2016 pursuant to the Lacey Contract. In the event the transaction has not closed on at least a portion of the property within 24 months of the completion of the Due Diligence Period (as may be extended by two 6- month extensions), the seller has the option of terminating the contract. Notwithstanding this provision, the Company retains the right at all times to waive any remaining contingencies and proceed to close on the property.

At this time, the contract is in good standing and there is no risk of cancellation. As per the contract, the Company is required to close on this property no later than March 18, 2019, which date is inclusive of the 24-month development period, and 2 additional 6-month extensions.

Due diligence for the above property was completed as of May 17, 2016, and all costs were incurred by Dream Homes Ltd., which was in the contract for the property at the time. No additional costs for due diligence have been incurred by the Company, nor are any anticipated. The Company will incur all current costs associated with this property necessary to obtain all approvals, acquire the land, install the infrastructure and prepare the property to commence construction.

In order to obtain all developmental approvals and be prepared to begin installing infrastructure, various permits and engineering work are required. These permits include but are not limited to township subdivision, county, municipal utility authority, CAFRA (NJ Department of Environmental Protection) and NJ Department of Transportation. To date, design engineering has been completed and a CAFRA application has been prepared and submitted to the environmental scientist, along with a check for $36,750 payable to the NJ DEP. Application for this permit was made in April 2017. As of this date, the CAFRA application has been put on hold pending a determination if the township will be approved by the State of New Jersey for a CAFRA Town Center designation. A permit is expected to be issued in June or July of 2018. A Lacey Township Planning Board meeting was held on December 11, 2017. Additional information was requested from the board and the next meeting will be scheduled upon receipt of outside agency permits and the other requested information.

It is anticipated that complete development approvals will cost approximately $50,000 more to complete. In addition to these approval costs and acquisition costs, infrastructure costs are anticipated to cost approximately $1,000,000. The total amount of funding required to acquire and make this property ready for home construction is approximately $2,090,000 as of December 31, 2017.

The Company may need to seek loans from banks to finance this project. As part of their financing agreements, the banks typically require Vincent Simonelli to personally guarantee these loans. If Mr. Simonelli cannot qualify as a guarantor and there is no one other than him in the Corporation to provide those guarantees, the financing of the deal may be adversely affected. The exact amount of funding required for this particular property is not clear at the present time but will be determined when full approvals have been obtained and the Company is prepared to take title to the property.

Berkeley Township, New Jersey, “Dream Homes at Tallwoods”, Contract

On March 1, 2017, the Company acquired from DHL rights to a contract to purchase over 7 acres of land in Berkeley Township, NJ (the “Tallwoods Contract or Dream Homes at Tallwoods”) for 71,429 restricted shares of Company common stock (issued in April 2017). The Tallwoods Contract between DHL and the seller of the land was dated January 5, 2017 and provides for a $700,000 purchase price with closing on or about 60 days after final development approvals have been obtained and memorialized. DHL paid the seller a refundable $10,000 deposit in January 2017 pursuant to the Tallwoods contract.

F-11

The due diligence period associated with this property expired on March 4, 2017 and all costs associated with same were paid by Dream Homes Ltd. prior to the expiration date. The Company will incur no further costs related to the due diligence aspect of this purchase. The Company will incur all current and future costs associated with this property necessary to obtain all approvals, acquire the land and prepare the property to commence construction. The land is currently improved with streets and all public utilities in place. As such, the necessary steps required to bring the property through the approval process involve primarily design engineering. Since the property is on an improved street, a major subdivision application will be filed with the township, which will create 13 conforming buildable lots from the existing single 7 acre parcel. Accordingly, the remaining costs will primarily involve engineering and approval costs, as opposed to costs associated with the installation of infrastructure.

At this time, the Company estimates that the total engineering and approval costs will be approximately $40,000. The amount of money required to purchase the property is $700,000 of which $10,000 is currently on deposit. The Company has made application to the Berkeley Township Zoning Board.

In the event the transaction has not closed on at least a portion of the Property within 12 months of the completion of the Due Diligence Period (as may be extended by two 6-month extensions), the seller has the option of terminating the contract. Notwithstanding this provision, the Company retains the right at all times to waive any remaining contingencies and proceed to close on the property.

Lacey Township, New Jersey, “Dream Homes at Forked River”, Marina Contract

The Company has acquired the rights to a purchase contract via contract assignment for 48 waterfront townhomes with boat slips in Lacey, NJ. The project is currently in the approval process and significant engineering, environmental, traffic and architectural work has been completed. The property is a waterfront property, and is partially improved with all boat slips currently installed, the Department of Transportation permit received and the curb cut from Route 9 in place. The property when completely constructed has a retail value of $21 million and is expected to begin site improvements in late 2018 or early 2019.

On December 8, 2017, the Company acquired from DHL rights to a contract to purchase over +/- 7.5 acres of land in Lacey Township, NJ (the “Marina Contract or Dream Homes at Forked River”) for 162,200 restricted shares of Company common stock (committed but not issued as of April 16, 2018). The Contract between DHL and the seller of the land was dated February 24, 2016 and provides for a $2,166,710 purchase price with closing on or about 60 days after final development approvals have been obtained and memorialized. DHL paid the seller a refundable $25,000 deposit in February 2016 pursuant to the Marina contract.

The due diligence period associated with this property expired on May 1, 2016 and all costs associated with same were paid by Dream Homes Ltd. prior to the expiration date. The Company will incur no further costs related to the due diligence aspect of this purchase. The Company will incur all current and future costs associated with this property necessary to obtain all approvals, acquire the land and prepare the property to commence construction.

The land is currently approved for a marina and it is the Company’s intention to modify the approvals to a townhome use, as per the ordinance. The property is currently unimproved. As such, the necessary steps required to bring the property through the approval process involve design engineering as well as environmental approvals. Accordingly, the remaining costs will primarily involve engineering, legal and approval costs.

At this time, the Company estimates that the total engineering and approval costs will be approximately $100,000. The amount of money required to purchase the property is $2,430,000 of which $25,000 is currently on deposit.

F-12

4 - Loans Payable to Related Parties

Loans payable to related parties is summarized as follows:

	March 31,		December 31,
	2019		2018

Loans payable to chief executive officer	$	40,987	$	29,025
Loans payable to GPIL (see Note 6)		3,118		3,118
Loan payable to DHL		4,100		20,100
Total	$	48,205	$	52,243

All the loans above are non-interest bearing and due on demand.

5 - Common Stock Issuances

On February 22, 2017, DHDC issued 56,000 restricted shares of common stock to Green Chip Investor Relations pursuant to an Investor Relations and Consulting Services Agreement (see Note 8). The 56,000 restricted shares were valued at $2,800 ( or $.05 per share), which amount was expensed in the three months ended March 31, 2017.

On March 1, 2017, DHDC committed to issue 71,429 restricted shares of common stock (issued April 24, 2017) to DHL valued at $10,000, representing the amount of the refundable deposit on land made by DHL to the Seller in January 2017 for the Berkeley Township New Jersey contract (see Note 3).

On March 14, 2017, DHL assigned 275,000 restricted shares of Company common stock it held to the same minority stockholder of DHL that it assigned 100,000 shares of Company common stock on October 13, 2016 (see sixth preceding paragraph).

On April 26, 2017, DHDC issued 100,000 shares of restricted stock to General Development Corp. as payment of an assignment fee related to the 58 unit townhouse development in Lacey Township, NJ (see Note 3).

On July 12, 2017, DHDC issued 40,000 restricted shares of DHDC’s common stock to Dream Homes, Ltd. (“DHL”) in exchange for vehicles owned by DHL. The transaction reflected $6,000 net carrying value of the assets on DHL’s books at July 12, 2017.

F-13

On September 21, 2017, DHL assigned 25,000 restricted shares of Company common stock it held to the Secretary of both DHDC and DHL for services rendered to DHL. Accordingly, no stock-based compensation was recognized by DHDC.

On December 8, 2017, DHDC committed to issue 162,200 restricted shares of common stock to DHL valued at $48,658 (DHL’s historical cost of the assets being assigned), for the assignment of a contract to purchase property from DHL for the Lacey Township New Jersey contract (see Note 3).

On December 11, 2017, DHL assigned 100,000 restricted shares of Company common stock it held to the Company Securities Counsel of both DHDC and DHL in settlement of certain DHL accounts payable due him. Accordingly, no stock-based compensation was recognized by DHDC.

On December 27, 2017, DHDC committed to issue 12,500 restricted shares of DHDC’s common stock for cash proceeds of $ 5,000 at $.40 per share per the Subscription Agreement.

On December 29, 2017, DHDC committed to issue 27,810 restricted shares of DHDC’s common stock for settlement of $ 11,124 accounts payable at $.40 per share.

On January 31, 2018, DHDC committed to issue 16,000 restricted shares of DHDC’s common stock for cash proceeds of $11,400 at $ .40 per share per the subscription agreement.

On February 9, 2018, DHL assigned 40,000 restricted shares of Company common stock it held to a minority stockholder of DHL. This minority stockholder of DHL had contributed $10,000 out of approximately $500,000 in a private placement of common stock of DHL in 2010. In addition, this minority stockholder of DHL also received 30,000 restricted shares of DHL common stock in 2011 for legal services. Accordingly, no stock-based compensation was recognized by DHDC for this assignment of 40,000 shares.

On February 9, 2018, DHL assigned 25,000 restricted shares of Company common stock it held to the Secretary of both DHDC and DHL for accounting and administrative services rendered to DHL. Accordingly, no stock-based compensation was recognized by DHDC for this assignment of 25,000 shares.

On February 9, 2018, DHL assigned 25,000 restricted shares of Company common stock it held to a director of DHDC and service provider to DHL for legal services provided to DHL. Accordingly, no stock-based compensation was recognized by DHDC for this assignment of 25,000 shares.

On February 26, 2018 DHDC issued 12,500 restricted shares of DHDC’s common stock for cash proceeds of $ 5,000 at $.40 per share per the Subscription Agreement.

6 – Income Taxes

The provisions for (benefit from) income taxes differ from the amounts computed by applying the statutory United States Federal income tax rate (21% in 2018; 35% in 2017)to income (loss) before income taxes.

F-14

The sources of the differences follow:

	Three months ended March 31, 2019			Three months ended March 31, 2018
Expected tax (benefit)	$	(12,005	)	$	(932	)
State income taxes, net of Federal benefit		(5,145	)		1,921
Non-deductible stock-based compensation		-			7,137
Provision for Federal income taxes at lower tax rate on taxable income under $50,000		-			-
Change in valuation allowance		-			-
NOL carryforward affect		17,150			-
Provision for income taxes	$	-		$	8,126

The significant components of DHDC’s deferred tax asset as of March 31, 2019 and December 31, 2018 are as follows:

	March 31, 2019			December 31, 2018

Deferred tax assets:
Net operating loss carry forward	$	17,150		$	-
Valuation allowance		(17,150	)		-
Net deferred tax asset	$	-		$	-

7- Business Segments

The company currently has one business segment which is residential construction, which is further divided into elevation/renovation, demolition and new home construction and new single and multi-family home developments. The residential construction segment is operated through DHDC’s wholly owned subsidiary Dream Building, LLC (since August 19, 2016).

8- Commitments and Contingencies

Construction Contracts

As of March 31, 2019, Dream Building, LLC is committed under 16 construction contracts outstanding with home owners with contract prices totaling $ 3,631,330, which are being fulfilled in the ordinary course of business. None of these construction projects are expected to take significantly in excess of one year to complete from commencement of construction. The Company has no significant commitments with material suppliers or subcontractors that involve any sums of substance or, of long term duration at the date of issuance of these financial statements.

F-15

Employment Agreements

On May 8, 2017, DHDC executed an Employment Agreement with its newly appointed Sales Manager. The term of the agreement is from May 8, 2017 to May 8, 2019 and is renewable thereafter at 1 year intervals based on certain sales targets. The agreement provides for compensation based on sales.

For the three months ended March 31, 2019, sales commissions expense pursuant to this employment agreements was $40,266.

Lease Agreement

On June 20, 2017, DHDC executed a lease for office and storage space located at 2109 Bridge Avenue, Point Pleasant, New Jersey. The term of the Lease is five years from June 20, 2017 to June 20, 2022 with two (2) five (5) year options to renew. The Lease provides for monthly rent commencing August 20, 2017 at $1,200 per month until the earlier of completion of upstairs offices or November 20, 2017, at which time the monthly rent increases to $2,200 per month. Assuming DHDC is current in all rent and other charges, DHDC has the option to cancel the Lease with 90 days written notice to Landlord.

For the three months ended March 31, 2019, rent expense under this lease agreement was $6,600.

Investor Relations Agreement

On February 10, 2017, the Company entered into an Investor Relations and Consulting Services Agreement with an investor relations firm. The agreement expired on August 31, 2017 and provided for issuance of 56,000 restricted shares of common stock valued at $2,800 to the investor relations firm (stock issued on February 22, 2017) and $2,000 per month fees to be paid to the investor relations firm commencing March 2017.

For the three months ended March 31, 2019 and 2018, consulting fees expense under this agreement was $0 and $2,000, respectively.

Line of Credit

On September 15, 2016, DHDC established a $50,000 line of credit with General Development Corp., a non-bank lender. Advances under the line bear interest at a rate of 12% payable monthly and the outstanding principal is due and payable in 60 months. The line is secured by the personal guarantee of the Company’s Chief Executive Officer. The agreement to fund automatically renews on a yearly basis as long as interest payments are current. To date, the Company has not received any advances under the line of credit.

Private Placement

On November 3, 2017, the Company released a Private Placement Memorandum, which consists of an equity and debt offering for up to $5,000,000 in new capital. This capital will be utilized for acquisition and development of several of the properties the Company has under contract, as well as expansion into the Florida market. The offering is comprised of Units for sale as well as convertible debt. Each Unit is priced at $.40 per common share and includes 1 warrant to purchase an additional share of common stock for $.60 within 3 years of the date of Unit purchase. The convertible debt is offered at an 8% coupon, paid quarterly, has a maturity of 4 years and is convertible at $.75 per share. The offering was scheduled to close on January 2, 2018 and was extended unchanged by the Company to September 2, 2018.

As of May 21,, 2018, the Company has sold a total of 68,810 units and received $16,400 in cash ($5,000 in December 2017 for 12,500 units, $6,400 in January 2018 for 16,000 units and $5000 in February 2018 for 12,500 units) and was granted a reduction in accounts payable from a lumber vendor of 11,124 for 27,810 units issuable to the vendor as of December 31, 2017.

F-16

9- Related Party Transactions

Dream Homes Ltd. Allocated payroll

The Company uses the services of Dream Homes Ltd. (DHL) personnel for its operations. For the three months ended March 31, 2019 and 2018, selling, general and administrative expenses include $70,152 and $120,217, respectively incurred for the Company’s estimated share of DHL’s gross payroll and payroll taxes for the 2018 amount includes $17,500 salary paid to the Company’s Chief Executive Officer and $14,400 salary paid to the Company’s Secretary and VP of Human Resources.

Office Space

The Company has occupied office space located in Forked River, New Jersey which is owned by an affiliated company. Commencing April 2017, the Company has paid DHL monthly rent of $2,000 ($6,000 total for the three months ended March 31, 2019) for this office space.

10- Stock Warrants

On July 12, 2017, DHDC issued 750,000 stock warrants to various members of Dream Homes & Development Corporation’s executive team (including 500,000 to the Company’s Chief Executive Officer, 100,000 to the Company’s Secretary, and a total of 60,000 to the Company’s two other directors and 50,000 to a non-executive DHL project manager employee). These Warrants entitle the holder to purchase shares of Dream Homes & Development Corporation at $0.30 per share through July 20, 2020. These warrants vest to the Holder on a semi-annual basis over a 36-month period contingent upon Holder’s continued association with the Company. The $407,850 total fair value (calculated using the Black Scholes option pricing model and the following assumptions: (1) stock price of $0.60, (2) exercise price of $0.30, (3) dividend yield of 0%, (4) risk-free interest rate of 1.53%, (5) expected volatility of 171%, and (6) term of 3 years) of the 750,000 warrants is being expensed evenly over the 3 years requisite service period of the individuals that were granted these warrants commencing in July 2017. For the three months ended March 31, 2018, stock-based compensation attributable to the warrants was $ 33,988 using the above Black Scholes option pricing model.

Included within the 750,000 warrants described in the preceding paragraph are 20,000 warrants issued to the Company’s Vice President of Business Development that are not covered by the Employment Agreement dated April 28, 2017 described in Note 8. Also included within the 750,000 warrants described in the preceding paragraph are 20,000 warrants issued to the Company’s Sales Manager that are not covered by the Employment Agreement dated May 8, 2017 described in Note 8.

In addition to the 750,000 warrants issued on July 12, 2017 per above, the company issued a total of 68,810 warrants in connection with the Private Placement described above in Note 8. The warrants are exercisable into common stock at an exercise price of $ ..60 per share for a period of 3 years commencing from the respective issuance dates of these warrants.

11- Subsequent Events

On May 8, 2019, the Company issued 58,000 shares of restricted common shares to two individuals for consulting services.

F-17

12-

Receivable from Arbitration and settlement of in process customer construction contract in dispute and related losses recognized and recorded by the Company

The Company began work on a construction contract in the amount of $307,000 in August 2016. Through September 30, 2017, the Company billed the customer a total of $219,565, collected a total of $130,247 from the customer, and accordingly had a balance due from the customer of $89,318 at September 30, 2017. When the customer refused to pay the $89,318 balance, the Company ceased working on the contract in July 2017, filed a request for arbitration on October 3, 2017, and filed a Construction Lien Claim on October 18, 2017. On March 6, 2018, the American Arbitration Association awarded the Company $75,000 in connection with its claim. To date the Company has not yet collected the $75,000 owing to it under the arbitration award. Based upon advice of Company Counsel it still has further legal actions available to it to ultimately facilitate payment from the customer of the $75,000 in the contract dispute. Accordingly, at December 31, 2017 the Company has recognized a loss of $14,318 on the write-down of accounts receivable from this customer which has been reflected as a reduction in revenue from construction contracts and gross profit for the year ended December 31, 2017.

At December 31, 2017, there was a “Costs and estimated earnings in excess of billings” asset relating to the Arbitration Award disputed contract of $48,419 representing the difference between the amount billed to the customer of $219,565 and costs and estimated earnings of $267,984 through December 31, 2017. Accordingly, at December 31, 2017 the Company has also recognized a loss of $48,419 on the write-down of the “Costs and estimated earnings in excess of billings” asset attributable to this disputed customer contract, which has been reflected as a reduction in revenue from construction contracts and gross profit for the year ended December 31, 2017. Over the life of this contract the Company recognized a cumulative gross profit of $17,658 through December 31, 2017, which is net of a negative gross profit of ($9,012) for the year ended December 31, 2017, based upon the write-down of $14,318 described in the preceding paragraph and the $48,419 write-down described in this paragraph, which aggregate to $62,732.

F-18

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

This Quarterly Report on Form 10-Q and other written reports and oral statements made from time to time by the Company may contain so-called “forward-looking statements,” all of which are subject to risks and uncertainties. One can identify these forward-looking statements by their use of words such as “expect,” “plan,” “will,” “may,” “anticipate,” “believe,” “estimate,” “should,” “intend,” “forecast,” “project” the negative or plural of these words, and other comparable terminology. One can identify them by the fact that they do not relate strictly to historical or current facts. These statements are likely to address the Company’s growth strategy, financial results and product and development programs. One must carefully consider any such statement and should understand that many factors could cause actual results to differ from the Company’s forward-looking statements. These factors include inaccurate assumptions and a broad variety of other risks and uncertainties, including some that are known and some that are not. No forward-looking statement can be guaranteed and actual future results may vary materially. The Company does not assume the obligation to update any forward-looking statement. One should carefully evaluate such statements in light of factors described in the Company’s filings with the SEC, especially the Company’s Annual Report on Form 10-K and the Company’s Quarterly Reports on Form 10-Q. In various filings the Company has identified important factors that could cause actual results to differ from expected or historic results. One should understand that it is not possible to predict or identify all such factors. Consequently, the reader should not consider any such list to be a complete list of all potential risks or uncertainties.

Use of Terms

The following discussion analyzes our financial condition and results of operations for the three months ended March 31, 2019 and 2018. Unless the context indicates or suggests otherwise, reference to “we”, “our”, “us” and the “Company” in this section refers to the operations of Dream Homes & Development Corporation (DHDC),

PLAN OF OPERATION

Overview

Building on a history of over 1,500 new homes built, the management of Dream Homes & Development Corporation has positioned the company to emerge as a rapidly growing regional developer of new single-family subdivisions as well as a leader in coastal construction, elevation and mitigation. In the six years that have passed since Superstorm Sandy flooded over 30,000 owner-occupied homes, Dream Homes has helped hundreds of homeowners to rebuild or raise their homes to comply with new FEMA requirements. While other builders have struggled to adapt to the changing market and complex Federal, State and local regulations involved with coastal construction in Flood Hazard Areas, Dream Homes has excelled. As many of our competitors have failed, Dream Homes has developed a reputation as the region’s most trusted builder and has even become known as the “rescue” builder for homeowners whose projects have been abandoned by others. Due to the damage caused by the storm, as well as the material changes in the FEMA flood maps which now require over 30,000 homeowners along the New Jersey coastline to elevate their homes, Dream Homes is positioned to capitalize on this opportunity for substantial revenue growth.

Management recognized that the effects of Super Storm Sandy, which occurred on 10/29/12, would be far reaching and cause an almost unlimited demand for construction services, as well as specific construction information. Due to the damage caused by the storm, as well as the material changes in the FEMA flood maps which now require over 30,000 homeowners along the New Jersey coastline to elevate their homes, management feels that focusing on the construction field will continue to provide a stable revenue stream for the company.

Dream Building LLC. operates as a wholly owned subsidiary of Dream Homes and Development Corporation and continues to pursue opportunities in the real estate field, specifically in new home construction, home elevations and renovations. The amount of these projects currently under contract as of March 31, 2019 is $3,631,330.

In addition to the above projects, which are in process, Dream Building LLC has also estimated an additional $5,300,000 worth of residential construction projects and added over 200 active prospects to its data base. All of these prospects are prime candidates for educational videos and short books on specific construction and rebuilding topics, as well as candidates for rebuilding projects to be built under the Dream Building LLC division.

In addition to the projects which the Company currently has under contract for elevation, renovation, new construction and development, there are a number of parcels of land which the Company has the ability to secure, whether through land contract or other types of options. These parcels represent additional opportunities for development and construction potential on the order of an additional 400 - 800 lots and/or residential units to be developed and built within an approximate time horizon of 5 years. Conceivably, this volume of production could yield $120,000,000 - $240,000,000 in gross revenue and $25,000,000 - $50,000,000 in earnings to the Company.

Properties currently under contract to purchase and in the development stage

Dream Homes is in contract and under development for a parcel which will yield 58 new townhomes in the Ocean County NJ area. This acquisition was made for common stock and occurred in the 4th quarter of 2016. This property is currently in the approval process. This development project is scheduled to begin in 2019 and is projected to add approximately $13,000,000 to the Company’s gross sales, through its Dream Building LLC division.

The Company has received preliminary CAFRA approval for the 58-unit townhouse development. A planning board hearing for preliminary and final site plan and subdivision approval occurred on December 11, 2017, which produced input and comments from the Planning Board as well as surrounding homeowners. Currently, the property is subject to an application with the state planning commission to be designated as a CAFRA Town Center property, which will enable greater density. As such the planning board has agreed to reschedule the hearing pending passage of this planning zone by New Jersey.

The Company is in contract and in the approval process for a 7-acre tract in central Ocean County, New Jersey, which will yield 13 single-family lots. This development project is scheduled to begin in 2019 and is projected to add approximately $4,500,000 to the Company’s gross sales, through its Dream Building LLC division.

Dream submitted a use variance application to the Board of Adjustment for approval for 13 single family lots, which are fully improved. This application was deemed complete by the town engineer and was head on April 11, 2018. The zoning board refused to rule on the application, and instructed the company to make application to the planning board. The construction start date is estimated for 2019 and these homes are planned for high-efficiency construction techniques, including passive solar roof panels, insulation of R50 in walls and ceilings, low-flow toilets and faucets and LED lighting throughout. Sales at retail for this development are projected to be in the $4 million-dollar range.

The Company has signed a letter of intent and a contract will be signed to acquire the rights to a purchase contract via contract assignment for 48 waterfront townhomes with boat slips in Lacey, NJ. The project is currently in the approval process and significant engineering, environmental, traffic and architectural work has been completed. The property is partially improved with all boat slips built. It has a retail value of $21 million and is expected to start in 2019.

On April 24, 2018, the Company signed a contract to purchase a single-family waterview home in Ocean Township, NJ for $68,000. The home is in need of elevation and renovation, which is expected to cost an additional $125,000.

It is the Company’s intention to renovate and sell the property. The property is expected to sell to a 3^rd party purchasers for approximately $350,000.

On May 1, 2018, the Company signed a contract to purchase 2 single family homes in Berkeley Township, NJ for $145,000. Both homes require renovation, which is expected to cost an additional $50,000 per home. It is the Company’s intention to renovate and either sell the properties, or hold them for rental. The properties are expected to sell to 3^rd party purchasers for $200,000 - $225,000 for each home.

On May 11, 2018, the Company received back a signed letter of intent to purchase 2.3 acres of property in Berkeley Township, NJ. The property was previously approved for 12 duplex residential units. A contract is currently pending on this property. The proposed purchase price is $370,000.

Properties in discussion with signed letters of intent, not in contract

A revised 3^rd letter of intent (LOI) has just been offered to acquire 70 townhouse lots in Ocean County, NJ and it is Management’s opinion that this property is moving forward to contract.. This property is approved and unimproved. The project is slated to begin in the middle of 2018 and has a retail value of $17 million.

A signed LOI has been offered to build 80 single family lots in Mickleton, NJ to begin early to middle 2018 with a retail value of $50 million This property is approved and partially improved.

A letter of intent (LOI) has just been offered to acquire property to develop 15 single family homes in central Ocean County, NJ and it is Management’s opinion that this property is moving forward to contract. This property is unapproved and unimproved. The project is slated to begin in late of 2018 and has a retail value of $6 million.

A 2^nd signed letter of intent has been offered to acquire property to develop 80 condominium units in an existing commercial plaza in central Ocean County, NJ. This property has been in discussion since September of 2017 and preliminary conceptual, engineering and feasibility studies have been completed. It is Management’s opinion that this property is moving forward to contract. This property, which is a pad site within an existing mixed-use commercial complex, is improved. The project is slated to begin in late summer of 2019 and has a retail value of $16 million.

Discussions have been occurring since December of 2017 and a signed letter of intent has been offered to acquire property to develop 102 townhome units in southern Ocean County, NJ. This property was originally in contract and under development by the Company’s management team during the 2006-2009 period, at which time the project was not finalized due to the financial crisis of 2009. As such, a large amount of engineering, environmental, traffic and architectural work has been completed. It is Management’s opinion that this property is moving forward to contract. This property is not fully approved and is unimproved. The project is slated to begin in late summer of 2019 and has a retail value of $23 million.

On May 3, 2018, the Company submitted a signed letter of intent to purchase 5.5 acres of property in Gloucester County, which is currently approved for an 108-unit apartment complex. in the amount of $1,080,000. The Company has received verbal agreement and expect a signed contract and estimate prior to May 25, 2018.

On May 17, 2018, the Company submitted a signed contract to purchase a 700 KW property to be developed as a solar farm in Glassboro, NJ. The purchase price is $700,000 and the contract is subject to obtaining funding for the solar array as well as a portion of the purchase price. There is also a PPA (power production agreement) in place with a nursing home adjacent to the property, to purchase the entire electrical output for the next 20 years.

These 6 new developments with offered, signed letters of intent, as well as the four developments that we have under contract and in development represent over $108 million in new home construction projects on the books in the near future. This work will occur over the next 3-4 years and is in addition to the elevation/renovation division of the business. Management is very positive about these new developments, as well as the cutting-edge construction technologies being employed to create healthier, safer, more energy efficient homes.

Dream Homes has experienced solid growth in both the new home and elevation divisions, as well as strong additions to our personnel infrastructure, which are just now beginning to bear fruit. Our new Design Center in Point Pleasant has also led to an increase in modular traffic and sales, as well as facilitated and increased client selections throughout our entire region.

The Company was awarded the Ocean County Best of the Best for 2017 in two categories (Best Custom Modular Builder and Best Home Improvement Contractor), which caused significant new awareness and interest from the public. This has led to more showroom traffic, completed estimates and signed contracts. Referrals about Dream Homes are also being generated from many industry professionals, such as architects, engineers and attorneys, who’ve either had clients with abandoned projects or simply want to retain Dream due to superior performance and reliability.

The phrase ‘The Region’s Most Trusted Builder’ accurately describes the company, and is becoming increasingly well known to homeowners in need of elevation & renovation work. The management team has never failed to complete a project in over 24 years in the industry.

The Company’s business model over the last year has been focused on increasing the new home and new development portion of our business, until it represents 50% - 70% of our entire revenue stream, from the current level of 20%. New home development has a much greater scalability and growth potential than elevation/renovation work. The Company has enjoyed steady growth in the renovation/elevation portion of the company and anticipates that by year end 2018 each part of the company (new homes and elevation work) will represent 50% of total revenue. By mid-year 2019, new home construction and development should represent over 70% of revenue.

Management hopes for steady growth in all segments of the company, since the rebuilding process will occur over the next 15-20 years. The combined total number of homes affected by Storm Sandy that will need to be raised or demolished and rebuilt is in excess of 30,000 homes, of which less than 10,000 have been rebuilt. This remaining combined market for new construction and elevation projects in the Company’s market area is estimated to be in the range of $3.4 billion dollars. The company anticipates being able to efficiently address 5% - 10% of this market. Dream Homes’ potential operations include the development and sale of a variety of residential communities, including construction of semi-custom homes, entry-level and first time move-up single-family and multi-family homes.

Among the Company’s other assets that are currently held, are the rights to operate the educational construction seminar known as “Dream Homes Nearly Famous Rebuilding Seminar”, as well as the informational blog known as the “Dream Homes Rebuilding Blog.”

The Nearly Famous Rebuilding Seminar is held bi-monthly, and is a powerful educational tool for homeowners who need of rebuilding or renovations. This seminar has been presented steadily since early 2013, and is designed to educate and assist homeowners in deciphering the confusion about planning and executing complex residential construction projects.

Due to the opportunities afforded by the market conditions, Dream Homes and Development Corporation as well as Dream Building LLC, which operates as a wholly owned subsidiary of Dream, will continue to pursue opportunities in the construction and real estate field, specifically in new home construction, home elevations and renovations.

RESULTS OF OPERATIONS – DREAM HOMES & DEVELOPMENT CORPORATION

The summary below should be referenced in connection with a review of the following discussion of our results of operations for the three months ended March 31, 2019 and 2018.

STATEMENTS OF OPERATIONS

Unaudited

	Three months ended March 31, 2019			Three months ended March 31, 2018

Revenue:
Construction contracts	$	775,599		$	575,560
Total revenue		775,599			575,560

Cost of construction contracts		565,191			364,212

Gross profit		210,408			211,348

Operating Expenses:
Selling, general and administrative, including stock based compensation of $0 and $ 33,988, respectively		264,643			214,559
Depreciation expense		1,462			1,228

Total operating expenses		266,105			215,787

(Loss) from operations		(55,697	)		(4,439	)

Other expenses (income):
Interest expense		1,470			-
Consulting fee income		-			-
Total other expenses (income)		1,470			-

Net (loss) before income taxes		(57,167	)		(4,439
Provision for income tax expense		-			8,126

Net (loss)	$	(57,167	)	$	(12,565	)

Basic and diluted (loss) per common share	$	(.00	)	$	(.00	)

Weighted average common shares outstanding-basic and diluted		24,200,993			24,000,963

Results of Operations - Comparison for the three months ended March 31, 2019 and 2018.

Revenues

For the three months ended March 31, 2019 and 2018, revenues were $775,599 and $575,560 respectively. The increase in revenue of $200,039, was due to new contracts.

Cost of Sales

For the three months ended March 31, 2019 and March 31, 2018, cost of construction contracts were $565,191 and $364,212, respectively. This increase of $200,979 was due mainly to increased production.

Operating Expenses

Operating expenses increased $50,318 from $215,787 in 2018 to $266,105 in 2019. The increase is mainly attributable to sales commissions of $40,587.

Liquidity and Capital Resources

As of March 31, 2019 and December 31, 2018, our cash balance was $183,590 and $118,687, respectively, total assets were $1,070,219 and $979,650, respectively, and total current liabilities amounted to $813,346 and $665,610, respectively, including loans payable to related parties of $48,205 and $52,243, respectively. As of March 31, 2019 and December 31, 2018, the total stockholders’ equity was $256,873 and $314,040, respectively. We may seek additional capital to fund potential costs associated with expansion and/or acquisitions.

Inflation

The impact of inflation on the costs of our company, and the ability to pass on cost increases to its subscribers over time is dependent upon market conditions. We are not aware of any inflationary pressures that have had any significant impact on our operations since inception, and we do not anticipate that inflationary factors will have a significant impact on future operations.

OFF-BALANCE SHEET ARRANGEMENTS

We do not maintain off-balance sheet arrangements nor do we participate in non-exchange traded contracts requiring fair value accounting treatment.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Not applicable.

Item 4. Controls and Procedures.

Disclosure Controls and Procedures

The Company has adopted and maintains disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in the reports filed under the Exchange Act, such as this Form 10-Q, is collected, recorded, processed, summarized and reported within the time periods specified in the rules of the Securities and Exchange Commission. The Company’s disclosure controls and procedures are also designed to ensure that such information is accumulated and communicated to management to allow timely decisions regarding required disclosure. As required under Exchange Act Rule 13a-15, the Company’s management, including the Principal Executive Officer and Principal Financial Officer, has conducted an evaluation of the effectiveness of disclosure controls and procedures as of the end of the period covered by this report. Based upon that evaluation, the Company’s President concluded that the Company’s disclosure controls and procedures are not effective to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s President, as appropriate, to allow timely decisions regarding required disclosure.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None ..

Item 3. Defaults upon Senior Securities.

None.

Item 4. Mine Safety Disclosure

Not Applicable.

Item 5. Other Information.

None.

Item 6. Exhibits.

The following exhibits are included with this filing:

3.1* Articles of Incorporation (Form S-1 Registration No. 333-174674 filed June 2, 2011).

3.2* By-laws (Form S-1 Registration No. 333-174674 filed June 2, 2011).

4.1* Specimen Stock Certificate (Form S-1 Registration No. 333-174674 filed June 2, 2011).

10.1* Intellectual Property Purchase Agreement (Form S-1 Registration No. 333-174674 filed June 2, 2011).

10.2* Consulting Agreement with William Kazmierczak 5-22-2010 (Form S-1 Registration No. 333-174674 filed June 2, 2011).

31.1 Sarbanes-Oxley Section 302 certification by Vincent Simonelli

32.2 Sarbanes-Oxley Section 906 certification by Vincent Simonelli

* Previously filed and Incorporated by reference.

SIGNATURES

Pursuant to the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on behalf by the undersigned; duly authorized.

Date: May 20, 2019	Dream Homes & Development Corporation

	By:	/s/ Vincent Simonelli
		Vincent Simonelli
		Chief Executive Officer and Chief Financial Officer

EX-31 2 ex31.htm

EXHIBIT 31

CERTIFICATIONS

I, Vincent C. Simonelli, certify that:

1. I have reviewed this annual report of Dream Homes & Development Corporation.;

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

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

4. The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as 4efined 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 issuer and have:

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

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

(c) Evaluated the effectiveness of the issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the issuer’s internal control over financial reporting that occurred during the issuer’s most recent fiscal quarter (the issuer’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the issuer’s internal control over financial reporting; and

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

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether r not material, that involves management or other employees who have a significant role in the issuer’s internal control over financial reporting.

Date: May 20, 2019

/s/ Vincent C. Simonelli
CEO and CFO

EX-32 3 ex32.htm

EXHIBIT 32

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 annual report of Dream Homes & Development Corporation (the “Company”) on Form 10-Q for the quarter ended March 31, 2018 (the “Report”), as filed with the Securities and Exchange Commission on the date hereof, I, Vincent C. Simonelli, CEO and CFO of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

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

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

/s/ Vincent C. Simonelli
CEO and CFO

Dated: May 20, 2019

A signed original of this written statement required by Section 906 has been provided to Dream Homes & Development Corporation and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

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3-Deposits and Costs Coincident to Acquisition of Land for Development   Deposits and costs coincident to acquisition of land for development are summarized as follows:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">March 31, 2019</td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">December 31, 2018</td> <td> </td></tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2" style="text-align: justify"> </td> <td> </td> <td> </td> <td colspan="2" style="text-align: justify"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Lacey Township, New Jersey, Marina contract:</td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="width: 46%; padding-left: 10pt">Deposit</td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 22%; text-align: right">25,000</td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 26%; text-align: right">25,000</td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 10pt">Site engineering, permits and other costs:</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">49,959</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">49,959</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Total Marina Contract</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">74,959</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">74,959</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Other Deposits:</td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Clayton-80 lots and 120 apartments</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">9,920</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">9,920</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>71 Sheridan Avenue</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">79,150</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">79,150</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Bayville-20 units</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">2,674</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">2,674</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Other</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">2,005</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">2,005</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Lacey Township, New Jersey, Pines contract:</td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 10pt">Deposit</td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-left: 10pt">Cost to acquire contract</td> <td> </td> <td> </td> <td style="text-align: right">10,000</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">10,000</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 10pt">Site engineering, permits, and other costs</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">109,265</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">109,265</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Total Pines contract</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">119,265</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">119,265</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Berkeley Township, New Jersey, Tallwoods contract:</td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 10pt">Deposit</td> <td> </td> <td> </td> <td style="text-align: right">10,000</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">10,000</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-left: 10pt">Site engineering, permits, and other costs</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">34,892</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">62,994</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Total Tallwoods contract</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">44,892</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">72,994</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 20pt">Total</td> <td> </td> <td style="border-bottom: black 1.5pt solid">$</td> <td style="border-bottom: black 1.5pt solid; text-align: right">332,865</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid">$</td> <td style="border-bottom: black 1.5pt solid; text-align: right">360,967</td> <td> </td></tr> </table>   Lacey Township, New Jersey, “Dream Homes at the Pines”, Contract   On December 15, 2016, the Company acquired from General Development Corp. (“GDC”) rights to a contract to purchase over 9 acres of undeveloped land without amenities in Lacey Township, New Jersey (the “Lacey Contract or Dream Homes at the Pines”) for $15,000 cash (paid in December 2016) and 100,000 restricted shares of Company common stock (issued in April 2017) valued at $5,000. GDC acquired the rights to the contract from DHL on December 14, 2016 for $10,000 cash. As discussed in Note 9, Commitments and Contingencies under Line of Credit, the Company also has an available line of credit of $50,000 with GDC.   The Lacey Contract between DHL and the seller of the land was dated March 18, 2016 and provides for a $1,000,000 purchase price with closing on or about 60 days after memorialization of final Development Approvals has been obtained. DHL paid the seller a $10,000 refundable deposit in March 2016 pursuant to the Lacey Contract. In the event the transaction has not closed on at least a portion of the property within 24 months of the completion of the Due Diligence Period (as may be extended by two 6- month extensions), the seller has the option of terminating the contract. Notwithstanding this provision, the Company retains the right at all times to waive any remaining contingencies and proceed to close on the property.   At this time, the contract is in good standing and there is no risk of cancellation. As per the contract, the Company is required to close on this property no later than March 18, 2019, which date is inclusive of the 24-month development period, and 2 additional 6-month extensions.   Due diligence for the above property was completed as of May 17, 2016, and all costs were incurred by Dream Homes Ltd., which was in the contract for the property at the time. No additional costs for due diligence have been incurred by the Company, nor are any anticipated. The Company will incur all current costs associated with this property necessary to obtain all approvals, acquire the land, install the infrastructure and prepare the property to commence construction.   In order to obtain all developmental approvals and be prepared to begin installing infrastructure, various permits and engineering work are required. These permits include but are not limited to township subdivision, county, municipal utility authority, CAFRA (NJ Department of Environmental Protection) and NJ Department of Transportation. To date, design engineering has been completed and a CAFRA application has been prepared and submitted to the environmental scientist, along with a check for $36,750 payable to the NJ DEP. Application for this permit was made in April 2017. As of this date, the CAFRA application has been put on hold pending a determination if the township will be approved by the State of New Jersey for a CAFRA Town Center designation. A permit is expected to be issued in June or July of 2018. A Lacey Township Planning Board meeting was held on December 11, 2017. Additional information was requested from the board and the next meeting will be scheduled upon receipt of outside agency permits and the other requested information.   It is anticipated that complete development approvals will cost approximately $50,000 more to complete. In addition to these approval costs and acquisition costs, infrastructure costs are anticipated to cost approximately $1,000,000. The total amount of funding required to acquire and make this property ready for home construction is approximately $2,090,000 as of December 31, 2017.   The Company may need to seek loans from banks to finance this project. As part of their financing agreements, the banks typically require Vincent Simonelli to personally guarantee these loans. If Mr. Simonelli cannot qualify as a guarantor and there is no one other than him in the Corporation to provide those guarantees, the financing of the deal may be adversely affected. The exact amount of funding required for this particular property is not clear at the present time but will be determined when full approvals have been obtained and the Company is prepared to take title to the property.   Berkeley Township, New Jersey, “Dream Homes at Tallwoods”, Contract   On March 1, 2017, the Company acquired from DHL rights to a contract to purchase over 7 acres of land in Berkeley Township, NJ (the “Tallwoods Contract or Dream Homes at Tallwoods”) for 71,429 restricted shares of Company common stock (issued in April 2017). The Tallwoods Contract between DHL and the seller of the land was dated January 5, 2017 and provides for a $700,000 purchase price with closing on or about 60 days after final development approvals have been obtained and memorialized. DHL paid the seller a refundable $10,000 deposit in January 2017 pursuant to the Tallwoods contract.   The due diligence period associated with this property expired on March 4, 2017 and all costs associated with same were paid by Dream Homes Ltd. prior to the expiration date. The Company will incur no further costs related to the due diligence aspect of this purchase. The Company will incur all current and future costs associated with this property necessary to obtain all approvals, acquire the land and prepare the property to commence construction. The land is currently improved with streets and all public utilities in place. As such, the necessary steps required to bring the property through the approval process involve primarily design engineering. Since the property is on an improved street, a major subdivision application will be filed with the township, which will create 13 conforming buildable lots from the existing single 7 acre parcel. Accordingly, the remaining costs will primarily involve engineering and approval costs, as opposed to costs associated with the installation of infrastructure.   At this time, the Company estimates that the total engineering and approval costs will be approximately $40,000. The amount of money required to purchase the property is $700,000 of which $10,000 is currently on deposit. The Company has made application to the Berkeley Township Zoning Board.   In the event the transaction has not closed on at least a portion of the Property within 12 months of the completion of the Due Diligence Period (as may be extended by two 6-month extensions), the seller has the option of terminating the contract. Notwithstanding this provision, the Company retains the right at all times to waive any remaining contingencies and proceed to close on the property.   The Company may need to seek loans from banks to finance this project. As part of their financing agreements, the banks typically require Vincent Simonelli to personally guarantee these loans. If Mr. Simonelli cannot qualify as a guarantor and there is no one other than him in the Corporation to provide those guarantees, the financing of the deal may be adversely affected. The exact amount of funding required for this particular property is not clear at the present time but will be determined when full approvals have been obtained and the Company is prepared to take title to the property.   Lacey Township, New Jersey, “Dream Homes at Forked River”, Marina Contract   The Company has acquired the rights to a purchase contract via contract assignment for 48 waterfront townhomes with boat slips in Lacey, NJ. The project is currently in the approval process and significant engineering, environmental, traffic and architectural work has been completed. The property is a waterfront property, and is partially improved with all boat slips currently installed, the Department of Transportation permit received and the curb cut from Route 9 in place. The property when completely constructed has a retail value of $21 million and is expected to begin site improvements in late 2018 or early 2019.   On December 8, 2017, the Company acquired from DHL rights to a contract to purchase over +/- 7.5 acres of land in Lacey Township, NJ (the “Marina Contract or Dream Homes at Forked River”) for 162,200 restricted shares of Company common stock (committed but not issued as of April 16, 2018). The Contract between DHL and the seller of the land was dated February 24, 2016 and provides for a $2,166,710 purchase price with closing on or about 60 days after final development approvals have been obtained and memorialized. DHL paid the seller a refundable $25,000 deposit in February 2016 pursuant to the Marina contract.   The due diligence period associated with this property expired on May 1, 2016 and all costs associated with same were paid by Dream Homes Ltd. prior to the expiration date. The Company will incur no further costs related to the due diligence aspect of this purchase. The Company will incur all current and future costs associated with this property necessary to obtain all approvals, acquire the land and prepare the property to commence construction.   The land is currently approved for a marina and it is the Company’s intention to modify the approvals to a townhome use, as per the ordinance. The property is currently unimproved. As such, the necessary steps required to bring the property through the approval process involve design engineering as well as environmental approvals. Accordingly, the remaining costs will primarily involve engineering, legal and approval costs.   At this time, the Company estimates that the total engineering and approval costs will be approximately $100,000. The amount of money required to purchase the property is $2,430,000 of which $25,000 is currently on deposit.   The Company may need to seek loans from banks to finance this project. As part of their financing agreements, the banks typically require Vincent Simonelli to personally guarantee these loans. If Mr. Simonelli cannot qualify as a guarantor and there is no one other than him in the Corporation to provide those guarantees, the financing of the deal may be adversely affected. The exact amount of funding required for this particular property is not clear at the present time but will be determined when full approvals have been obtained and the Company is prepared to take title to the property. 4 - Loans Payable to Related Parties   Loans payable to related parties is summarized as follows:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2" style="text-align: center">March 31,</td> <td> </td> <td> </td> <td colspan="2" style="text-align: center">December 31,</td> <td> </td></tr> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">2019</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">2018</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2"> </td> <td> </td> <td> </td> <td colspan="2"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 72%">Loans payable to chief executive officer</td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 11%; text-align: right">40,987</td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 11%; text-align: right">29,025</td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Loans payable to GPIL (see Note 6)</td> <td> </td> <td> </td> <td style="text-align: right">3,118</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">3,118</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-bottom: 1.5pt">Loan payable to DHL</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">4,100</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">20,100</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-bottom: 2.5pt">Total</td> <td style="padding-bottom: 2.5pt"> </td> <td style="border-bottom: black 2.25pt double">$</td> <td style="border-bottom: black 2.25pt double; text-align: right">48,205</td> <td style="padding-bottom: 2.5pt"> </td> <td style="padding-bottom: 2.5pt"> </td> <td style="border-bottom: black 2.25pt double">$</td> <td style="border-bottom: black 2.25pt double; text-align: right">52,243</td> <td style="padding-bottom: 2.5pt"> </td></tr> </table>   All the loans above are non-interest bearing and due on demand.

5 - Common Stock Issuances   On February 22, 2017, DHDC issued 56,000 restricted shares of common stock to Green Chip Investor Relations pursuant to an Investor Relations and Consulting Services Agreement (see Note 8). The 56,000 restricted shares were valued at $2,800 ( or $.05 per share), which amount was expensed in the three months ended March 31, 2017.   On March 1, 2017, DHDC committed to issue 71,429 restricted shares of common stock (issued April 24, 2017) to DHL valued at $10,000, representing the amount of the refundable deposit on land made by DHL to the Seller in January 2017 for the Berkeley Township New Jersey contract (see Note 3).   On March 14, 2017, DHL assigned 275,000 restricted shares of Company common stock it held to the same minority stockholder of DHL that it assigned 100,000 shares of Company common stock on October 13, 2016 (see sixth preceding paragraph).   On April 26, 2017, DHDC issued 100,000 shares of restricted stock to General Development Corp. as payment of an assignment fee related to the 58 unit townhouse development in Lacey Township, NJ (see Note 3).   On July 12, 2017, DHDC issued 40,000 restricted shares of DHDC’s common stock to Dream Homes, Ltd. (“DHL”) in exchange for vehicles owned by DHL. The transaction reflected $6,000 net carrying value of the assets on DHL’s books at July 12, 2017.   On September 21, 2017, DHL assigned 25,000 restricted shares of Company common stock it held to the Secretary of both DHDC and DHL for services rendered to DHL. Accordingly, no stock-based compensation was recognized by DHDC.   On December 8, 2017, DHDC committed to issue 162,200 restricted shares of common stock to DHL valued at $48,658 (DHL’s historical cost of the assets being assigned), for the assignment of a contract to purchase property from DHL for the Lacey Township New Jersey contract (see Note 3).   On December 11, 2017, DHL assigned 100,000 restricted shares of Company common stock it held to the Company Securities Counsel of both DHDC and DHL in settlement of certain DHL accounts payable due him. Accordingly, no stock-based compensation was recognized by DHDC.   On December 27, 2017, DHDC committed to issue 12,500 restricted shares of DHDC’s common stock for cash proceeds of $ 5,000 at $.40 per share per the Subscription Agreement.   On December 29, 2017, DHDC committed to issue 27,810 restricted shares of DHDC’s common stock for settlement of $ 11,124 accounts payable at $.40 per share.   On January 31, 2018, DHDC committed to issue 16,000 restricted shares of DHDC’s common stock for cash proceeds of $11,400 at $ .40 per share per the subscription agreement.   On February 9, 2018, DHL assigned 40,000 restricted shares of Company common stock it held to a minority stockholder of DHL. This minority stockholder of DHL had contributed $10,000 out of approximately $500,000 in a private placement of common stock of DHL in 2010. In addition, this minority stockholder of DHL also received 30,000 restricted shares of DHL common stock in 2011 for legal services. Accordingly, no stock-based compensation was recognized by DHDC for this assignment of 40,000 shares.   On February 9, 2018, DHL assigned 25,000 restricted shares of Company common stock it held to the Secretary of both DHDC and DHL for accounting and administrative services rendered to DHL. Accordingly, no stock-based compensation was recognized by DHDC for this assignment of 25,000 shares.   On February 9, 2018, DHL assigned 25,000 restricted shares of Company common stock it held to a director of DHDC and service provider to DHL for legal services provided to DHL. Accordingly, no stock-based compensation was recognized by DHDC for this assignment of 25,000 shares.   On February 26, 2018 DHDC issued 12,500 restricted shares of DHDC’s common stock for cash proceeds of $ 5,000 at $.40 per share per the Subscription Agreement.

6 – Income Taxes   The provisions for (benefit from) income taxes differ from the amounts computed by applying the statutory United States Federal income tax rate (21% in 2018; 35% in 2017)to income (loss) before income taxes.   The sources of the differences follow:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">Three months ended March 31, 2019</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">Three months ended March 31, 2018</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 54%">Expected tax (benefit)</td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 20%; text-align: right">(12,005</td> <td style="width: 1%">)</td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 20%; text-align: right">(932</td> <td style="width: 1%">)</td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>State income taxes, net of Federal benefit</td> <td> </td> <td> </td> <td style="text-align: right">(5,145</td> <td>)</td> <td> </td> <td> </td> <td style="text-align: right">1,921</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Non-deductible stock-based compensation</td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">7,137</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Provision for Federal income taxes at lower tax rate on taxable income under $50,000</td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Change in valuation allowance</td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-bottom: 1.5pt">NOL carryforward affect</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">17,150</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">-</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-bottom: 1.5pt">Provision for income taxes</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid">$</td> <td style="border-bottom: black 1.5pt solid; text-align: right">-</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid">$</td> <td style="border-bottom: black 1.5pt solid; text-align: right">8,126</td> <td style="padding-bottom: 1.5pt"> </td></tr> </table>   The significant components of DHDC’s deferred tax asset as of March 31, 2019 and December 31, 2018 are as follows:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">March 31, 2019</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">December 31, 2018</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2" style="text-align: center"> </td> <td> </td> <td> </td> <td colspan="2" style="text-align: center"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Deferred tax assets:</td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="width: 58%">Net operating loss carry forward</td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 18%; text-align: right">17,150</td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 18%; text-align: right">-</td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-bottom: 1.5pt">Valuation allowance</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">(17,150</td> <td style="padding-bottom: 1.5pt">)</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">-</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-bottom: 1.5pt">Net deferred tax asset</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid">$</td> <td style="border-bottom: black 1.5pt solid; text-align: right">-</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid">$</td> <td style="border-bottom: black 1.5pt solid; text-align: right">-</td> <td style="padding-bottom: 1.5pt"> </td></tr> </table>

8- Commitments and Contingencies   Construction Contracts   As of March 31, 2019, Dream Building, LLC is committed under 16 construction contracts outstanding with home owners with contract prices totaling $ 3,631,330, which are being fulfilled in the ordinary course of business. None of these construction projects are expected to take significantly in excess of one year to complete from commencement of construction. The Company has no significant commitments with material suppliers or subcontractors that involve any sums of substance or, of long term duration at the date of issuance of these financial statements.   Employment Agreements   On May 8, 2017, DHDC executed an Employment Agreement with its newly appointed Sales Manager. The term of the agreement is from May 8, 2017 to May 8, 2019 and is renewable thereafter at 1 year intervals based on certain sales targets. The agreement provides for compensation based on sales.   For the three months ended March 31, 2019, sales commissions expense pursuant to this employment agreements was $40,266.   Lease Agreement   On June 20, 2017, DHDC executed a lease for office and storage space located at 2109 Bridge Avenue, Point Pleasant, New Jersey. The term of the Lease is five years from June 20, 2017 to June 20, 2022 with two (2) five (5) year options to renew. The Lease provides for monthly rent commencing August 20, 2017 at $1,200 per month until the earlier of completion of upstairs offices or November 20, 2017, at which time the monthly rent increases to $2,200 per month. Assuming DHDC is current in all rent and other charges, DHDC has the option to cancel the Lease with 90 days written notice to Landlord.   For the three months ended March 31, 2019, rent expense under this lease agreement was $6,600.   Investor Relations Agreement   On February 10, 2017, the Company entered into an Investor Relations and Consulting Services Agreement with an investor relations firm. The agreement expired on August 31, 2017 and provided for issuance of 56,000 restricted shares of common stock valued at $2,800 to the investor relations firm (stock issued on February 22, 2017) and $2,000 per month fees to be paid to the investor relations firm commencing March 2017.   For the three months ended March 31, 2019 and 2018, consulting fees expense under this agreement was $0 and $2,000, respectively.   Line of Credit   On September 15, 2016, DHDC established a $50,000 line of credit with General Development Corp., a non-bank lender. Advances under the line bear interest at a rate of 12% payable monthly and the outstanding principal is due and payable in 60 months. The line is secured by the personal guarantee of the Company’s Chief Executive Officer. The agreement to fund automatically renews on a yearly basis as long as interest payments are current. To date, the Company has not received any advances under the line of credit.   Private Placement   On November 3, 2017, the Company released a Private Placement Memorandum, which consists of an equity and debt offering for up to $5,000,000 in new capital. This capital will be utilized for acquisition and development of several of the properties the Company has under contract, as well as expansion into the Florida market. The offering is comprised of Units for sale as well as convertible debt. Each Unit is priced at $.40 per common share and includes 1 warrant to purchase an additional share of common stock for $.60 within 3 years of the date of Unit purchase. The convertible debt is offered at an 8% coupon, paid quarterly, has a maturity of 4 years and is convertible at $.75 per share. The offering was scheduled to close on January 2, 2018 and was extended unchanged by the Company to September 2, 2018.   As of May 21,, 2018, the Company has sold a total of 68,810 units and received $16,400 in cash ($5,000 in December 2017 for 12,500 units, $6,400 in January 2018 for 16,000 units and $5000 in February 2018 for 12,500 units) and was granted a reduction in accounts payable from a lumber vendor of 11,124 for 27,810 units issuable to the vendor as of December 31, 2017.

9- Related Party Transactions   Dream Homes Ltd. Allocated payroll   The Company uses the services of Dream Homes Ltd. (DHL) personnel for its operations. For the three months ended March 31, 2019 and 2018, selling, general and administrative expenses include $70,152 and $120,217, respectively incurred for the Company’s estimated share of DHL’s gross payroll and payroll taxes for the 2018 amount includes $17,500 salary paid to the Company’s Chief Executive Officer and $14,400 salary paid to the Company’s Secretary and VP of Human Resources.   Office Space   The Company has occupied office space located in Forked River, New Jersey which is owned by an affiliated company. Commencing April 2017, the Company has paid DHL monthly rent of $2,000 ($6,000 total for the three months ended March 31, 2019) for this office space.

11- Subsequent Events   On May 8, 2019, the Company issued 58,000 shares of restricted common shares to two individuals for consulting services.

Property and equipment is summarized as follows:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">March 31, 2019</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">December 31, 2018</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2"> </td> <td> </td> <td> </td> <td colspan="2"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 46%">Office equipment</td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 22%; text-align: right">4,115</td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 26%; text-align: right">4,115</td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Vehicles</td> <td> </td> <td> </td> <td style="text-align: right">38,565</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">31,065</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-bottom: 1.5pt">Less: Accumulated depreciation</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">(25,911</td> <td style="padding-bottom: 1.5pt">)</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">(24,449</td> <td style="padding-bottom: 1.5pt">)</td></tr> <tr style="vertical-align: bottom; background-color: white"> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-bottom: 2.5pt">Property and Equipment- net</td> <td style="padding-bottom: 2.5pt"> </td> <td style="border-bottom: black 2.25pt double">$</td> <td style="border-bottom: black 2.25pt double; text-align: right">16,769</td> <td style="padding-bottom: 2.5pt"> </td> <td style="padding-bottom: 2.5pt"> </td> <td style="border-bottom: black 2.25pt double">$</td> <td style="border-bottom: black 2.25pt double; text-align: right">10,731</td> <td style="padding-bottom: 2.5pt"> </td></tr> </table>

Deposits and costs coincident to acquisition of land for development are summarized as follows:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">March 31, 2019</td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">December 31, 2018</td> <td> </td></tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2" style="text-align: justify"> </td> <td> </td> <td> </td> <td colspan="2" style="text-align: justify"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Lacey Township, New Jersey, Marina contract:</td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="width: 46%; padding-left: 10pt">Deposit</td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 22%; text-align: right">25,000</td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 26%; text-align: right">25,000</td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 10pt">Site engineering, permits and other costs:</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">49,959</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">49,959</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Total Marina Contract</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">74,959</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">74,959</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Other Deposits:</td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Clayton-80 lots and 120 apartments</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">9,920</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">9,920</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>71 Sheridan Avenue</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">79,150</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">79,150</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Bayville-20 units</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">2,674</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">2,674</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Other</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">2,005</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">2,005</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Lacey Township, New Jersey, Pines contract:</td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 10pt">Deposit</td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-left: 10pt">Cost to acquire contract</td> <td> </td> <td> </td> <td style="text-align: right">10,000</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">10,000</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 10pt">Site engineering, permits, and other costs</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">109,265</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">109,265</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Total Pines contract</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">119,265</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">119,265</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Berkeley Township, New Jersey, Tallwoods contract:</td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 10pt">Deposit</td> <td> </td> <td> </td> <td style="text-align: right">10,000</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">10,000</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-left: 10pt">Site engineering, permits, and other costs</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">34,892</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">62,994</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Total Tallwoods contract</td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">44,892</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">72,994</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 20pt">Total</td> <td> </td> <td style="border-bottom: black 1.5pt solid">$</td> <td style="border-bottom: black 1.5pt solid; text-align: right">332,865</td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid">$</td> <td style="border-bottom: black 1.5pt solid; text-align: right">360,967</td> <td> </td></tr> </table>

Loans payable to related parties is summarized as follows:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2" style="text-align: center">March 31,</td> <td> </td> <td> </td> <td colspan="2" style="text-align: center">December 31,</td> <td> </td></tr> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">2019</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">2018</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2"> </td> <td> </td> <td> </td> <td colspan="2"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 72%">Loans payable to chief executive officer</td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 11%; text-align: right">40,987</td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 11%; text-align: right">29,025</td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Loans payable to GPIL (see Note 6)</td> <td> </td> <td> </td> <td style="text-align: right">3,118</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">3,118</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-bottom: 1.5pt">Loan payable to DHL</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">4,100</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">20,100</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-bottom: 2.5pt">Total</td> <td style="padding-bottom: 2.5pt"> </td> <td style="border-bottom: black 2.25pt double">$</td> <td style="border-bottom: black 2.25pt double; text-align: right">48,205</td> <td style="padding-bottom: 2.5pt"> </td> <td style="padding-bottom: 2.5pt"> </td> <td style="border-bottom: black 2.25pt double">$</td> <td style="border-bottom: black 2.25pt double; text-align: right">52,243</td> <td style="padding-bottom: 2.5pt"> </td></tr> </table>

The sources of the differences follow:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">Three months ended March 31, 2019</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">Three months ended March 31, 2018</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 54%">Expected tax (benefit)</td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 20%; text-align: right">(12,005</td> <td style="width: 1%">)</td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 20%; text-align: right">(932</td> <td style="width: 1%">)</td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>State income taxes, net of Federal benefit</td> <td> </td> <td> </td> <td style="text-align: right">(5,145</td> <td>)</td> <td> </td> <td> </td> <td style="text-align: right">1,921</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Non-deductible stock-based compensation</td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">7,137</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Provision for Federal income taxes at lower tax rate on taxable income under $50,000</td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Change in valuation allowance</td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">-</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-bottom: 1.5pt">NOL carryforward affect</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">17,150</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">-</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-bottom: 1.5pt">Provision for income taxes</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid">$</td> <td style="border-bottom: black 1.5pt solid; text-align: right">-</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid">$</td> <td style="border-bottom: black 1.5pt solid; text-align: right">8,126</td> <td style="padding-bottom: 1.5pt"> </td></tr> </table>

The significant components of DHDC’s deferred tax asset as of March 31, 2019 and December 31, 2018 are as follows:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">March 31, 2019</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">December 31, 2018</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2" style="text-align: center"> </td> <td> </td> <td> </td> <td colspan="2" style="text-align: center"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td>Deferred tax assets:</td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="width: 58%">Net operating loss carry forward</td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 18%; text-align: right">17,150</td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 18%; text-align: right">-</td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-bottom: 1.5pt">Valuation allowance</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">(17,150</td> <td style="padding-bottom: 1.5pt">)</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">-</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-bottom: 1.5pt">Net deferred tax asset</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid">$</td> <td style="border-bottom: black 1.5pt solid; text-align: right">-</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid">$</td> <td style="border-bottom: black 1.5pt solid; text-align: right">-</td> <td style="padding-bottom: 1.5pt"> </td></tr> </table>

30000

25000

12500

40000

58000

256873

314040

-1321472

-1264305

1554144

24201

813346

665610

428821

317634

1070219

979650

2200

686385

573752

344614

349218

183590

118687

244684

178292

24200993

24231963

0.00

-57167

-12565

8126

-57167

-4439

266105

215787

1462

1228

264643

214559

210408

211348

17658

565191

364212

64903

-66392

-4038

11400

-7500

-14253

14253

76441

-63539

111187

20279

10- Stock Warrants   On July 12, 2017, DHDC issued 750,000 stock warrants to various members of Dream Homes & Development Corporation’s executive team (including 500,000 to the Company’s Chief Executive Officer, 100,000 to the Company’s Secretary, and a total of 60,000 to the Company’s two other directors and 50,000 to a non-executive DHL project manager employee). These Warrants entitle the holder to purchase shares of Dream Homes & Development Corporation at $0.30 per share through July 20, 2020. These warrants vest to the Holder on a semi-annual basis over a 36-month period contingent upon Holder’s continued association with the Company. The $407,850 total fair value (calculated using the Black Scholes option pricing model and the following assumptions: (1) stock price of $0.60, (2) exercise price of $0.30, (3) dividend yield of 0%, (4) risk-free interest rate of 1.53%, (5) expected volatility of 171%, and (6) term of 3 years) of the 750,000 warrants is being expensed evenly over the 3 years requisite service period of the individuals that were granted these warrants commencing in July 2017. For the three months ended March 31, 2018, stock-based compensation attributable to the warrants was $ 33,988 using the above Black Scholes option pricing model.   Included within the 750,000 warrants described in the preceding paragraph are 20,000 warrants issued to the Company’s Vice President of Business Development that are not covered by the Employment Agreement dated April 28, 2017 described in Note 8. Also included within the 750,000 warrants described in the preceding paragraph are 20,000 warrants issued to the Company’s Sales Manager that are not covered by the Employment Agreement dated May 8, 2017 described in Note 8.   In addition to the 750,000 warrants issued on July 12, 2017 per above, the company issued a total of 68,810 warrants in connection with the Private Placement described above in Note 8. The warrants are exercisable into common stock at an exercise price of $ .60 per share for a period of 3 years commencing from the respective issuance dates of these warrants.

5000

11400

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Note 1 - Significant Accounting Policies   Nature of Operations   Dream Homes & Development Corporation is a regional builder and developer of new single-family homes and subdivisions, as well as a market leader in coastal construction, elevation and mitigation. In the five years that have passed since Superstorm Sandy flooded 30,000 owner-occupied homes, Dream Homes has helped hundreds of homeowners to rebuild or raise their homes to comply with new FEMA requirements.   In addition to the coastal construction market, Dream Homes will continue to pursue opportunities in new single and multi-family home construction, with 4 new developments totaling 123 units under contract and in development. Dream Homes’ operations will include the development and sale of a variety of residential communities, including construction of semi-custom homes, entry-level and first time move-up single-family and multi-family homes.   In addition to the New Jersey market, the Company, through its Dream Building LLC subsidiary, has become licensed in Florida to pursue recent opportunities for elevation, restoration, renovation and new construction brought about by the damage caused by recent hurricanes. Initial markets to be targeted are located primarily in the southwest portion of the state, between Naples and Cape Coral.   In addition to the Company’s construction operations, the Company holds a bi-monthly “Dream Homes Nearly Famous Rebuilding Seminar”, and publishes an informational blog known as the “Dream Homes Rebuilding Blog”. The Rebuilding Seminar is an educational tool for homeowners who need rebuilding or renovations. This seminar has been presented steadily since early 2013, and is designed to educate and assist homeowners in deciphering the confusion about planning and executing complex residential construction projects. A professional team attends each seminar and presents on a diverse variety of topics, including expert advice from architects, engineers, finance people, attorneys, project managers, elevation professionals and builder/general contractors. The “Dream Homes Rebuilding Blog” is an educational platform written by Vincent Simonelli, which offers comprehensive advice on all aspects of construction, finance, development and real estate. The Blog is located at http://blog.dreamhomesltd.com.   History   Dream Homes & Development Corporation was originally incorporated as The Virtual Learning Company, Inc. (“Virtual Learning”) on January 6, 2009 as a Nevada corporation with 75,000,000 shares of capital stock authorized, of which 70,000,000 shares are common shares ($.001 par value), and 5,000,000 shares are preferred shares ($.001 par value).   On August 19, 2016, Virtual Learning acquired 4.5% of Dream Homes, Ltd. (“DHL”), 100% of Dream Building, LLC (“DBL”) , a wholly owned subsidiary of DHL, and use of all construction licensing and registrations held by Atlantic Northeast Construction LLC (“ANCL”), a wholly owned subsidiary of DHL, in exchange for the issuance of 2,225,000 shares of Virtual Learning common stock to DHL at an agreed price of $.05 per common share.   The majority stockholder and chief executive officer of DHL was also the controlling stockholder and chief executive officer of Virtual Learning. As Virtual Learning and DHL were entities under common control, the acquired assets were reflected by Virtual Learning at DHL’s $0 carrying amount on the date of transfer pursuant to Accounting Standards Codification (“ASC”) 805-50-30-5.   From August 19, 2016 to August 23, 2016, Virtual Learning acquired the rights to complete 6 in process construction contracts of ANCL in exchange for the issuance of 2,287,367 shares of Virtual Learning common stock to DHL at an agreed price of $.05 per common share for those ANCL contracts. As Virtual Learning and DHL were entities under common control, the acquired rights were reflected at DHL’s $0 carrying amount on the date of transfer pursuant to ASC 805-50-30-5.   Due to the Company’s change in focus to its construction business, the Company wrote off the remaining unamortized capitalized curriculum development costs of $20,534 at December 31, 2016.   On March 14, 2017, Virtual Learning changed its name to Dream Homes & Development Corporation (“DHDC”). DHDC maintains a web site at www.dreamhomesltd.com as well as a blog, located at http://blog.dreamhomesltd.com.   Interim Financial Statements   The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they may not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations or cash flows. It is management’s opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation.   The unaudited interim financial statements should be read in conjunction with the Company’s Annual Report filed on Form 10-K for the year ended December 31, 2018, which contains the financial statements and notes thereto, together with Management’s Discussion and Analysis of Financial Conditions and Results of Operations, for the year ended December 31, 2018. Operating results for the three months ended March 31, 2019 are not necessarily indicative of the results to be expected for the year ending December 31, 2019.   Principles of Consolidation   The consolidated financial statements include the accounts of DHDC and its wholly owned subsidiary DBL (collectively, the “Company”). All intercompany balances and transactions have been eliminated in consolidation.   Property and Equipment   Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided using the straight-line method over an estimated useful life of five years. Repairs and maintenance costs are expensed as incurred, and renewals and betterments are capitalized.   Use of Estimates   The preparation of financial statements in conformity with accounting principles .generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates.   Fair Value of Financial Instruments   Fair value is defined as the price that we would receive to sell an asset or pay to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date. In determining fair value, GAAP establishes a three-level hierarchy used in measuring fair value, as follows:   ● Level 1 inputs are quoted prices available for identical assets and liabilities in active markets.   ● Level 2 inputs are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets and liabilities in active markets or other inputs that are observable or can be corroborated by observable market data.   ● Level 3 inputs are less observable and reflect our own assumptions.   Our financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses and loans payable to related parties. The carrying amount of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, and loans payable to related parties approximates fair value because of their short maturities.   Construction Contracts   Revenue recognition:   The Company recognizes construction contract revenue using the percentage-of-completion method, based primarily on contract cost incurred to date compared to total estimated contract cost. Cost of revenue includes an allocation of depreciation, amortization and general overhead cost. Changes to total estimated contract cost or losses, if any, are recognized in the period in which they are determined.   The Company generally provides limited warranties for work performed under its construction contracts with periods typically extending for a limited duration following substantial completion of the Company’s work on a project.   The Company classifies construction-related receivables and payables that may be settled in periods exceeding one year from the balance sheet date, if any, as current assets and liabilities consistent with the length of time of its project operating cycle. For example:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: top"> <td style="width: 48px"> </td> <td style="width: 24px">●</td> <td style="text-align: justify">Costs and estimated earnings in excess of billings represent the excess of contract costs and profits (or contract revenue) over the amount of contract billings to date and are classified as a current asset.</td></tr> <tr style="vertical-align: top"> <td> </td> <td> </td> <td style="text-align: justify"> </td></tr> <tr style="vertical-align: top"> <td> </td> <td>●</td> <td style="text-align: justify">Billings in excess of costs and estimated earnings represent the excess of contract billings to date over the amount of contract costs and profits (or contract revenue) recognized to date and are classified as a current liability.</td></tr> </table>   Costs and estimated earnings in excess of billings result when either: 1) costs are incurred related to certain claims and unapproved change orders, or 2) the appropriate contract revenue amount has been recognized in accordance with the percentage-of-completion accounting method, but a portion of the revenue recorded cannot be billed currently due to the billing terms defined in the contract. Claims occur when there is a dispute regarding both a change in the scope of work and the price associated with that change. Unapproved change orders occur when there is a dispute regarding only the price associated with a change in scope of work. For both claims and unapproved change orders, the Company recognizes revenue, but not profit, when it is determined that recovery of incurred cost is probable and the amounts can be reliably estimated.   Change in Estimates:   The Company’s estimates of contract revenue and cost are highly detailed and many factors change during a contract performance period that result in a change to contract profitability. These factors include, but are not limited to, differing site conditions: availability of skilled contract labor: performance of major material suppliers and subcontractors: on-going subcontractor negotiations and buyout provisions: unusual weather conditions: changes in the timing of scheduled work: change orders: accuracy of the original bid estimate: changes in estimated labor productivity and costs based on experience to date: achievement of incentive-based income targets: and the expected, or actual, resolution terms for claims. The factors that cause changes in estimates vary depending on the maturation of the project within its lifecycle. For example, in the ramp-up phase, these factors typically consist of revisions in anticipated project costs and during the peak and close-out phases, these factors include the impact of change orders and claims as well as additional revisions in remaining anticipated project costs. Generally, if the contract is at an early stage of completion, the current period impact is smaller than if the same change in estimate is made to the contract at a later stage of completion. Management focuses on evaluating the performance of contracts individually and uses the cumulative catch-up method to account for revisions in estimates. Material changes in estimates are disclosed in the notes to the consolidated financial statements.   Income Taxes   The Company accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the provision for income tax in the statements of operations. The Company evaluates the probability of realizing the future benefits of its deferred tax assets and provides a valuation allowance when realization of the assets is not reasonably assured.   The Company recognizes in its financial statements the impact of tax positions that meet a “more likely than not” threshold, based on the technical merits of the position. The tax benefits recognized from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement.   Net Income (Loss) Per Common Share   Basic net income (basic net loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period.   Diluted net income (loss) per common share is computed using the weighted average number of common shares outstanding and potentially dilutive securities outstanding during the period.   Recent Accounting Pronouncements   In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Accounting Standards Codification “ASC” Topic 606). The purpose of this ASU is to converge revenue recognition requirements per GAAP and International Financial Reporting Standards (“IFRS”). The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The amendments in this ASU were originally effective for interim and annual reporting periods beginning after December 15, 2016, with early adoption not permitted by the FASB; however, in August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date after public comment respondents supported a proposal to delay the effective date of this ASU to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. The impact of this ASU on our financial position, results of operations and cash flows at March 31, 2019 and for the three months then ended has not been significant.   Certain other accounting pronouncements have been issued by the FASB and other standard setting organizations which are not yet effective and therefore have not yet been adopted by the Company. The impact on the Company’s financial position and results of operations from adoption of these standards is not expected to be material.

Nature of Operations   Dream Homes & Development Corporation is a regional builder and developer of new single-family homes and subdivisions, as well as a market leader in coastal construction, elevation and mitigation. In the five years that have passed since Superstorm Sandy flooded 30,000 owner-occupied homes, Dream Homes has helped hundreds of homeowners to rebuild or raise their homes to comply with new FEMA requirements.   In addition to the coastal construction market, Dream Homes will continue to pursue opportunities in new single and multi-family home construction, with 4 new developments totaling 123 units under contract and in development. Dream Homes’ operations will include the development and sale of a variety of residential communities, including construction of semi-custom homes, entry-level and first time move-up single-family and multi-family homes.   In addition to the New Jersey market, the Company, through its Dream Building LLC subsidiary, has become licensed in Florida to pursue recent opportunities for elevation, restoration, renovation and new construction brought about by the damage caused by recent hurricanes. Initial markets to be targeted are located primarily in the southwest portion of the state, between Naples and Cape Coral.   In addition to the Company’s construction operations, the Company holds a bi-monthly “Dream Homes Nearly Famous Rebuilding Seminar”, and publishes an informational blog known as the “Dream Homes Rebuilding Blog”. The Rebuilding Seminar is an educational tool for homeowners who need rebuilding or renovations. This seminar has been presented steadily since early 2013, and is designed to educate and assist homeowners in deciphering the confusion about planning and executing complex residential construction projects. A professional team attends each seminar and presents on a diverse variety of topics, including expert advice from architects, engineers, finance people, attorneys, project managers, elevation professionals and builder/general contractors. The “Dream Homes Rebuilding Blog” is an educational platform written by Vincent Simonelli, which offers comprehensive advice on all aspects of construction, finance, development and real estate. The Blog is located at http://blog.dreamhomesltd.com.   History   Dream Homes & Development Corporation was originally incorporated as The Virtual Learning Company, Inc. (“Virtual Learning”) on January 6, 2009 as a Nevada corporation with 75,000,000 shares of capital stock authorized, of which 70,000,000 shares are common shares ($.001 par value), and 5,000,000 shares are preferred shares ($.001 par value).   On August 19, 2016, Virtual Learning acquired 4.5% of Dream Homes, Ltd. (“DHL”), 100% of Dream Building, LLC (“DBL”) , a wholly owned subsidiary of DHL, and use of all construction licensing and registrations held by Atlantic Northeast Construction LLC (“ANCL”), a wholly owned subsidiary of DHL, in exchange for the issuance of 2,225,000 shares of Virtual Learning common stock to DHL at an agreed price of $.05 per common share.   The majority stockholder and chief executive officer of DHL was also the controlling stockholder and chief executive officer of Virtual Learning. As Virtual Learning and DHL were entities under common control, the acquired assets were reflected by Virtual Learning at DHL’s $0 carrying amount on the date of transfer pursuant to Accounting Standards Codification (“ASC”) 805-50-30-5.   From August 19, 2016 to August 23, 2016, Virtual Learning acquired the rights to complete 6 in process construction contracts of ANCL in exchange for the issuance of 2,287,367 shares of Virtual Learning common stock to DHL at an agreed price of $.05 per common share for those ANCL contracts. As Virtual Learning and DHL were entities under common control, the acquired rights were reflected at DHL’s $0 carrying amount on the date of transfer pursuant to ASC 805-50-30-5.   Due to the Company’s change in focus to its construction business, the Company wrote off the remaining unamortized capitalized curriculum development costs of $20,534 at December 31, 2016.   On March 14, 2017, Virtual Learning changed its name to Dream Homes & Development Corporation (“DHDC”). DHDC maintains a web site at www.dreamhomesltd.com as well as a blog, located at http://blog.dreamhomesltd.com.

Recent Accounting Pronouncements   In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Accounting Standards Codification “ASC” Topic 606). The purpose of this ASU is to converge revenue recognition requirements per GAAP and International Financial Reporting Standards (“IFRS”). The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The amendments in this ASU were originally effective for interim and annual reporting periods beginning after December 15, 2016, with early adoption not permitted by the FASB; however, in August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date after public comment respondents supported a proposal to delay the effective date of this ASU to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. The impact of this ASU on our financial position, results of operations and cash flows at March 31, 2019 and for the three months then ended has not been significant.   Certain other accounting pronouncements have been issued by the FASB and other standard setting organizations which are not yet effective and therefore have not yet been adopted by the Company. The impact on the Company’s financial position and results of operations from adoption of these standards is not expected to be material.

Net Income (Loss) Per Common Share   Basic net income (basic net loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period.   Diluted net income (loss) per common share is computed using the weighted average number of common shares outstanding and potentially dilutive securities outstanding during the period.

Income Taxes   The Company accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the provision for income tax in the statements of operations. The Company evaluates the probability of realizing the future benefits of its deferred tax assets and provides a valuation allowance when realization of the assets is not reasonably assured.   The Company recognizes in its financial statements the impact of tax positions that meet a “more likely than not” threshold, based on the technical merits of the position. The tax benefits recognized from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement.

Fair Value of Financial Instruments   Fair value is defined as the price that we would receive to sell an asset or pay to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date. In determining fair value, GAAP establishes a three-level hierarchy used in measuring fair value, as follows:   ● Level 1 inputs are quoted prices available for identical assets and liabilities in active markets.   ● Level 2 inputs are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets and liabilities in active markets or other inputs that are observable or can be corroborated by observable market data.   ● Level 3 inputs are less observable and reflect our own assumptions.   Our financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses and loans payable to related parties. The carrying amount of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, and loans payable to related parties approximates fair value because of their short maturities.

Use of Estimates   The preparation of financial statements in conformity with accounting principles .generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates.

Property and Equipment   Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided using the straight-line method over an estimated useful life of five years. Repairs and maintenance costs are expensed as incurred, and renewals and betterments are capitalized.

Principles of Consolidation   The consolidated financial statements include the accounts of DHDC and its wholly owned subsidiary DBL (collectively, the “Company”). All intercompany balances and transactions have been eliminated in consolidation.

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<table cellspacing="0" cellpadding="0" style="width: 100%"> <tr style="vertical-align: top"> <td style="width: 24px; font: 12pt Times New Roman, Times, Serif; text-align: justify">12-</td> <td style="font: 12pt Times New Roman, Times, Serif; text-align: justify">Receivable from Arbitration and settlement of in process customer construction contract in dispute and related losses recognized and recorded by the Company</td></tr> </table>   The Company began work on a construction contract in the amount of $307,000 in August 2016. Through September 30, 2017, the Company billed the customer a total of $219,565, collected a total of $130,247 from the customer, and accordingly had a balance due from the customer of $89,318 at September 30, 2017. When the customer refused to pay the $89,318 balance, the Company ceased working on the contract in July 2017, filed a request for arbitration on October 3, 2017, and filed a Construction Lien Claim on October 18, 2017. On March 6, 2018, the American Arbitration Association awarded the Company $75,000 in connection with its claim. To date the Company has not yet collected the $75,000 owing to it under the arbitration award. Based upon advice of Company Counsel it still has further legal actions available to it to ultimately facilitate payment from the customer of the $75,000 in the contract dispute. Accordingly, at December 31, 2017 the Company has recognized a loss of $14,318 on the write-down of accounts receivable from this customer which has been reflected as a reduction in revenue from construction contracts and gross profit for the year ended December 31, 2017.   At December 31, 2017, there was a “Costs and estimated earnings in excess of billings” asset relating to the Arbitration Award disputed contract of $48,419 representing the difference between the amount billed to the customer of $219,565 and costs and estimated earnings of $267,984 through December 31, 2017. Accordingly, at December 31, 2017 the Company has also recognized a loss of $48,419 on the write-down of the “Costs and estimated earnings in excess of billings” asset attributable to this disputed customer contract, which has been reflected as a reduction in revenue from construction contracts and gross profit for the year ended December 31, 2017. Over the life of this contract the Company recognized a cumulative gross profit of $17,658 through December 31, 2017, which is net of a negative gross profit of ($9,012) for the year ended December 31, 2017, based upon the write-down of $14,318 described in the preceding paragraph and the $48,419 write-down described in this paragraph, which aggregate to $62,732.

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7- Business Segments   The company currently has one business segment which is residential construction, which is further divided into elevation/renovation, demolition and new home construction and new single and multi-family home developments. The residential construction segment is operated through DHDC’s wholly owned subsidiary Dream Building, LLC (since August 19, 2016).

2 - Property and Equipment   Property and equipment is summarized as follows:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">March 31, 2019</td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center">December 31, 2018</td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2"> </td> <td> </td> <td> </td> <td colspan="2"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 46%">Office equipment</td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 22%; text-align: right">4,115</td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%">$</td> <td style="width: 26%; text-align: right">4,115</td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td>Vehicles</td> <td> </td> <td> </td> <td style="text-align: right">38,565</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">31,065</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-bottom: 1.5pt">Less: Accumulated depreciation</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">(25,911</td> <td style="padding-bottom: 1.5pt">)</td> <td style="padding-bottom: 1.5pt"> </td> <td style="border-bottom: black 1.5pt solid"> </td> <td style="border-bottom: black 1.5pt solid; text-align: right">(24,449</td> <td style="padding-bottom: 1.5pt">)</td></tr> <tr style="vertical-align: bottom; background-color: white"> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"> </td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-bottom: 2.5pt">Property and Equipment- net</td> <td style="padding-bottom: 2.5pt"> </td> <td style="border-bottom: black 2.25pt double">$</td> <td style="border-bottom: black 2.25pt double; text-align: right">16,769</td> <td style="padding-bottom: 2.5pt"> </td> <td style="padding-bottom: 2.5pt"> </td> <td style="border-bottom: black 2.25pt double">$</td> <td style="border-bottom: black 2.25pt double; text-align: right">10,731</td> <td style="padding-bottom: 2.5pt"> </td></tr> </table>   Depreciation expense for the three months ended March 31, 2019 and 2018 was $1,462 and $1,228, respectively.

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Construction Contracts   Revenue recognition:   The Company recognizes construction contract revenue using the percentage-of-completion method, based primarily on contract cost incurred to date compared to total estimated contract cost. Cost of revenue includes an allocation of depreciation, amortization and general overhead cost. Changes to total estimated contract cost or losses, if any, are recognized in the period in which they are determined.   The Company generally provides limited warranties for work performed under its construction contracts with periods typically extending for a limited duration following substantial completion of the Company’s work on a project.   The Company classifies construction-related receivables and payables that may be settled in periods exceeding one year from the balance sheet date, if any, as current assets and liabilities consistent with the length of time of its project operating cycle. For example:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: top"> <td style="width: 48px"> </td> <td style="width: 24px">●</td> <td style="text-align: justify">Costs and estimated earnings in excess of billings represent the excess of contract costs and profits (or contract revenue) over the amount of contract billings to date and are classified as a current asset.</td></tr> <tr style="vertical-align: top"> <td> </td> <td> </td> <td style="text-align: justify"> </td></tr> <tr style="vertical-align: top"> <td> </td> <td>●</td> <td style="text-align: justify">Billings in excess of costs and estimated earnings represent the excess of contract billings to date over the amount of contract costs and profits (or contract revenue) recognized to date and are classified as a current liability.</td></tr> </table>   Costs and estimated earnings in excess of billings result when either: 1) costs are incurred related to certain claims and unapproved change orders, or 2) the appropriate contract revenue amount has been recognized in accordance with the percentage-of-completion accounting method, but a portion of the revenue recorded cannot be billed currently due to the billing terms defined in the contract. Claims occur when there is a dispute regarding both a change in the scope of work and the price associated with that change. Unapproved change orders occur when there is a dispute regarding only the price associated with a change in scope of work. For both claims and unapproved change orders, the Company recognizes revenue, but not profit, when it is determined that recovery of incurred cost is probable and the amounts can be reliably estimated.   Change in Estimates:   The Company’s estimates of contract revenue and cost are highly detailed and many factors change during a contract performance period that result in a change to contract profitability. These factors include, but are not limited to, differing site conditions: availability of skilled contract labor: performance of major material suppliers and subcontractors: on-going subcontractor negotiations and buyout provisions: unusual weather conditions: changes in the timing of scheduled work: change orders: accuracy of the original bid estimate: changes in estimated labor productivity and costs based on experience to date: achievement of incentive-based income targets: and the expected, or actual, resolution terms for claims. The factors that cause changes in estimates vary depending on the maturation of the project within its lifecycle. For example, in the ramp-up phase, these factors typically consist of revisions in anticipated project costs and during the peak and close-out phases, these factors include the impact of change orders and claims as well as additional revisions in remaining anticipated project costs. Generally, if the contract is at an early stage of completion, the current period impact is smaller than if the same change in estimate is made to the contract at a later stage of completion. Management focuses on evaluating the performance of contracts individually and uses the cumulative catch-up method to account for revisions in estimates. Material changes in estimates are disclosed in the notes to the consolidated financial statements.

294795

254208

4057

97311

52334

174642

158181

105847

267984

1470

28102

4038

P3Y

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2225000

2287367

0.40

0.05

20534

P5Y

4115

38565

4115

31065

25911

24449

7.5

100000

56000

71429

275000

100000

56000

100000

25000

162200

100000

71429

5000

2800

10000

2800

48658

10000

50000

1000000

700000

10000 25000 10000 36750

50000

1000000

40000

100000

10000

25000

21000000 162200

25000

10000

25000

10000

109265

49959

34892

49959

109265

62994

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0.40

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500000

0.35

0.21

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1921

7137

17150

16 3631330 P1Y

40266

P5Y

1200

2200

6600

2017-08-31 2000 0

50000

0.12

outstanding principal is due and payable in 60 months.

5000000

within 3 years of the date of Unit purchase.

0.08

P4Y

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11124 27810 Interim Financial Statements   The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they may not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations or cash flows. It is management’s opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation.   The unaudited interim financial statements should be read in conjunction with the Company’s Annual Report filed on Form 10-K for the year ended December 31, 2018, which contains the financial statements and notes thereto, together with Management’s Discussion and Analysis of Financial Conditions and Results of Operations, for the year ended December 31, 2018. Operating results for the three months ended March 31, 2019 are not necessarily indicative of the results to be expected for the year ending December 31, 2019. 2090000 50000

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Instrument [Axis] Loans Payable [Member] Nonbank Lender [Member] Legal Entity [Axis] General Development Corp [Member] Product and Service [Axis] Lacey Contract [Member] Loans Payable to GPIL [Member] Loan Payable to DHL [Member] Type of Arrangement and Non-arrangement Transactions [Axis] Investor Relations and Consulting Services Agreement [Member] Investor [Member] Tallwoods Contract [Member] DHL [Member] Minority Stockholder [Member] Green Chip Investor Relations [Member] Consulting Services Agreement [Member] Property, Plant and Equipment, Type [Axis] Office Equipment [Member] Vehicles [Member] Title of Individual [Axis] Sales Manager [Member] Award Type [Axis] May 8 2017 to May 8 2019 Lease Agreement [Member] November 20 2017 Equity Components [Axis] Stock Warrant [Member] Chief Executive Officer [Member] Secretary [Member] Non Executive DHL Project Manager Employee [Member] Two Other Directors [Member] Dream Homes,Ltd [Member] Subscription Agreement [Member] Sale of Stock [Axis] Private Placement [Member] Convertible Debt [Member] Scenario [Axis] Through July 20, 2020 [Member] Industry Sector [Axis] NJ Department of Transportation [Member] Business Acquisition [Axis] Lacey Township, New Jersey, Pines Contract [Member] Lacey Township, New Jersey, Marina Contract [Member] Berkeley Township, New Jersey, Tallwoods contract [Member] Directors [Member] Underlying Asset Class [Axis] Construction Contracts [Member] Dream Building, LLC [Member] Lumber Vendor [Member] Income Statement Location [Axis] Selling, General and Administrative [Member] June 20 2017 to June 20 2022 Measurement Input Type [Axis] Exercise Price [Member] Expected Dividend Rate [Member] Risk Free Interest Rate [Member] Expected Volatility [Member] Expected Term [Member] American Arbitration Association [Member] Arbitration Award [Member] Customer [Member] Clayton-80 Lots and 120 Apartments [Member] 71 Sheridan Avenue [Member] Bayville-20 Units [Member] Other [Member] Construction Contracts [Member] Subsequent Event Type [Axis] Subsequent Event [Member] Two Individuals [Member] Restricted Common Shares [Member] Warrant [Member] Employement Agreements [Member] Vendor [Member] Document And Entity Information Entity Registrant Name Entity Central Index Key Document Type Document Period End Date Amendment Flag Current Fiscal Year End Date Entity Filer Category Entity Small Business Flag Entity Emerging Growth Company Entity Ex Transition Period Entity Common Stock, Shares Outstanding Trading symbol Document Fiscal Period Focus Document Fiscal Year Focus Statement of Financial Position [Abstract] ASSETS CURRENT ASSETS Cash Accounts receivable Costs in excess of billings and estimated earnings Total current assets PROPERTY AND EQUIPMENT, net OTHER ASSETS Accounts receivable Security deposit Deposits and costs coincident to acquisition of land for development Total assets LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable and accrued expenses Billings in excess of costs and estimated earnings Income tax payable Loans payable Loans payable to related parties Total current liabilities STOCKHOLDERS' EQUITY Preferred stock; 5,000,000 shares authorized, $.001 par value, as of March 31, 2019 and December 31, 2018, there are no shares outstanding Common stock; 70,000,000 shares authorized, $.001 par value, as of March 31, 2019 and December 31, 2018, there are 24,200,993 shares outstanding, respectively; and 16,000 shares committed not yet issued at March 31, 2019 and December 31, 2018, respectively Additional paid-in capital Accumulated deficit Total stockholders' equity Total liabilities and stockholders' equity Preferred stock, shares authorized Preferred stock, par value Preferred stock, shares outstanding Common stock, shares authorized Common stock, par value Common stock, shares outstanding Common stock, shares subscribed but unissued Statement [Table] Statement [Line Items] Revenue: Total revenue Cost of construction contracts Gross profit Operating Expenses: Selling, general and administrative, including stock based compensation of $0 and $ 33,988, respectively Depreciation expense Total operating expenses (Loss) from operations Other expenses (income): Interest expense Consulting fee income Total other expenses (income) Net (loss) before income taxes Provision for income tax expense Net (loss) Basic and diluted (loss) per common share Weighted average common shares outstanding-basic and diluted Stock based compensation Statement of Cash Flows [Abstract] OPERATING ACTIVITIES Net (loss) Adjustments to reconcile net (loss) to net cash provided (used) in operating activities: Write-off on deposits and acquisition of land Stock-based compensation Changes in operating assets and liabilities: Accounts receivable Costs in excess of billings and estimated earnings Accounts payable and accrued liabilities Billings in excess of costs and estimated earnings Income tax payable Net cash provided by (used in) operating activities INVESTING ACTIVITIES Purchase of vehicles Deposit and costs coincident to acquisition of land for development Net cash (used) in investing activities FINANCING ACTIVITIES Payments on loans to related parties Proceeds from sale of common stock Net cash provided by (used in) financing activities NET INCREASE (DECREASE) IN CASH CASH BALANCE, BEGINNING OF PERIOD CASH BALANCE, END OF PERIOD Supplemental Disclosures of Cash Flow Information: Interest paid Income taxes paid Accounting Policies [Abstract] Significant Accounting Policies Property, Plant and Equipment [Abstract] Property and Equipment Deposits And Costs Coincident To Acquisition Of Land For Development Deposits and Costs Coincident to Acquisition of Land for Development Debt Disclosure [Abstract] Loans Payable to Related Parties Equity [Abstract] Common Stock Issuances Income Tax Disclosure [Abstract] Income Taxes Business Combinations [Abstract] Business Segments Commitments and Contingencies Disclosure [Abstract] Commitments 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Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2019	May 15, 2019
Document And Entity Information
Entity Registrant Name	Dream Homes & Development Corp.
Entity Central Index Key	0001518336
Document Type	10-Q
Document Period End Date	Mar. 31, 2019
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business Flag	true
Entity Emerging Growth Company	false
Entity Ex Transition Period	false
Entity Common Stock, Shares Outstanding		24,258,993
Trading symbol	DREM
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2019

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Consolidated Balance Sheets (Unaudited) - USD ($)	Mar. 31, 2019	Dec. 31, 2018
CURRENT ASSETS
Cash	$ 183,590	$ 118,687
Accounts receivable	344,614	349,218
Costs in excess of billings and estimated earnings	158,181	105,847
Total current assets	686,385	573,752
PROPERTY AND EQUIPMENT, net	16,769	10,731
OTHER ASSETS
Accounts receivable	32,000	32,000
Security deposit	2,200	2,200
Deposits and costs coincident to acquisition of land for development	332,865	360,967
Total assets	1,070,219	979,650
CURRENT LIABILITIES
Accounts payable and accrued expenses	428,821	317,634
Billings in excess of costs and estimated earnings	294,795	254,208
Income tax payable	21,525	21,525
Loans payable	20,000	20,000
Loans payable to related parties	48,205	52,243
Total current liabilities	813,346	665,610
STOCKHOLDERS' EQUITY
Preferred stock; 5,000,000 shares authorized, $.001 par value, as of March 31, 2019 and December 31, 2018, there are no shares outstanding
Common stock; 70,000,000 shares authorized, $.001 par value, as of March 31, 2019 and December 31, 2018, there are 24,200,993 shares outstanding, respectively; and 16,000 shares committed not yet issued at March 31, 2019 and December 31, 2018, respectively	24,201	24,201
Additional paid-in capital	1,554,144	1,554,144
Accumulated deficit	(1,321,472)	(1,264,305)
Total stockholders' equity	256,873	314,040
Total liabilities and stockholders' equity	$ 1,070,219	$ 979,650

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Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Mar. 31, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares outstanding
Common stock, shares authorized	70,000,000	70,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares outstanding	24,200,993	24,200,993
Common stock, shares subscribed but unissued	16,000	16,000

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Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Revenue:
Total revenue	$ 775,599	$ 575,560
Cost of construction contracts	565,191	364,212
Gross profit	210,408	211,348
Operating Expenses:
Selling, general and administrative, including stock based compensation of $0 and $ 33,988, respectively	264,643	214,559
Depreciation expense	1,462	1,228
Total operating expenses	266,105	215,787
(Loss) from operations	(55,697)	(4,439)
Other expenses (income):
Interest expense	1,470
Consulting fee income
Total other expenses (income)	1,470
Net (loss) before income taxes	(57,167)	(4,439)
Provision for income tax expense		8,126
Net (loss)	$ (57,167)	$ (12,565)
Basic and diluted (loss) per common share	$ 0.00	$ 0.00
Weighted average common shares outstanding-basic and diluted	24,200,993	24,231,963
Construction Contracts [Member]
Revenue:
Total revenue	$ 775,599	$ 575,560

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Consolidated Statements of Operations (Unaudited) (Parenthetical) - USD ($)	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Stock based compensation		$ 33,988
Selling, General and Administrative [Member]
Stock based compensation	$ 0	$ 33,988

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Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
OPERATING ACTIVITIES
Net (loss)	$ (57,167)	$ (12,565)
Adjustments to reconcile net (loss) to net cash provided (used) in operating activities:
Depreciation expense	1,462	1,228
Write-off on deposits and acquisition of land	28,102
Stock-based compensation		33,988
Changes in operating assets and liabilities:
Accounts receivable	4,604	(37,264)
Costs in excess of billings and estimated earnings	(52,334)	(174,642)
Accounts payable and accrued liabilities	111,187	20,279
Billings in excess of costs and estimated earnings	4,057	97,311
Income tax payable		8,126
Net cash provided by (used in) operating activities	76,441	(63,539)
INVESTING ACTIVITIES
Purchase of vehicles	(7,500)
Deposit and costs coincident to acquisition of land for development		(14,253)
Net cash (used) in investing activities	(7,500)	(14,253)
FINANCING ACTIVITIES
Payments on loans to related parties	(4,038)
Proceeds from sale of common stock		11,400
Net cash provided by (used in) financing activities	(4,038)	11,400
NET INCREASE (DECREASE) IN CASH	64,903	(66,392)
CASH BALANCE, BEGINNING OF PERIOD	118,687	244,684
CASH BALANCE, END OF PERIOD	183,590	178,292
Supplemental Disclosures of Cash Flow Information:
Interest paid
Income taxes paid

XML 16 R7.htm IDEA: XBRL DOCUMENT

Significant Accounting Policies

3 Months Ended

Mar. 31, 2019

Accounting Policies [Abstract]

Significant Accounting Policies

Note 1 - Significant Accounting Policies

Nature of Operations

History

Due to the Company’s change in focus to its construction business, the Company wrote off the remaining unamortized capitalized curriculum development costs of $20,534 at December 31, 2016.

Interim Financial Statements

Principles of Consolidation

Property and Equipment

Use of Estimates

Fair Value of Financial Instruments

● Level 1 inputs are quoted prices available for identical assets and liabilities in active markets.

● Level 3 inputs are less observable and reflect our own assumptions.

Construction Contracts

Revenue recognition:

	●	Costs and estimated earnings in excess of billings represent the excess of contract costs and profits (or contract revenue) over the amount of contract billings to date and are classified as a current asset.

	●	Billings in excess of costs and estimated earnings represent the excess of contract billings to date over the amount of contract costs and profits (or contract revenue) recognized to date and are classified as a current liability.

Change in Estimates:

Income Taxes

Net Income (Loss) Per Common Share

Basic net income (basic net loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period.

Diluted net income (loss) per common share is computed using the weighted average number of common shares outstanding and potentially dilutive securities outstanding during the period.

Recent Accounting Pronouncements

XML 17 R8.htm IDEA: XBRL DOCUMENT

Property and Equipment

3 Months Ended

Mar. 31, 2019

Property, Plant and Equipment [Abstract]

Property and Equipment

2 - Property and Equipment

Property and equipment is summarized as follows:

	March 31, 2019			December 31, 2018

Office equipment	$	4,115		$	4,115
Vehicles		38,565			31,065
Less: Accumulated depreciation		(25,911	)		(24,449	)

Property and Equipment- net	$	16,769		$	10,731

Depreciation expense for the three months ended March 31, 2019 and 2018 was $1,462 and $1,228, respectively.

XML 18 R9.htm IDEA: XBRL DOCUMENT

Deposits and Costs Coincident to Acquisition of Land for Development

3 Months Ended

Mar. 31, 2019

Deposits And Costs Coincident To Acquisition Of Land For Development

Deposits and Costs Coincident to Acquisition of Land for Development

3-Deposits and Costs Coincident to Acquisition of Land for Development

Deposits and costs coincident to acquisition of land for development are summarized as follows:

	March 31, 2019		December 31, 2018

Lacey Township, New Jersey, Marina contract:
Deposit		25,000		25,000
Site engineering, permits and other costs:		49,959		49,959
Total Marina Contract		74,959		74,959

Other Deposits:
Clayton-80 lots and 120 apartments		9,920		9,920
71 Sheridan Avenue		79,150		79,150
Bayville-20 units		2,674		2,674
Other		2,005		2,005

Lacey Township, New Jersey, Pines contract:
Deposit		-		-
Cost to acquire contract		10,000		10,000
Site engineering, permits, and other costs		109,265		109,265
Total Pines contract		119,265		119,265

Berkeley Township, New Jersey, Tallwoods contract:
Deposit		10,000		10,000
Site engineering, permits, and other costs		34,892		62,994
Total Tallwoods contract		44,892		72,994

Total	$	332,865	$	360,967

Lacey Township, New Jersey, “Dream Homes at the Pines”, Contract

Berkeley Township, New Jersey, “Dream Homes at Tallwoods”, Contract

Lacey Township, New Jersey, “Dream Homes at Forked River”, Marina Contract

XML 19 R10.htm IDEA: XBRL DOCUMENT

Loans Payable to Related Parties

3 Months Ended

Mar. 31, 2019

Debt Disclosure [Abstract]

Loans Payable to Related Parties

4 - Loans Payable to Related Parties

Loans payable to related parties is summarized as follows:

	March 31,		December 31,
	2019		2018

Loans payable to chief executive officer	$	40,987	$	29,025
Loans payable to GPIL (see Note 6)		3,118		3,118
Loan payable to DHL		4,100		20,100
Total	$	48,205	$	52,243

All the loans above are non-interest bearing and due on demand.

XML 20 R11.htm IDEA: XBRL DOCUMENT

Common Stock Issuances

3 Months Ended

Mar. 31, 2019

Equity [Abstract]

Common Stock Issuances

5 - Common Stock Issuances

On December 27, 2017, DHDC committed to issue 12,500 restricted shares of DHDC’s common stock for cash proceeds of $ 5,000 at $.40 per share per the Subscription Agreement.

On December 29, 2017, DHDC committed to issue 27,810 restricted shares of DHDC’s common stock for settlement of $ 11,124 accounts payable at $.40 per share.

On January 31, 2018, DHDC committed to issue 16,000 restricted shares of DHDC’s common stock for cash proceeds of $11,400 at $ .40 per share per the subscription agreement.

On February 26, 2018 DHDC issued 12,500 restricted shares of DHDC’s common stock for cash proceeds of $ 5,000 at $.40 per share per the Subscription Agreement.

XML 21 R12.htm IDEA: XBRL DOCUMENT

Income Taxes

3 Months Ended

Mar. 31, 2019

Income Tax Disclosure [Abstract]

Income Taxes

6 – Income Taxes

The sources of the differences follow:

	Three months ended March 31, 2019			Three months ended March 31, 2018
Expected tax (benefit)	$	(12,005	)	$	(932	)
State income taxes, net of Federal benefit		(5,145	)		1,921
Non-deductible stock-based compensation		-			7,137
Provision for Federal income taxes at lower tax rate on taxable income under $50,000		-			-
Change in valuation allowance		-			-
NOL carryforward affect		17,150			-
Provision for income taxes	$	-		$	8,126

The significant components of DHDC’s deferred tax asset as of March 31, 2019 and December 31, 2018 are as follows:

	March 31, 2019			December 31, 2018

Deferred tax assets:
Net operating loss carry forward	$	17,150		$	-
Valuation allowance		(17,150	)		-
Net deferred tax asset	$	-		$	-

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Business Segments

3 Months Ended

Mar. 31, 2019

Business Combinations [Abstract]

Business Segments

7- Business Segments

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2019

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

8- Commitments and Contingencies

Construction Contracts

Employment Agreements

For the three months ended March 31, 2019, sales commissions expense pursuant to this employment agreements was $40,266.

Lease Agreement

For the three months ended March 31, 2019, rent expense under this lease agreement was $6,600.

Investor Relations Agreement

For the three months ended March 31, 2019 and 2018, consulting fees expense under this agreement was $0 and $2,000, respectively.

Line of Credit

Private Placement

XML 24 R15.htm IDEA: XBRL DOCUMENT

Related Party Transactions

3 Months Ended

Mar. 31, 2019

Related Party Transactions

9- Related Party Transactions

Dream Homes Ltd. Allocated payroll

Office Space

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Stock Warrants

3 Months Ended

Mar. 31, 2019

Equity [Abstract]

Stock Warrants

10- Stock Warrants

In addition to the 750,000 warrants issued on July 12, 2017 per above, the company issued a total of 68,810 warrants in connection with the Private Placement described above in Note 8. The warrants are exercisable into common stock at an exercise price of $ .60 per share for a period of 3 years commencing from the respective issuance dates of these warrants.

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Subsequent Events

3 Months Ended

Mar. 31, 2019

Subsequent Events [Abstract]

Subsequent Events

11- Subsequent Events

On May 8, 2019, the Company issued 58,000 shares of restricted common shares to two individuals for consulting services.

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Receivable from Arbitration and Settlement of in Process Customer Construction Contract in Dispute and Related Losses Recognized and Recorded by the Company

3 Months Ended

Mar. 31, 2019

Receivable From Arbitration And Settlement Of In Process Customer Construction Contract In Dispute And Related Losses Recognized And Recorded By Company

Receivable from Arbitration and Settlement of in Process Customer Construction Contract in Dispute and Related Losses Recognized and Recorded by the Company

12-

Receivable from Arbitration and settlement of in process customer construction contract in dispute and related losses recognized and recorded by the Company

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Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2019

Accounting Policies [Abstract]

Nature of Operations

History

Due to the Company’s change in focus to its construction business, the Company wrote off the remaining unamortized capitalized curriculum development costs of $20,534 at December 31, 2016.

Interim Financial Statements

Interim Financial Statements

Principles of Consolidation

Principles of Consolidation

Property and Equipment

Property and Equipment

Use of Estimates

Use of Estimates

Fair Value of Financial Instruments

Fair Value of Financial Instruments

● Level 1 inputs are quoted prices available for identical assets and liabilities in active markets.

● Level 3 inputs are less observable and reflect our own assumptions.

Construction Contracts

Construction Contracts

Revenue recognition:

	●	Costs and estimated earnings in excess of billings represent the excess of contract costs and profits (or contract revenue) over the amount of contract billings to date and are classified as a current asset.

	●	Billings in excess of costs and estimated earnings represent the excess of contract billings to date over the amount of contract costs and profits (or contract revenue) recognized to date and are classified as a current liability.

Change in Estimates:

Income Taxes

Income Taxes

Net Income (Loss) Per Common Share

Net Income (Loss) Per Common Share

Basic net income (basic net loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period.

Diluted net income (loss) per common share is computed using the weighted average number of common shares outstanding and potentially dilutive securities outstanding during the period.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

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Property and Equipment (Tables)

3 Months Ended

Mar. 31, 2019

Property, Plant and Equipment [Abstract]

Summary of Property and Equipment

Property and equipment is summarized as follows:

	March 31, 2019			December 31, 2018

Office equipment	$	4,115		$	4,115
Vehicles		38,565			31,065
Less: Accumulated depreciation		(25,911	)		(24,449	)

Property and Equipment- net	$	16,769		$	10,731

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Deposits and Costs Coincident to Acquisition of Land for Development (Tables)

3 Months Ended

Mar. 31, 2019

Deposits And Costs Coincident To Acquisition Of Land For Development

Summary of Deposits and Costs Coincident to Acquisition of Land for Development

Deposits and costs coincident to acquisition of land for development are summarized as follows:

	March 31, 2019		December 31, 2018

Lacey Township, New Jersey, Marina contract:
Deposit		25,000		25,000
Site engineering, permits and other costs:		49,959		49,959
Total Marina Contract		74,959		74,959

Other Deposits:
Clayton-80 lots and 120 apartments		9,920		9,920
71 Sheridan Avenue		79,150		79,150
Bayville-20 units		2,674		2,674
Other		2,005		2,005

Lacey Township, New Jersey, Pines contract:
Deposit		-		-
Cost to acquire contract		10,000		10,000
Site engineering, permits, and other costs		109,265		109,265
Total Pines contract		119,265		119,265

Berkeley Township, New Jersey, Tallwoods contract:
Deposit		10,000		10,000
Site engineering, permits, and other costs		34,892		62,994
Total Tallwoods contract		44,892		72,994

Total	$	332,865	$	360,967

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Loans Payable to Related Parties (Tables)

3 Months Ended

Mar. 31, 2019

Debt Disclosure [Abstract]

Schedule of Loans Payable to Related Parties

Loans payable to related parties is summarized as follows:

	March 31,		December 31,
	2019		2018

Loans payable to chief executive officer	$	40,987	$	29,025
Loans payable to GPIL (see Note 6)		3,118		3,118
Loan payable to DHL		4,100		20,100
Total	$	48,205	$	52,243

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Income Taxes (Tables)

3 Months Ended

Mar. 31, 2019

Income Tax Disclosure [Abstract]

Schedule of States Federal Income Tax Rate Income Loss Before Income Taxes

The sources of the differences follow:

	Three months ended March 31, 2019			Three months ended March 31, 2018
Expected tax (benefit)	$	(12,005	)	$	(932	)
State income taxes, net of Federal benefit		(5,145	)		1,921
Non-deductible stock-based compensation		-			7,137
Provision for Federal income taxes at lower tax rate on taxable income under $50,000		-			-
Change in valuation allowance		-			-
NOL carryforward affect		17,150			-
Provision for income taxes	$	-		$	8,126

Schedule of Deferred Tax Assets

The significant components of DHDC’s deferred tax asset as of March 31, 2019 and December 31, 2018 are as follows:

	March 31, 2019			December 31, 2018

Deferred tax assets:
Net operating loss carry forward	$	17,150		$	-
Valuation allowance		(17,150	)		-
Net deferred tax asset	$	-		$	-

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Significant Accounting Policies (Details Narrative) - USD ($)			3 Months Ended
	Aug. 23, 2016	Aug. 19, 2016	Mar. 31, 2019	Dec. 31, 2018	Dec. 31, 2016	Jan. 06, 2009
Capital stock authorized						75,000,000
Common stock, shares authorized			70,000,000	70,000,000		70,000,000
Common stock, par value			$ 0.001	$ 0.001		$ 0.001
Preferred stock, shares authorized			5,000,000	5,000,000		5,000,000
Preferred stock, par value			$ 0.001	$ 0.001		$ 0.001
Capitalized curriculum development costs					$ 20,534
Property and equipment, estimated useful life			5 years
Dream Homes,Ltd [Member]
Acquired ownership interest		4.50%
Number of exchange shares for the issuance	2,287,367	2,225,000
Agreed to common price per share	$ 0.05	$ 0.05
Acquired rights carrying amount	$ 0
Dream Building, LLC [Member]
Acquired ownership interest		100.00%

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Property and Equipment (Details Narrative) - USD ($)	3 Months Ended
Property and Equipment (Details Narrative) - USD ($)	Mar. 31, 2019	Mar. 31, 2018
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 1,462	$ 1,228

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Property and Equipment - Summary of Property and Equipment (Details) - USD ($)	Mar. 31, 2019	Dec. 31, 2018
Less: Accumulated depreciation	$ (25,911)	$ (24,449)
Property and Equipment- net	16,769	10,731
Office Equipment [Member]
Property and equipment, gross	4,115	4,115
Vehicles [Member]
Property and equipment, gross	$ 38,565	$ 31,065

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Deposits and Costs Coincident to Acquisition of Land for Development (Details Narrative)								1 Months Ended		3 Months Ended		12 Months Ended
	Dec. 08, 2017 a shares	Apr. 26, 2017 shares	Mar. 04, 2017 USD ($)	Dec. 15, 2016 USD ($) a	Dec. 14, 2016 USD ($)	Mar. 18, 2016 USD ($)	Feb. 24, 2016 USD ($)	Apr. 30, 2017 USD ($) shares	Jan. 31, 2017 USD ($)	Mar. 31, 2019 USD ($)	Mar. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)	Mar. 01, 2017 a
Payments to acquire land			$ 700,000							$ 7,500
Development Costs										50,000
Approval costs, acquisition costs and infrastructure costs										1,000,000
Aggregate amount funding for home construction												$ 2,090,000
Total engineering and approval costs			40,000
Deposits			$ 10,000
Constructed property retail value										21,000,000
Tallwoods Contract [Member]
Purchase of undeveloped land \| a													7
Number of restricted common stock shares issued during the period \| shares								71,429
Purchase price									$ 700,000
Refundable deposit									$ 10,000
NJ Department of Transportation [Member]
Payable to local authorities										36,750
Dream Homes,Ltd [Member]
Refundable deposit						$ 10,000
Lacey Contract [Member]
Purchase price						$ 1,000,000
General Development Corp [Member]
Purchase of undeveloped land \| a				9
Payments to acquire land				$ 15,000
Number of restricted common stock shares issued during the period \| shares		100,000						100,000
Restricted stock, value								$ 5,000
Payments to acquire management contract rights					$ 10,000
Line of credit available amount				$ 50,000
Dream Homes,Ltd [Member]
Purchase of undeveloped land \| a	7.5
Payments to acquire land							$ 2,166,710			2,430,000
Refundable deposit							$ 25,000
Total engineering and approval costs										100,000
Deposits										$ 25,000
Restricted shares of common stock committed but not issued as of April 16, 2018 \| shares	162,200

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Deposits and Costs Coincident to Acquisition of Land for Development - Summary of Deposits and Costs Coincident to Acquisition of Land for Development (Details) - USD ($)	Mar. 31, 2019	Dec. 31, 2018
Total	$ 332,865	$ 360,967
Lacey Township, New Jersey, Marina Contract [Member]
Deposit	25,000	25,000
Site engineering, permits, and other costs	49,959	49,959
Total	74,959	74,959
Clayton-80 Lots and 120 Apartments [Member]
Other deposits	9,920	9,920
71 Sheridan Avenue [Member]
Other deposits	79,150	79,150
Bayville-20 Units [Member]
Other deposits	2,674	2,674
Other [Member]
Other deposits	2,005	2,005
Lacey Township, New Jersey, Pines Contract [Member]
Deposit
Cost to acquire contract	10,000	10,000
Site engineering, permits, and other costs	109,265	109,265
Total	119,265	119,265
Berkeley Township, New Jersey, Tallwoods contract [Member]
Deposit	10,000	10,000
Site engineering, permits, and other costs	34,892	62,994
Total	$ 44,892	$ 72,994

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Loans Payable to Related Parties - Schedule of Loans Payable to Related Parties (Details) - USD ($)	Mar. 31, 2019	Dec. 31, 2018
Total	$ 48,205	$ 52,243
Loans Payable to Chief Executive Officer [Member] \| Loans Payable [Member]
Total	40,987	29,025
Loans Payable to GPIL [Member] \| Loans Payable [Member]
Total	3,118	3,118
Loan Payable to DHL [Member] \| Loans Payable [Member]
Total	$ 4,100	$ 20,100

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Common Stock Issuances (Details Narrative) - USD ($)															1 Months Ended	3 Months Ended			12 Months Ended
Common Stock Issuances (Details Narrative) - USD ($)	Feb. 26, 2018	Feb. 09, 2018	Jan. 31, 2018	Dec. 29, 2017	Dec. 27, 2017	Dec. 11, 2017	Dec. 08, 2017	Sep. 21, 2017	Jul. 12, 2017	Apr. 26, 2017	Apr. 24, 2017	Mar. 14, 2017	Feb. 22, 2017	Oct. 13, 2016	Apr. 30, 2017	Mar. 31, 2019	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2011	Dec. 31, 2010
Common stock per share				$ 0.40
Number of restricted common stock shares issued for settlement of accounts payable				27,810
Number of restricted common stock issued for settlement of accounts payable				$ 11,124
Number of common shares issued for legal services		40,000
Proceeds from issuance of common stock																	$ 11,400
Subscription Agreement [Member]
Common stock per share	$ 0.40		$ 0.40		$ 0.40
Number of restricted common stock shares issued for cash for subscription agreement					12,500
Number of restricted common stock issued for cash for subscription agreement					$ 5,000
Number of restricted common stock shares issued for settlement of accounts payable			16,000
Number of restricted common stock issued for settlement of accounts payable			$ 11,400
Number of common shares issued for legal services	12,500
Proceeds from issuance of common stock	$ 5,000
Green Chip Investor Relations [Member] \| Consulting Services Agreement [Member]
Number of restricted common stock shares issued during the period													56,000					56,000
Stock issued during the period restricted stock value																		$ 2,800
Common stock per share																		$ 0.05
Minority Stockholder [Member]
Number of common shares issued for legal services																			30,000
Minority interest																				$ 10,000
Private Placement [Member] \| Minority Stockholder [Member]
Minority interest																				$ 500,000
Secretary [Member]
Number of common shares issued for legal services		25,000
Stock based compensation shares
Directors [Member]
Number of common shares issued for legal services		25,000
Stock based compensation shares
DHL [Member]
Number of restricted common stock shares issued during the period						100,000	162,200	25,000			71,429	275,000
Stock issued during the period restricted stock value							$ 48,658				$ 10,000
Number of restricted common stock shares issued to exchange for vehicles									40,000
Number of restricted common stock issued to exchange for vehicles									$ 6,000
Number of common shares issued for legal services		40,000
Stock based compensation shares
DHL [Member] \| Minority Stockholder [Member]
Number of restricted common stock shares issued during the period														100,000
General Development Corp [Member]
Number of restricted common stock shares issued during the period										100,000					100,000
Stock issued during the period restricted stock value															$ 5,000

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Income Taxes (Details Narrative)	12 Months Ended
Income Taxes (Details Narrative)	Dec. 31, 2018	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Federal income tax rate	21.00%	35.00%

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Income Taxes - Schedule of States Federal Income Tax Rate Income Loss Before Income Taxes (Details) - USD ($)	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Income Tax Disclosure [Abstract]
Expected tax (benefit)	$ (12,005)	$ (932)
State income taxes, net of Federal benefit	(5,145)	1,921
Non-deductible stock-based compensation		7,137
Provision for Federal income taxes at lower tax rate on taxable income under $50,000
Change in valuation allowance
NOL carryforward affect	17,150
Provision for income taxes		$ 8,126

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Income Taxes - Schedule of States Federal Income Tax Rate Income Loss Before Income Taxes (Details) (Parenthetical)	3 Months Ended
	Mar. 31, 2019 USD ($)
Income Tax Disclosure [Abstract]
Taxable income at lower tax rate	$ 50,000

XML 43 R34.htm IDEA: XBRL DOCUMENT

Income Taxes - Schedule of Deferred Tax Assets (Details) - USD ($)	Mar. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Net operating loss carry forward	$ 17,150
Valuation allowance	(17,150)
Net deferred tax asset

XML 44 R35.htm IDEA: XBRL DOCUMENT

Business Segments (Details Narrative)	3 Months Ended
Business Segments (Details Narrative)	Mar. 31, 2019 Integer
Business Combinations [Abstract]
Number of business segments	1

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Commitments and Contingencies (Details Narrative)								1 Months Ended			3 Months Ended
Commitments and Contingencies (Details Narrative)	May 21, 2018 USD ($) shares	Nov. 03, 2017 USD ($) $ / shares shares	Aug. 20, 2017 USD ($)	Jun. 20, 2017 USD ($)	May 08, 2017	Feb. 10, 2017 USD ($) shares	Sep. 15, 2016 USD ($)	Feb. 28, 2018 USD ($) shares	Jan. 31, 2018 USD ($) shares	Dec. 31, 2017 USD ($) shares	Mar. 31, 2019 USD ($) Integer	Mar. 31, 2018 USD ($)
Fees payment to investor											$ 775,599	$ 575,560
Sale of stock, shares \| shares	68,810
Sale of stock during period, value	$ 16,400
Lumber Vendor [Member]
Sale of stock, shares \| shares								12,500	16,000	12,500
Sale of stock during period, value								$ 5,000	$ 6,400	$ 5,000
Number common stock shares issued for reduction of accounts payable \| shares										11,124
Vendor [Member]
Number common stock shares issued for reduction of accounts payable \| shares										27,810
Private Placement [Member]
Equity and debt offering		$ 5,000,000
Unit issued price per share \| $ / shares		$ 0.40
Warrants purchase of common stock shares \| shares		1
Warrants exercise price per share \| $ / shares		$ 0.60
Offering period		within 3 years of the date of Unit purchase.
Private Placement [Member] \| Convertible Debt [Member]
Debt offered percentage		8.00%
Debt instrument, maturity period		4 years
Debt instrument, offering date		Jan. 02, 2018
Debt instrument, extended date		Sep. 02, 2018
Debt conversion price per share \| $ / shares		$ 0.75
Nonbank Lender [Member]
Line of credit							$ 50,000
Line of credit interest rate							12.00%
Line of credit facility principal due payable terms							outstanding principal is due and payable in 60 months.
Employement Agreements [Member]
Sales commission											40,266
Lease Agreement [Member]
Rent expense			$ 1,200								6,600
Investor Relations and Consulting Services Agreement [Member]
Consulting fees expense											$ 0	$ 2,000
Investor Relations and Consulting Services Agreement [Member] \| Investor [Member]
Agreement expiration term						Aug. 31, 2017
Number of restricted common stock shares issued during the period \| shares						56,000
Stock issued during the period restricted stock value						$ 2,800
Fees payment to investor						$ 2,000
June 20 2017 to June 20 2022 \| Lease Agreement [Member]
Lease term				5 years
Lease Term of renewal				5 years
November 20 2017 \| Lease Agreement [Member]
Rent expense				$ 2,200
Sales Manager [Member] \| May 8 2017 to May 8 2019
Agreement term interval based					1 year
Construction Contracts [Member]
Number of contracts assigned \| Integer											16
Construction Contracts [Member] \| Dream Building, LLC [Member]
Construction contract price											$ 3,631,330

XML 46 R37.htm IDEA: XBRL DOCUMENT

Related Party Transactions (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended
	Apr. 30, 2017	Mar. 31, 2019	Dec. 31, 2018	Mar. 31, 2018
Accounts payable and accrued expenses		$ 428,821	$ 317,634
Chief Executive Officer [Member]
Salary paid		17,500
Secretary [Member]
Salary paid		14,400
Dream Building, LLC [Member] \| Selling, General and Administrative [Member]
Allocated payroll expenses including selling, general and administrative expenses		70,152		$ 120,217
DHL [Member]
Accounts payable and accrued expenses
Monthly rent	$ 2,000	$ 6,000

XML 47 R38.htm IDEA: XBRL DOCUMENT

Stock Warrants (Details Narrative) - USD ($)			3 Months Ended
Stock Warrants (Details Narrative) - USD ($)	Jul. 12, 2017	Jul. 12, 2017	Mar. 31, 2019	Mar. 31, 2018	Nov. 03, 2017	May 08, 2017	Apr. 12, 2017
Stock warrants issued	750,000	750,000
Fair value assumption total value		$ 407,850
Fair value assumption stock price per share	$ 0.60	$ 0.60
Stock based compensation				$ 33,988
Private Placement [Member]
Warrants per share					$ 0.60
Exercise Price [Member]
Fair value assumption exercise price per share	0.30	$ 0.30
Expected Dividend Rate [Member]
Fair value assumption, input percentage		0.00%
Risk Free Interest Rate [Member]
Fair value assumption, input percentage		1.53%
Expected Volatility [Member]
Fair value assumption, input percentage		171.00%
Expected Term [Member]
Fair value assumption term		3 years
Through July 20, 2020 [Member]
Warrants per share	$ 0.30	$ 0.30
Chief Executive Officer [Member]
Stock warrants issued	500,000	500,000
Secretary [Member]
Stock warrants issued	100,000	100,000
Two Other Directors [Member]
Stock warrants issued	60,000	60,000
Non Executive DHL Project Manager Employee [Member]
Stock warrants issued	50,000	50,000
Stock Warrant [Member]
Stock warrants issued	750,000	750,000					750,000
Stock Warrant [Member] \| Sales Manager [Member]
Stock warrants issued						20,000
Stock Warrant [Member] \| Sales Manager [Member] \| Private Placement [Member]
Stock warrants issued	68,810	68,810
Warrants per share	$ 0.60	$ 0.60
Warrant term	3 years
Warrant [Member]
Stock based compensation				$ 33,988

XML 48 R39.htm IDEA: XBRL DOCUMENT

Subsequent Events (Details Narrative) - shares	May 08, 2019	Feb. 09, 2018
Number of shares issued for services		40,000
Subsequent Event [Member] \| Two Individuals [Member] \| Restricted Common Shares [Member]
Number of shares issued for services	58,000

XML 49 R40.htm IDEA: XBRL DOCUMENT

Receivable from Arbitration and Settlement of in Process Customer Construction Contract in Dispute and Related Losses Recognized and Recorded by the Company (Details Narrative) - USD ($)			1 Months Ended	3 Months Ended
	Mar. 06, 2018	Dec. 31, 2017	Sep. 30, 2017	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018	Aug. 31, 2016
Costs and estimated earnings				$ 158,181		$ 105,847
Cumulative gross profit				$ 210,408	$ 211,348
American Arbitration Association [Member]
Contract receivable claims amount	$ 75,000
Payment from customer for contract dispute	75,000
Recognized loss on write-down of accounts receivable		$ 14,318
Recognized loss on costs and estimated earnings in excess of billings		48,419
Arbitration Award [Member] \| American Arbitration Association [Member]
Amount billed to customer		219,565
Contract receivable claims amount	$ 75,000	48,419
Costs and estimated earnings		267,984
Cumulative gross profit		17,658
Negative gross profit		(9,012)
Contract loss		$ 62,732
Construction Contracts [Member]
Contracts receivable							$ 307,000
Amount billed to customer			$ 219,565
Due from customer			89,318
Construction Contracts [Member] \| Customer [Member]
Proceeds from contracts			$ 130,247

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