UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 ~~September~~March 3031, ~~2015~~ 2016

o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT

For the transition period from ___________________ to ___________________

Commission File Number 000-55375

APPTIGO INTERNATIONAL, INC. ~~(Name of small business issuer in its charter)~~

(Name of small business issuer in its charter)

NEVADA	99-0382426
(State of incorporation or organization)	(IRS Identification No.)

1801 SW 3rd Avenue, Suite 402 ~~Miami, FL 33129 (Address of principal executive offices)~~

~~(844)~~Miami, ~~277-8446 (Issuer’s~~FL ~~telephone number)~~33129

~~Indicate by check mark whether the registrant~~ (1)Address ~~has filed all reports required to be filed under Section 13 or 15(d)~~ of ~~the~~principal ~~Exchange~~executive ~~Act during the past 12 months (or for such shorter period that the registrant was required to file such reports~~offices)~~, and (2) has been subject to such filing requirements for the past 90 days. Yes x No o~~

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (~~§232.405 of this chapter~~844) ~~during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o~~277-8446

(Issuer’s telephone number)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed under Section 13 or 15(d) of the Exchange Act 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 o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes x No o

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 the definitions of “large accelerated filer”, “accelerated filer”, and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer o	Accelerated Filer o
Non-Accelerated Filer o (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 o No x~~

~~126,903,965 shares of the issuer’s common stock, $.001 par value, were outstanding at December 22, 2015.~~Yes o No x

As of May 23, 2016 there were 1,301,275,642 shares of the issuer’s common stock, $.001 par value, issued and outstanding.

APPTIGO INTERNATIONAL, INC.

QUARTERLY REPORT ON FORM 10-Q

TABLE OF CONTENTS

~~Page~~ PART I. FINANCIAL INFORMATION (UNAUDITED) 3 ITEM 1. FINANCIAL STATEMENTS 3 ITEM 2. MANAGEMENT’'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ~~UNAUDITED~~13 22 ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. 2815 ITEM 4. CONTROLS AND PROCEDURES. 2815 PART II. OTHER INFORMATION 2816 ITEM 1. LEGAL PROCEEDINGS 2816 ITEM 1A. RISK FACTORS 16 ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS 2816 ITEM 3. DEFAULTS UPON SENIOR SECURITIES. 2816 ITEM 4. MINE SAFETY DISCLOSURES 2816 ITEM 5. OTHER INFORMATION. 2816 ITEM 6. EXHIBITS 2816 SIGNATURES 3017

~~APPTIGO~~PART ~~INTERNATIONAL,~~I ~~INC.~~- FINANCIAL INFORMATION

~~Formerly~~ITEM ~~known~~1. asFINANCIAL ~~BALIUS CORP.~~STATEMENTS

~~Condensed~~APPTIGO ~~Consolidated~~INTERNATIONAL, ~~Balance Sheets~~ INC.

	September 30			December 31
	2015			2014
	unaudited
Assets
Cash	$	6,537		$	9,513
Total current assets		6,537			9,513
Furniture and Fixtures net accumulated depreciation $10,046 and $4,019		39,675			45,702
Deposits		5,592			5,592
Total assets	$	51,804		$	60,807
Liabilities and Stockholders' Deficit
Accounts payable and accrued liabilities	$	54,391		$	36,987
Payroll liabilities		127,510			29,925
Convertible debenture - related party, net of discount $833,677 and $4,411		138,081			16,408
Convertible debenture - current portion, net of discount $102,331 and $38,105		244,466			22,470
Derivative liability - current portion		1,557,678			324,826
Total current liabilities		2,122,126			430,616
Convertible debenture - long term, net of discount $140,882		96,792			100,556
Derivative liability - long term		177,841			–
Total liabilities		2,396,759			531,172
Commitments and contingencies
Stockholders' Deficit
Preferred stock, $0.001 par value: 10,000,000 authorized 0 and 145,000 shares issued and outstanding as of September 30, 2015 and December 31, 2014, respectively		–			1,450
Common stock, $0.001 par value: 2,000,000,000 authorized; 40,337,105 and 29,225,000 shares issued and outstanding as of September 30, 2015 and December 31, 2014, respectively		40,337			29,225
Common stock payable		64,583			1,033
Additional paid in capital		1,093,463			1,637,841
Accumulated deficit		(3,543,338	)		(2,139,914	)
Total stockholders' deficit		(2,344,955	)		(470,365	)
Total liability and stockholders' deficit	$	51,804		$	60,807

Consolidated Balance Sheets

~~The accompanying notes are an integral part of these~~ (unaudited ~~condensed consolidated financial statements.~~)

	March 31,			December 31,
	2016			2015
Assets
Cash	$	3,470		$	334,227
Total current assets		3,470			334,227

Furniture and Fixtures, net accumulated depreciation $12,055 and $10,046		44,192			46,201
Deposits		5,592			5,592

Total assets	$	53,254		$	386,020

Liabilities and Stockholders' Deficit
Accounts payable and accrued liabilities	$	197,707		$	162,157
Payroll liabilities		159,094			142,743
Convertible debenture - related party, net of discounts of $329,834 and $625,154		579,371			384,051
Convertible debenture - current portion, net of discounts of $333,992 and $522,587		405,063			258,782
Derivative liability		3,478,975			8,746,651
Total current liabilities		4,820,210			9,694,384

Convertible debenture - long term, net of discounts of $57,618 and $82,845		142,382			137,119
Total liabilities		4,962,592			9,831,503

Commitments and contingencies

Stockholders' Deficit
Preferred stock, $0.001 par value: 10,000,000 authorized 0 and 0 shares issued and outstanding as of March 31, 2016 and December 31, 2015, respectively		–			–
Common stock, $0.001 par value: 5,000,000,000 authorized; 1,239,428,192 and 129,487,298 shares issued and outstanding as of March 31, 2016 and December 31, 2015, respectively		1,239,428			129,487
Additional paid-in capital		499,471			1,398,491
Accumulated deficit		(6,648,237	)		(10,973,461	)
Total stockholders' deficit		(4,909,338	)		(9,445,483	)
Total liability and stockholders' deficit	$	53,254		$	386,020

~~APPTIGO~~The ~~INTERNATIONAL,~~accompanying ~~INC~~notes are an integral part of these unaudited consolidated financial statements.

~~Formerly known as BALIUS CORP.~~3

~~Condensed~~APPTIGO ~~Consolidated~~INTERNATIONAL, ~~Statements of Operations~~INC.

~~(unaudited)~~Consolidated Statements of Operations

	For the			For the			For the			For the
	three months			three months			nine month			nine month
	ended			ended			ended			ended
	September 30,			September 30,			September 30,			September 30,
	2015			2014			2015			2014
Revenue	$	–		$	–		$	–		$	–
Operating expenses
Selling, general and administrative expenses		211,205			263,948			651,874			460,477
Stock based compensation		77,527			253,264			218,625			253,264
Research and development expense		7			–			34,116			–
Depreciation expense		2,009			1,923			6,027			3,340
Total operating expenses		290,748			519,135			910,642			717,081
Loss from operations		(290,748	)		(519,135	)		(910,642	)		(717,081	)
Other expense
Interest expense - related party		(138,082	)		–			(138,082	)		–
Interest expense		(171,182	)		–			(360,710	)		(2,100	)
Change in derivatives		(138,775	)		–			6,010			–
Loss before income tax		(738,787	)		(519,135	)		(1,403,424	)		(719,181	)
Provision for income tax		–			–			–			–
Net Loss	$	(738,787	)	$	(519,135	)	$	(1,403,424	)	$	(719,181	)
Net loss per share: basic	$	(0.02	)	$	(0.02	)	$	(0.05	)	$	(0.04	)
Net loss per share: diluted	$	(0.00	)	$	(0.02	)	$	(0.00	)	$	(0.03	)
Weighted averages shares outstanding: basic		33,174,164			29,525,000			30,628,552			18,025,000
Weighted averages shares outstanding: diluted		768,406,159			32,698,718			765,860,547			21,198,718

(unaudited)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

	For the			For the
	three months			three months
	ended			ended
	March 31,			March 31,
	2016			2015
Revenue	$	–		$	–

Operating expenses
Selling, general and administrative expenses		242,355			248,257
Research and development expense		–			33,779
Depreciation expense		2,009			2,009
Total operating expenses		244,364			284,045

Loss from operations		(244,364	)		(284,045	)
Other income (expense)
Interest expense - related party		(320,744	)		(9,329	)
Interest expense		(239,172	)		(17,501	)
Change in fair value of derivative liabilities		5,129,504			(641,598	)
Income (Loss) before income tax		4,325,224			(952,473	)
Provision for income tax		–			–
Net Income (Loss)	$	4,325,224		$	(952,473	)

Net income (loss) per share: basic	$	0.01		$	(0.03	)

Net income (loss) per share: diluted	$	(0.00	)	$	(0.03	)

Weighted averages shares outstanding: basic		473,699,140			30,258,000

Weighted averages shares outstanding: diluted		14,306,478,137			30,258,000

4The accompanying notes are an integral part of these unaudited consolidated financial statements.

~~APPTIGO INTERNATIONAL, INC.~~4

~~Formerly~~APPTIGO ~~known~~INTERNATIONAL, ~~as BALIUS CORP~~INC.

~~Condensed~~ Consolidated Statements of Cash Flows

(unaudited)

	For the			For the
	nine months			nine months
	three months			three months
	ended			ended
	September 30,			September 30,
	March 31,			March 31,
	2015			2014
	2016			2015
Cash flows from operating activities
Net loss	$	(1,403,424	)	$	(719,181	)
Net income (loss)	$	4,325,224		$	(952,473	)
Adjustments to reconcile net loss to net cash used in operating activities
Adjustments to reconcile net income (loss) to net cash used in operating activities
Depreciation		62,~~027~~009			32,~~340~~009
Amortization of loan discount		507,814			–
Amortization of loan discounts		509,142			–
Change in derivative liability		(6,010	)		–
Change in fair value of derivative liabilities		(5,129,504	)		641,598
Stock-based compensation		~~218~~2,~~625~~247			~~253~~83,~~264~~967
Changes in operating assets and liabilities
Accounts payable and accrued liabilities		~~17,407~~–			21(22,~~712~~717	)
Payroll liabilities		97,585			–
Accrued interest expense		43,774			26,830
Prepaid expenses		–			6,000
Payroll liabilities		16,351			(3,049	)
Deposits		–			(5,592	)
Due from related party		–			(7,618	)
Net cash used in operating activities		(~~561~~230,~~976~~757	)		(~~440~~231,~~457~~453	)
Cash flows from investing activities
Furniture and fixtures		–			(46,229	)
Application design		–			(87,557	)
Net cash used in investing activities		–			(133,786	)
Cash flow from financing activities
Repayment of convertible debenture - related party		(10100,000	)		–(10,000	)
Convertible note - related party		150,000			–
Proceeds from convertible debenture		–			234,000
Proceeds from convertible debenture		419,000			–
Net cash (used in) provided by financing activities		(100,000	)		224,000
Proceeds from issuance of common stock		–			622,100
Net change in cash and cash equivalents		(330,757	)		(7,453	)
Net cash provided by financing activities		559,000			622,100
Cash and cash equivalents at beginning of period		334,227			9,513
Net change in cash and cash equivalents		(2,976	)		47,857
Cash and cash equivalents at end of period	$	3,470		$	2,060
Cash and cash equivalents at beginning of period		9,513			3,714
Cash and cash equivalents at end of period	$	6,537		$	51,571
Supplemental disclosure of cash flow information
Cash paid during period for
Cash paid for interest	$	7,000		$	–
Cash paid for income taxes	$	–		$	–
Conversion of convertible debenture	$	127,633		$	–
Noncash Investing and Financing Activities
Common stock issued for intangible property	$	–		$	644,000
Conversion of convertible debenture and accrued interest into common stock	$	70,502		$	–
Convertible note - related party exchange for preferred shares	$	809,205		$	–
Resolution of derivative liabilities		138,172			–

The accompanying notes are an integral part of these unaudited ~~condensed~~ consolidated financial statements.

APPTIGO INTERNATIONAL, INC.

~~Formerly~~NOTES ~~known~~TO asCONSOLIDATED ~~BALIUS~~FINANCIAL ~~CORP.~~ STATEMENTS

(UNAUDITED ~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Apptigo International, Inc. and its wholly-owned subsidiary (“collectively “Apptigo” or the “Company”) designs, develops, markets and ~~sells~~intends ~~software~~to sell software applications. The Company ~~sells~~intends to sell its products worldwide through online stores.

Basis of Presentation

The accompanying ~~condensed~~unaudited consolidated financial statements ~~include~~have ~~the~~been ~~accounts~~prepared ofin accordance with the ~~Company.~~instructions ~~Intercompany~~to ~~accounts~~Form 10-Q and ~~transactions~~do ~~have~~not ~~been~~include ~~eliminated.~~all of ~~The~~the ~~preparation~~information and footnotes required by accounting principles generally accepted in the United States of ~~these~~America ~~condensed~~for complete consolidated financial statements. inThese ~~conformity~~unaudited ~~with~~consolidated ~~U.S.~~financial ~~generally~~statements ~~accepted~~and ~~accounting~~related ~~principles~~notes should be read in conjunction ~~(“GAAP”)~~with ~~requires~~the ~~management~~Company's toForm ~~make~~10-K ~~estimates~~for ~~and~~the ~~assumptions~~fiscal ~~that~~year ~~affect~~ended December 31, 2015. In the ~~amounts~~opinion ~~reported~~of inmanagement, these ~~condensed consolidated~~unaudited consolidated financial statements reflect all adjustments that are of a normal recurring nature and ~~accompanying~~which ~~notes~~are necessary to present fairly the financial position of the Company as of March 31, 2016, and the results of operations and cash flows for the three months ended March 31, 2016 and 2015. ~~Actual~~The results ~~could~~of ~~differ~~operations ~~materially~~for ~~from~~the ~~those~~three ~~estimates~~months ended March 31, 2016 are not necessarily indicative of the results that may be expected for the entire fiscal year. Certain prior period amounts have been reclassified to conform to current period presentation.

InThe the opinion of management, these unaudited condensed consolidated financial statements reflect all adjustments that are of a normal recurring nature and which are necessary to present fairly the financial position of the Company ~~as of September 30, 2015, and the results of operations and cash flows~~’s ~~for~~fiscal ~~the~~year ~~nine~~ends ~~months~~on ~~ended~~December ~~September 30, 2015 and 2014~~31. ~~The results of operations for the nine months ended September 30, 2015 are not necessarily indicative of the results that may be expected for the entire fiscal year.~~

~~The~~Nature ~~Company’s year~~of ~~ends~~Business ~~on December 31.~~Operations

~~Nature~~The Company was originally incorporated under the laws of ~~Business~~the ~~Operations~~State of Nevada on October 23, 2012 under the name of “Balius Corp.” (“Inception”). Effective April 15, 2014, we acquired Apptigo Inc., a Nevada corporation incorporated on October 31, 2012 (“Apptigo”). Under the terms of the Agreement and Plan of Reorganization Agreement, dated April 14, 2014 by and between the Company, its principal shareholder, Apptigo, and its shareholders, Apptigo agreed to exchange all of the outstanding common and preferred shares of Apptigo for common and preferred shares of the Company. The closing of the acquisition transaction was completed effective April 15, 2014.

~~Organization~~At closing of the acquisition transaction, Apptigo became the Company’s wholly-owned subsidiary and ~~Description~~the Company became Apptigo’s parent. Thereafter, the principal shareholder of ~~Business~~the Company cancelled 10,000,000 shares of the Company’s common stock owned by him. As a result of the closing of the acquisition transaction, the Company had 8,250,000 shares of common stock outstanding and 145,000 Series A Preferred Shares outstanding, which preferred shares are convertible into 4,550,000 common shares.

~~The~~Following ~~Company was originally incorporated under~~ the ~~laws~~acquisition oftransaction, the Company ~~State~~filed ofAmended ~~Nevada~~and onRestated ~~October~~Articles ~~23,~~of ~~2012~~Incorporation ~~under~~to ~~the~~change its name ofto “~~Balius~~Apptigo ~~Corp~~International, Inc.,” ~~(“Inception”). Effective~~increased ~~April~~the ~~15,~~number ~~2014,~~of weauthorized ~~acquired~~common ~~Apptigo~~shares, ~~Inc.~~authorized preferred shares, aand ~~Nevada~~approved ~~corporation~~a ~~incorporated~~3.5-for-1 onforward ~~October~~split ~~31,~~of ~~2012~~the outstanding shares (the “~~Apptigo~~Forward Split”)~~. Under~~, including the ~~terms~~shares ofissued at the ~~Agreement~~closing ~~and Plan~~ of ~~Reorganization~~the ~~Agreement,~~acquisition ~~dated~~transaction. ~~April~~The ~~14,~~Forward Split ~~2014~~was byeffective ~~and~~at ~~between~~ the ~~Company,~~opening ~~its~~of ~~principal shareholder,~~business ~~Apptigo,~~on ~~and~~April ~~its shareholders~~30, ~~Apptigo~~2014. ~~agreed~~The toeffect ~~exchange all~~ of the ~~outstanding~~Forward ~~common~~Split ~~and~~has ~~preferred~~been ~~shares~~applied ~~of Apptigo~~retroactively. ~~for~~Also, ~~common~~in ~~and~~connection ~~preferred~~with ~~shares~~the ofacquisition transaction, the Company. ~~The~~filed ~~closing~~a Certificate of ~~the~~Designations, ~~acquisition~~Preferences ~~transaction~~and ~~was~~Rights ~~completed~~for its ~~effective~~Series ~~April~~A ~~15,~~Convertible ~~2014~~Preferred Stock.

AtGoing closing of the acquisition transaction, Apptigo became the Company’s wholly-owned subsidiary and the Company became Apptigo’s parent. Thereafter, the principal shareholder of the Company cancelled 10,000,000 shares of the Company’s common stock owned by him. As a result of the closing of the acquisition transaction, the Company had 8,250,000 shares of common stock outstanding and 145,000 Series A Preferred Shares outstanding, which preferred shares are convertible into 4,550,000 common shares.Concern

~~Following~~The ~~the~~accompanying ~~acquisition~~financial ~~transaction,~~statements ~~the~~have ~~Company~~been ~~filed~~prepared ~~Amended~~contemplating ~~and~~a ~~Restated~~continuation ~~Articles~~ of ~~Incorporation~~the toCompany ~~change~~as ~~its~~a ~~name~~going ~~to “Apptigo International, Inc~~concern.,” ~~increase the~~The ~~number~~Company ofhas ~~authorized~~reported ~~common~~a ~~shares,~~net ~~authorize~~income ~~preferred~~of ~~shares~~$4, 325,224 and ~~approved~~an aoperating ~~3.5-for-1~~loss ~~forward split~~ of ~~the outstanding shares~~$244, ~~including~~364 ~~the~~for ~~shares issued at~~ the ~~closing~~three ofmonths ~~the~~ended ~~acquisition~~March ~~transaction~~31, 2016. The ~~forward~~Company ~~stock~~has ~~split~~a ~~was~~net ~~effective~~negative atworking ~~the~~capital ~~opening~~ of ~~business on April 30~~ $4,816,740 ~~2014.~~as ~~The effect~~ of ~~the~~March ~~stock~~31, ~~split has been applied retroactively~~2016. ~~Also,~~These inconditions ~~connection~~raise ~~with~~substantial ~~the~~doubt ~~acquisition transaction~~about the Company’s ~~filed~~ability ato ~~Certificate~~continue ofas ~~Designations,~~a ~~Preferences and Rights for Series A Convertible Preferred Stock~~going concern.

~~Going~~The ~~Concern~~accompanying financial statements have been prepared assuming the Company will continue as a going concern. The Company’s ability to obtain additional financing depends on the success of its growth strategy and its future performance, each of which is subject to general economic, financial, competitive, legislative, regulatory, and other factors beyond the Company's control.

~~The~~Net ~~accompanying~~Income ~~financial~~(Loss) ~~statements~~per have been prepared contemplating the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has reported a net loss of $1,403,424 for the nine months ended September 30, 2015 and had an accumulated deficit of $3,543,338. The Company has a net negative working capital of $2,115,589 as of September 30 2015.Share

6Basic income (loss) per share is computed using the weighted average number of common shares outstanding during the year. Diluted income (loss) per share reflects the potential dilution that could occur if potentially dilutive securities were exercised or converted to common stock. The dilutive effect of options and warrants and their equivalent is computed by application of the treasury stock method and the effect of convertible securities by the “if converted” method. During 2015, all common stock equivalents were excluded as they would have been anti-dilutive. For the three months ended March 31, 2016, the dilutive effect of the outstanding warrants was 789,543,296 shares and the dilutive effect of the outstanding convertible debt was 13,516,934,841 shares and a reduction to net income of $5,093,954.

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. The operating losses raise substantial doubt about the Company's ability to continue as a going concern. The Company's ability to obtain additional financing depends on the success of its growth strategy and its future performance, each of which is subject to general economic, financial, competitive, legislative, regulatory, and other factors beyond the Company's control.6

WeFair ~~will~~Value need additional investments in order to continue operations. Additional investments are being sought, but we cannot guarantee that we will be able to obtain such investments. Financing transactions may include the issuance of ~~equity~~Financial ~~or debt securities, obtaining credit facilities, or other financing mechanisms.~~Instruments

The ~~trading~~Company ~~price~~adopted ofthe ~~our~~FASB ~~common~~standard ~~stock could~~related ~~make~~to itfair ~~more~~value ~~difficult~~measurement toat ~~obtain~~inception. ~~financing~~The ~~through~~standard ~~the~~defines ~~issuance~~fair ofvalue, ~~equity~~establishes ora ~~debt~~framework ~~securities~~for measuring fair value and expands disclosure of fair value measurements. ~~Even~~The ifstandard weapplies ~~are~~under ~~able~~other toaccounting ~~raise~~pronouncements ~~the~~that require or permit fair value ~~funds~~measurements ~~required~~and, weaccordingly, ~~may~~does ~~incur~~not ~~unexpected~~require ~~costs~~any ~~and~~new ~~expenses,~~fair orvalue ~~experience~~measurements. ~~unexpected~~The ~~cash~~standard ~~requirements~~clarifies that fair value is an exit price, representing the amount that would ~~force~~be usreceived to ~~seek~~sell an asset or paid to transfer a liability in an orderly transaction ~~alternative~~between ~~financing~~market participants. ~~Further~~As such, iffair wevalue ~~issue~~is ~~additional~~a ~~equity~~market-based ormeasurement ~~debt~~that ~~securities,~~should ~~stockholders~~be ~~may~~determined ~~experience~~based ~~additional~~on ~~dilution~~assumptions that ormarket ~~the~~participants ~~new~~would ~~equity~~use ~~securities~~in ~~may~~pricing ~~have~~an ~~rights,~~asset ~~preferences~~ or ~~privileges~~liability. ~~senior~~The torecorded ~~those~~values of ~~existing~~long-term ~~holders~~debt ofapproximate ~~our~~their ~~common~~fair ~~stock.~~values, Ifas ~~additional~~interest ~~financing~~approximates ismarket ~~not~~rates. ~~available~~As ora isbasis ~~not~~for ~~available~~considering onsuch ~~acceptable~~assumptions, ~~terms~~the standard established a three-tier fair value hierarchy, wewhich ~~will~~prioritizes ~~have~~the toinputs ~~curtail~~used ~~our~~in ~~operations~~measuring fair value as follows.

~~The~~· ~~ability~~Level to1: ~~successfully~~Observable ~~resolve~~inputs ~~these~~such ~~factors raise~~as ~~substantial~~quoted ~~doubt~~prices ~~about~~in ~~the~~active ~~Company’s~~markets; ~~ability~~· toLevel ~~continue~~2: asInputs, aother ~~going~~than ~~concern.~~quoted ~~The~~prices ~~consolidated~~in ~~financial~~active ~~statements of~~markets, ~~the~~that ~~Company~~are doobservable ~~not~~either ~~include~~directly ~~any~~or ~~adjustments~~indirectly; ~~that~~and ~~may~~· ~~result~~Level ~~from~~3: ~~the~~Unobservable ~~outcome~~inputs ofin which there is little or no market data, which require the ~~aforementioned~~reporting ~~uncertainties~~entity to develop its own assumptions.

~~Fair~~The ~~Value~~application of ~~Financial~~the ~~Instruments~~three levels of the fair value hierarchy under Topic 820-10-35 to our assets and liabilities are described below as of March 31, 2016 and December 31, 2015:

The Company adopted the FASB standard related to fair value measurement at inception. The standard defines fair value, establishes a framework for measuring fair value and expands disclosure of fair value measurements. The standard applies under other accounting pronouncements that require or permit fair value measurements and, accordingly, does not require any new fair value measurements. The standard clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. The recorded values of long-term debt approximate their fair values, as interest approximates market rates. As a basis for considering such assumptions, the standard established a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows.

	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
March 31, 2016:
Derivative liabilities	$	–	$	–	$	3,478,975		3,478,975
Total	$	–	$	–	$	3,478,975		3,478,975
December 31, 2015:
Derivative liabilities	$	–	$	–	$	8,746,651		8,746,651
Total	$	–	$	–	$	8,746,651		8,746,651

·Derivative ~~Level~~liability 1:as ~~Observable~~of ~~inputs~~March ~~such~~31, as2016 ~~quoted~~is $3,478,975, ~~prices~~compared into ~~active~~$8,746,651 ~~markets;~~as of December 31, 2015.

·The ~~Level~~table 2:below ~~Inputs,~~presents ~~other~~the ~~than~~change ~~quoted~~in ~~prices~~the fair invalue ~~active~~of ~~markets,~~the ~~that~~derivative ~~are~~liabilities ~~observable~~during ~~either~~the ~~directly~~three ormonths ~~indirectly;~~ended ~~and~~March 31, 2016:

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

Fair value as of December 31, 2015	$	8,746,651
Additions recognized as derivative expense		–
Additions recognized as debt discounts		–
Resolution upon conversion of debt		(138,172	)
Change in fair value		(5,129,504	)
Fair value as of March 31, 2016	$	3,478,975

	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
Derivative Liability - Current	$	–	$	–	$	1,557,678	$	1,557,678
Derivative Liability - long term		–		–		177,841		177,841
Total	$	–	$	–	$	1,735,519	$	1,735,519

2. CONVERTIBLE DEBENTURES

7On November 21, 2014, the Company entered into a 10% Secured Convertible Debenture. The debenture carries a term of 15 months. The debenture was issued in the amount of $225,000. The Company has received one tranche from this convertible note in the amount of $60,000, which included $5,000 in fees and an OID of $5,000. The debenture has a conversion feature at a share price of the lower of $0.25 or 70% of the average of the three lowest closing prices in a 20 day period prior to the conversion. During the year ended, December 31, 2015 the lender converted $90,288 of the convertible note and accrued interest of $4,178 in exchange for 29,002,687 shares of common stock.

Derivative liability - current for convertible note for the nine months ended September 30, 2015 is $1,557,678, compared to $324,826 as of December 31, 2014. Derivative Liability – long term for convertible notes for the nine months ended September 30, 2015 is $177,841, compared to $0 as of December 31, 2014.

	March 31, 2016			December 31, 2015
Convertible debenture	$	60,000		$	60,000
Additional amount due to true-up feature		56,201			56,201
Conversion of debt to common stock		(108,476	)		(90,288	)
Original issue discount					(137	)
Discount – warrant					(2,345	)
Discount – derivative					(19,026	)
Convertible debenture, net of unamortized discount	$	7,725		$	4,405

~~Share-based Compensation~~7

~~The~~On ~~Company~~December ~~recognizes share-based compensation~~2, ~~including~~ ~~stock option grants~~2014, ~~warrants,~~the ~~restricted~~Company ~~stock~~entered ~~grants~~into a ~~and~~7% ~~stock~~Secured ~~appreciation~~Convertible ~~rights,~~Debenture. atThe ~~their~~debenture ~~fair~~carries ~~value~~a onthree ~~the~~year ~~grant date~~term. ~~Share~~The ~~based~~debenture ~~payment~~was ~~awards~~ issued toin ~~non-employees~~the ~~for~~amount ~~services~~of ~~rendered~~$200,000. As ~~are~~of ~~recorded~~December at31, ~~either~~2014 the ~~fair~~Company ~~value~~had ofreceived ~~the~~$100,000, ~~services rendered~~with or the ~~fair~~remaining ~~value~~$100,000 ofreceived ~~the~~on ~~share-based~~January ~~payment~~7, ~~whichever~~2015. isThe ~~more~~conversion price ~~readily~~of ~~determinable.~~the ~~Compensation~~outstanding ~~expense~~balance is ~~generally recognized~~the onlower aof ~~straight-line~~$0.15 ~~basis~~or ~~over~~60% of the ~~service~~30 ~~period~~day trading average.

Dividends

	March 31, 2016			December 31, 2015
Convertible debenture	$	200,000		$	100,000
Additional amount received					100,000
Discount – derivative		(57,618	)		(66,226	)
Convertible debenture, net of unamortized discount	$	142,382		$	133,774

~~The~~On ~~payment~~February of9, ~~dividends~~2015, by the Company inexecuted a ~~the~~$59,000 ~~future~~Convertible ~~will~~Promissory beNote. atThe ~~the~~note ~~discretion~~has an 8% interest rate and a term of nine months. The conversion price for the ~~Board~~amount to be converted of ~~Directors~~58% ~~and~~of ~~will~~the ~~depend~~average onof ~~earnings,~~the ~~capital~~three ~~requirements~~lowest ~~and~~trading ~~financial condition,~~price asfor ~~well~~the asprevious ~~other~~10 ~~relevant~~days ~~factors~~at date of conversion. ~~The~~During the ~~Company~~year ~~does~~ended ~~not~~December ~~intend~~31, to2015, ~~pay~~the ~~any~~lender ~~cash~~converted ~~dividends~~$30,340 inof the ~~foreseeable~~convertible ~~future~~debt ~~but~~for 33,949,803 shares of common stock. There ~~intend~~was toan ~~retain~~additional ~~all~~interest ~~earnings,~~accrued ifas ~~any,~~a ~~for~~default ~~use~~on the note in the ~~business~~amount of $29,500.

Cash and Cash Equivalents

	March 31, 2016			December 31, 2015
Convertible debenture	$	59,000		$	59,000
Conversion of debt to common stock		(35,920	)		(30,340	)
Convertible debenture, net of unamortized discount	$	23,080		$	28,660

~~For~~On ~~purposes~~March of4, ~~these~~2015, ~~financial~~the ~~statements~~Company executed a $50,000 ~~cash~~Convertible Promissory Note. The note has a 12% interest rate and ~~cash~~a ~~equivalents~~term ~~includes~~of ~~highly~~six ~~liquid~~months. ~~debt~~Conversion ~~instruments~~of ~~with~~the ~~maturity~~note is based on a comparison between the lesser of ~~less~~two ~~than~~variable ~~three~~conversion ~~months~~prices. The conversion price of the outstanding balance is the lower of 55% of the lowest trading price for the previous 20 days at date of conversion or 55% of the lowest trading price for the previous 20 days before the effective date of the note. During the year ended December 31, 2015, the Company converted $8,204 of the convertible debt for 21,394,225 shares of common stock.

Income Taxes

	March 31, 2016			December 31, 2015
Convertible debenture	$	50,000		$	50,000
Conversion of debt to common stock		(19,979	)		(8,204	)
Convertible debenture, net of unamortized discount	$	30,021		$	41,796

~~The~~On ~~Company~~March ~~accounts~~25, ~~for~~2015, ~~income taxes under~~ the ~~asset~~Company executed and sold ~~liability~~a ~~method~~$250,000 ~~which~~Convertible ~~requires~~Promissory ~~the~~Note. ~~recognition~~The ofnote ~~deferred~~has ~~tax~~a ~~assets~~one-time ~~and~~12% ~~liabilities~~interest ~~for~~rate ~~the~~and ~~expected~~a ~~future~~term ~~tax consequences~~ of ~~events~~one ~~that~~year. ~~have~~The ~~been~~Company ~~included~~received $25,000 inalong ~~the~~with ~~financial~~an ~~statements.~~original ~~Under~~issue ~~this~~discount ~~method~~of $2,778 ~~deferred~~upon ~~tax~~closing ~~assets~~of ~~and~~the ~~liabilities are~~transaction. ~~determined~~The ~~based~~conversion onprice of the ~~differences~~outstanding balance ~~between~~is the ~~financial~~lower ~~statements~~of ~~and~~$0.087 ~~tax~~or ~~basis~~60% of ~~assets~~the ~~and~~lowest ~~liabilities~~trading ~~using~~price ~~enacted tax rates in effect~~ for the ~~year~~previous in25 ~~which~~days ~~the~~prior ~~differences are expected~~ to ~~reverse~~conversion. ~~The~~During ~~effect~~the ~~of a change in tax rates on deferred~~year ~~tax~~ended ~~assets~~December ~~and~~31, ~~liabilities~~2015, isthe ~~recognized~~Company inconverted ~~income~~$7,814 inof the ~~period~~convertible ~~that~~debt ~~includes~~for ~~the~~12,021,000 ~~enactment~~share ~~date~~of common stock.

The Company records net deferred tax assets to the extent the Company believes these assets will more likely than not be realized. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. A valuation allowance is established against deferred tax assets that do not meet the criteria for recognition. In the event the Company were to determine that it would be able to realize deferred income tax assets in the future in excess of their net recorded amount, the Company would make an adjustment to the valuation allowance, which would reduce the provision for income taxes.

	March 31, 2016			December 31, 2015
Convertible debenture	$	27,778		$	27,778
Conversion of debt to common stock		(27,054	)		(7,814	)
Original issue discount		(36	)		(1,229	)
Discount – derivative		(445	)		(15,390	)
Convertible debenture, net of unamortized discount	$	243		$	3,345

~~The~~On ~~Company~~May ~~follows~~20, 2015, the ~~accounting~~Company ~~guidance which~~executed ~~provides that~~ a ~~tax~~$31,500 Convertible ~~benefit~~Promissory ~~from~~Note. anThe ~~uncertain~~note ~~tax~~has ~~position~~an ~~may~~8% beinterest ~~recognized~~rate ~~when~~and ita isterm ~~more~~of ~~likely~~one ~~than~~year. ~~not~~The ~~that~~Company ~~the~~received ~~position will~~$30,000 ~~be sustained~~ upon ~~examination, including resolutions~~ closing of ~~any~~the ~~related~~transaction ~~appeals~~with ~~or litigation processes~~$1,500 ~~based~~paid onto the ~~technical merits.~~lender ~~Income~~for ~~tax~~legal ~~positions~~fees. ~~must~~The ~~meet~~conversion aprice ~~more-likely-than-not~~of ~~recognition threshold at~~ the ~~effective~~outstanding ~~date~~balance tois bethe ~~recognized~~55% ~~initially~~of ~~and~~the inlowest ~~subsequent~~trading ~~periods.~~price ~~Also~~for ~~included~~the isprevious ~~guidance~~18 ondays ~~measurement,~~at ~~recognition,~~date ~~classification,~~of ~~interest and penalties, accounting in interim periods, disclosure and transition~~conversion.

Intellectual Property

	March 31, 2016			December 31, 2015
Convertible debenture	$	31,500		$	31,500
Conversion of debt to common stock		(4,725	)		–
Discount		(174	)		(578	)
Discount – derivative		(3,483	)		(11,557	)
Convertible debenture, net of unamortized discount	$	23,118		$	19,365

~~Intellectual property is stated at cost.~~8

~~When~~On ~~retired~~May or21, ~~otherwise disposed~~2015, the ~~related carrying~~Company ~~value~~executed ~~and~~a ~~accumulated~~$55,000 Convertible ~~amortization~~Promissory ~~are~~Note. ~~removed~~The ~~from~~note ~~the~~has ~~respective~~a ~~accounts~~10% interest rate and ~~the~~a ~~net~~term ~~difference~~of ~~less~~nine ~~any~~months. ~~amount~~The ~~realized from~~Company ~~disposition~~received $49,250 isupon ~~reflected~~closing of inthe ~~earnings.~~transaction ~~Minor~~with ~~additions~~$5,750 ~~and~~paid ~~renewals~~to ~~are~~the ~~expensed~~lender infor ~~the~~legal ~~year~~and ~~incurred~~service fees. ~~Major~~The ~~additions~~conversion ~~and renewals~~price ~~are~~of ~~capitalized.~~the ~~Amortization~~outstanding balance is 50% ~~recorded~~of ~~over~~the average of the ~~estimated~~two ~~useful~~lowest ~~lives~~trading ofprice for the ~~assets,~~previous ~~generally,~~25 3days toat 15date ~~years~~of conversion.

	March 31, 2016			December 31, 2015
Convertible debenture	$	55,000		$	55,000
Conversions		(1,707	)		–
Discount		–			(1,083	)
Conversion of debt to common stock		–			(9,279	)
Convertible debenture, net of unamortized discount	$	53,293		$	44,638

~~Software~~On ~~Development~~May ~~Costs~~22, 2015, the Company executed a $55,000 Convertible Promissory Note. The note has an 8% interest rate and a term of one year. The note includes an original issue discount of $5,000 and the Company paid $5,000 in legal fees to the lender upon execution of this loan. The conversion price of the outstanding balance is 50% of the average of the three lowest trading price for the previous 20 days at date of conversion.

Research and development costs are expensed as incurred. Development costs of computer software to be sold, leased, or otherwise marketed are subject to capitalization beginning when a product’s technological feasibility has been established and ending when a product is available for general release to customers. In most instances, the Company’s products are released soon after technological feasibility has been established. Costs incurred for development are capitalized. Amortization is recorded over the estimated useful lives of the assets, generally, 5 years. For the nine months ended September 30, 2015 and 2014, the company expensed $34,116 compared to $0 for the nine months ended September 30, 2014, for research and development. For the three months ended September 30, 2015 and 2014, the company expensed $7 compared to $0 for the three months ended September 30, 2014, for research and development.

	March 31, 2016			December 31, 2015
Convertible debenture	$	55,000		$	55,000
Conversions		(1,063	)		–
Original issue discount		(1,393	)		(1,954	)
Discount		–			(1,953	)
Conversion of debt to common stock		(6,270	)		(17,582	)
Convertible debenture, net of unamortized discount	$	46,274		$	33,511

~~Recent~~On ~~Accounting~~June ~~Pronouncements~~3, 2015, the Company executed a $43,500 Convertible Promissory Note. The note has an 8% interest rate and a term of nine months. As consideration for entering into this transaction, the Company granted 543,750 warrants to the lender. See Note 5. The conversion price of the outstanding balance is 51% of the average of the three lowest trading price for the previous 15 days at date of conversion.

In August 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Updates (ASU) 2014-15 requiring an entity’s management to evaluate whether there are conditions or events, considered in aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the date that the financial statements are available to be issued when applicable). The amendments in this Update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted.

	March 31, 2016		December 31, 2015
Convertible debenture	$	43,500	$	43,500
Discount – warrants		–		(9,072	)
Discount - derivative		–		(1,172	)
Convertible debenture, net of unamortized discount	$	43,500	$	33,256

~~Net~~On ~~Loss~~August ~~per~~10, ~~Share~~2015, the Company executed a $809,235 Convertible Debenture with a related party in exchange for 145,000 shares of Preferred Stock held by the related party lender. The note has a 10% interest rate and a term of one year. The conversion price of the outstanding balance is 45% of the lowest trading price for the previous 10 days at date of conversion.

Basic loss per share is computed using the weighted average number of common shares outstanding during the year. Diluted earnings per share reflect the potential dilution that could occur if potentially dilutive securities were exercised or converted to common stock. The dilutive effect of options and warrants and their equivalent is computed by application of the treasury stock method and the effect of convertible securities by the "if converted" method

	March 31, 2016			December 31, 2015
Convertible debenture	$	809,205		$	809,205
Discount - derivative		(278,802	)		(485,070	)
Convertible debenture, net of unamortized discount	$	530,403		$	324,135

~~Management~~On ~~Estimates~~August 10, 2015, the Company entered into a $50,000 Convertible Debenture with a related party. The note has a 10% interest rate and a term of one year. Additionally, the Company entered into three additional notes, each for principal of $50,000, consisting of two notes in September and one in October, with the same party and under the same terms as the note on August 10, 2015. The conversion price of the outstanding balance is 40% of the lowest trading price for the previous 10 days at date of conversion. A portion of the proceeds were used to repay in full the note dated December 18, 2014.

The presentation 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 reported period. Actual results could differ from those estimates.

	March 31, 2016			December 31, 2015
Convertible debenture	$	200,000		$	200,000
Repayments		(100,000	)		–
Discount - derivative		(51,032	)		(140,084	)
Convertible debenture, net of unamortized discount	$	48,968		$	59,916

~~Property, Plant and Equipment~~ 9

~~Property,~~On ~~plant~~November ~~and equipment~~18, ~~are~~2015, ~~stated at cost. Depreciation is computed by use of~~ the ~~straight-line~~Company ~~method~~entered ~~over the estimated useful lives of the~~into ~~assets,~~a ~~which for leasehold improvements is 15 years;~~ 10% ~~years~~Secured ~~for~~Convertible ~~furniture and equipment; and 5 years for computer equipment~~Debenture. The ~~Company~~debenture ~~capitalizes~~carries ~~eligible~~a ~~costs~~one toyear ~~acquire or develop internal-use software that are incurred subsequent to the preliminary project stage~~term. ~~Capitalized~~The ~~costs~~debenture ~~related~~was toissued ~~internal-use~~in ~~software are amortized using~~ the ~~straight-line~~amount ~~method over the estimated useful lives~~ of ~~the assets~~$200, ~~which range from 5 to 7 years~~000. ~~Depreciation and amortization expense on property and equipment was~~ ~~$2,009~~The ~~and~~conversion ~~$1,923~~price ~~for~~of the ~~three~~outstanding ~~months~~balance ~~ended~~is ~~September~~50% ~~30,~~of ~~2015~~the ~~and~~lowest ~~2014,~~closing ~~respectively.~~price ~~Depreciation~~in ~~and~~a ~~amortization~~10 ~~expense~~day ~~on property~~period ~~and~~prior ~~equipment~~to ~~was $6,027 and $3,340 for the nine months ended September 30, 2015 and 2014, respectively~~conversion.

2. INTANGIBLE PROPERTIES

	March 31, 2016			December 31, 2015
Convertible debenture	$	200,000		$	200,000
Discount - derivative		(126,575	)		(176,438	)
Convertible debenture, net of unamortized discount	$	73,425		$	23,562

On ~~August~~November 425, ~~2014~~2015, ~~Apptigo entered into an Intellectual Property Purchase Agreement with~~ the Company’s ~~head designer and acquired certain intellectual property assets~~executed ~~and~~a ~~rights~~$300,000 ~~used~~Convertible ~~in connection with four games developed by him prior to his employment with the Company~~Debenture. The ~~Company~~note ~~authorized to~~has ~~issue~~a ~~400,000~~10% ~~shares~~interest ofrate ~~common~~and ~~stock~~a asterm ~~full consideration for the purchase~~ of ~~the~~one ~~assets~~year. The ~~closing~~conversion ~~stock~~ price onof ~~August~~the outstanding 4,balance ~~2014~~is ~~was~~50% ~~$1.61~~of ~~per~~the ~~share~~lowest ~~resulting~~trading ~~in a total~~ price offor ~~$644,000.~~the ~~The~~previous ~~total~~10 ~~cost~~days ~~has~~at ~~been~~date ~~expensed. As~~ of ~~September 30, 2015, the transaction has been recorded as stock payable~~conversion.

	March 31, 2016			December 31, 2015
Convertible debenture	$	300,000		$	300,000
Discount - derivative		(195,616	)		(270,411	)
Convertible debenture, net of unamortized discount	$	104,384		$	29,589

3. ~~CONVERTIBLE~~DERIVATIVE ~~DEBENTURES~~ LIABILITIES

OnDue ~~November~~to ~~18, 2014~~ the ~~Company~~variable ~~entered~~conversion ~~into a~~prices ~~12% Secured Convertible Debenture with a related party. The debenture carries a one month term. The debenture was issued~~ in the ~~amount~~convertible ofnotes ~~$50,000.~~described ~~Upon maturity of the Note~~above, the Company ~~issued~~treats athe ~~promissory~~convertible ~~note~~debenture inand ~~the~~outstanding ~~amount~~warrants ofas ~~$55,000~~derivative toliabilities in ~~cover~~accordance ~~the~~with ~~balance of~~ the ~~note~~provisions ~~and~~of ~~included~~ASC an815 ~~Original~~“Derivatives ~~Issue~~and ~~Discount~~Hedging” (~~OID)~~ASC ~~of $5,000~~815). ~~The~~ASC ~~conversion~~815 ~~feature~~applies ofto ~~the~~any ~~note~~freestanding financial ~~did~~instruments ~~not~~or ~~change.~~embedded ~~The~~features ~~new note~~that ~~has~~have athe ~~term~~characteristics of ~~one~~a ~~year.~~derivative ~~This~~and ~~note~~to ~~was~~any ~~paid~~freestanding ~~off~~financial oninstruments that ~~September~~potentially ~~17,~~settle ~~2015~~in ~~with~~an ~~funds~~entity’s ~~received~~own ~~from~~common ~~a new note~~stock. ~~See below for additional information.~~

	September 30, 2015			December 31, 2014
Convertible debenture	$	20,000		$	55,000
Original issue discount		–			(4,411	)
Less: Payment		(22,244	)		(35,000	)
Accumulated interest		2,244			819
Convertible debenture, net of OID	$	–		$	16,408

The Company assesses the fair value of the convertible debentures and warrants using the Black Scholes pricing model and records a derivative liability for the value. The Company then assesses the fair value quarterly based on the Black Scholes Model and increases or decreases the liability to the new value, and records a corresponding gain or loss. The Company uses expected volatility based primarily on historical volatility using weekly pricing observations for recent periods that correspond to the expected life of the instruments. The risk-free interest rate is based on U.S. Treasury securities rates.

~~On November 21, 2014 the Company entered into a 10% Secured Convertible Debenture.~~ The ~~debenture~~following ~~carries~~table adescribes ~~fifteen month term. The debenture was issued in~~ the ~~amount of $225,000.~~significant ~~The~~assumptions ~~company~~used ~~has receive one tranche from this convertible note~~ in the ~~amount~~Black ofScholes ~~$60,000,~~pricing which included $5,000 in fees and an OID of $5,000. The debenture has a conversion feature at a share price of 70% of the average of the three lowest closing prices in a 20 day period prior to the conversion. The debenture has a true up feature in the note which permits the note holder to acquire additional shares after a conversion, in the event the proceeds from the sale of the shares is not equal to or greater than the value of the shares on the date of conversion. During the nine months ended September 30, 2015 the company expensed $38,559 as interest expense in relation to true up valuation. As of September 30, 2015, the Company has converted $79,548 of the convertible note with 5,692,687 shares of common stock.model:

	September 30, 2015			December 31, 2014
	March 31, 2016			December 31, 2015
Convertible debenture	$	60,000		$	60,000
Risk-free interest rate at grant date		.21 - .87 %			.08 - .65%
Conversion of debt to common stock		(79,548	)
Expected stock price volatility		307 - 527%			218 - 465%
Discount – Warrant		–			(17,364	)
Expected dividend payout		–			–
Discount		–			(16,221	)
Expected option in life-years		.1 - 3.7			.1 - .65
Original issue discount		–			(4,520	)
Accumulated interest		43,268			575
Convertible debenture, net of OID	$	23,720		$	22,470

OnThe ~~December~~table 2,below ~~2014~~presents the ~~Company~~change ~~entered into a 7% Secured Convertible Debenture. The debenture carries a three year term. The debenture was issued~~ in the fair ~~amount~~value of ~~$200,000. As~~the ofderivative ~~December~~liabilities ~~31,~~during ~~2014~~ the ~~Company~~three ~~has~~months ~~received~~ended ~~$100,000.~~March ~~As of September 30~~31, ~~2015, the Company has received $200,000 in total.~~2016:

	September 30, 2015			December 31,2014
Fair value as of December 31, 2015	$	8,746,651
Convertible debenture	$	100,000		$	100,000
Additions recognized as derivative expense
Additional amount received		100,000			–
Additions recognized as debt discounts
Discount		(119,857	)		–
Resolution upon conversion of debt		(138,172	)
Accumulated interest		11,104			556
Change in fair value		(5,129,504	)
Convertible debenture, net of OID and discount	$	91,247		$	100,556
Fair value as of March 31, 2016	$	3,478,975

104. WARRANTS AND OPTIONS

OnAs ~~February 9, 2015, the Company executed a $59,000 Secured Convertible Promissory Note. The note has an 8% interest rate and a term~~ of 9March ~~months. During the nine months ended September 30~~31, ~~2015~~2016, ~~the~~these ~~company~~warrants ~~converted $12,904 of the convertible debt for 3,108,168 shares of common stock. There was additional~~include ~~interest as a default on~~ the ~~note in the amount of $29,500~~following:

	September 30, 2015
Convertible debenture	$	59,000
Discount		(214	)
Conversion of debt to common stock		(12,904	)
Accumulated interest		32,936
Convertible debenture net of discount	$	78,818

Warrants granted on November 21, 2014 in connection with the 12% convertible debenture, the right to purchase up to 282,575 shares of the Company’s common stock with an original exercise price of $0.0005. The warrants carry a provision for the adjustment based on the terms of the contract, wherein the number of warrants is adjusted to equal $30,000. As a result of this provision, the lender has the right to purchase up to 428,571,429 shares of the Company’s common stock as of March 31, 2016. A derivative liability on the fair value of the warrants as of March 31, 2016 amounted to $42,847. Fair value was determined using the following variables:

On March 9, 2015, the Company executed a $50,000 12% Secured Convertible Promissory Note. The note has a 12% interest rate and a term of 6 months.

	Grant Date		March 31, 2016
Risk-free interest rate at grant date		1.63%		0.73%
Expected stock price volatility		139%		377%
Expected dividend payout		–		–
Expected option in life-years		5		2.21

	September 30, 2015
Convertible debenture	$	50,000
Accumulated interest		3,437
Convertible debenture	$	53,437

OnThe ~~March~~following ~~25,~~table ~~2015,~~summarizes the ~~Company~~warrant ~~executed~~activity ~~and sold~~during a $250,000 Secured Convertible Promissory Note. The note has a 12% interest rate and for a term of 1 year. The company received $25,000 which includes an original issue discount of $2,778, upon closing of the ~~transaction.~~ ~~During the nine~~ three months ended ~~September~~March 3031, ~~2015, the company converted $2,220 of the convertible debt for 1,000,000 shares of common stock.~~2016:

	September 30, 2015
	Number of Warrants			Weighted-Average Price Per Share
Convertible debenture	$	27,778
Outstanding at December 31, 2015		129,115,179		$	.0001
issue discount		(1,363	)
Granted		–
Conversion of debt to common stock		(2,220	)
Adjusted for variable conversion		300,000,000			–
Discount		(19,662	)
Canceled or expired		–			–
Accumulated interest		1,012
Outstanding at March 31, 2016		429,115,179		$	.0006
Convertible debenture, net of OID and discount	$	5,545

On ~~May~~June 2017, ~~2015~~2014, the Company ~~executed~~granted ~~a $31~~550,~~500~~000 8%options ~~Secured~~to ~~Convertible~~six ~~Promissory~~employees ~~Note~~for services. ~~The~~As ~~note~~of ~~has~~March 31, 2015, an 8%additional ~~interest~~20,000 ~~rate~~options ~~and~~have been vested for a ~~term~~total of 1410,000 options ~~year~~vested. No options have been exercised and 140,000 options have been canceled due to termination of service contracts. Stock based compensation for the three months ended March 31, 2016 and 2015, amounted to $2,247 and $0, respectively.

	September 30, 2015
Convertible debenture	$	31,500
Discount		(24,469	)
Accumulated interest		924
Convertible debenture, net of discount	$	7,955

The following table summarizes the option activity through March 31, 2016:

On May 21, 2015, the Company executed a $55,000 10% Secured Convertible Promissory Note. The note has a 10% interest rate and a term of nine months.

	Number of Options		Option Price Per Share
Outstanding at December 31, 2015		410,000	$	1.00
Granted				–
Canceled or expired
Outstanding at March 31, 2016		410,000	$	1.00

	September 30, 2015
Convertible debenture	$	55,000
Discount		(26,087	)
Accumulated interest		2,004
Convertible debenture, net of discount	$	30,917

5. EQUITY

11Common Stock

OnThe ~~May~~Company ~~25,~~was ~~2015,~~formed in the state of Nevada on October 31, 2012. The Company ~~executed~~had aauthorized ~~$55~~capital of 75,000 ~~10%~~ ~~Secured~~shares ~~Convertible~~of ~~Promissory~~common ~~Note~~stock with a par value of $0.01. ~~The~~On ~~note~~April ~~has~~17, 2014, athe ~~10%~~Company ~~interest~~filed ~~rate~~Amended and aRestated ~~term~~Articles of ~~one~~Incorporation ~~year.~~with ~~The~~the ~~note~~state ~~has~~of aNevada, ~~10%~~increasing ~~Original~~its ~~Issue~~authorized shares ~~Discount~~from ~~totaling~~75,000,000 $5to 100,000,000 shares of common stock.

	September 30, 2015
Convertible debenture	$	55,000
Issue Discount		(4,521	)
Discount		(32,055	)
Accumulated interest		1,539
Convertible debenture, net of discount	$	19,963

On April 14, 2014, the Company, entered into an a reverse acquisition transaction with Apptigo Inc., a Nevada corporation incorporated on October 31, 2012, and its shareholders, pursuant to an Agreement and Plan of Reorganization Agreement, dated April 14, 2014 between the Company, its principal shareholder, and Apptigo and its shareholders. Under the terms of the Agreement the shareholders of Apptigo agreed to exchange all of the outstanding common and preferred shares of Apptigo for common and preferred shares of the Company. The closing of the Transaction was completed effective April 15, 2014 (the “Closing Date”).

OnA ~~June~~ 3,.5-for-1 ~~2015,~~forward stock split of the Company’s outstanding ~~executed~~common shares became effective at the open of business on April 30, 2014. As a ~~$43~~result of the forward stock split,~~500~~ the 8%number ~~Secured~~of ~~Convertible~~outstanding ~~Promissory~~shares ~~Note.~~of ~~The~~common ~~note~~stock ~~has~~was anincreased from 8%,250,000 ~~interest~~to ~~rate~~29,225,000, and athe ~~term~~145,000 outstanding shares of Series 1A ~~year~~Convertible Preferred Stock will be convertible into 15,925,000 rather than 4,550,000 in the event of conversion.

	September 30, 2015
Convertible debenture	$	43,500
Discount		(14,985	)
Accumulated interest		1,140
Convertible debenture, net of discount	$	29,655

On October 6, 2015, the Company filed with the Secretary of State of the State of Nevada an Amendment to Articles of Incorporation to increase the authorized shares of Common Stock of the Company. The Amendment authorizes the Company to issue 2,000,000,000 shares of Common Stock, par value $0.001 per share, and 10,000,000 shares of Preferred Stock. The Preferred Stock may be issued in one or more series, each series to be appropriately designated by a distinguishing letter or title, prior to the issuance of any shares thereof.

On ~~August~~January 36, ~~2015~~2016, the Company ~~executed~~filed with the Secretary of State of the State of Nevada an ~~$809,235~~Amendment to Articles of Incorporation to increase the authorized shares of Common ~~10%~~Stock ~~Secured~~of ~~Convertible~~the ~~Debenture~~Company. inThe ~~exchange~~Amendment ~~for~~authorizes ~~145~~the Company to issue 5,000,000,000 shares of Common Stock, par value $0.001 per share, and 10,000,000 shares of Preferred Stock. The ~~note~~Preferred ~~has~~Stock amay ~~10%~~be ~~interest~~issued ~~rate~~in ~~and~~one aor ~~term~~more series, each series to be appropriately designated by a distinguishing letter or title, prior to the issuance of ~~one~~any ~~year~~shares thereof.

	September 30, 2015
Convertible debenture	$	809,205
Discount		(696,138	)
Accumulated interest		11,307
Convertible debenture, net of discount	$	124,374

2016

OnDuring ~~August~~the ~~10,~~three ~~2015,~~months ~~the~~ended ~~Company~~March ~~entered~~31, ~~into~~2016, athe ~~10%~~Company ~~Convertible~~issued ~~Debenture.~~1,109,940,894 ~~The~~shares ~~note has a 10% interest rate and a term~~ of ~~one~~common ~~year.~~stock ~~Additionally~~for the ~~company~~conversion ~~entered~~of ~~into~~debt ~~two additional notes~~ in ~~September with~~ the ~~same~~amount ~~party~~of ~~and under the same terms as the note on August 10~~$70,502, ~~2015.~~consisting ~~Funds~~of ~~from the third~~principal ~~payment in the amount~~ of $1262,~~244~~278 ~~was~~and ~~used~~accrued tointerest ~~satisfy~~of ~~the note on November 18~~$8, ~~2014~~224.

	September 30, 2015
Convertible debenture	$	150,000
Discount		(137,539	)
Accumulated interest		1,247
Convertible debenture, net of discount	$	13,708

126. RELATED PARTY TRANSACTIONS

4Between August and October 2015, the Company entered into four separate 10% Secured Convertible Debentures with a related party. ~~DERIVATIVE~~During ~~LIABILITY~~the three months ended March 31, 2016, the Company repaid two of these notes in full (see Note 2).

InThe ~~connection~~Company ~~with~~entered ~~Secured~~into ~~Convertible~~an ~~Debentures,~~Exchange Agreement ~~the~~on ~~convertible~~August ~~debentures~~10, ~~contain~~2015. ~~ratchet~~Under ~~provisions~~the ~~regarding~~terms of the ~~conversion~~Exchange Agreement the Holder, who was the owner of ~~debt~~a ~~into~~145,000 shares of the Company’s Series A Convertible Preferred stock, exchanged the Preferred Shares for a 10% Convertible Debenture in the amount of $809,205. See Note 2.

The ~~Company~~remaining ~~entered~~balance ~~into a 10% Secured Convertible Debenture entered into~~ on ~~November~~these 21notes, ~~2014,~~net ~~for a term~~ of ~~15 months. The debenture is in the amount of $225,000 with funding to~~ beunamortized ~~received in four tranches of $50~~discount,~~000.~~ ~~The~~is ~~note includes an Original Issue Discount in the amount of~~ $20579,~~000~~371 ~~and legal fees of $5,000. The original issue discount is prorated over the tranches and the legal fees are applied to the first tranche. The company has received one tranche~~ as of ~~the~~March ~~year ended December~~ 31, ~~2014 which included $5,000 legal fees and other loan costs and $5,000 original issue discount for a total liability on the convertible note of $60,000 at year end plus accrued interest~~2016.

~~Conversion of the note is based on a comparison between a fixed conversion price and the lesser of the variable conversion price~~7. ~~The~~SUBSEQUENT conversion of outstanding debt to shares of common stock is based on the market capitalization of the company’s common stock. The conversion price of the outstanding balance is fixed at $0.25 unless the market of capitalization of the company is less than $3,000,000. In the event the market capitalization is less than $3,000,000, the conversion factor is 70% of the three lowest closing prices in a the previous 20 trading days. The convertible debenture also includes a “True up” feature, whereas the conversion price is recalculated 20 trading days after the conversion. If the conversion amount on the true up date is less than the conversion amount on the previous conversion, then additional shares would be issued as if the true up conversion amount was applicable on the original conversion.EVENTS

~~The~~During ~~Company~~April ~~assesses~~2016, the ~~fair~~Company ~~value~~entered ~~of the~~into ~~convertible debenture using the Black Scholes pricing model and records~~ a ~~derivative~~10% ~~expense~~Secured ~~for~~Convertible ~~the~~Debenture ~~value.~~in ~~The Company then assesses~~ the ~~fair~~amount ~~value~~ of ~~the warrants quarterly based on the Black Scholes Model and increases or decreases the liability to the new value~~$30, ~~and~~000 ~~records~~with a ~~corresponding~~related ~~gain or loss~~party. The ~~Company~~term ~~uses~~of ~~expected~~the ~~volatility~~note ~~based~~is ~~primarily~~6 onmonths. ~~historical~~The ~~volatility using weekly~~conversion ~~pricing~~price ~~observations~~of ~~for~~the ~~recent~~outstanding ~~periods~~balance ~~that~~is ~~correspond~~40% toof the ~~expected~~lowest ~~life~~trading ofprice for the ~~warrants.~~previous ~~The~~10 ~~risk-free~~days ~~interest~~at ~~rate~~date isof ~~based on U~~conversion.~~S. Treasury securities rates.~~

~~Due~~On toMay ~~the~~18, ~~ratchet provisions~~2016, the Company ~~treats~~ ~~the~~entered ~~convertible~~into ~~debenture as~~ a ~~derivative~~10% ~~liability~~Secured Convertible Debenture in ~~accordance with~~ the ~~provisions~~amount of ~~ASC~~$2,500 ~~815~~with ~~“Derivatives~~a ~~and Hedging”~~related ~~(ASC 815)~~party. ~~ASC~~The ~~815~~term ~~applies~~of tothe ~~any~~note ~~freestanding~~is ~~financial~~6 ~~instruments~~months. orThe ~~embedded~~conversion ~~features~~price ~~that~~of ~~have~~ the ~~characteristics~~outstanding ofbalance ais ~~derivative~~20% ~~and~~of tothe ~~any~~lowest ~~freestanding~~trading ~~financial~~price ~~instruments~~for ~~that~~the ~~potentially~~previous ~~settle~~10 indays anat ~~entity’s~~date ~~own~~of ~~common stock.~~conversion

	September 30, 2015		December 31, 2014
Risk-free interest rate at grant date		.08%		.25%
Expected stock price volatility		129%		139%
Expected dividend payout		–		–
Expected option in life-years		.50		1.25

On May 16, 2016, the Company issued 61,847,450 shares of common stock for the conversion of debt in the amount of $1,237 consisting of accrued interest in the amount of $1,237.

As of September 30 2015, derivative liability for this note is $11,182 and the change of derivative liability for the nine months ended September 30, 2015 was $37,927. An additional derivative liability for the warrants in connection with the note in the amount of $26,041. As of September 30, 2015 the net derivative liability totaled $37,22312

The Company entered into a 7% Secured Convertible Debenture entered into on December 2, 2014, for a term of 3 years. The debenture is in the amount of $200,000 with funding to be received in two tranches of $100,000. Conversion of the note is based on a comparison between a fixed conversion price and the lesser of the variable conversion price. The conversion price of the outstanding balance is the lower of $0.15 or 40% of the 30 day trading average.

The Company assesses the fair value of the convertible debenture using the Black Scholes pricing model and records a derivative expense for the value. The Company then assesses the fair value of the warrants quarterly based on the Black Scholes Model and increases or decreases the liability to the new value, and records a corresponding gain or loss. The Company uses expected volatility based primarily on historical volatility using weekly pricing observations for recent periods that correspond to the expected life of the warrants. The risk-free interest rate is based on U.S. Treasury securities rates.

Due to the ratchet provisions, the Company treats the convertible debenture as a derivative liability in accordance with the provisions of ASC 815 “Derivatives and Hedging” (ASC 815). ASC 815 applies to any freestanding financial instruments or embedded features that have the characteristics of a derivative and to any freestanding financial instruments that potentially settle in an entity’s own common stock.

	September 30, 2015		December 31, 2014
Risk-free interest rate at grant date		.64%		1.59%
Expected stock price volatility		213%		139%
Expected dividend payout		–		–
Expected option in life-years		2.25		3

As of September 30, 2015, total derivative liability for this note is $150,341 and the loss in change of derivative liability for the nine months ended September 30, 2015 was $65,663.

The Company entered into a 12% Secured Convertible Debenture entered into on February 9, 2015, for a term of 9 months. The debenture is in the amount of $59,000. The conversion price for the amount to be converted of 52% of the average of the three lowest trading price for the previous 10 days at date of conversion,

	September 30, 2015
Risk-free interest rate at grant date		.64%
Expected stock price volatility		142%
Expected dividend payout		–
Expected option in life-years		.15

As of September 30, 2015, total derivative liability for this note is $76,996 and the derivative expense for the note was $76,996 for the nine months ended September 30, 2015.

The Company entered into a 12% Secured Convertible Debenture entered into on March 9, 2015, for a term of 6 months. The debenture is in the amount of $50,000. Conversion of the note is based on a comparison between the lesser of two variable conversion prices. The conversion price of the outstanding balance is the lower of 45% of the lowest trading price for the previous 20 days at date of conversion or 45% of the lowest trading price for the previous 20 days before the date of the note.

	September 30, 2015
Risk-free interest rate at grant date		.08%
Expected stock price volatility		149%
Expected dividend payout		–
Expected option in life-years		.25

As of September 30, 2015, total derivative liability for this note is $29,537 and the derivative expense for the note was $29,537 for the nine months ended September 30, 2015.

The Company entered into a 12% Secured Convertible Debenture entered into on March 25, 2015, for a term of 2 years. The debenture is in the amount of $250,000 which includes a $25,000 original issue discount. At closing the company received $25,000 and an original issue discount of $2,778 for a total liability of $27,778. Conversion of the note is based on a comparison between a fixed conversion price and the lesser of the variable conversion price. The conversion price of the outstanding balance is the lower of $0.087 or 60% of the lowest trading price for the previous 25 days at date of conversion.

	September 30, 2015
Risk-free interest rate at grant date		.64%
Expected stock price volatility		212%
Expected dividend payout		–
Expected option in life-years		1.5

As of September 30, 2015, total derivative liability for this note is $27,500 and the derivative expense for the note was $27,500 for the nine months ended September 30, 2015.

The Company entered into an 8% Secured Convertible Debenture on May 20, 2015, for a term of 1 year. The debenture is in the amount of $31,500. The conversion price of the outstanding balance is the 55% of the lowest trading price for the previous 18 days at date of conversion.

	September 30, 2015
Risk-free interest rate at grant date		.08%
Expected stock price volatility		153%
Expected dividend payout		–
Expected option in life-years		.75

As of September 30, 2015, total derivative liability for this note is $25,179 and the derivative expense for the note was $25,179 for the nine months ended September 30, 2015.

The Company entered into a 10% Secured Convertible Debenture entered into on May 21, 2015, for a term of 9 months. The debenture is in the amount of $55,000. The conversion price of the outstanding balance is 50% of the average of the two lowest trading price for the previous 25 days at date of conversion.

	September 30, 2015
Risk-free interest rate at grant date		.08%
Expected stock price volatility		127%
Expected dividend payout		–
Expected option in life-years		.5

As of September 30, 2015, total derivative liability for this note is $41,217 and the derivative expense for the note was $41,217 for the nine months ended September 30, 2015.

The Company entered into an 10% Secured Convertible Debenture entered into on May 25, 2015, for a term of 1 year. The debenture is in the amount of $55,000. The conversion price of the outstanding balance is 50% of the average of the three lowest trading price for the previous 20 days at date of conversion.

	September 30, 2015
Risk-free interest rate at grant date		.08%
Expected stock price volatility		152%
Expected dividend payout		–
Expected option in life-years		.64

As of September 30, 2015, total derivative liability for this note is $48,061 and the derivative expense for the note was $48,061 for the nine months ended September 30, 2015.

The Company entered into a 8% Secured Convertible Debenture entered into on June 3, 2015, for a term of 9 months. The debenture is in the amount of $43,500. The conversion price of the outstanding balance is 51% of the average of the three lowest trading price for the previous 15 days at date of conversion.

	September 30, 2015
Risk-free interest rate at grant date		.08%
Expected stock price volatility		130%
Expected dividend payout		–
Expected option in life-years		.43

As of September 30, 2015, total derivative liability for this note is $30,378 and the derivative expense for the note was $30,378 for the nine months ended September 30, 2015.

The Company entered into a 10% Secured Convertible Debentures entered into in August and September 2015, for a term of 1 year. The debenture is in the amount of $150,000. The conversion price of the outstanding balance is 40% of the lowest trading price for the previous 10 days at date of conversion.

	September 30, 2015
Risk-free interest rate at grant date		.33%
Expected stock price volatility		218%
Expected dividend payout		–
Expected option in life-years		1.0

As of September 30, 2015, total derivative liability for this note is $225,177 and the derivative expense for the note was $225,177 for the nine months ended September 30, 2015.

The Company entered into an Exchange Agreement on August 10, 2015. Under the terms of the Exchange Agreement the Holder, who was the owner of 145,000 shares of the Company’s Series A Convertible Preferred stock, exchanged the Preferred Shares for a 10% Convertible Debenture in the amount of $809,205. The conversion price of the outstanding balance is 45% of the lowest trading price for the previous 10 days at date of conversion.

	September 30, 2015
Risk-free interest rate at grant date		.33%
Expected stock price volatility		218%
Expected dividend payout		–
Expected option in life-years		.80

As of September 30, 2015, total derivative liability for this note is $1,043,910 and the derivate expense for the note was $1,043,910 for the nine months ended September 30, 2015.

5. WARRANT AND OPTION LIABILITY

As of September 30, 2015, these warrants include the following:

Warrants granted on November 18, 2014 in connection with a 12% secured convertible debenture, the right to purchase up to 200,000 shares of the Company’s common stock with an original exercise price of $0.05.

In accordance with warrants granted in connection with the convertible debenture entered into on November 21, 2014, the investor has the right to purchase up to 10,714,286 shares of the Company’s common stock with an conversion price of $0.002 as of September 30, 2015. The warrants carry a provision for the adjustment based on the terms of the contract. Fair value was determined using the following variables: A derivative liability based on the fair value of the warrants as of September 30, 2015 amounted to $26,041.

	Grant Date	September 30, 2015
Risk-free interest rate at grant date	1.63%	1.63
Expected stock price volatility	139%	139
Expected dividend payout	–	–
Expected option in life-years	5	4.25

	Number of Warrants		Weighted-Average Price Per Share
Outstanding at December 31, 2014		10,714,286	$	.002
Granted		–		–
Exercised		–		–
Canceled or expired		–		–
Outstanding at September 30, 2015		10,714,286	$	.002

On June 17, 2014, the Company granted 550,000 options to six employees for services. As of March 31, 2015, a total of 360,000 options have been vested. No options have been exercised and 280,000 options have been canceled due to termination of service contracts. Stock based compensation for the three months ended September 30 2015 and 2014, amounted to $77,527 and $253,264, respectively. Stock based compensation for the nine months ended September 30 2015 and 2014, amounted to $218,625 and $253,264, respectively.

6. EQUITY

Common Stock

The Company was formed in the state of Nevada on October 31, 2012. The Company had authorized capital of 75,000 shares of common stock with a par value of $0.01. On April 17, 2014, the Company filed Amended and Restated Articles of Incorporation with the state of Nevada, increasing its authorized shares from 75,000,000 to 100,000,000 shares of common stock.

The 3.5-for-1 forward stock split of the Company’s outstanding common shares became effective at the open of business on April 30, 2014. As a result of the forward stock split, the number of outstanding shares of common stock was increased from 8,250,000 to 29,225,000, and the 145,000 outstanding shares of Series A Convertible Preferred Stock will be convertible into 15,925,000 rather than 4,550,000 in the event of conversion.

In May 2014, the Company entered into an agreement for services which included the issuance of 50,000 shares of common stock. As of September 30, 2014 the transaction is recorded as stock payable.

On June 17, 2014, the Company issued 550,000 options for service by six employees. As of September 30, 2015 360,000 options have vested.

During the nine months ended September 30, 2014, the Company sold 22,375,000 shares of common stock pursuant to stock purchase agreements in the amount of $600,000. Of the 22,375,000 shares, 600,000 are recorded as stock payable as of September 30, 2015. In addition, the Company purchased Intellectual Property from the Company’s head designer for 400,000 shares of common stock at a price of $644,000. This transaction has been recorded as stock payable as of September 30, 2015.

During the nine months ended September 30, 2014, the Company received $22,100 from subscriptions receivable.

The Company issued warrants in connection with convertible debentures as described in Note 5.

2015

On May 26, 2015 the Company issued 431,831 shares of common stock for the conversion of debt in the amount of $25,593.

On June 23, 2015 the Company issued 300,000 shares of common stock to a consultant for the services totaling $10,800.

On June 26, 2015 the Company issued 889,245 shares of common stock for the conversion of debt in the amount of $22,824.

On June 26, 2015 the Company issued 1,550,000 shares of restricted common stock to two employees and two consultants.

On July 1, 2015, the Company issued 700,000 shares of common stock to a consultant in the amount of $17,500.

On July 10, 2015, the Company issued 11,250 shares of common stock to a consultant in the amount of $563.

On July 26, 2015, the Company issued 1,246,611 shares of common stock for conversion of debt in the amount of $22,747.

On July 31, 2015, the Company issued 300,000 shares of common stock to a consultant in the amount of $7,500.

On August 17, 2015, the Company issued 1,554,464 shares of common stock for conversion of debt in the amount of $8,705.

On August 18, 2015, the Company issued 1,553,704 shares of common stock for conversion of debt in the amount of $4,199.

On September 25, 2015, the Company issued 1,000,000 shares of common stock for conversion of debt in the amount of $2,220.

On September 25, 2015, the Company issued 3,125,000 shares of common stock for conversion of debt in the amount of $8,384.

Preferred Stock

On April 17, 2014, the Company filed Amended and Restated Articles of Incorporation with the state of Nevada, authorizing 10,000,000 shares of preferred stock with a par value of $0.001.

On April 17, 2014, the Company converted the outstanding balance of the Convertible Promissory Note of $80,000 including accrued interest of $4,933 and the balance of the stock purchase of $60,000 from the same note holder in exchange for 145,000 shares of Series A Preferred Stock. The promissory note conversion was retrospectively recorded as of December 31, 2013 due to the reverse acquisition transaction with Apptigo.

On August 10, 2015, Apptigo International, Inc. (the “Company”) and The Vantage Group, Ltd. (“Holder”) entered into an Exchange Agreement. Under the terms of the Exchange Agreement the Holder, who was the owner of 145,000 shares of the Company’s Series A Convertible Preferred stock (the “Preferred Shares”), exchanged the Preferred Shares for a 10% Convertible Debenture (the “Debenture”) in the amount of $809,205. The principal amount of the Debenture represented the principal price paid for the Preferred Shares and any dividends which the Holder was entitled under the terms of the Preferred Shares.

2014 Stock Incentive Plan

On June 19, 2014 (the “Effective Date”), the Board of Directors of the Company approved the 2014 Stock Incentive Plan (the “Plan”). Awards may be made under the Plan for up to 4,500,000 shares of common stock, $0.001 par value per share, of the Company. All of the Company’s employees, officers and directors, as well as consultants and advisors to the Company are eligible to be granted awards under the Plan. No Awards can be granted under the Plan after the expiration of 10 years from the Effective Date, but awards previously granted may extend beyond that date. Awards may consist of both incentive and non-statutory options, restricted stock units, stock appreciation rights, and restricted stock grants.

7. RELATED PARTY TRANSACTIONS

On November 18, 2014 the Company entered into a 12% Secured Convertible Debenture with a related party. The note was paid off in September 2015. See Note 3

A 10% Secured Convertible Debenture was issued in the amount of 150,000 with a related party. See Note 3

The Company entered into an Exchange Agreement on August 10, 2015. Under the terms of the Exchange Agreement the Holder, who was the owner of a 145,000 shares of the Company’s Series A Convertible Preferred stock, exchanged the Preferred Shares for a 10% Convertible Debenture in the amount of $809,205. See Note 3

8. SUBSEQUENT EVENTS

On October 6, 2015, Apptigo International, Inc. (the “Company”) filed with the Secretary of State of the State of Nevada an Amendment to Articles of Incorporation to increase the authorized shares of Common Stock of the Company (the “Amendment”). The Amendment authorizes the Company to issue 2,000,000,000 shares of Common Stock, par value $0.001 per share, and 10,000,000 shares of Preferred Stock. The Preferred Stock may be issued in one or more series, each series to be appropriately designated by a distinguishing letter or title, prior to the issuance of any shares thereof

During the period of October 1, 2015 through the filing date, the Company issued 86,566,860 shares of common stock for conversion of debt in the amount of $46,134.

On October 21, 2015, the Company entered into a 10% Convertible Debenture in the amount of $50,000. The note has a 10% interest rate and a term of one year.

On November 11, 2015 the Company’s Articles of Incorporation were amended to provide for 5,000,000 shares of Series B Convertible B Stock (“B Stock”). Each share of B Stock has 25 votes per share and votes with the common stock as a group. The B Stock is convertible into common stock when the shareholders have approved an amendment to the Company’s Articles of Incorporation to provide a sufficient number of shares of common stock to permit conversion of the B Stock at 25 shares of common stock for 1 share of B Stock. The B Stock was issued to the Company’s Executive Officers.

On November 18, 2015, the Company entered into a 10% Convertible Debenture in the amount of $200,000. The note has a 10% interest rate and a term of one year.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

~~The~~Certain ~~following~~statements in ~~discussion~~this Management's Discussion and Analysis (“MD&A”), other than purely historical information, including estimates, ~~should~~projections, statements relating to our business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements generally can be ~~read~~identified inby ~~conjunction~~the ~~with~~use ~~our~~of ~~condensed~~forward-looking ~~consolidated~~terminology ~~financial~~such as “may,” “would” “expect” "intend,” “could,” “estimate,” “should,” “anticipate,” or “believe,” and similar expressions. Forward-looking statements are based on current expectations and assumptions ~~related~~that ~~notes~~are ~~thereto~~subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as ~~filed~~a ~~with~~result ~~this~~of ~~report~~new information, future events, or otherwise.

~~FORWARD~~The ~~LOOKING~~following ~~STATEMENTS~~MD&A is intended to help readers understand the results of our operation and financial condition, and is provided as a supplement to, and should be read in conjunction with, our Interim Unaudited Financial Statements and the accompanying Notes to Interim Unaudited Financial Statements under Part 1, Item 1 of this Quarterly Report on Form 10-Q.

~~Statements~~Growth ~~made~~and ~~in this report that are not~~percentage ~~historical~~comparisons ormade ~~current~~herein ~~facts~~generally ~~are~~refer ~~“forward-looking~~to ~~statements.” These statements often can be identified by~~ the ~~use~~three ~~of terms~~months ~~such~~ended asMarch ~~“may~~31,” ~~“expect,”~~2016 ~~“believe,”~~compared ~~“anticipate,”~~with ~~“estimate,” “approximate” or “continue,” or~~ the ~~negative~~three ~~thereof.~~months Weended ~~wish~~March ~~to caution readers not to place undue reliance~~31, on2015 ~~any~~unless ~~such~~otherwise ~~forward-looking~~noted. ~~statements,~~Unless ~~which~~otherwise ~~speak~~indicated ~~only~~or asunless of the ~~date~~context ~~made.~~otherwise ~~Any~~requires, ~~forward-looking~~all ~~statements~~references ~~represent management’s best judgment as to what may occur~~ in ~~the~~this ~~future. However, forward-looking statements are subject~~ document to ~~risks~~“we,” ~~uncertainties~~“us,” ~~and important factors beyond~~ “our” ~~control~~the ~~that~~“Company,” ~~could~~and ~~cause~~similar ~~actual~~expressions ~~results~~refer ~~and events~~ to ~~differ~~Apptigo ~~materially from historical results of~~International, ~~operations~~Inc., and ~~events~~depending ~~and~~on ~~those~~the ~~presently~~context, ~~anticipated~~its ~~or projected. Forward~~wholly-owned ~~looking statements in this report may include statements about:~~subsidiary.

· our growth strategies;

· our ability to successfully acquire and integrate companies and assets;

· our ability to secure needed funding;

· launching new games and additional functionality to games that are commercially successful;

· updating, supporting, and sustaining our mobile device applications;

· developing new mobile device applications for others;

· our ability to retain and increase our player base and increase in-game micro transactions;

· our player acquisition costs;

· competition from companies in a number of industries, including other casual game developers and publishers and both large and small, public and private Internet companies;

· our relationships with Apple, Google, Twitter, and Facebook and any additional platforms;

· protecting and developing our brand and intellectual property portfolio;

· our ability to successfully enter new markets and manage our expansion;

· costs associated with defending intellectual property infringement and other claims;

· attracting and retaining qualified employees and key personnel;

· our future business development, results of operations, and financial condition; and

· assumptions underlying any of the foregoing.

We operate in an evolving environment. New risks emerge from time to time, and it is not possible for our management to predict all risks, nor can we assess the effect of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward- looking statements.

We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.

Overview

~~Effective~~Apptigo ~~April 15~~International, ~~2014, we completed our acquisition of all the outstanding shares of common and preferred stock of Apptigo~~ Inc., a Nevada corporation (“Apptigo”), pursuant to an Agreement and Plan of Reorganization with the shareholders of Apptigo. As a result of the transaction, Apptigo is now our wholly-owned subsidiary and continues its focus on designing, developing, and marketing mobile applications. Apptigo was incorporated in the State of Nevada on October 31, 2012.

We were initially incorporated in the State of Nevada on October 23, 2012 as Balius Corp. On April 14, 2014, Balius Corp. entered into a reverse acquisition transaction (the “Transaction”) with Apptigo, Inc., a Nevada corporation, and its shareholders, pursuant to an agreement and plan of reorganization agreement dated April 14, 2014 by between the Company, its principal shareholders, Apptigo and its shareholders. Under the terms of the Agreement the shareholders of Apptigo agreed to exchange all the outstanding common and preferred shares of Apptigo for common and preferred shares of the Company.

~~Our~~In ~~company~~connection ~~was~~with ~~incorporated in~~ the ~~State~~closing of the Transaction, ~~Nevada~~we onceased ~~October~~our 23principal business operations, ~~2012~~terminated our sole lease, and ~~established~~liquidated aour ~~fiscal~~assets ~~year~~associated ~~end~~with ofthese ~~December~~former business 31operations. WeAs ~~have~~a ~~not~~result ~~generated~~of ~~revenues~~the Transaction, ~~have~~we ~~minimal~~acquired ~~assets, and~~Apptigo ~~have~~(which ~~incurred~~is ~~losses~~now ~~since~~our ~~inception.~~wholly-owned Wesubsidiary) ~~are~~and we became a media company ~~commencing~~focused ~~operations~~on indesigning, ~~the~~developing and bringing to market mobile applications ~~business~~.

~~Our prior business plan was to buy young Irish sport horses and train them for resale. With the acquisition of~~ Apptigo, ~~we ceased this business to focus on the development of applications for mobile devices~~Inc.

~~Plan~~Apptigo was incorporated in the State of ~~Operations~~Nevada on October 31, 2012, and commenced its operations in 2012. In connection with the closing of the Transaction, the Company filed Amended and Restated Articles of Incorporation and changed the name of the Company from Balius Corp. to Apptigo International, Inc. All references to business of the Company after the Closing of the Transaction shall refer to Apptigo International, Inc. and Apptigo Inc., collectively.

The first application developed by Apptigo is SCORE, which was introduced to market for beta testing in June 2014. SCORE is an interactive dating game that allows people to determine their compatibility through answering online questions. Users of the application can choose to invite anyone to play by:General

·We ~~Entering~~are a ~~queue~~media ~~that~~company ~~shows~~focused ~~other~~on ~~active~~designing, developing ~~players~~ and ~~sending~~bringing ~~invitations~~to market mobile applications. The first application developed by Apptigo was SCORE, which management introduced to market in October 2014. SCORE is an interactive dating game that allows people to determine their compatibility through answering online questions. Users of the ~~queue;~~application can choose to invite anyone to play by:

· Entering a queue that shows other active players and sending invitations through the queue; · Using the interactive map that shows pins of all the people who are available to play in a specific geographic region; and · Inviting friends through email, phone number or social media contact lists.

·SCORE ~~Inviting~~has ~~friends~~over ~~through~~800 ~~email~~questions in 20 different categories. From “True or False” to “Have You Ever...,” ~~phone~~the ~~number~~categories are intended to span all areas of interest. Once a play is fully completed, users can generate a percentage-based score derived from how many questions they answered the same way. Moments after receiving this score, users have access to a five second viewing of the other’s profile picture, which then fades to a screen giving them options to chat, play SCORE again, save the SCORE or ~~social~~quit. ~~media~~SCORE ~~contact~~has ~~lists~~been designed exclusively for use on smart mobile devices and utilized in both the Apple iOS platform And Google Play Store for Android.

~~SCORE launched in October 2014 at which time our marketing campaign commenced.~~13

~~Our~~We ~~products~~believe ~~are~~that ~~developed~~SCORE’s ~~through~~approach ato ~~series~~matchmaking ofis ~~steps~~not ~~beginning~~only ~~with~~novel ~~the~~and ~~conceptual~~capable ~~stage~~of ~~during~~creating ~~which~~a ~~our~~social-fueled ~~team determines whether the concept is viable for development. Once conceptually cleared~~movement, ~~our~~but ~~design~~will ~~team~~also ~~develops~~prove ~~the~~to ~~application,~~be ~~after~~fun ~~which~~and ~~our~~effective ~~programmers create the code~~ for ~~functionality of the application~~users. Generally, there ~~from~~are ~~the conceptual stage, an application can require approximately~~ three ~~months~~primary paths to ~~complete~~monetizing ~~development for~~applications: ~~beta~~premium ~~testing.~~model, ~~Beta~~freemium ~~testing~~model, ~~normally involves use of the application by approximately 100 or more users~~ and ~~based~~ad onnetwork ~~feedback on the usage, we release updates created by our programmers until we believe the application is functioning properly~~model. AtThey ~~this~~are ~~stage~~defined weas ~~would commence the advertising and public relations campaign to fully launch the application to the public.~~follows:

~~SCORE~~· isPremium ~~our~~Model ~~first~~- ~~application~~Using toan ~~reach~~upfront ~~the beta~~download ~~testing~~fee, ~~phase.~~this ~~Once~~is the ~~beta~~most ~~testing~~straightforward isand ~~completed,~~obvious weway ~~intend~~ to ~~focus~~monetize ~~our~~a ~~social~~mobile ~~marketing~~application. ~~tactics~~· toFreemium ~~ensure~~Model ~~that~~- ~~SCORE~~The ~~is being ranked high in the~~ application ~~market~~is soa ~~that~~free itdownload ~~can be organically discovered; to fuel~~ and ~~optimize~~contains ~~opportunities~~content tofor ~~generate downloads~~purchase ofinside ~~SCORE; and to effectively target and effectively speak to~~ the ~~broad~~application ~~demographic~~(aka ~~universe~~in-app ofpurchases) ~~users~~or ~~that~~an weupgrade ~~believe will~~option ~~greatly~~to ~~enjoy~~a ~~the~~premium ~~SCORE experience~~version. We· ~~intend~~Ad toNetworks ~~create a multi~~-~~channel~~ ~~online~~The ~~presence~~application ~~capable~~and ofall ~~optimizing~~its ~~the~~content ~~viral~~can ~~nature of~~be ~~social~~completely ~~marketing~~free ~~to promote the SCORE brand~~ and ~~attract~~still ~~new~~generate ~~users.~~revenue ~~Our~~through ~~marketing plan provides for the following:~~advertising.

·We ~~Target~~have ~~Twitter~~decided to market SCORE via a freemium model, providing for the SCORE application to be downloadable by users; at no charge through application stores, including Google Play, the Apple App Store, and iTunes, among others. We intend initially to generate revenues by offering our users in-app purchases of special features and package upgrades. Thereafter, assuming we have succeeded in building notable brand equity and a significant user base, we will then seek corporate event sponsors and/or national advertisers to further enhance our revenue and earnings growth.

·Currently, ~~Use~~in-app ~~social~~purchases ~~video~~built ~~outlets~~into ~~to showcase informative animated video we have created to describe~~ the SCORE ~~experience;~~platform include:

· ~~Create~~Categories of Score questions for purchase. · The ability to purchase the entire app for one flat fee. · The ability to buy categories in bulk rather than individually. · The ability in the future to enable a ~~basic~~multi-player ~~Tumblr~~function. or· ~~like~~The ~~blog;~~ability in the future to purchase emoticons and gifts to send to others.

·Features ~~Create engagement mechanisms for our SCORE application to reconnect with consumers and remind them~~ of ~~SCORE’s~~the ~~presence~~app ~~on their device; and~~include:

· ~~Stage~~Map ~~events~~view ~~that~~of ~~will~~available ~~generate~~players ~~national~~· ~~human~~Chat ~~interest~~· ~~buzz~~Anonymous ~~for~~play ~~our~~· ~~product.~~Score queue list view of available players

InResults ~~addition, on August 4, 2014, we entered into an Intellectual Property Purchase Agreement (the “Agreement”) with Francisco Obarrio, one~~ of ~~our~~Operations ~~employees~~- ~~who~~Three ~~developed the games under the name 6K Games prior to his employment with us. Under the Agreement we acquired~~Month ~~certain~~Period ~~intellectual~~Ended ~~property~~March ~~assets and rights used in connection with four Facebook games known as Prehistorik Olympics~~31, ~~Newton’s~~ ~~Apple,~~2016 ~~Social~~Compared ~~Trivia~~to ~~Chat,~~Three ~~and~~month ~~Social~~Period ~~World.~~Ended ~~Prehistorik~~March ~~Olympics~~31, ~~Newton’s Apple, and Social Trivia Chat are currently available in beta gameplay on Facebook solely with desktop computers and Social World is in the advanced development stage.~~2015

~~Prehistorik Olympics is a multi-player game with excellent graphics and entertaining animations that includes three types of disciplines~~Selling, ~~each~~General ~~set in a pre-historic scenario with different objectives~~ and ~~difficulty~~Administrative ~~levels. It is extremely easy to play since it uses drag and shot format in all of them. This game has its own messenger.~~Expenses

InDuring ~~Newton’s Apple players throw an apple and try to move it towards~~ the ~~target—a~~three ~~basket.~~months Atended ~~each~~March ~~level~~31, ~~they count with a number of tools to help them achieve~~2016, ~~the~~we ~~goal.~~incurred ~~There~~$242,355 ~~are~~in ~~six~~general ~~different scenarios~~ and ~~each~~administrative ~~scenario~~expenses ~~has~~compared ~~its~~to ~~own~~$248,257 ~~size~~in general and ~~custom~~administrative ~~blocks.~~expenses ~~This game includes a level editor~~incurred ~~for~~during ~~each~~the ~~player~~three tomonths beended ~~able~~March to31, ~~create~~2015. ~~his~~General ~~own~~and ~~levels~~administrative and ~~thus~~professional ~~compete.~~fee Itexpenses ~~allows~~incurred ~~the~~were ~~participation~~generally related ~~of up~~ to 10corporate ~~users~~overhead, atfinancial ~~the same time~~ and, asadministrative itcontracted ~~has its own chat room~~services, ~~players~~such ~~can~~as ~~interact~~legal ~~with~~and ~~their~~accounting, ~~opponents~~developmental orcosts, and ~~with~~marketing ~~friends that are not playing the game~~expenses.

Social Trivia Chat allows users to compete answering questions offered by the system. It includes 20 different categories such as, for example, Animals, Arts & Literature, Celebrities, Entertainment, For Children, General Knowledge, Geography, History, Hobbies, Movies, Music, People, Religion, Science & Nature, Sports, Television, Tv & Movies, and Videos Games, among others. The system offers 110,000 questions in English and 130,000 in Spanish. To play the game the user is first required to select the language for his questions. He must then choose the category in which he wants to participate and the system will automatically display a list of all the rooms available for that category. Once the user enters a room, the system will start showing the questions. Each room can host 20 players each of whom will have three clues to answer correctly. Each round has a set of five questions, each with a different score depending on the difficulty level of the question. After having answered all five questions, the system will show the different scores obtained by the participants and will determine the winner.

No prior marketing campaign was launched by 6K Games for these games and prior usage of the games by players has been minimal. Before actively marketing these games, we intend to develop a strategy with our programmers for converting them for use on mobile devices, redesigning and improving the games, correcting any design issues, and modifying and upgrading the games. We intend to develop Prehistorik Olympics but have not definitively determined whether to develop the other three games. We estimate that it will require a minimum of three months to evaluate and prepare a revised version of Prehistorik Olympics for beta testing and, if warranted, eventual launch and marketing of the game. We do not anticipate significant revenue from these games, if ever, until beta testing is completed and they are launched for use on mobile devices. In addition, we are evaluating the additional funding which may be required to complete revisions, improvements, and marketing of the games. Until full review of the games by our programmers, we are unable to determine which aspects of the games would ultimately be retained for re-launch by us or the additional costs to re-launch the games. We currently intend to retain the games on Facebook during the retooling phase.

We intend to lend ongoing online support to all of our application efforts through Google keyword search optimization and banner advertisement placement. As social media continues to evolve, we intend to adopt emerging new social channels and technologies that demonstrate capabilities to further enhance and extend our efforts in the most cost efficient manner possible. SCORE is currently available in the iTunes App Store. But based upon recent changes in Facebook policies for new dating applications, we do not believe SCORE will be offered on Facebook.

The pricing model for our applications is based upon the freemium pricing strategy commonly used in the industry today. Under this strategy the application is provided free of charge but money is charged for proprietary features, functionality, or virtual goods. We believe this model can significantly increase the revenue potential of a game by eliminating upfront barriers and facilitating purchases throughout a customer’s game experience. Based upon successful use of this model by others, we believe we can use it to build a significant customer base with marginal costs of producing the revenue generating enhancements.

Prior to our acquisition of Apptigo, Apptigo raised $450,000 through a private placement which we estimate will fund the finish, launch, and basic maintenance and upgrades of the SCORE app. Management intends to seek additional funding to meet our operating requirements, to fully develop the games purchased in August 2014, and to develop other games that we are currently designing and creating.

Results of Operations

Three Month Period Ended September 30, 2015 Compared to the Three month Period Ended September 30, 2014

Selling, General and Administrative Expenses.

During the three months ended September 30, 2015, we incurred $211,205 in general and administrative expenses compared to $263,948 in general and administrative expenses incurred during the three months ended September 30, 2014. General and administrative and professional fee expenses incurred were generally related to corporate overhead, financial and administrative contracted services, such as legal and accounting, developmental costs, and marketing expenses. Stock based compensation for the three months ended September 30, 2015 and 2014, amounted to $77,527 and $253,264, respectively.

Research and Development Costs

Research and development costs for the three months ended ~~September~~March 3031, ~~2015~~2016 was $70 compared to $033,779 for the three months ended ~~September~~March 3031, ~~2014~~2015. The company expenses costs ~~associated~~ associated with the planning and development of application programs.

Depreciation

Depreciation expense for the three months ended ~~September~~March 3031, ~~2015~~2016 and ~~2014~~2015 totaled $2,009 and $12,~~923~~009, respectively. ~~The increase in depreciation was due to purchase of assets in connection with our new mobile application business.~~

~~Interest~~Change ~~Expense.~~in fair value of derivative liabilities

~~Interest~~Change ~~expense~~in ~~related~~the ~~party~~fair value of derivative liabilities for the three months ended ~~September~~March 3031, ~~2015~~2016 and ~~2014,~~2015 ~~was~~totaled s gain of $~~138~~5,~~082~~129,504 and a loss of $0641,598, respectively. The ~~interest~~derivate liability ~~expense~~is ~~was~~in ~~related~~relation to convertible debentures, see Note 3.

~~Interest expense for the three months ended September 30, 2015 and 2014, was $171,182 and $0, respectively. The interest expense was related to convertible debentures, see Note 3.~~14

~~Derivative~~Interest Expense

~~Loss~~Interest onexpense ~~change in derivatives~~ for the three months ended March ~~September 30~~31, ~~2015~~2016 and ~~2014~~2015, was $~~138~~239,~~775~~172 and $017,501, respectively. The ~~change~~interest ~~in derivatives~~ expense was related to convertible ~~debentures,~~ ~~see Note 4~~debentures.

~~Net~~Interest ~~Loss~~expense related party for the three months ended March 31, 2016 and 2015, was $320,744 and $9,329 respectively. The interest expense was related to note payables from a significant shareholder.

~~For~~Net ~~the~~Income reasons stated above, our net loss for the three months ended September 30, 2015 was $738,737 or $0.02 per share compared to a net loss of $519,135 or $0.02 per share, during the three months ended September 30, 2014. The significant change is directly related to the reverse merger and forward stock split, research and development and derivative expenses.(Loss)

~~Nine~~For ~~Month~~the ~~Period~~reasons ~~Ended~~stated ~~September~~above, 30our net income for the three months ended March 31, 2016 was $4,325,224 or $0.01 per share compared to a net loss of $952,473 or ($0.03) per share, during the three months ended March 31, 2015. Operating ~~Compared~~loss tofor the ~~Nine~~three ~~month~~months ~~Period~~ended ~~Ended~~March ~~September~~31, 302016 and 2015 amounted to $244,364 ~~2014~~and $284,048, respectively. The significant change is directly related to the change in fair value of derivative liability.

Selling, General and Administrative Expenses.

During the nine months ended September 30, 2015, we incurred $651,874 in general and administrative expenses compared to $460,477 in general and administrative expenses incurred during the nine months ended September 30, 2014. General and administrative and professional fee expenses incurred were generally related to corporate overhead, financial and administrative contracted services, such as legal and accounting, developmental costs, and marketing expenses. In addition, the increase is due to increased business activity in connection with the launch of our first mobile application and change in business. Stock based compensation for the nine months ended September 30, 2015 and 2014, amounted to $218,625 and $253,264, respectively.

Research and Development Costs

Research and development costs for the nine months ended September 30, 2015 was $34,116 compared to $0 for the nine months ended September 30, 2014. The company expenses costs associated with the planning and development of application programs.

Depreciation

Depreciation expense for the nine months ended September 30, 2015 and 2014 totaled $6,027 and $3,340, respectively. The increase in depreciation was due to purchase of assets in connection with our new mobile application business.

Interest Expense.

Interest expense related party for the nine months ended September 30, 2015 and 2014, was $138,082 and $0, respectively. The interest expense was related to convertible debentures, see Note 3.

Interest expense for the nine months ended September 30, 2015 and 2014, was $360,710 and $2,100, respectively. The interest expense was related to convertible debentures, see Note 3.

Derivative Expense

Gain on change in derivative for the nine months ended September 30, 2015 and 2014 totaled $6,010 and $0, respectively. Change in derivatives is in relation to convertible debentures, see Note 4.

Net Loss

For the reasons stated above, our net loss for the nine months ended September 30, 2015 was $1,403,424 or $0.05 per share compared to a net loss of $719,181 or $0.04 per share, during the nine months ended September 30, 2014. The significant change is directly related to the reverse merger and forward stock split, research and development and derivative expenses.

Liquidity and Capital Resources

As of ~~September~~March 3031, 2015, we had cash of $63,~~537~~470 and net negative working capital of $24,~~115~~816,~~589~~740. The accompanying financial statements have been prepared contemplating a continuation of the Company as a going concern. We anticipate that over the next 12 months we will require a minimum of $1-2 million to meet our cash flow requirements and accomplish our current business plan, including the re-launching and advertising of one or more of the Facebook games acquired in August 2014 and launching and advertising new games we are currently creating.

We intend to seek this additional funding from the sale of equity interests but have not determined the specific terms of any such offering. We currently have no agreements or arrangements in place for such financing. If we are unable to secure additional funding, we may be required to reduce our advertising plans or reduce the number of applications we develop or launch.

The accompanying financial statements have been prepared contemplating our continuation as a going concern. We reported a net income for the three months ended March 31, 2016 was $4,325,224 compared to a net loss of $1952,~~403~~473,~~424~~ ~~for~~during the ~~nine~~three months ended March 31, 2015. Operating loss ~~September~~for 30the three months ended March 31, 2016 and 2015 amounted to $244,364 and $284,048, respectively for the three months ended March 31, 2015 and had an accumulated deficit of $36,~~543~~648,~~338~~237.

We have not generated positive cash flows from operating activities. The primary source of capital has been from the sale of equity ~~and debt~~ securities. During the ~~nine~~three months ended March ~~September 30~~31, ~~2015~~2016, our primary use of capital was for the development and testing of the SCORE mobile application, professional fees, and general and administrative costs. Our working capital requirements are expected to increase in line with the growth of ~~our~~ our business.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

~~Information~~As a smaller reporting company, as that term is defined in Item 10(f)(1) of Regulation S-K, we are not required to beprovide ~~filed~~information required by ~~Smaller Reporting~~this ~~Companies~~Item.

ITEM 4. CONTROLS AND PROCEDURES.

Evaluation of disclosure controls and procedures

Our management, with the participation of our Chief Executive Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 15(d)-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and principal financial officer concluded that our disclosure controls and procedures as of the end of the period covered by this report were not effective in ensuring that information required to be disclosed by us in reports that we file or submit under the Exchange Act (i) is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and (ii) is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

~~During~~Changes ~~September 2015, the Company determined that the first quarter March 31, 2015 and second quarter June 30, 2015 10Q filed with the Securities Exchange Commission could not be relied upon due to errors~~ in ~~accounting~~internal ~~for~~control ~~the~~over ~~reset provisions as a derivative liability. The Company plans to restate~~financial ~~and file amended quarterly reports~~reporting

~~Management~~There ~~concluded~~has ~~that~~been ~~the~~no ~~design~~change ~~and~~in ~~operation~~our internal control over financial reporting, as defined in Rules 15d-15(f) of the Exchange Act, during our ~~disclosure~~most recent fiscal quarter ended March ~~controls~~31, ~~and~~2016, ~~procedures~~that ~~are~~has ~~not~~materially ~~effective~~affected, ~~because~~or ~~the~~is ~~following~~reasonably ~~material~~likely ~~weaknesses~~to ~~exist:~~materially affect, our internal control over financial reporting.

~~· We were unable to maintain full segregation of duties within our financial operations due to our reliance on limited personnel in the finance function.~~15

·PART ~~Documentation~~II of- ~~all~~OTHER ~~proper accounting procedures is not yet complete.~~INFORMATION

ToITEM ~~the~~1. ~~extent~~LEGAL ~~reasonably possible given our limited resources, we intend to take measures to cure the aforementioned weaknesses, including, but not limited to, the following:~~PROCEEDINGS

·From ~~Increasing~~time ~~the~~to ~~capacity~~time, we ofmay ~~our~~become ~~qualified~~involved ~~financial~~in ~~personnel~~various tolawsuits ~~ensure~~and ~~that~~legal ~~accounting~~proceedings ~~policies~~which ~~and~~arise ~~procedures~~in the ordinary course of business. We are ~~consistent~~not ~~across~~currently ~~the~~aware ~~organization~~of ~~and~~any such legal proceedings or claims that we believe will have, ~~adequate~~individually ~~control~~or ~~over~~in the aggregate, a material adverse effect on our business, financial ~~statement~~condition, ~~disclosures~~or operating results.

~~Changes~~ITEM in1A. ~~Internal~~RISK ~~Control over Financial Reporting~~FACTORS

~~During~~As ~~the~~a ~~quarter~~smaller ~~ended~~reporting ~~September 30~~company, ~~2015,~~ ~~there~~as ~~has~~that ~~been~~term nois ~~change in our internal control over financial reporting (as~~ defined in ~~Rule~~Item ~~13a-15~~10(f) ~~and 15d-15~~(f1) ~~under~~of ~~the Exchange~~Regulation ~~Act) that has materially affected~~S-K, orwe isare ~~reasonably~~not ~~likely~~required to ~~materially~~provide ~~affect,~~information ~~our~~required ~~internal~~by ~~control~~this ~~over financial reporting~~Item.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

To our knowledge there are no material pending legal proceedings, other than ordinary routine litigation incidental to our business.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

~~None~~On April 14, 2016, the Company entered into a 10% Secured Convertible Debenture in the amount of $30,000 with a related party. The term of the note is 6 months. The conversion price of the outstanding balance is 40% of the lowest trading price for the previous 10 days at date of conversion. This issuance was completed in accordance with Section 4(2) of the Securities Act of 1933, as amendment (the “Securities Act”) in an offering without any public offering or distribution. These shares are restricted securities and include an appropriate restrictive legend. The foregoing description of this 10% Secured Convertible Debenture does not purport to be complete, and is qualified in its entirety by reference to the full text of the 10% Secured Convertible Debenture, which is filed as Exhibit 10.1 to this Form 10-Q and is incorporated herein by reference.

On May 18, 2016, the Company entered into a 10% Secured Convertible Debenture in the amount of $2,500 with a related party. The term of the note is 6 months. The conversion price of the outstanding balance is 20% of the lowest trading price for the previous 10 days at date of conversion. This issuance was completed in accordance with Section 4(2) of the Securities Act in an offering without any public offering or distribution. These shares are restricted securities and include an appropriate restrictive legend. The foregoing description of this 10% Secured Convertible Debenture does not purport to be complete, and is qualified in its entirety by reference to the full text of the 10% Secured Convertible Debenture, which is filed as Exhibit 10.2 to this Form 10-Q and is incorporated herein by reference.

On May 16, 2016, the Company issued 61,847,450 shares of common stock for the conversion of debt in the amount of $1,237 consisting of accrued interest in the amount of $1,237. This issuance was completed in accordance with Section 3(a)(9) of the Securities Act, in an offering without any public offering or distribution. These shares are restricted securities and include an appropriate restrictive legend.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY ~~DISCLOSURES.~~DISCLSOURES

Not ~~applicable~~Applicable.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS.

Exhibit No.		Description
3.1		Articles of Amendment, Certificate of Designation of Company’s Series B Convertible Preferred Stock
10.1*		Form of 10% Secured Convertible Debenture issued to The Vantage Group, Ltd., dated April 14, 2016.
10.1		Convertible Note Agreement dated November 15, 2015
10.2*		Form of 10% Secured Convertible Debenture issued to The Vantage Group, Ltd., dated May 18, 2016.
10.2		Exchange Agreement dated November ____, 2015
31.1		Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Rules 13a-14 and 15d-14 of the Exchange Act)
31.1		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Rules 13a-14 and 15d-14 of the Exchange Act)
31.2		Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Rules 13a-14 and 15d-14 of the Exchange Act)
32.1		Certification of Principal Executive and Financial Officers pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ~~(18 U.S.C. 1350)~~
101.INS		XBRL Instance Document
101.INS***		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.SCH***		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.CAL***		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.DEF***		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.LAB***		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document
101.PRE***		XBRL Taxonomy Extension Presentation Linkbase Document

~~SIGNATURE~~*Filed ~~PAGE FOLLOWS~~herewith.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Apptigo International, Inc.
	APPTIGO INTERNATIONAL, INC.
Date: December 22, 2015	By	/s/ Casey Cordes
Date: May 23, 2016	By	/s/ Casey Cordes
		Casey Cordes, Chief Executive Officer
		(Principal Executive Officer)
Date: December 22, 2015	By	/s/ David Steinberg
Date: May 23, 2016	By	/s/ David Steinberg
		David Steinberg, Treasurer
		(Principal Financial Officer)

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