During the three months ended March 31, 2013, the Company sold 11,783,333 shares of its common stock for $72,500 and issued three-year warrants to purchase common stock equal to 50% of the number of shares sold or 5,891,667.

During the three months ended March 31, 2013, the Company issued 20,000,000 shares of common stock for financing costs valued at $200,000 and; 28,725,924 shares of common stock for the conversion of $65,874 in convertible notes and accrued interest.

Stock Options

The Company has issued options to purchase shares of common stock. As of March 31, 2013 the Company has 2,500,000 options outstanding with an exercise price of $0.10 per share.

There was no activity in relation to the Companies Stock Options for the three months ended March 31, 2013 and 2012.

Warrants

The Company also issued warrants to purchase shares of common stock. As of March 31, 2013, the Company has 34,158,280 warrants outstanding with exercise prices ranging from $0.01 per share to $1.75 per share. These warrants expire through March 2016.

During the three months ended March 31, 2013, the Company issued warrants to purchase 5,891,667 shares of common stock with exercise prices ranging from $0.008 to $0.03 to various investors in connection with the sale of common stock.