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M``!02P$"'@,4````"`!+,`Y#O<_ ;```$0`8```````!````I('L MIP``8VAA9RTR,#$S,#8S,"YX `L``00E#@``!#D!``!0 52P4&``````8`!@`:`@```;0````` ` end
Summary of fixed assets (Tables)
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6 Months Ended |
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Jun. 30, 2013
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Summary of fixed assets | |
Summary of fixed assets | A summary of fixed assets at: Balance Balance December 31, June 30, 2012 Additions Deletions 2013 -------- --------- --------- -------- Leasehold Costs - Developed $ 57,580 $ -- $ -- $ 57,580 -------- -------- -------- -------- Total Property $ 57,580 $ -- $ -- $ 57,580 ======== ======== ======== ======== Less: Accumulated Amortization $ 23,835 $ 2,879 $ -- $ 26,714 -------- -------- -------- -------- Total Property, net $ 33,745 $ 2,879 $ -- $ 30,866 ======== ======== ======== ======== |
Consolidated Statements of Operations (USD $)
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3 Months Ended | 6 Months Ended | |||||
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Jun. 30, 2013
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Jun. 30, 2012
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Jun. 30, 2013
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Jun. 30, 2012
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||||
Revenues - Net of Royalties Paid: | |||||||
Oil | $ 18,295 | $ 12,406 | $ 29,821 | $ 44,347 | |||
Other Operating Income | 0 | 0 | 53,337 | 18,750 | |||
Revenues, net | 18,295 | 12,406 | 83,158 | 63,097 | |||
Operating Expenses: | |||||||
Lease Operating Expenses | 13,339 | 2,608 | 15,807 | 28,745 | |||
Severance Taxes | 841 | 294 | 1,370 | 1,766 | |||
Other Operating Expenses | 3,600 | 3,226 | 7,200 | 28,050 | |||
Investment Professional and Consulting Expenses | 183,054 | 0 | 334,241 | 0 | |||
Administrative Expenses | 75,289 | 154,221 | 265,009 | 271,529 | |||
Depreciation and Amortization | 1,439 | 1,193 | 2,879 | 2,387 | |||
Total Operating Expenses | 277,562 | 161,542 | 626,506 | 332,477 | |||
Loss From Operations | (259,267) | (149,136) | (543,348) | (269,380) | |||
Other Income (Expense): | |||||||
Interest Income | 400 | 1,122 | 915 | 2,399 | |||
Total Other Income (Expense) | 400 | 1,122 | 915 | 2,399 | |||
Financing Charges: | |||||||
Bank Fees Amortization | 371 | 294 | 1,010 | 2,812 | |||
Total Financing Charges | 371 | 294 | 1,010 | 2,812 | |||
Loss Before Provision for Income Taxes | (259,238) | (148,308) | (543,443) | (269,793) | |||
Provision for Income Taxes (Benefit) | 0 | 0 | 0 | 0 | |||
Net Income (Loss) of Chancellor, Inc. | (259,238) | (148,308) | (543,443) | (269,793) | |||
Net (Income) Loss attributable to noncontrolling interest in Pimovi, Inc. | 71,391 | 0 | 130,354 | 0 | |||
Net Loss | $ (187,847) | $ (148,308) | $ (413,089) | $ (269,793) | |||
Net Loss per Share (Basic and Fully Diluted) * | $ 0.00 | [1] | $ 0.00 | $ 0.00 | $ 0.00 | ||
Weighted Average Number of Common Shares Outstanding | 71,560,030 | 69,241,349 | 70,902,571 | 68,751,239 | |||
|
CONTINGENT LIABILITY
|
6 Months Ended |
---|---|
Jun. 30, 2013
|
|
CONTINGENT LIABILITY | |
CONTINGENT LIABILITY | NOTE 5. CONTINGENT LIABILITY Chancellor is from time to time involved in legal proceedings incidental to its business and arising in the ordinary course. Chancellor's management does not believe that any such proceedings will result in a liability material to its financial condition, results of operations or cash flows. On March 31, 2011, Dennis Caldwell filed a lawsuit against Chancellor's subsidiary, Gryphon Production Company, LLC, in the 223rd District Court of Gray County, Texas, for an alleged breach of the April 1, 2007, purchase and sale agreement between Gryphon and Caldwell Production Co., Inc. Caldwell contended that Gryphon did not pay for the oil in the storage tanks in the April 2007 transaction. The plaintiff alleged breach of contract, conversion and fraud and sought damages of $451,999 as contract damages, pre-judgment and post-judgment interest, exemplary damages, attorney fees, and court costs. On March 8, 2013, the Judge of the 223rd District Court entered Final Judgment that Caldwell takes nothing by his suit. Caldwell filed a motion for new trial. However, by letter dated July 29, 2013, the court advised Gryphon's counsel that the court was of the opinion that Gryphon's motion to dismiss should be (i) granted and costs should be awarded against the plaintiff and (ii) asked counsel to submit a form of order to that effect to be entered by the court. On August 6, 2013, Caldwell filed a motion to repeal the Court's order of July 29, 2013. |
CONTINGENT LIABILITY As Follows (Details) (USD $)
|
Jun. 30, 2013
|
---|---|
CONTINGENT LIABILITY As Follows: | |
Plaintiff alleges breach of contract, conversion and fraud and seeks damages | $ 451,999 |
Restricted Cash Consists Of (Details) (USD $)
|
Jun. 30, 2013
|
Dec. 31, 2012
|
---|---|---|
Restricted Cash Consists Of: | ||
Restricted cash totaled | $ 25,000 | $ 250,000 |
RELATED PARTY TRANSACTIONS Consists Of The Folowing (Details) (USD $)
|
3 Months Ended | 6 Months Ended |
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Jun. 30, 2013
|
Jun. 30, 2013
|
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RELATED PARTY TRANSACTIONS Consists Of The Folowing: | ||
Management and consulting services | $ 27,000 | $ 54,000 |
Paid directors fees | $ 26,000 | $ 50,000 |
CONTRACTUAL OBLIGATIONS (Details) (USD $)
|
3 Months Ended | 6 Months Ended | |
---|---|---|---|
Jun. 30, 2013
|
Jun. 30, 2013
|
Feb. 25, 2013
|
|
CONTRACTUAL OBLIGATIONS: | |||
Agreement with a new investor relations consultant, which pays the consultant a fee monthly | $ 9,000 | ||
Common stockgranted to the consultant | 1,000,000 | ||
Prepaid expenses recorded in current assets. | 47,500 | 47,500 | |
Company recognized consulting fees related to the agreement | $ 19,000 | $ 28,500 |
ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
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6 Months Ended |
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Jun. 30, 2013
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ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | |
ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: ORGANIZATION Chancellor Group, Inc. (the "Company", "our", "we", "Chancellor" or the "Company") was incorporated in the state of Utah on May 2, 1986, and then, on December 30, 1993, dissolved as a Utah corporation and reincorporated as a Nevada corporation. The Company's primary business purpose is to engage in the acquisition, exploration and development of oil and gas production. On March 26, 1996, the Company's corporate name was changed from Nighthawk Capital, Inc. to Chancellor Group, Inc. The Company's corporate office was moved to Amarillo, Texas in early 2012. On November 16, 2012, a certificate of incorporation was filed with the state of Delaware for the formation of Pimovi, Inc. ("Pimovi"), a new majority-owned subsidiary of Chancellor, and with which separate company financial statements are consolidated with Chancellor's consolidated financial statements beginning for the fourth quarter of 2012. Chancellor owns 61% of the equity of Pimovi in the form of Series A Preferred Stock, therefore Chancellor maintains significant financial control. As of June 30, 2013, Pimovi had not commenced principal operations and had no sales or revenues for 2012 or through June 30, 2013, therefore Pimovi is considered a "development-stage enterprise". The primary business purpose of Pimovi relates largely to technology and mobile application fields, including development of proprietary consumer algorithms, creating user photographic and other activity records, First Person Video Feeds and other such activities related to mobile and computer gaming. In March 2013, Pimovi, Inc. was reincorporated in Nevada. OPERATIONS The Company is licensed by the Texas Railroad Commission as an oil and gas producer and operator. The Company and its wholly-owned subsidiaries, Gryphon Production Company, LLC and Gryphon Field Services, LLC, own 5 oil wells in Gray County, Texas, of which 1 is a water disposal well. As of June 30, 2013, approximately 4 oil wells are actively producing. We produced a total of 208 and 345 barrels of oil in the three and six months ended June 30, 2013, respectively, and a total of 139 and 530 barrels of oil in the three and six months ended June 30, 2012, respectively. The oil is light sweet crude. BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION The consolidated financial statements of Chancellor Group, Inc. have been prepared pursuant to the rules and regulations of the SEC for Quarterly Reports on Form 10-Q and in accordance with US GAAP. Accordingly, these consolidated financial statements do not include all of the information and footnotes required by US GAAP for annual consolidated financial statements. These consolidated financial statements should be read in conjunction with the consolidated financial statements and notes in the Chancellor Group, Inc. Annual Report on Form 10-K for the year ended December 31, 2012. These accompanying consolidated financial statements include the accounts of Chancellor Group, Inc. and its wholly-owned subsidiaries: Gryphon Production Company, LLC, and Gryphon Field Services, LLC. These entities are collectively hereinafter referred to as "the Company". Beginning for the fourth quarter 2012, the accompanying consolidated financial statements also include the accounts of Chancellor's majority-owned subsidiary, Pimovi, Inc., with which Chancellor owns 61% of the equity of Pimovi and maintains significant financial control. All material inter-company accounts and transactions have been eliminated in the consolidated financial statements. The consolidated financial statements are unaudited, but, in management's opinion, include all adjustments (which, unless otherwise noted, include only normal recurring adjustments) necessary for a fair presentation of such financial statements. Financial results for this interim period are not necessarily indicative of results that may be expected for any other interim period or for the year ending December 31, 2013. SIGNIFICANT ACCOUNTING POLICIES PRINCIPLES OF CONSOLIDATION The accompanying consolidated financial statements include the accounts of Chancellor Group, Inc. and its wholly-owned subsidiaries: Gryphon Production Company, LLC, and Gryphon Field Services, LLC. As of December 31, 2012 and for the six months ended June 30, 2013, these consolidated financial statements also include the accounts of Chancellor's majority-owned subsidiary, Pimovi, Inc., of which Chancellor owns 61% of the equity. These entities are collectively hereinafter referred to as "the Company". Any inter-company accounts and transactions have been eliminated. ACCOUNTING YEAR The Company employs a calendar accounting year. The Company recognizes income and expenses based on the accrual method of accounting under generally accepted accounting principles. USE OF ESTIMATES The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. PRODUCTS AND SERVICES, GEOGRAPHIC AREAS AND MAJOR CUSTOMERS The Company plans to operate its domestic oil and gas properties, located in Gray County in Texas, and possibly to acquire additional producing oil and gas properties. The Company's major customers, to which the majority of its oil production is sold, are Plains Marketing and ExxonMobil. NET LOSS PER SHARE The net loss per share is computed by dividing the net loss by the weighted average number of shares of common outstanding. Warrants, stock options, and common stock issuable upon the conversion of the Company's preferred stock (if any), are not included in the computation if the effect would be anti-dilutive and would increase the earnings or decrease loss per share. CASH AND CASH EQUIVALENTS The Company considers all highly liquid investments with an original maturity of six months or less as cash equivalents. The Company had no cash equivalents as of June 30, 2013 and December 31, 2012. CONCENTRATION OF CREDIT RISK Some of the Company's operating cash balances are maintained in accounts that currently exceed federally insured limits. The Company believes that the financial strength of depositing institutions mitigates the underlying risk of loss. To date, these concentrations of credit risk have not had a significant impact on the Company's financial position or results of operations. RESTRICTED CASH Included in restricted cash at June 30, 2013 and December 31, 2012 are deposits totaling $25,000, in the form of bond issued to the Railroad Commission of Texas as required for the Company's oil and gas activities. ACCOUNTS RECEIVABLE The Company reviews accounts receivable periodically for collectibles, establishes an allowance for doubtful accounts and records bad debt expense when deemed necessary. An allowance for doubtful accounts was not considered necessary or recorded at June 30, 2013 and December 31, 2012. PREPAID EXPENSES Certain expenses, primarily investment professional and consulting fees, have been prepaid and will be used within one year. PROPERTY Property and equipment are recorded at cost and depreciated under the straight-line method over the estimated useful life of the equipment. The estimated useful life of leasehold costs, equipment and tools ranges from five to seven years. The useful life of the office building and warehouse is estimated to be twenty years. OIL AND GAS PROPERTIES The Company follows the successful efforts method of accounting for its oil and gas activities. Under this accounting method, costs associated with the acquisition, drilling and equipping of successful exploratory and development wells are capitalized. Geological and geophysical costs, delay rentals and drilling costs of unsuccessful exploratory wells are charged to expense as incurred. The carrying value of mineral leases is depleted over the minimum estimated productive life of the leases, or ten years. Undeveloped properties are periodically assessed for possible impairment due to un-recoverability of costs invested. Cash received for partial conveyances of property interests is treated as a recovery of cost and no gain or loss is recognized. DEPLETION The carrying value of the mineral leases is depleted over the minimum estimated productive life of the leases, or ten years. LONG-LIVED ASSETS The Company assesses potential impairment of its long-lived assets, which include its property and equipment and its identifiable intangibles such as deferred charges, under the guidance Topic 360 "PROPERTY, PLANT AND EQUIPMENT" in the Accounting Standards Codification (the "ASC"). The Company must continually determine if a permanent impairment of its long-lived assets has occurred and write down the assets to their fair values and charge current operations for the measured impairment. ASSET RETIREMENT OBLIGATIONS The Company has not recorded an asset retirement obligation (ARO) in accordance with ASC 410. Under ASC 410, a liability should be recorded for the fair value of an asset retirement obligation when there is a legal obligation associated with the retirement of a tangible long-lived asset, and the liability can be reasonably estimated. The associated asset retirement costs should also be capitalized and recorded as part of the carrying amount of the related oil and gas properties. Management believes that not recording an ARO liability and asset under ASC 410 is immaterial to the consolidated financial statements. INCOME TAXES Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss carry-forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. REVENUE RECOGNITION The Company recognizes revenue when a product is sold to a customer, either for cash or as evidenced by an obligation on the part of the customer to pay. FAIR VALUE MEASUREMENTS AND DISCLOSURES The Company estimates fair values of assets and liabilities which require either recognition or disclosure in the financial statements in accordance with FASB ASC Topic 820 "FAIR VALUE MEASUREMENTS". There is no material impact on the June 30, 2013 consolidated financial statements related to fair value measurements and disclosures. Fair value measurements include the following levels: Level 1: Quoted market prices in active markets for identical assets or liabilities. Valuations for assets and liabilities traded in active exchange markets, such as the New York Stock Exchange. Level 1 also includes U.S. Treasury and federal agency securities and federal agency mortgage-backed securities, which are traded by dealers or brokers in active markets. Valuations are obtained from readily available pricing sources for market transactions involving identical assets or liabilities. Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data. Valuations for assets and liabilities traded in less active dealer or broker markets. Valuations are obtained from third party pricing services for identical or similar assets or liabilities. Level 3: Unobservable inputs that are not corroborated by market data. Valuations for assets and liabilities that are derived from other valuation methodologies, including option pricing models, discounted cash flow models and similar techniques, and not based on market exchange, dealer, or broker traded transactions. Level 3 valuations incorporate certain assumptions and projections in determining the fair value assigned to such assets or liabilities. FAIR VALUE OF FINANCIAL INSTRUMENTS The carrying value of the Company's financial instruments, including cash and cash equivalents, accounts receivable and accounts payable and long term debt, as reported in the accompanying consolidated balance sheet, approximates fair values, due to their short-term nature. EMPLOYEE STOCK-BASED COMPENSATION Compensation expense is recognized for performance-based stock awards if management deems it probable that the performance conditions are or will be met. Determining the amount of stock-based compensation expense requires us to develop estimates that are used in calculating the fair value of stock-based compensation, and also requires us to make estimates of assumptions including expected stock price volatility which is derived based upon our historical stock prices. BUSINESS COMBINATIONS The Company accounts for business combinations in accordance with FASB ASC Topic 805 "BUSINESS COMBINATIONS". This standard modifies certain aspects of how the acquiring entity recognizes and measures the identifiable assets, the liabilities assumed and the goodwill acquired in a business combination. The Company did not enter into any business combinations during the six months ended June 30, 2013. The Company complies with the accounting guidance related to consolidation of variable interest entities ("VIEs") that requires a reporting entity to determine if a primary beneficiary that would consolidate the VIE from a quantitative risk and rewards approach, to a qualitative approach based on which variable interest holder has the power to direct the economic performance related activities of the VIE as well as the obligation to absorb losses or right to receive benefits that could potentially be significant to the VIE. This guidance requires the primary beneficiary assessment to be performed on an ongoing basis and also requires enhanced disclosures that will provide more transparency about a company's involvement in a VIE. The Company did not have any VIEs that required consolidation in these financial statements during the six months ended June 30, 2013. SUBSEQUENT EVENTS Events occurring after June 30, 2013 were evaluated through the date this quarterly report was issued, in compliance FASB ASC Topic 855 "SUBSEQUENT EVENTS", to ensure that any subsequent events that met the criteria for recognition and/or disclosure in this report have been included. RECENT ACCOUNTING PRONOUNCEMENTS In July 2013, FASB issued ASU No. 2013-11, INCOME TAXES (TOPIC 740): PRESENTATION OF AN UNRECOGNIZED TAX BENEFIT WHEN A NET OPERATING LOSS CARRYFORWARD, A SIMILAR TAX LOSS, OR A TAX CREDIT CARRYFORWARD EXISTS. This ASU is effective for interim and annual periods beginning after December 15, 2013. This update standardizes the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. Management does not anticipate that the accounting pronouncement will have any material future effect on our consolidated financial statements. There were various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries, and are not expected to have a material impact on the Company's financial position, results of operations or cash flows. |
STOCKHOLDERS' EQUITY
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6 Months Ended |
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Jun. 30, 2013
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STOCKHOLDERS' EQUITY | |
STOCKHOLDERS' EQUITY | NOTE 3. STOCKHOLDERS' EQUITY PREFERRED STOCK The Company has authorized 250,000 shares, par value $1,000 per share, of convertible Preferred Series B stock ("Series B"). Each Series B share is convertible into 166.667 shares of the Company's common stock upon election by the stockholder, with dates and terms set by the Board. No shares of Series B preferred stock have been issued. COMMON STOCK The Company has 250,000,000 authorized shares of common stock, par value $.001, with 71,560,030 shares issued and outstanding as of June 30, 2013. STOCK BASED COMPENSATION For the three and six months ending June 30, 2013, the Company recognized $65,000 and $15,000, respectively, in consulting fees expense, which is recorded in general and administrative expenses, and as of June 30, 2013 has recorded $35,000 in prepaid expense, which is recorded in current assets, all related to stock issued. WARRANTS The Company currently has outstanding warrants expiring December 31, 2014 to purchase an aggregate of 6,000,000 shares of common stock; these warrants consist of warrants to purchase 2,000,000 shares at an exercise price of $0.025 per share, and warrants to purchase 4,000,000 shares at an exercise price of $0.02 per share. In July 2009, the Company issued additional warrants expiring June 30, 2014 to purchase an aggregate of 500,000 shares of common stock at an exercise price of $0.125 per share. In June 2010, the Company issued additional warrants expiring June 30, 2015 to purchase an aggregate of 420,000 shares of common stock at an exercise price of $0.125 per share. On June 30, the Company had the following outstanding warrants: Exercise Weighted Remaining Price times Average Exercise Number of Contractual Life Number of Exercise Price Shares (in years) Shares Price ----- ------ ---------- ------ ----- $0.025 2,000,000 1.50 $ 50,000 $0.020 4,000,000 1.50 $ 80,000 $0.125 500,000 1.00 $ 62,500 $0.125 420,000 2.00 $ 52,500 --------- -------- 6,920,000 $245,000 $0.035 ========= ======== Weighted Average Remaining Number of Exercise Contractual Life Warrants Shares Price (in years) -------- ------ ----- ---------- Outstanding at January 1, 2013 6,920,000 $0.035 --------- ------ Issued -- -- Exercised -- -- Expired/Cancelled -- -- --------- ------ Outstanding at June 30, 2013 6,920,000 $0.035 1.75 --------- ------ ---- Exercisable at June 30, 2013 6,920,000 $0.035 1.75 ========= ====== ==== |
CONTRACTUAL OBLIGATIONS
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6 Months Ended |
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Jun. 30, 2013
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CONTRACTUAL OBLIGATIONS | |
CONTRACTUAL OBLIGATIONS | NOTE 6. CONTRACTUAL OBLIGATIONS On February 25, 2013, the Company entered into a twelve month agreement with a new investor relations consultant, which pays the consultant a fee of $9,000 monthly for the period from February 2013 through July 2013. In addition, the Company granted 1,000,000 shares of common stock to the consultant upon execution of the agreement. The Company recognized $19,000 and $28,500 in consulting fees related to this agreement for the three and six months ending June 30, 2013 and also still has $47,500 in related prepaid expenses in current assets as of June 30, 2013. |
PROPERTY
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6 Months Ended |
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Jun. 30, 2013
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PROPERTY | |
PROPERTY | NOTE 4. PROPERTY A summary of fixed assets at: Balance Balance December 31, June 30, 2012 Additions Deletions 2013 -------- --------- --------- -------- Leasehold Costs - Developed $ 57,580 $ -- $ -- $ 57,580 -------- -------- -------- -------- Total Property $ 57,580 $ -- $ -- $ 57,580 ======== ======== ======== ======== Less: Accumulated Amortization $ 23,835 $ 2,879 $ -- $ 26,714 -------- -------- -------- -------- Total Property, net $ 33,745 $ 2,879 $ -- $ 30,866 ======== ======== ======== ======== |