COMMON STOCK	6 Months Ended
Mar. 31, 2012
COMMON STOCK
COMMON STOCK	NOTE 4 – COMMON STOCK Convertible Note On November 28, 2011, the holder of the Convertible Note assigned $3,000 of the principal balance to Reliance Capital Group Corp. which converted that amount into 3,000,000 shares of the Company’s common stock. On March 13, 2012 the holder of the Convertible Note assigned $5,000 of the principal balance to Dale S. Pearlman which converted that amount into 5,000,000 shares of the Company’s common stock. On March 14, 2012 the holder of the Convertible Note assigned $5,000 of the principal balance to EAD Consulting Inc. which converted that amount into 5,000,000 shares of the Company’s common stock. Following these conversion, the balance of the Convertible Note is $600 convertible into 600,000 shares. Other Issuances On January 4, 2012, the Company issued the following shares of restricted common stock: Melvin W. Coles, Chairman and President, received 31,467,500 shares for services. This issuance was considered compensation of $1,101,363 and recorded as an expense during the three months ended March 31, 2012. The Company issued an aggregate of 200,000 shares of common stock to two unrelated individuals for services and recorded additional compensation expense of $7,000 during the three months ended March 31, 2012 in connection with the issuance of these shares. The Company issued 5,000,000 shares of common stock to two minority shareholders with whom the Company has consulting agreements (see Note 4) to satisfy a portion ($5,000) of the accrued expenses due to them under the consulting agreements. The issuance terms resulted in an issuance price of $.001 per share. The Company recorded additional general and administrative expense of $170,000 during the three months ended March 31, 2012 in connection with the issuance of these shares. Shares Outstanding At March 31, 2012 there were 249,400,000 shares of common stock issued and outstanding.

COMMON STOCK

6 Months Ended

Mar. 31, 2012

NOTE 4 – COMMON STOCK

Convertible Note

On November 28, 2011, the holder of the Convertible Note assigned $3,000 of the principal balance to Reliance Capital Group Corp. which converted that amount into 3,000,000 shares of the Company’s common stock.

On March 13, 2012 the holder of the Convertible Note assigned $5,000 of the principal balance to Dale S. Pearlman which converted that amount into 5,000,000 shares of the Company’s common stock.

On March 14, 2012 the holder of the Convertible Note assigned $5,000 of the principal balance to EAD Consulting Inc. which converted that amount into 5,000,000 shares of the Company’s common stock.

Following these conversion, the balance of the Convertible Note is $600 convertible into 600,000 shares.

Other Issuances

On January 4, 2012, the Company issued the following shares of restricted common stock:

Melvin W. Coles, Chairman and President, received 31,467,500 shares for services. This issuance was considered compensation of $1,101,363 and recorded as an expense during the three months ended March 31, 2012.

The Company issued an aggregate of 200,000 shares of common stock to two unrelated individuals for services and recorded additional compensation expense of $7,000 during the three months ended March 31, 2012 in connection with the issuance of these shares.

The Company issued 5,000,000 shares of common stock to two minority shareholders with whom the Company has consulting agreements (see Note 4) to satisfy a portion ($5,000) of the accrued expenses due to them under the consulting agreements. The issuance terms resulted in an issuance price of $.001 per share. The Company recorded additional general and administrative expense of $170,000 during the three months ended March 31, 2012 in connection with the issuance of these shares.

Shares Outstanding

At March 31, 2012 there were 249,400,000 shares of common stock issued and outstanding.

- Definition

The entire disclosure for shareholders' equity, comprised of portions attributable to the parent entity and noncontrolling interest, if any, including other comprehensive income (as applicable). Including, but not limited to: (1) balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings; (2) accumulated balance for each classification of other comprehensive income and total amount of comprehensive income; (3) amount and nature of changes in separate accounts, including the number of shares authorized and outstanding, number of shares issued upon exercise and conversion, and for other comprehensive income, the adjustments for reclassifications to net income; (4) rights and privileges of each class of stock authorized; (5) basis of treasury stock, if other than cost, and amounts paid and accounting treatment for treasury stock purchased significantly in excess of market; (6) dividends paid or payable per share and in the aggregate for each class of stock for each period presented; (7) dividend restrictions and accumulated preferred dividends in arrears (in aggregate and per share amount); (8) retained earnings appropriations or restrictions, such as dividend restrictions; (9) impact of change in accounting principle, initial adoption of new accounting principle and correction of an error in previously issued financial statements; (10) shares held in trust for Employee Stock Ownership Plan (ESOP); (11) deferred compensation related to issuance of capital stock; (12) note received for issuance of stock; (13) unamortized discount on shares; (14) description, terms, and number of warrants or rights outstanding; (15) shares under subscription and subscription receivables, effective date of new retained earnings after quasi-reorganization and deficit eliminated by quasi-reorganization and, for a period of at least ten years after the effective date, the point in time from which the new retained dates; and (16) retroactive effective of subsequent change in capital structure.

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+ Details

HPC POS SYSTEM, CORP. 10-Q