Amended Annual Report (10-k/a)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

Amendment No. 1

X .ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended August 31, 2015

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

For the transition period from __________ to __________

Commission file number 333-150061

CHERUBIM INTERESTS INC.

(Exact name of registrant as specified in its charter)


Nevada		98-0585268
(State of incorporation)		(I.R.S. Employer ID No.)

1304 Norwood Dr.

Bedford TX. 76022

(Address of principal executive officers, including Zip Code)

(888) 842-8872

(Issuer's Telephone Number)

Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001 par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes . No X .. .

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes . No X .

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

Indicate by checkmark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. X .

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


Large accelerated filer	.	Accelerated filer	.
Non-accelerated filer	. (Do not check if a smaller reporting company)	Smaller reporting company	X .

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act. Yes . No X .

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter:

Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date:

As of August 31, 2015, there were 125,025,261 shares of common stock issued, par value $0.001, outstanding.

The aggregate market value of the voting and non-voting equity held by non-affiliates is 25,443,903 shares at .05 a share as of August 31, 2015 for a total market value of $6,367,004 and a total of 125,025,261 issued and outstanding.

DOCUMENTS INCORPORATED BY REFERENCE:

None.

Transitional Small Business Disclosure Format: Yes . No X .

EXPLANATORY NOTE

The purpose of this Amendment No. 1 to the Annual Report of Innocent, Inc. (the “Company”) on Form 10-K for the period ended August 31, 2015, filed with the Securities and Exchange Commission on December 16, 2015 (the “Form 10-K”), is to furnish Exhibit 101 to the Form 10-K in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this report provides the consolidated financial statements and related notes from the Form 10-K formatted in XBRL (eXtensible Business Reporting Language).

Other than the aforementioned, no other changes have been to the Form 10-K. This Amendment No. 1 to the Form 10-K speaks as of the original filing date of the Form 10-K, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-K.

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

PART IV

ITEM 15. EXHIBITS

(a)

The following exhibits are included as part of this report:


Exhibit Number		Title of Document
31		Section 302 Certification of CEO/CFO *
32		Section 906 Certification of CEO/CFO *
101		XBRL (eXtensible Business Reporting Language)**

* Incorporated by reference to the Company’s Form 10-K filed with the SEC on December 16, 2015

** Filed herewith.

SIGNATURES

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

Cherubim Interests Inc.

/s/ Patrick Johnson

Patrick Johnson

CEO and Director

Dated: January 20, 2016

/s/ Corbin Grubbs

Corbin Grubbs

CFO

Dated: January 20, 2016

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Cherubim Interests Inc.

/s/ Patrick Johnson

Patrick Johnson

CEO and Director

Dated: January 20, 2016

/s/ Corbin Grubbs

Corbin Grubbs

CFO

Dated: January 20, 2016

Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Aug. 31, 2015	Feb. 28, 2015
Document and Entity Information:
Entity Registrant Name	CHERUBIM INTERESTS, INC.
Entity Trading Symbol	chit
Document Type	10-K
Document Period End Date	Aug. 31, 2015
Amendment Flag	false
Entity Central Index Key	0001421865
Current Fiscal Year End Date	--08-31
Entity Common Stock, Shares Outstanding	125,025,261
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	FY
Entity Public Float		$ 6,367,004

Balance Sheets - USD ($)	Aug. 31, 2015	Aug. 31, 2014
Current assets
Cash	$ 16,293	$ 11,489
Notes receivable, net of allowance $878,354	0	0
Total current assets	16,293	11,489
Fixed assets	3,572	0
Oil and Natural Gas Property, Unproved (successful efforts method)	0	25,000
Total assets	19,865	36,489
Current liabilities
Accounts payable	0	123,770
Notes payable	184,295	353,586
Related party payables	995,698	1,324,848
Unclaimed debt	557,876	0
Accrued interest	532,454	383,450
Derivative liability	432,293	106,785
Accrued expenses and other liabilities	214,230	196,051
Total current liabilities	2,916,846	2,488,490
Notes payable (non-current portion)	0	0
Total liabilities	2,916,846	2,488,490
Stockholders' Deficit
Common stock, $0.001 par value; 5,000,000,000 shares authorized; 125,025,261 and 4,206,700 issued and outstanding at August 31, 2015 and 2014, respectively	125,025	4,207
Shares Held in Escrow	(10,000)	(10,000)
Additional paid in capital	1,203,715	853,663
Accumulated deficit	(4,215,721)	(3,299,871)
Total stockholders' deficit	(2,896,981)	(2,452,001)
Total liabilities and stockholders' deficit	$ 19,865	$ 36,489

Balance Sheets Parentheticals - USD ($)	Aug. 31, 2015	Aug. 31, 2014
Parentheticals
Notes receivable, net of allowance	$ 878,354	$ 878,354
Common Stock, par value	$ 0.001	$ 0.001
Common Stock, shares authorized	5,000,000,000	5,000,000,000
Common Stock, shares issued	125,025,261	4,206,700
Common Stock, shares outstanding	125,025,261	4,206,700

Statements of Operations - USD ($)	12 Months Ended
Statements of Operations - USD ($)	Aug. 31, 2015	Aug. 31, 2014
REVENUE:
Revenues	$ 0	$ 0
Operating expenses
Professional fees	114,693	362,957
Travel and promotion	30,365	52,817
Research and development	40,000	0
Exploration Costs	3,111	278,500
Other general & administrative	154,040	523,763
Total operating expenses	342,209	1,218,037
Loss from operations	(342,209)	(1,218,037)
Other income (expense)
Interest expense	(149,005)	(121,913)
Debt discount	(65,500)	(48,450)
Derivative expense	(260,008)	(58,335)
Impairment of assets	$ 0	$ (210,000)
Loss on extinguishment of debt	$ (99,128)	$ (81,800)
Total other income (expense)	$ (573,641)	$ (520,498)
Net loss	$ (915,850)	$ (1,738,535)
Basic and diluted loss per common share	$ (0.05)	$ (0.74)
Weighted average shares outstanding, basic and diluted	17,504,036	2,357,242

Statement of Changes in Stockholders' Equity (Deficit) - USD ($)	Common Stock Shares	Common Stock Amount	Additional Paid In Capital	Shares Held In Escrow	Subscription Receivable	Accumulated Deficit	Total
Balance at Aug. 31, 2013	1,333,367	1,334	45,666	0	0	(1,561,336)	(1,514,336)
Common Stock Issued to Directors & Advisors	133,333	133	1,867	0	0	0	2,000
Common Stock Issued for Executives	1,813,333	1,813	600,437	0	0	0	602,250
Common Stock Issued for Services	6,667	7	813	0	0	0	820
Common Stock Issued for Conversion of debt	253,333	253	195,547	0	0	0	195,800
Non-trading Shares set aside for cancellation(Aug 2011)	666,667	667	9,333	(10,000)	0	0	0
Net Loss, year ended August 31 2014		$ 0	$ 0	$ 0	$ 0	$ (1,738,535)	$ (1,738,535)
Balance at Aug. 31, 2014	4,206,700	4,207	853,663	(10,000)	0	(3,299,871)	(2,452,001)
Common Stock Issued for Services	105,050,174	105,050	222,796	0	0	0	327,846
Common Stock Issued for Conversion of debt	15,768,387	15,768	127,256	0	0	0	143,024
Net Loss, year ended August 31 2015		$ 0	$ 0	$ 0	$ 0	$ (915,850)	$ (915,850)
Balance at Aug. 31, 2015	125,025,261	125,025	1,203,715	(10,000)	0	(4,215,721)	(2,896,981)

Statements of Cash Flows - USD ($)	12 Months Ended
Statements of Cash Flows - USD ($)	Aug. 31, 2015	Aug. 31, 2014
Cash flows from operating activities
Net loss	$ (915,850)	$ (1,738,535)
Adjustments to reconcile net loss to net cash used in operating activities
Change in derivative	260,008	58,335
Debt discount	65,500	48,450
Common stock issued for services	321,846	605,070
Impairment loss	0	210,000
Write-off of oil and natural gas property	25,000	(25,000)
Stock issued to convert debt	0	114,000
Extinguishment of debt	100,707	81,800
Bad debt expense	0	0
Changes in operating assets and liabilities:
Accounts payable	(123,770)	123,771
Interest payable	147,426	121,912
Accrued expenses and other liabilities	18,179	82,000
Cash provided by (used in) operating activities	(100,954)	(318,197)
Cash flows from investing activities
Investment in oil and natural gas property	0	0
Purchase of fixed assets	(3,572)	0
Cash flows used in investing activities	(3,572)	0
Cash flows from financing activities
Proceeds from related party loan	3,830	224,678
Repayments of related party loan	0	0
Proceeds from notes payable	105,500	93,341
Proceeds from sale of stock	0	0
Cash provided by financing activities	109,330	318,019
Net change in cash	4,804	(178)
Cash at beginning of period	11,489	11,667
Cash at end of period	16,293	11,489
Supplemental disclosure of non-cash investing activities
Common shares issued for conversion of debt	143,024	114,000
Supplemental cash flow Information:
Cash paid for interest	0	0
Cash paid for income taxes	$ 0	$ 0

NATURE OF BUSINESS

12 Months Ended

Aug. 31, 2015

NATURE OF BUSINESS

NATURE OF BUSINESS

NOTE 1 – NATURE OF BUSINESS

The Company was incorporated in the State of Nevada, United States of America on September 27, 2006 and its fiscal year end is August 31. The Company was engaged in sales of new food products produced or developed by North American companies to foreign markets and discontinued that business in August 2009. The Company previously operated in the oil and gas industry, focused on the exploration for and development of oil and gas properties. Cherubim Interests now targets alternative, commercial, single and multifamily dwelling opportunities for the purpose of investment purchase. It also provides renovation services to third party multifamily dwelling unit owners on a turn-key basis. Cherubim Interests specializes in covering the entire spectrum of development – including due diligence, acquisition, planning, construction, renovation, and property management. This comprehensive expertise allows the company to provide complete beginning-to-end development programs for all acquisitions.

SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Aug. 31, 2015

SIGNIFICANT ACCOUNTING POLICIES:

SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The financial statements present the balance sheet, statements of operations, stockholders' equity and cash flows of the Company. These financial statements are presented in United States dollars and have been prepared in accordance with accounting principles generally accepted in the United States.

Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash

Cash and cash equivalents include short-term, highly liquid investments with maturities of less than three months when acquired.

Oil and Gas Property

The Company applies the successful efforts method of accounting for oil and gas properties. When incurred, exploration costs such as exploratory geological and geophysical costs, delay rentals, and exploration overhead will be charged against earnings as incurred. If an exploratory well provides evidence to justify potential completion as a producing well, drilling costs associated with the well will be initially capitalized, or suspended, pending a determination as to whether a commercially sufficient quantity of proved reserves can be attributed to the area as a result of drilling. Acquisition costs of unproved properties are periodically assessed for impairment and will be transferred to proven oil and gas properties to the extent the costs are ultimately associated with successful exploration activities. Any significant undeveloped leases will be assessed individually for impairment, based on the Company’s current exploration plans, and a valuation allowance is provided if impairment is indicated.

Income taxes

The Company accounts for income taxes under ASC 740 "Income Taxes" which codified SFAS 109, "Accounting for Income Taxes" and FIN 48 “Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. 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. Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.

Fair Value of Financial Instruments

The Company's financial instruments as defined by FASB ASC 825-10-50 include cash, trade accounts receivable, accounts payable, notes payable and accrued expenses. All instruments are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at August 31, 2015 and 2014. The company notes that derivative liability as of August 31, 2015 is considered level III in the fair value hierarchy.

FASB ASC 820 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows:

Level 1. Observable inputs such as quoted prices in active markets;

Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

Level 3. Unobservable inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions.

The Company does not have any assets or liabilities measured at fair value on a recurring basis at August 31, 2014. The Company did not have any fair value adjustments for assets and liabilities measured at fair value on a nonrecurring basis during the years ended August 31, 2015 and 2014

Depreciation, Depletion, and Amortization

Upon beginning exploratory activities, costs of drilling and equipping successful wells, costs to construct or acquire facilities, associated asset retirement costs, and capital lease assets used in oil and gas activities will be depreciated using the unit-of-production (UOP) method based on total estimated proved developed oil and gas reserves. Costs of acquiring proved properties, including leasehold acquisition costs transferred from unproved properties and associated asset retirement costs, will be depleted using the UOP method based on total estimated proved developed and undeveloped reserves. Mineral properties will also deplete using the UOP method. All other properties are stated at historical acquisition cost, net of impairments, and are depreciated using the straight-line method over the useful lives of the assets, which range from 3 to 15 years for furniture and equipment, up to 40 years for buildings, and up to 47 years for gathering facilities.

Earnings Per Share Information

FASB ASC 260, “Earnings Per Share” provides for calculation of "basic" and "diluted" earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income (loss) available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity similar to fully diluted earnings per share. Basic and diluted loss per share were the same, at the reporting dates, as there were no common stock equivalents outstanding.

Share Based Expenses

ASC 718 "Compensation - Stock Compensation" codified SFAS No. 123, which prescribes accounting and reporting standards for all stock-based payments award to employees, including employee stock options, restricted stock, employee stock purchase plans and stock appreciation rights. , may be classified as either equity or liabilities.

The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50 "Equity - Based Payments to Non-Employees" which codified SFAS 123 and the Emerging Issues Task Force consensus in Issue No. 96-18 ("EITF 96-18"), "Accounting for Equity Instruments that are Issued to Other Than Employees for Acquiring or in Conjunction with Selling, Goods or Services". Measurement of share-based payment transactions with non-employees shall be based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction should be determined at the earlier of performance commitment date or performance completion date.

Revenue recognition

The Company recognizes revenue when services are rendered on the accrual basis of accounting in accordance with generally accepted accounting principles in ASC 605. The Company does not recognize revenue until all four of the following criteria are met: (1) Persuasive evidence of an arrangement exists, (2) Services have been rendered, (3) The seller’s price to the buyer is fixed and (4) Collectability is reasonably assured. We have not yet recognized revenue since inception on September 27, 2006.

Recent Accounting Pronouncements

On June 10, 2014, the Financial Accounting Standards Board ("FASB") issued update ASU 2014-10, Development Stage Entities (Topic 915). Amongst other things, the amendments in this update removed the definition of development stage entity from Topic 915, thereby removing the distinction between development stage entities and other reporting entities from US GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information on the statements of income, cash flows and shareholders’ equity, (2) label the financial statements as those of a development stage entity; (3) disclose a description of the development stage activities in which the entity is engaged and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments are effective for annual reporting periods beginning after December 31, 2014 and interim reporting periods beginning after December 15, 2015, however entities are permitted to early adopt for any annual or interim reporting period for which the financial statements have yet to be issued. The Company has elected to early adopt these amendments and accordingly have not labeled the financial statements as those of a development stage entity and have not presented inception-to-date information on the respective financial statements

GOING CONCERN

12 Months Ended

Aug. 31, 2015

GOING CONCERN

GOING CONCERN

NOTE 3 – GOING CONCERN

The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. The Company has accumulated deficit since inception of $4,215,721.We have negative working capital of $2,900,553 as of August 31, 2015. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company has minimal cash and no material assets, nor does it have operations or a source of revenue sufficient to cover its operation costs and allow it to continue as a going concern. The Company will be dependent upon the raising of additional capital through placement of our common stock in order to implement its business plan. There can be no assurance that the Company will be successful in either situation in order to continue as a going concern. The officers and directors have committed to advancing certain operating costs of the Company.

STOCKHOLDERS' EQUITY

12 Months Ended

Aug. 31, 2015

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY

NOTE 4 – STOCKHOLDERS' EQUITY

The total number of common shares authorized that may be issued by the Company is 500,000,000 shares with a par value of $.0001 per share and no other class of shares is authorized.

Subsequent to August 31, 2015, the Company increased the total number of common shares authorized that may be issued by the Company to 5,000,000,000, authorized the issuance of 50,000,000 preferred shares and set the par value of the common and preferred shares to $.00001 per share.

As part of the share consolidation completed in May 2015, all applicable references to the number of shares and per share information has been restated on the basis of 15 old common shares for 1 new common share.

On November 5, 2013 333,333 shares issued to a consultant for services performed.

On June 20, 2014 6,667 Shares were issued to vendor for services performed

On June 20, 2014 933,333 shares were issued to executives of the company for services performed.

On June 20, 2014 33,333 Shares were issued to advisory board member

On July 1, 2014 410,000 shares were issued to executives of the company for services performed.

On July 11, 2014 133,333 shares were issued to executives of the company for services performed.

On July 11, 2014 180,000 shares were issued related to a debt conversion of $81,000 of principle the market price per share was $0.044

On August 20, 2014 100,000 Shares were issued to advisory board members for services performed.

On November 26, 2014 73,333 shares were issued related to a debt conversion of $33,000 of principle the market price per share was $0.07

On October 21, 2014 66,667 shares were issued to Cloud Solutions LLC for services.

On October 29, 2014 200,000 shares were issued to Corporate Ads LLC for services.

On February 11, 2015 266,667 shares were issued to an executive of the company for services.

On February 11, 2015 66,666 shares were issued for services.

On February 13, 2015 88,889 shares were issued on conversion of a convertible promissory note.

On February 18, 2015 12,903 shares were issued on conversion of a convertible promissory note.

On April 23, 2015 666,667 shares were issued to an executive of the company for services.

On April 29, 2015 13,675 shares were issued on conversion of a convertible promissory note.

On June 19, 2015 10,700,000 shares were issued to executives of the company for services.

On June 19, 2015 1,800,000 shares were issued for services.

On June 19, 2015 40,000,000 shares were issued for services.

On July 1, 2015 333,333 shares were issued to John Seidel for consulting services

On July 1, 2015 200,000 shares were issued to Antevora Capital Partners for consulting services

On July 6, 2015 174 shares were issued for services.

On July 21, 2015 11, 5000,000 shares were issued on conversion of a convertible promissory note.

On July 22, 2015 112,074 shares were issued on conversion of a convertible promissory note.

On July 27, 2015 750,000 shares were issued to Quality Stocks LLC for services

On July 30, 2015 3,892,157 shares were issued on conversion of a convertible promissory note.

On August 4, 2015 148,689 shares were issued on conversion of a convertible promissory note.

On August 29, 2015 50,000,000 shares were issued to executives of the company for services.

CONVERTIBLE NOTES PAYABLE

12 Months Ended

Aug. 31, 2015

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE

NOTE 5 – CONVERTIBLE NOTES PAYABLE

On August 5th, 2014, the Company issued a convertible promissory note in the amount of $32,500. The note was due on May 7th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 58% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date. On February 13, 2015, $12,000 of the principal was converted into 1,333,333 common shares resulting in a loss on extinguishment of debt of $8,667.

On August 5th, 2014, the Company issued a convertible promissory note in the amount of $36,750. The note was due on August 5th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 55% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date.

On August 12th, 2014, the Company issued a convertible promissory note in the amount of $25,000. The note was due on August 12th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 50% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the fifteen (14) trading day period ending on the latest complete trading day prior to the conversion date. On February 18, 2015, $1,500 of the principal was converted into 193,548 common shares resulting in a loss on extinguishment of debt of $1,577.

On September 8th, 2014, the Company issued a convertible promissory note in the amount of $32,500. The note was due on June 10th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 58% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date.

On December 19th, 2014, the Company issued a convertible promissory note in the amount of $33,000. The note is due on September 26th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 58% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date.

On June 19, 2015 the Company issued a convertible promissory note to Gold Coast Capital, LLC in the amount of $25,000.

The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 70% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the forty-five (45) trading day period ending on the latest complete trading day prior to the conversion date. This was a debt purchase of Ewing Oil Company LLC original debt note of $273,500 issued by the company on October 30, 2013.

On July 31, 2015, the Company issued a convertible promissory note to Auctus Fund LLC. in the amount of $45,750. The note is due on May 1, 2016 and bears interest at 10% per annum. The loan becomes convertible 300 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 50% multiplied by the lowest trading price during the previous twenty-five (25) day trading period ending on the latest complete trading day prior to the conversion date.

DERIVATIVE LIABILITIES

12 Months Ended

Aug. 31, 2015

DERIVATIVE LIABILITIES

DERIVATIVE LIABILITIES

NOTE 6 – DERIVATIVE LIABILITIES

In accordance with AC 815, the Company has bifurcated the conversion feature of their convertible notes and recorded a derivative liability on the date each note became convertible. The derivative liability was then revalued on each reporting date. The Company uses the Black-Scholes option pricing model to value the derivative liability. Included in the model to value the derivative liabilities of the above loans are the following assumptions: stock price at valuation date of $0.047 - $0.20, exercise price of $0.004 - $0.010, dividend yield of zero, years to maturity of 0.07 – 0.77, a risk free rate of 0.06% - 0.11%, and annualized volatility of 127% - 315%. The above loans were all discounted in full based on the valuations and the Company recognized an additional derivative expense of $78,814 upon recording of the derivative liabilities. Once the loans are fully converted, the remaining derivative liability is reclassified to equity as additional paid-in capital. As of August 31, 2015, unamortized debt discount totaling $33,000 remained.

ASC 815 requires Company management to assess the fair market value of certain derivatives at each reporting period and recognize any change in the fair market value as another income or expense item. The Company’s only asset or liability measured at fair value on a recurring basis is its derivative liability associated with the above convertible debt. During the period ended August 31, 2015, the Company recorded a total change in the value of the derivative liabilities of $260,008.

From inception to August 31, 2015 the Company has not granted any stock options.

INCOME TAXES

12 Months Ended

Aug. 31, 2015

INCOME TAXES

INCOME TAXES

NOTE 7 – INCOME TAXES

We did not provide any current or deferred U.S. federal income tax provision or benefit for any of the periods presented because we have experienced operating losses since inception. Under ACS 740 “Income Taxes,” when it is more likely than not that a tax asset cannot be realized through future income the Company must allow for this future tax benefit. We provided a full valuation allowance on the net deferred tax asset, consisting of net operating loss carryforwards, because management has determined that it is more likely than not that we will not earn income sufficient to realize the deferred tax assets during the carryforward period.

The Company has not taken a tax position that, if challenged, would have a material effect on the financial statements for the period ended August 31, 2015, applicable under ACS 740. As a result of the adoption of ACS 740, we did not recognize any adjustment to the liability for uncertain tax position and therefore did not record any adjustment to the beginning balance of accumulated deficit on the balance sheet.

The provision for federal income tax consists of the following:


Federal income tax benefit attributable		2015		2014
Current operations	$	225,852	$	608,487
Valuation allowance		(225,852)		(608,487)
Net deferred tax asset	$	-	$	-

A reconciliation of income taxes computed at the 35% statutory rate to the income tax recorded is as follows:


		2015		2014
Net operating loss carry forward	$	1,364,357	$	1,138,505
Valuation allowance		(1,364,357)		(1,138,505)
Net deferred tax asset	$	-	$	-

The Company did not pay any income taxes during the years ended August 31, 2015 or 2014.

The net federal operating loss carry forward will expire in 2032. This carry forward may be limited upon the consummation of a business combination under IRC Section 381.

RELATED PARTY TRANSACTIONS

12 Months Ended

Aug. 31, 2015

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS

NOTE 8 – RELATED PARTY TRANSACTIONS

The Company has current loans totaling $995,698 to fund operations which carry varying interest rates. As of August 31, 2015 and 2014, the Company owed $995,698 and $1,324,848 of principal plus accrued interest of $530,875 and $383,450. The loans are unsecured and due on demand and as such are included in current liabilities.

NOTE RECEIVABLE

12 Months Ended

Aug. 31, 2015

NOTE RECEIVABLE

NOTE RECEIVABLE

NOTE 9 – NOTE RECEIVABLE

The Company has advanced funds totaling $540,010 to Steele Resources with the intention of establishing a joint venture. The venture did not materialize and Steele Resources has agreed to return the funds to the Company. During the year ended August 31, 2014, the Company established a full reserve against the balance as a result.

The Company has advanced funds totaling $338,344 to Global Finishing with the intention of establishing a joint venture. The venture did not materialize. During the year ended August 31, 2014, the Company established a full reserve against the balance as a result.

During the year ended August 31, 2015, the Company has written off the notes receivable and the related reserves.

SUBSEQUENT EVENTS

12 Months Ended

Aug. 31, 2015

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

NOTE 10 – SUBSEQUENT EVENTS

On August 5th, 2014, the Company issued a convertible promissory note to KBM Worldwide in the amount of $32,500. The note is due on May 7th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 58% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date. On September 24, 2015 $760.00 of the remaining principle amount of the note together with $1,300.00 of accrued and unpaid interest totaling $2,060.00 was converted into 1,373,333 common shares of the company resulting in an extinguishment of debt of $32,500.00. THIS NOTE HAS BEEN PAID IN FULL

On September 8th, 2014, the Company issued a convertible promissory note to KBM Worldwide in the amount of $32,500. The note is due on June 10th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 58% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date. On October 22, 2015 $1,700.00 of the remaining principle amount of the note together with the accrued and unpaid interest was converted into 2,023,810 common shares of the company resulting in an extinguishment of debt of $46,425.00. THIS NOTE HAS BEEN PAID IN FULL

On December 19th, 2014, the Company issued a convertible promissory note to KBM Worldwide in the amount of $33,000. The note is due on September 26th, 2015 and bears interest at 8% per annum. The loan becomes convertible 180 days after the date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 58% multiplied by the market price, which is the average of the lowest two (2) trading prices for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date. On November 22, 2015 the remaining principle amount of the note together with the accrued and unpaid interest was converted into common shares of the company resulting in an extinguishment of debt of $33,000.00. THIS NOTE HAS BEEN PAID IN FULL

On June 19, 2015 the Company issued a convertible promissory note to Gold Coast Capital, LLC in the amount of $25,000.

On October 14, 2015, the Board of Directors of Cherubim Interests, Inc. (the “Company”) approved the amendment and restatement of the Company’s Articles of Incorporation attached hereto as Exhibit 3(i) (the “Restatement”). The purpose of the Restatement was to:

Increase the number of authorized shares of Common Stock to 5,000,000,000;

ii.

Increase the number of authorized shares of Preferred Stock to 50,000,000;

iii.

Set the par value of the Common and Preferred Stock to $0.00001;

iv.

Authorize the Board of Directors to issue “blank check” Preferred Stock and fix the rights, preferences, privileges, qualifications, limitations, and restrictions of any Preferred Stock issued by the Company, including the number of shares constituting any series or the designation of such series.

Also on October 14, 2015, the Board of the Company approved the amendment and restatement of the Certificates of Designation to the Articles of Incorporation of the Company’s Series A and B Preferred Stock (“the Preferred Classes”). The rights, preferences, privileges, restrictions and characteristics of the Preferred Classes are detailed in the Amended Certificate of Designation to the Articles of Incorporation filed hereto as exhibits 3(ii) and 3(iii) to this filing.

On October 14, 2015 the Company declared a dividend of 1 Series B Preferred share per 100,000 shares of common stock to the owners of record as of the close of business on October 14, 2015.

On October 27, 2015 $15,000 of affiliate debt was converted into 300,000,000 restricted shares of the company’s common stock.

On November 9, 2015 $90,000 of affiliate debt was converted into 1,800,000,000 restricted shares of the company’s common stock.

On December 10, 2015 $507,806.96 of the company’s debt was converted into Series B Preferred Stock at a price of $2.50.

ACCOUNTING POLICIES (Policies)	12 Months Ended
ACCOUNTING POLICIES (Policies)	Aug. 31, 2015
Accounting Policies:
Basis of Presentation	Basis of Presentation The financial statements present the balance sheet, statements of operations, stockholders' equity and cash flows of the Company. These financial statements are presented in United States dollars and have been prepared in accordance with accounting principles generally accepted in the United States.
Estimates	Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash, Policy	Cash Cash and cash equivalents include short-term, highly liquid investments with maturities of less than three months when acquired.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company's financial instruments as defined by FASB ASC 825-10-50 include cash, trade accounts receivable, accounts payable, notes payable and accrued expenses. All instruments are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at August 31, 2015 and 2014. The company notes that derivative liability as of August 31, 2015 is considered level III in the fair value hierarchy. FASB ASC 820 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1. Observable inputs such as quoted prices in active markets; Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3. Unobservable inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions. The Company does not have any assets or liabilities measured at fair value on a recurring basis at August 31, 2014. The Company did not have any fair value adjustments for assets and liabilities measured at fair value on a nonrecurring basis during the years ended August 31, 2015 and 2014
Depreciation, Depletion, and Amortization, Policy	Depreciation, Depletion, and Amortization Upon beginning exploratory activities, costs of drilling and equipping successful wells, costs to construct or acquire facilities, associated asset retirement costs, and capital lease assets used in oil and gas activities will be depreciated using the unit-of-production (UOP) method based on total estimated proved developed oil and gas reserves. Costs of acquiring proved properties, including leasehold acquisition costs transferred from unproved properties and associated asset retirement costs, will be depleted using the UOP method based on total estimated proved developed and undeveloped reserves. Mineral properties will also deplete using the UOP method. All other properties are stated at historical acquisition cost, net of impairments, and are depreciated using the straight-line method over the useful lives of the assets, which range from 3 to 15 years for furniture and equipment, up to 40 years for buildings, and up to 47 years for gathering facilities.
Revenue recognition	Revenue recognition The Company recognizes revenue when services are rendered on the accrual basis of accounting in accordance with generally accepted accounting principles in ASC 605. The Company does not recognize revenue until all four of the following criteria are met: (1) Persuasive evidence of an arrangement exists, (2) Services have been rendered, (3) The seller’s price to the buyer is fixed and (4) Collectability is reasonably assured. We have not yet recognized revenue since inception on September 27, 2006.
Share Based Expenses	Share Based Expenses ASC 718 "Compensation - Stock Compensation" codified SFAS No. 123, which prescribes accounting and reporting standards for all stock-based payments award to employees, including employee stock options, restricted stock, employee stock purchase plans and stock appreciation rights. , may be classified as either equity or liabilities. The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50 "Equity - Based Payments to Non-Employees" which codified SFAS 123 and the Emerging Issues Task Force consensus in Issue No. 96-18 ("EITF 96-18"), "Accounting for Equity Instruments that are Issued to Other Than Employees for Acquiring or in Conjunction with Selling, Goods or Services". Measurement of share-based payment transactions with non-employees shall be based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction should be determined at the earlier of performance commitment date or performance completion date.
Income taxes, Policy	Income taxes The Company accounts for income taxes under ASC 740 "Income Taxes" which codified SFAS 109, "Accounting for Income Taxes" and FIN 48 “Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. 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. Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.
Earnings Per Share Information	Earnings Per Share Information FASB ASC 260, “Earnings Per Share” provides for calculation of "basic" and "diluted" earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income (loss) available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity similar to fully diluted earnings per share. Basic and diluted loss per share were the same, at the reporting dates, as there were no common stock equivalents outstanding.
Oil and Gas Property, Policy	Oil and Gas Property The Company applies the successful efforts method of accounting for oil and gas properties. When incurred, exploration costs such as exploratory geological and geophysical costs, delay rentals, and exploration overhead will be charged against earnings as incurred. If an exploratory well provides evidence to justify potential completion as a producing well, drilling costs associated with the well will be initially capitalized, or suspended, pending a determination as to whether a commercially sufficient quantity of proved reserves can be attributed to the area as a result of drilling. Acquisition costs of unproved properties are periodically assessed for impairment and will be transferred to proven oil and gas properties to the extent the costs are ultimately associated with successful exploration activities. Any significant undeveloped leases will be assessed individually for impairment, based on the Company’s current exploration plans, and a valuation allowance is provided if impairment is indicated.
Recent Accounting Pronouncements	Recent Accounting Pronouncements On June 10, 2014, the Financial Accounting Standards Board ("FASB") issued update ASU 2014-10, Development Stage Entities (Topic 915). Amongst other things, the amendments in this update removed the definition of development stage entity from Topic 915, thereby removing the distinction between development stage entities and other reporting entities from US GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information on the statements of income, cash flows and shareholders’ equity, (2) label the financial statements as those of a development stage entity; (3) disclose a description of the development stage activities in which the entity is engaged and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments are effective for annual reporting periods beginning after December 31, 2014 and interim reporting periods beginning after December 15, 2015, however entities are permitted to early adopt for any annual or interim reporting period for which the financial statements have yet to be issued. The Company has elected to early adopt these amendments and accordingly have not labeled the financial statements as those of a development stage entity and have not presented inception-to-date information on the respective financial statements

SCHEDULE OF INCOME TAX EXPENSE (BENEFIT) (Tables)

12 Months Ended

Aug. 31, 2015

SCHEDULE OF INCOME TAX EXPENSE (BENEFIT) (Tables):

Schedule of Provision for federal income tax

The provision for federal income tax consists of the following:


Federal income tax benefit attributable		2015		2014
Current operations	$	225,852	$	608,487
Valuation allowance		(225,852)		(608,487)
Net deferred tax asset	$	-	$	-

Schedule of Reconciliation of income taxes computed at the 35% statutory rate to the income tax

A reconciliation of income taxes computed at the 35% statutory rate to the income tax recorded is as follows:


		2015		2014
Net operating loss carry forward	$	1,364,357	$	1,138,505
Valuation allowance		(1,364,357)		(1,138,505)
Net deferred tax asset	$	-	$	-

GOING CONCERN (Details)	Aug. 31, 2015 USD ($)
GOING CONCERN DETAILS
Accumulated deficit since inception	$ 4,215,721
Negative working capital	$ 2,900,553

EQUITY (Details) - USD ($)	Aug. 31, 2015	Aug. 29, 2015	Aug. 04, 2015	Jul. 30, 2015	Jul. 27, 2015	Jul. 22, 2015	Jul. 21, 2015	Jul. 06, 2015	Jul. 01, 2015	Jun. 19, 2015	Apr. 29, 2015	Apr. 23, 2015	Feb. 18, 2015	Feb. 13, 2015	Feb. 11, 2015	Nov. 26, 2014	Oct. 29, 2014	Oct. 21, 2014	Aug. 20, 2014	Jul. 11, 2014	Jul. 01, 2014	Jun. 20, 2014	Nov. 05, 2013
EQUITY DETAILS
Authorized the issuance of shares	500,000,000
Authorized the issuance of shares, Par value	$ 0.0001
Increased authorized common shares that may be issued	5,000,000,000
Authorized the issuance of preferred shares	50,000,000
Shares issued to a consultant for services																							333,333
Shares issued to vendor for services																						6,667
Shares issued to executives for services		50,000,000								10,700,000		666,667			266,667					133,333	410,000	933,333
Shares were issued to advisory board members																						33,333
Shares issued related to a debt conversion																73,333				180,000
Shares issued related to a debt conversion, principle																$ 33,000				$ 81,000
Shares issued related to a debt conversion, market price per share																$ 0.07				$ 0.044
Shares issued to advisory board members for services																			100,000
Shares issued to Cloud Solutions LLC for services																		66,667
Shares issued to Corporate Ads LLC for services																	200,000
Shares were issued for services								174		1,800,000					66,666
Shares were issued for services										40,000,000
Shares issued on conversion of a convertible promissory note			148,689	3,892,157		112,074	5,000,000				13,675		12,903	88,889
Shares issued to John Seidel for consulting services									333,333
Shares issued to Antevora Capital Partners for consulting services									200,000
Shares issued to Quality Stocks LLC for services					750,000

CONVERTIBLE NOTES PAYABLE (Details) - USD ($)	Jul. 31, 2015	Jun. 19, 2015	Feb. 18, 2015	Feb. 13, 2015	Dec. 19, 2014	Sep. 08, 2014	Aug. 12, 2014	Aug. 05, 2014
CONVERTIBLE NOTES PAYABLE DETAILS
Issued a convertible promissory note								$ 32,500
Issued a convertible promissory note in the amount					$ 33,000	$ 32,500	$ 25,000	$ 36,750
Note bears interest	10.00%				8.00%	8.00%	8.00%	8.00%
Loan and accrued interest converted into shares of common stock at a rate	50.00%	70.00%			58.00%	58.00%	50.00%	58.00%
Converted shares of common stock at a rate								55.00%
Principal of 12,000 was converted into common shares				1,333,333
Loss on extinguishment of debt			$ 1,577	$ 8,667
Principal of 1,500 was converted into common shares			193,548
Issued a convertible promissory note to Gold Coast Capital, LLC		$ 25,000
Debt purchase of Ewing Oil Company LLC original debt note issued on October 30, 2013		$ 273,500
Issued a convertible promissory note to Auctus Fund LLC	$ 45,750

DERIVATIVE LIABILITIES (Details)	Aug. 31, 2015 USD ($) $ / shares
PRICING MODEL WITH THE ASSUMPTIONS DETAILS
Stock price at valuation minimum	$ 0.047
Stock price at valuation maximum	0.20
Exercise price minimum	0.004
Exercise price maximum	$ 0.010
Expected dividend yield	0.00%
Expected term years to maturity minimum	0.07
Expected term years to maturity maximum	0.77
Risk-free interest rate minimum	0.06%
Risk-free interest rate maximum	0.11%
Expected volatility minimum	127.00%
Expected volatility maximum	315.00%
Recognized an additional derivative expense \| $	$ 78,814
Unamortized debt discount \| $	33,000
Total change in the value of the derivative liabilities \| $	$ 260,008

PROVISION FOR FEDERAL INCOME TAX CONSISTS OF THE FOLLOWING (Details) - USD ($)	12 Months Ended
	Aug. 31, 2015	Aug. 31, 2014
Federal income tax benefit attributable
Current operations	$ 225,852	$ 608,487
Valuation allowance	(225,852)	(608,487)
Net deferred tax asset	$ 0	$ 0

RECONCILIATION OF INCOME TAXES COMPUTED (Details) - USD ($)	Aug. 31, 2015	Aug. 31, 2014
RECONCILIATION OF INCOME TAXES DETAILS
Net operating loss carry forward	$ 1,364,357	$ 1,138,505
Valuation allowance	(1,364,357)	(1,138,505)
Net deferred tax asset	$ 0	$ 0

RELATED PARTY TRANSACTIONS (Details) - USD ($)	Aug. 31, 2015	Aug. 31, 2014
RELATED PARTY TRANSACTIONS DETAILS:
Current loans	$ 995,698	$ 995,698
Related party payables	995,698	1,324,848
Accrued interest	$ 530,875	$ 383,450

NOTE RECEIVABLE (Details)	Aug. 31, 2015 USD ($)
NOTE RECEIVABLE DETAILS:
Advanced funds to Steele Resources	$ 540,010
Advanced funds to Global Finishing	$ 338,344

SUBSEQUENT EVENTS (Details) - USD ($)	Dec. 10, 2015	Nov. 22, 2015	Nov. 09, 2015	Oct. 27, 2015	Oct. 22, 2015	Oct. 14, 2015	Sep. 24, 2015	Jun. 19, 2015	Feb. 18, 2015	Dec. 19, 2014	Sep. 08, 2014	Aug. 12, 2014	Aug. 05, 2014
SUBSEQUENT EVENTS DETAILS:
Issued a convertible promissory note to KBM Worldwide										$ 33,000	$ 32,500		$ 32,500
Bears interest per annum										8.00%	8.00%	8.00%	8.00%
Loan and any accrued interest converted into shares, rate								70.00%		58.00%	58.00%	50.00%	58.00%
Principle converted into shares					$ 1,700		$ 760		$ 1,500
Accrued interest converted into shares							1,300
Unpaid interest converted into shares							$ 2,060
Shares issued to convert the debt					2,023,810		1,373,333		193,548
Resulted in extinguishment of debt					$ 46,425		$ 32,500
Issued a convertible promissory note in amount												$ 25,000
Resulted in loss on extinguishment of debt		$ 33,000							$ 1,577
Amount of principal debt converted to date									$ 18,000
Amount of principal debt converted into shares									48,606,681
Issued convertible promissory note to Gold Coast Capital, LLC								$ 25,000
Debt purchase of Ewing Oil Company LLC original debt note issued on October 30, 2013								273,500
Amount of 25,000 converted to date								$ 19,975
Amount converted into shares								20,920,958
Increase the number of authorized shares of Common Stock						5,000,000,000
Increase the number of authorized shares of Preferred Stock						50,000,000
Par value of the Common and Preferred Stock						$ 0.00001
Amount of affiliate debt converted			$ 90,000	$ 15,000
Amount of affiliate debt converted into restricted shares			1,800,000,000	300,000,000
Amount of debt converted into Series B Preferred Stock	$ 507,806.96
Amount of debt converted into Series B Preferred Stock, price per share	$ 2.50