~~UNITED~~U.S. ~~STATES~~ SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED ~~JUNE~~SEPTEMBER 30, 2014

Commission File Number 000-53674

REVOLUTIONARY CONCEPTS, INC.

(Exact name of Registrant as specified in its charter)

Nevada				27-0094868
(State or other Jurisdiction				(I.R.S. Employer
of Incorporation or Organization)				Identification No.)
of Incorporation or				Identification No.)
Organization)

~~1914~~4822 JNAlbemarle ~~Pease~~Rd, ~~Place~~Suite 209

Charlotte, NC ~~28262~~

(Address of principal executive offices)

28205

(Zip Code)

980-225-5376

(Telephone number, including area code)

Check whether the issuer (1) filed all reports required to be filed by 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 last 90 days. YES [X] No [ ]

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 [ ] No [ X]

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," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ] Accelerated filer [ ]Non-accelerated filer [ ] Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 or the Exchange Act). YES [ ] NO [x]

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class		Outstanding at ~~August~~February 2911, ~~2014~~2015
Common stock, $0.001 par value		~~701~~779,~~534~~313,~~828~~638,

REVOLUTIONARY CONCEPTS, INC.

INDEX TO FORM 10-Q FILING

FOR THE THREE AND ~~SIX~~NINE MONTHS ENDED ~~JUNE~~SEPTEMBER 30, 2014 AND 2013

TABLE OF CONTENTS

		Page
	PART I
Item 1.	Financial Statements	23
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1337
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	1648
Item 4	Controls and Procedures	1649
	PART II
Item 1.	Legal Proceedings	1750
Item 1A.	Risk Factors	1752
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	1853
Item 3.	Defaults Upon Senior Securities	1857
Item 4.	Mine Safety Disclosures	1857
Item 5.	Other Information	1857
Item 6.	Exhibits	1858
SIGNATURES		1959

CERTIFICATIONS

Exhibit 3.1 – Management Certification~~……………………………………………………...24-28~~

Exhibit 3.2 – Sarbanes-Oxley Act~~…………………………………………………………….29-30~~

PART I

FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

The accompanying reviewed interim consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q. Therefore, they do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, cash flows, and stockholders' equity in conformity with generally accepted accounting principles. Except as disclosed herein, there has been no material change in the information disclosed in the notes to the financial statements included in the Company's annual report on Form 10-K for the year ended December 31, 2013, filed May 1, 2014. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the three and six months ended ~~June~~September 30, 2014 are not necessarily indicative of the results that can be expected for the year ending December 31, 2014.

REVOLUTIONARY CONCEPTS, INC. AND ITS SUBSIDIARY
(A Development Stage Company)
CONSOLIDATED BALANCE SHEETS
			as of:	~~as of:~~	(Unaudited)	(Audited)
					June 30,	December 31,
					September 30,	December 31,
					2014	2013
ASSETS
Current Assets
	Cash and cash equivalents				$ -	$ -
	Accrued interest receivable, net of reserve $1,826,689 (see note 11)				0	-
	Accrued interest receivable, net of reserve $2,095,279 (see note 11)				-	-
		Total Current Assets			0-	-
Fixed Assets
	Furniture and equipment				13,028	13,028
	Accumulated depreciation				(12,~~110~~221)	(11,890)
		Total Net Fixed Assets			~~918~~807	1,138
Other Assets
	Patent costs				116,450	116,450
	Accumulated amortization				(~~100~~102,~~619~~026)	(97,804)
		Total Patent Costs net of accumulated amortization			1514,~~831~~424	18,646
	Related party note receivable				112,663	112,663
	Notes receivable, net of reserve $7,108,861 (see note 11)				5,607	5,000
	Marketable securites				1,000	-
	Security deposits and other assets				4,674	10,636
		Total Other Assets net of accumulated amortization			138,~~774~~367	146,945
	TOTAL ASSETS				$ 139,~~692~~175	$ 148,083
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
	Accounts payable				$ ~~316~~375,~~973~~753	$ 259,541
	Checks in excess of bank balance				4862,~~855~~773	759
	Derivative liability				-	18,892
	Convertible notes, net of beneficial conversion feature and discounts of $84,146 and $94,767 respectively				7,713	4,550
	Convertible notes, net of beneficial conversion feature and discounts of $67,227 and $94,767 respectively				8,830	4,550
	Current portion of long-term debt				~~919~~879,434	919,434
	Notes payable - related parties				-	374,000
	Other accrued expenses				3527,~~141,381~~114	2354,~~154,~~085
		Total Current Liabilities			41,~~434~~853,~~356~~903	31,~~731~~931,261
Long-term Debt
	Notes payable				~~251~~120,~~649~~366	262,432
	Notes payable - related parties				192,306	718,306
		Total Long-term Debt			443,955	980,738
Stockholders' Deficit
	Preferred stock, $0.001 par value, 10,000,000 shares authorized,
		10,000,000 and 10,000,000 shares outstanding and reserved respectively			10,000	10,000
	Common stock, $.001 par value, 650,087,493 and 605,010,766 shares
		issued and outstanding respectvely, 1,000,000,000 authorized			650,088	605,011
	Additional paid in capital				10,704,993	10,601,640
	Unpaid capital contributions (see note 3)				(88,388)	(86,780)
	Dividend accumulated adjustment				(2,700,000)	(1,800,000)
	Deficit accumulated during the development stage				(13,315,311)	(13,893,787)
					(4,738,619)	(4,563,916)
	TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT				$ 139,692	$ 148,083
The accompanying notes are an integral part of these consolidated financial statements.

	REVOLUTIONARY CONCEPTS, INC. AND ITS SUBSIDIARY
		Total Long-term Debt				312,673		980,738
	(A Development Stage Company)
Stockholders' Deficit
	CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
	Preferred stock, $0.001 par value, 10,000,000 shares authorized, 10,000,000 and 10,000,000 shares outstanding and reserved respectively					10,000		10,000
	For The 3 Months Ending June 30, 2014 and 2013
	Common stock, $.001 par value, 758,117,388 and 605,010,766 shares issued and outstanding respectively, 1,000,000,000 authorized					758,117		605,011
	For The 6 Months Ending June 30, 2014 and 2013
	Additional paid in capital					10,638,101		10,601,640
	And The Period From March 12, 2004 (Inception) To June 30, 2014
	Unpaid capital contributions (see note 3)					(89,193)		(86,780)
										March 12, 2004
	Deficit accumulated during the development stage					(13,344,426)		(13,893,787)
				For The 3 Months Ending			For The 6 Months Ending			(Inception) to
						(2,027,401)		(2,763,916)
				June 30,			June 30,			June 30,
	TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT					$ 139,175		$ 148,083
				2014	2013		2014		2013	2014
The accompanying notes are an integral part of these consolidated financial statements.
OPERATING EXPENSES
	Automobile expense		$	8	-		326		-	30,795
	Bank charges			574	193		1,866		254	12,587
	Compensation			87,747	6,962		184,781		6,962	402,791
	Unpaid accumulated compensation			-	100,000		-		200,000	1,670,109
	Depreciation & amortization expense			1,517	1,499		3,035		2,998	115,799
	License and permits			-	-		-		1,100	17,896
	Marketing			10,634	-		23,361		12,394	303,939
	Office expense			216	-		481		232	25,599
	Office supplies			37	49		318		261	18,072
	Payroll taxes			7,683	11,808		16,954		22,958	46,629
	Printing and reproduction			-	450		-		-	17,062
	Professional fees			36,906	47,256		74,967		73,103	2,727,930
	Rent expense			3,350	7,949		13,341		13,841	68,954
	Research and development expense			-	-		-		-	596,707
	Telephone expense			99	785		555		785	31,889
	Travel expense			205	1,042		1,290		1,246	120,280
	Website development expense			-	-		-		1,279	19,141
	Other expenses			311	3,264		847		-	58,023
		Total Operating Expenses		149,287	181,257		322,122		337,413	6,284,202
OTHER INCOME & (EXPENSE)
	Interest income			266,474	264,318		530,029		530,029	1,884,850
	Reserve of interest income			(265,669)	(263,514)		(528,420)		(528,420)	(1,826,689)
	Reserve for notes receivable			-	-				-	(7,108,861)
	Forgiveness of notes payable and accrrued interests			-	-		992,124		-	992,614
	Net Gain/(Loss) on derivatives			(0)	(58,551)		683		(37,796)	(100,896)
	Interest expense & amortization of debt discount			(47,148)	(36,792)		(93,818)		(145,935)	(872,128)
		Total Other Income and Expense		(46,344)	(94,539)		900,597		(182,122)	(7,031,111)
		NET INCOME (LOSS)	$	(195,630)	(275,796)		578,476		(519,535)	(13,315,311)
	Weighted average number of common shares outstanding			639,740,178	374,931,541		643,790,842	364,265,241		91,292,598
	Net (Loss) per common shares outstanding			*	*		*		*	$(0.15)
		* less than $0.01

REVOLUTIONARY CONCEPTS, INC. AND ITS SUBSIDIARY
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
For The 6 Months Ended June 30, 2014 And 2013
				For The 3 Months Ending				For The 9 Months Ending
And The Period From March 12, 2004 (Inception) To June 30, 2014
				September 30,				September 30,
											March 12, 2004
				2014		2013		2014		2013
							For The 6 Months Ended				(Inception) to
OPERATING EXPENSES
							June 30,		June 30,		June 30,
	Automobile expense		$	0	$	1,149	$	326	$	1,149
							2014		2013		2014
	Bank charges			583		633		2,449		887
CASH FLOWS FROM OPERATING ACTIVITIES
	Compensation			27,027		35,421		151,808		42,383
Net (Loss)							$ 578,476		$ (519,535)		$ (13,315,311)
	Unpaid accumulated compensation			30,000		100,000		90,000		300,000
Adjustments to reconcile (net loss) to net cash (used in) operating activities:
	Depreciation & amortization expense			1,518		1,499		4,553		4,497
	Reserve for notes receivable, net of reserve $7,108,861 (see note 11)						-		-		7,108,861
	License and permits			-		11		-		1,111
	Depreciation and amortization						3,035		2,998		112,729
	Marketing			1,565		5,107		24,926		17,501
	Forgiveness of notes payable and accrued interests						(992,124)		-		(992,124)
	Office expense			235		4,443		716		4,675
	Amortization of debt discount & beneficial conversion feature						16,763		19,669		210,601
	Office supplies			-		455		318		716
	Loss (Gain) on derivative liability						(683)		37,796		147,414
	Payroll taxes			5,041		(44,172)		21,995		(21,214)
	Adjustment to derivative liability for value of conversion						1,388		-		157,872
	Printing and reproduction			-		-		-		-
	(Increase) in other assets						5,962		(4,136)		(117,337)
	Professional fees			61,290		30,098		136,257		103,201
	Common shares issued for services received and officer compensation						-		504		1,483,650
	Rent expense			-		7,321		13,341		21,162
	(Increase) in dividend accumulated adjustment						(900,000)		(900,000)		(2,700,000)
	Research and development expense			-		-		-		-
	Increase (decrease) in accounts payable						105,528		24,970		364,988
	Telephone expense			118		435		673		1,220
	Increase (decrease) in accrued expenses and other liabilities						1,078,102		1,156,178		4,338,291
	Travel expense			21		1,268		1,311		2,514
		NET CASH (USED IN) OPERATING ACTIVITIES					(103,553)		(181,556)		(3,200,366)
	Website development expense			-		3,454		-		4,733
CASH FLOWS FROM INVESTING ACTIVITIES
	Other expenses			773		358		1,620		358
	Purchase of computer equipment						-		-		(13,028)
		Total Operating Expenses		128,170		147,480		450,292		484,893
	Investment in notes receivable						(607)		-		(607)
OTHER INCOME & (EXPENSE)
	Investment in patent costs						0		(3,095)		(116,449)
	Interest income			269,394		267,393		799,423		797,483
		NET CASH (USED BY) INVESTING ACTIVITIES					(607)		(3,095)		(130,084)
	Reserve of interest income			(268,590)		(233,589)		(797,010)		(762,010)
CASH FLOWS FROM FINANCING ACTIVITIES
	Reserve for notes receivable			-		-				-
	Issuance of common stock shares from private placements						-		-		1,754
	Forgiveness of notes payable and accrued interest			-		-		992,124		-
	Issuance of common stock shares for warrants						-		-		18,470
	Net Gain/(Loss) on derivatives			18,208		14,129		18,891		(23,667)
	Issuance of notes payable						105,658		219,955		2,907,123
	Interest expense & amortization of debt discount			80,043		(161,330)		(13,775)		(307,265)
	Retirement of notes payable						-		(32,500)		(954,217)
		Total Other Income and Expense		99,055		(113,397)		999,653		(295,459)
	Paid in capital from private placements and warrants						-		-		992,471
		NET INCOME (LOSS)	$	(29,115)	$	(260,877)	$	549,361	$	(780,352)
	Capital contributions						-		-		462,774
Weighted average number of common shares outstanding				595,533,730		374,931,541		627,973,048		387,830,447
	Common stock shares repurchased with cash						-		-		(9,644)
Net Income/(Loss) per common shares outstanding				*		*		*		*
	Unpaid capital contributions (see note 3)						(1,608)		(1,609)		(88,389)
		* less than $0.01
		NET CASH (USED) PROVIDED BY FINANCING ACTIVITIES					104,049		185,846		3,330,342
The accompanying notes are an integral part of these consolidated financial statements.
	NET INCREASE (DECREASE) IN CASH						(110)		1,195		(109)
CASH AND CASH EQUIVALENT BALANCE BEGINNING OF PERIOD							-		-		-
CASH AND CASH EQUIVALENT BALANCE END OF PERIOD							$ (110)		$ 1,195		$ (109)
SUPPLEMENTAL DISCLOSURES
	Cash paid during the period for interest						$ -		$ -		$ 470,768
	Cash paid during the period for income taxes						$ -		$ -		$ -
	Reserve of preferred stock for acquisition						$ -		$ -		$ -
	Interest income, net of reserve $1,561,020(see Note 11)						$ 1,609		$ -		$ -
	Issuance of common stock for the conversion of debt						$ 4,581		$ 16,500		$ 2,949,304
		The accompanying notes are an integral part of these consolidated financial statements.

REVOLUTIONARY CONCEPTS, INC.


REVOLUTIONARY CONCEPTS, INC. AND ITS SUBSIDIARY
(A Development Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
				For The 9 Months Ended
				September 30,
				2014		2013
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income/(Loss)				$ 549,361		$ (780,352)
Adjustments to reconcile net income/(loss) to net cash (used in) operating activities:
	Reserve for notes receivable, net of reserve $7,108,861 (see note 11)			-		2,000
	Depreciation and amortization			4,553		4,497
	Forgiveness of notes payable and accrued interest			(992,124)		95,934
	Amortization of debt discount & beneficial conversion feature			8,654		-
	Loss/(Gain) on derivative liability			(18,891)		23,667
	Adjustment to derivative liability for value of conversion			-		(9,136)
	(Increase) in other assets			5,962		-
	Common shares issued for services received and officer compensation			-		504
	Increase (decrease) in accounts payable			178,226		101,211
	Increase (decrease) in accrued expenses and other liabilities			173,029		(124,579)
		NET CASH (USED IN) OPERATING ACTIVITIES		(91,230)		(686,254)

CASH FLOWS FROM INVESTING ACTIVITIES
	Investment in marketable securities			(1,000)		(60,000)
	Investment in notes receivable			(607)		-
	Investment in patent costs			0		(3,095)
		NET CASH (USED BY) INVESTING ACTIVITIES		(1,607)		(63,095)

CASH FLOWS FROM FINANCING ACTIVITIES
	Issuance of common stock shares from private placements			-		-
	Issuance of common stock shares for warrants			-		-
	Issuance of notes payable			105,658		851,351
	Retirement of notes payable			(10,408)		(94,791)
	Paid in capital from private placements and warrants			-		-
	Capital contributions			-		-
	Common stock shares repurchased with cash			-		-
	Unpaid capital contributions (see note 3)			(2,413)		(2,412)
		NET CASH (USED) PROVIDED BY FINANCING ACTIVITIES			92,837	754,148

	NET INCREASE (DECREASE) IN CASH			0		4,799

CASH AND CASH EQUIVALENT BALANCE BEGINNING OF PERIOD			-			-

CASH AND CASH EQUIVALENT BALANCE END OF PERIOD				$ 0		$ 4,799

SUPPLEMENTAL DISCLOSURES
	Cash paid during the period for interest			$ -		$ -
	Cash paid during the period for income taxes			$ -		$ -
	Reserve of preferred stock for acquisition			$ -		$ -
	Interest income, net of reserve $2,095,279(see Note 11)			$ 2,413		$ 2,412
	Issuance of common stock for the conversion of debt			$ 1,139,241		$ 124,398

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

~~(A Development Stage Company)~~7

~~NOTES~~REVOLUTIONARY ~~TO FINANCIAL STATEMENTS as of June 30~~CONCEPTS, ~~2014~~INC.

~~NOTE~~(A 1Development -Stage ~~DESCRIPTION OF BUSINESS~~Company)

~~Overview~~NOTES TO FINANCIAL STATEMENTS as of ~~the~~September ~~Company~~30, 2014

Nature of operations - Revolutionary Concepts, Inc. (the “Company”) was originally organized in North Carolina on March 12, 2004. On February 28, 2005, the Company was reorganized and re-domiciled as a Nevada corporation. The Company is a development stage company positioned to begin launch and license of its patented technologies. The Company was incorporated as a Nevada corporation on February 28, 2005 to reincorporate and re-domesticate two existing North Carolina entities; Revolutionary Concepts, Inc. and DVMS, LLC. The Company is engaged in the development of patented entry management systems and hopes to continue to develop smart camera technologies that interface with smart devices enabling remote monitoring.

The Company’s efforts to date have been devoted to securing the intellectual framework around several key technologies and applications related to remote video monitoring, video analytics and software enabled camera. Advances in wireless technologies combined with increased data speed rates permits a very sophisticated and new means of monitoring, security and entry management.

The Company’s isjoint ~~planning~~venture agreement with IQMagine continues to ~~brand~~advance, ~~its~~with ~~smart~~the ~~technology~~recently ~~“EyeTalk®”.~~received ~~EyeTalk®~~patent ~~will~~for ~~include~~a ~~smart~~child ~~camera~~car ~~technology~~seat ~~that~~with ~~allows~~a ~~interactive~~built in monitor for gaming and two-way communication ~~between~~(Patent aNo. ~~smart~~8,016,676). The ~~phone~~proof ~~and~~of ~~other~~concept ~~handheld~~and ~~device.~~ideation ~~Unlike~~of ~~many~~this IPproduct ~~cameras~~have ~~that~~been ~~simply~~completed ~~produce~~as ~~and~~well ~~transmit~~as an ~~image,~~additional ~~the~~item ~~EyeTalk®~~- ~~smart~~consisting ~~camera~~of ~~technology~~a ~~will~~plush ~~have~~toy ~~embedded~~capable ~~capabilities~~of ~~that~~monitoring ~~distinguish~~and ittwo-way ascommunication. Chris aScheppegrell, ~~significant~~managing ~~technological~~member ~~advancement~~of ~~over~~IQMagine ~~traditional~~is ~~camera~~implementing ~~systems~~a strategy for licensing of both products.

The Company’s ~~joint~~has ~~venture~~also ~~agreement~~completed ~~with~~the ~~IQMagine~~acquisition ~~continues~~of toGreenwood ~~advance~~Finance Group, ~~with~~LLC. ~~the~~The ~~recently~~Company ~~received~~and ~~patent~~Rainco ~~for~~Industries, Inc. entered into a ~~child~~Member ~~car~~Interest ~~seat~~Purchase ~~with~~Agreement, a(the ~~built~~“Purchase Agreement”) dated as of December 7, 2012, in ~~monitor~~which ~~for~~the ~~gaming~~Company ~~and~~purchased ~~two-way~~from ~~communication~~Rainco ~~(Patent~~Industries, NoInc. 8all the issued and outstanding member interests in Greenwood Finance Group,~~016,676~~ LLC. (“Greenwood”). ~~The~~ ~~proof~~With ofrepresentatives ~~concept~~in Atlanta and ~~ideation~~Charlotte, Greenwood is a private equity firm consisting of ~~this~~a ~~product~~team ~~have~~of ~~been~~individuals ~~completed~~who asunderstand ~~well~~the aswork anthat ~~additional~~goes ~~item~~into -developing ~~consisting~~businesses ofin atheir ~~plush~~beginning ~~toy~~stages. ~~capable~~In ofaddition ~~monitoring~~to providing funding through their Green Path Fund, Greenwood provides consultation services to help business leaders’ map out plans and ~~two~~goals for continued success. Greenwood provides broad-~~way~~spectrum ~~communication~~investment and capital services to small-cap and micro-cap companies; strategically positioning them for long-term growth and profitability. ~~Chris~~ ~~Scheppegrell~~Greenwood delivers, ~~managing~~through ~~member~~their global network of ~~IQMagine~~investment ispartners ~~implementing~~and aprivate ~~strategy~~equity ~~for~~groups, ~~licensing~~the capabilities to quickly tailor funding solutions that meet the unique needs of ~~both~~each ~~products.~~client which can be tailored to a client’s capital funding needs so it can focus on growing the client’s company.

~~The~~Exclusive ~~Company~~License ~~has also completed the acquisition of Greenwood Finance Group, LLC. The Company and Rainco Industries, Inc. entered into a Member Interest Purchase~~ Agreement, (the “Purchase Agreement”) dated as of December 7, 2012, in which the Company purchased from Rainco Industries, Inc. all the issued and outstanding member interests in Greenwood Finance Group, LLC. (“Greenwood”). With representatives in Atlanta and Charlotte, Greenwood is a private equity firm consisting of a team of individuals who understand the work that goes into developing businesses in their beginning stages. In addition to providing funding through their Green Path Fund, Greenwood provides consultation services to help business leaders’ map out plans and goals for continued success. Greenwood provides broad-spectrum investment and capital services to small-cap and micro-cap companies; strategically positioning them for long-term growth and profitability. Greenwood delivers, through their global network of investment partners and private equity groups, the capabilities to quickly tailor funding solutions that meet the unique needs of each client which can be tailored to a client’s capital funding needs so it can focus on growing the client’s company.

On February 10, 2014, the Company’s Board of Directors agreed to an exclusive worldwide license agreement for the following patents: U.S. Patent 7,193,844; U.S. Patent 8,139,098; U.S. Patent 8,144,183; U.S. Patent 8,144,184; U.S. Patent 8,154,581; U.S. Patent 8,164,614; U.S. Patent 8,016,676 B2 to a third party. Under the terms of the agreement, EyeTalk365, LLC, (the ~~third~~Licensee), ~~party~~paid ~~would~~$900,000.00 in cash equivalents consisting of convertible promissory notes and a 40% equity stake in the Licensee, and will bear ongoing development and operational cost to build and or secure a sub-licensee(s). Additionally, the licensee will bear all legal cost to prosecute and defend the patents in any infringement actions. ~~Under~~ the terms of the agreement, the Company will receive 40% of all gross profit generated by the sale and or additional licensing of the patents. The licensee also agreed to cancel $900,000 in notes payable plus accrued interests as part of license agreement. Under the ~~terms of the agreement, we cannot disclose more details at the present time.~~

~~Basis of Presentation~~8

~~Basis~~terms of ~~presentation~~the -agreement, ~~These financial statements have been prepared in conformity with generally accepted accounting principles in~~ the ~~United~~Company ~~States~~will ofreceive, ~~America~~40% ~~and have been consistently applied in the preparation~~ of ~~the~~all ~~financial~~gross ~~statements~~profit ongenerated aby ~~going concern basis, which assumes~~ the ~~realization~~sale ~~of assets~~ and ~~the~~or ~~discharge~~additional ofsub-licensing ~~liabilities in the normal course~~ of ~~operations for~~ the ~~foreseeable future~~patents. ~~The~~ ~~Company~~This ~~maintains~~payment ~~its financial records on an accrual method of accounting. The Company’s ability to continue as a going concern~~ is ~~dependent~~mandated ~~upon~~by continued ability to obtain financing to repay its current obligations and fund working capital until it is able to achieve profitable operations. The Company will seek to obtain capital from equity financing through the ~~exercise~~agreement ~~of warrants~~ and through future common share private placements. The Company may also seek debt financing, if available. Management hopes to realize sufficient sales in future years to achieve profitable operations. There can be no assurance that the Company will be able to raise sufficient debt or equity capital on satisfactory terms. If management is unsuccessful in obtaining financing or achieving profitable operations, the Company may be required to cease operations. The outcome of these matters cannot be predicted at this time. These financial statements do not ~~give~~subject ~~effect~~ to ~~any~~additional ~~adjustments~~withholdings which could be necessary should the Company be unable to continue as a going concern and, therefore, be required to realize its assets and discharge its liabilities in other than the normal course of business and at amounts differing from ~~those reflected in~~ the ~~financial statements~~lincensee.

~~Revenue~~On ~~recognition~~September –16, ~~The~~2014, the Company ~~will~~and ~~recognize~~the ~~sales~~Licensee ~~revenue~~amended at the ~~time~~original ofagreement ~~delivery when ownership has transferred~~ to ~~the~~include ~~customer,~~more ~~when~~specific ~~evidence~~language ~~of a payment arrangement exists~~ and ~~the sales proceeds are determinable and collectable~~rights. ~~Provisions will be recorded for product returns based on historical experience. To date, the Company’s revenue is primarily comprised of interest income.~~

~~Options~~The ~~and~~Licensee ~~warrants~~has ~~issued~~formally –reported ~~The~~to the Company ~~allocates~~that ~~the~~it ~~proceeds~~is ~~received~~engaged ~~from~~in ~~equity~~three ~~financing~~patent ~~and~~infringement lawsuits regarding the ~~attached~~patent ~~options~~portfolio ~~and~~that ~~warrants~~it ~~issued,~~has ~~based~~licensed. The onLicensee ~~their~~has ~~relative~~not ~~fair~~provided ~~values,~~any atforcasted awards ~~the~~or ~~time~~outcomes ofthat ~~issuance~~may result from these actions. The ~~amount~~Licensee ~~allocated~~has tofurther ~~the~~disclosed ~~options~~that ~~and~~these ~~warrants~~actions ismay ~~recorded~~result aswith ~~additional~~no ~~paid~~outcome, infinancial ~~capital~~or otherwise.

~~Stock-based~~Revolutionary ~~compensation~~Concepts –Signs ~~The~~Agreement ~~Company accounts for stock-based compensation at fair value in accordance~~ with the provisions of the Financial Accounting Standards Board’s Accounting Standards Codification (“ASC”) Topic 718, “Stock Compensation”, which establishes accounting for stock-based payment transactions for employee services and goods and services received from non-employees. Under the provisions of ASC Topic 718, stock-based compensation cost is measured at the date of grant, based on the calculated fair value of the award, and is recognized as expense in the consolidated statements of operations pro ratably over the employee’s or non-employee’s requisite service period, which is generally the vesting period of the equity grant. The fair value of stock option awards is generally determined using the Black-Scholes option-pricing model. Restricted stock awards and units are valued using the market price of the Company’s common stock on the grant date. Additionally, stock-based compensation cost is recognized based on awards that are ultimately expected to vest, therefore, the compensation cost recognized on stock-based payment transactions is reduced for ~~estimated~~$10 ~~forfeitures~~Million ~~based~~Credit on the Company’s historical forfeiture rates. Additionally, no stock-based compensation costs were capitalized for the six months ended June 30, 2014 and for the periods from inception (March 12, 2004) to June 30, 2014, no stock options were committed to be issued to employees.Facility

~~Income~~On ~~taxes~~July –2, ~~Income~~2014, ~~taxes are accounted for under~~ the ~~asset~~Company ~~and~~filed ~~liability~~notification method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss carry forwards that are available to be carried forward to future years for tax purposes. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on ~~deferred tax assets and liabilities of~~ a ~~change~~Form in8-K ~~tax~~Report ~~rates is recognized in income in the period~~ that ~~includes~~Revolutionary ~~the~~Concepts ~~enactment date~~Inc. ~~When~~, itwholly isowned ~~not~~subsidiary ~~considered~~Greenwood toFinance beGroup, ~~more~~LLC ~~likely~~signed ~~than~~an ~~not~~Agreement ~~that~~with a ~~deferred~~funding ~~tax~~company ~~asset~~for ~~will~~a be$10 ~~realized,~~million arevolving ~~valuation~~line ~~allowance~~of iscredit ~~provided~~ for ~~the~~capital ~~excess~~funding. ~~Although~~ The ~~the~~Agreement ~~Company~~allows ~~has~~Greenwood ~~significant loss carry forwards available~~ to ~~reduce~~partner ~~future~~in ~~income~~business ~~for~~with ~~tax~~an ~~purposes,~~experienced nocompany ~~amount~~in ~~has been reflected on~~ the ~~balance~~financing ~~sheet~~services ~~for~~and ~~deferred~~investment ~~income~~banking ~~taxes as any deferred tax asset has been fully offset by a valuation allowance~~industry.

~~Reclassifications~~The ~~– Certain~~terms ~~prior~~of ~~period~~the ~~amounts~~Agreement ~~have~~include ~~been~~among ~~reclassified~~other things; (a) the facility is a senior term loan credit facility (b) the credit facility has an initial two year term (c) the credit facility has an interest rate of 16.5% (d) the maturity date is 6 months from the execution date of the agreement (d) the credit facility is subject to ~~conform~~periodic due diligence and compliance with all terms of the Senior Secured Revolving Credit Facility Agreement and the Guaranty Agreement. The proceeds for the credit facility are intended to ~~current~~be ~~year~~used ~~presentations~~for working capital, investments, acquisition of distressed financial assets, and to provide short-term financing to small and mid-cap companies. Neither the Credit Parties, nor any of their Affiliates, shall use any portion of the proceeds of the Loans, either directly or indirectly, for the purpose of (i) purchasing any securities underwritten by any Affiliate of Lender, (ii) paying or repaying any debt owed to any third party, not in the ordinary course of business, (iii) paying any taxes owed or to be owed by any Credit Party or (iv) paying or repaying any officer or director of any Credit Party. Although the credit facility is available, the Company has not and may not access any of the funding.

~~Loss~~Basis ~~per~~of ~~share~~presentation –- ~~Basic~~These ~~loss~~financial ~~per~~statements ~~share~~have ~~has~~been prepared in conformity with generally accepted accounting principles in the United States of America and have been ~~calculated~~consistently ~~using~~applied in the ~~weighted~~preparation ~~average~~of ~~number~~the financial statements on a going concern basis, which assumes the realization of assets and the discharge of liabilities in the normal course of operations for the foreseeable future. The Company maintains its financial records on an accrual method of accounting. The Company’s ability to continue as a going concern is dependent upon continued ability to obtain financing to repay its current obligations and fund working capital until it is able to achieve profitable operations. The Company will seek to obtain capital from equity financing through the exercise of warrants and through future common ~~shares~~share ~~issued~~private placements. The Company may also seek debt financing, if available. Management hopes to realize sufficient sales in future years to achieve profitable operations. There can be no assurance that the Company will be able to raise sufficient debt or equity capital on satisfactory terms. If management is unsuccessful in obtaining financing or achieving profitable operations, the Company may be required to cease operations. The outcome of these matters cannot be predicted at this time. These financial statements do not give effect to any adjustments which could be necessary should the Company be unable to continue as a going concern and, ~~outstanding~~therefore, ~~during~~be required to realize its assets and discharge its liabilities in other than the ~~year~~normal course of business and at amounts differing from those reflected in the financial statements.

Use of Estimates - The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make certain estimates and assumptions, where applicable, that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. While actual results could differ from those estimates, management does not expect such variances, if any, to have a material effect on the financial statements.9

~~Research~~Revenue ~~and~~recognition ~~Development~~– ~~Costs~~The -Company ~~Research~~will ~~and~~recognize ~~development~~sales ~~costs~~revenue ~~are expensed as incurred in accordance with generally accepted accounting principles in the United States of America. Research is planned search or critical investigation aimed~~ at ~~discovery of new knowledge with~~ the ~~hope~~time that such knowledge will be useful in developing a new product or service or a new process or technique or in bringing about a significant improvement to an existing product or process. Development is the translation of ~~research~~delivery ~~findings~~when orownership ~~other~~has ~~knowledge~~transferred ~~into a plan or design for a new product or process or for a significant improvement~~ to ~~an existing product or process whether intended for sale or use. It includes~~ the ~~conceptual formulation~~customer, design, and testing of product alternatives, construction of prototypes, and operation of pilot plants. It does not include routine or periodic alterations to existing products, production lines, manufacturing processes, and other on-going operations even though those alterations may represent improvements and it does not include market research or market testing activities. Elements of costs shall be identified with research and development activities as follows: The costs of materials and equipment or facilities that are acquired or constructed for research and development activities and that have alternative future uses shall be capitalized as tangible assets when ~~acquired~~evidence ~~or constructed. The cost~~ of ~~such~~a ~~materials~~payment ~~consumed~~arrangement inexists ~~research~~ and ~~development activities and~~ the ~~depreciation~~sales ofproceeds ~~such equipment or facilities used in those activities~~ are ~~research~~determinable and ~~development costs~~collectable. Provisions ~~However,~~will ~~the~~be ~~costs~~recorded ~~of materials, equipment, or facilities that are acquired or constructed~~ for aproduct ~~particular~~returns ~~research~~based ~~and~~on ~~development~~historical ~~project and that have no alternative future uses and therefore no separate economic values are research and development costs at the time the costs are incurred~~experience. ~~Salaries,~~To ~~wages~~date, and other related costs of personnel engaged in research and development activities shall be included in research and development costs. The costs of contract services performed by others in connection with the ~~research~~Company’s ~~and~~revenue ~~development~~is ~~activities~~primarily ofcomprised ~~an enterprise, including research and development conducted by others in behalf~~ of ~~the~~interest ~~enterprise, shall be included in research and development costs~~income.

~~Depreciation~~Options –and ~~Depreciation~~warrants isissued ~~computed~~– ~~using~~The ~~the~~Company ~~straight-line~~allocates ~~method over~~ the ~~assets’~~proceeds ~~expected~~received ~~useful~~from ~~lives.~~equity ~~Valuation~~financing ofand ~~Long-Lived~~the ~~Assets~~attached -options ~~The~~and ~~Company~~warrants ~~periodically~~issued, ~~analyzes~~based ~~its~~on ~~long-lived~~their ~~assets~~relative ~~for~~fair ~~potential impairment~~values, ~~assessing~~at the ~~appropriateness~~time of ~~lives~~issuance. The ~~and~~amount ~~recoverability~~allocated ofto ~~unamortized~~the ~~balances~~options ~~through~~and ~~measurement~~warrants ofis ~~undiscounted~~recorded ~~operating~~as ~~cash~~additional ~~flows~~paid ~~on a basis consistent with accounting principles generally accepted~~ in ~~the United States of America~~capital.

~~Intangible~~Stock-based ~~and~~compensation ~~Other~~– ~~Long-Lived~~The ~~Assets,~~Company ~~Net~~accounts for stock-based ~~(Included~~compensation at fair value in accordance with the provisions of the Financial Accounting Standards Board’s Accounting Standards Codification (“ASC”) ~~350~~Topic 718, “~~Goodwill~~Stock Compensation”, which establishes accounting for stock-based payment transactions for employee services and ~~Other~~goods ~~Intangible~~and ~~Assets”~~services ~~previously~~received ~~SFAS~~from Nonon-employees. ~~142~~Under ~~and~~the provisions of ASC ~~985~~Topic ~~“Accounting~~718, ~~for~~stock-based ~~Costs~~compensation ofcost ~~Computer~~is ~~Software~~measured toat bethe ~~Sold~~date of grant, ~~Leased~~based on the calculated fair value of the award, and is recognized as expense in the consolidated statements of operations pro ratably over the employee’s or ~~Otherwise~~non-employee’s ~~Marketed”~~requisite ~~previously~~service ~~SFAS~~period, Nowhich is generally the vesting period of the equity grant. ~~86)~~The fair value of stock option awards is generally determined using the Black-Scholes option-pricing model. Restricted stock awards and units are valued using the market price of the Company’s common stock on the grant date. Additionally, stock-based compensation cost is recognized based on awards that are ultimately expected to vest, therefore, the compensation cost recognized on stock-based payment transactions is reduced for estimated forfeitures based on the Company’s historical forfeiture rates. Additionally, no stock-based compensation costs were capitalized for the three months ended September 30, 2014 and September 30, 2013, no stock options were committed to be issued to employees.

6Income taxes – Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss carry forwards that are available to be carried forward to future years for tax purposes. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. When it is not considered to be more likely than not that a deferred tax asset will be realized, a valuation allowance is provided for the excess. Although the Company has significant loss carry forwards available to reduce future income for tax purposes, no amount has been reflected on the balance sheet for deferred income taxes as any deferred tax asset has been fully offset by a valuation allowance.

~~Intangible~~Reclassifications ~~assets~~– ~~are~~Certain ~~comprised~~prior ofperiod ~~software~~amounts development costs and legal fees incurred in order to obtain the patent. The software development costs are capitalized in accordance with SFAS 86. Costs of producing product masters incurred subsequent to establishing technological feasibility shall be capitalized. Those costs include coding and testing performed subsequent to establishing technological feasibility. Software production costs for computer software that is to be used as an integral part of a product or process shall not be capitalized until both (a) technological feasibility has been established for the software and (b) all research and development activities for the other components of the product or process have been ~~completed.~~reclassified ~~The fees incurred in order~~ to ~~obtain~~conform ~~the patent are capitalized in accordance with SFAS 142 “Goodwill and Other Intangible Assets. This Statement applies~~ to ~~costs~~current ofyear ~~internally developing identifiable intangible assets that an entity recognizes as assets APB Opinion 17, paragraphs 5 and 6~~presentations. The Company periodically analyzes its long-lived assets for potential impairment, assessing the appropriateness of lives and recoverability of unamortized balances through measurement of undiscounted operating cash flows on a basis consistent with accounting principles generally accepted in the United States of America.

~~Amortization~~Loss per share – ~~Deferred~~Basic ~~charges~~loss ~~are~~per ~~amortized~~share has been calculated using the ~~straight-line~~weighted ~~method~~average ~~over~~number ~~six~~of ~~years~~common shares issued and outstanding during the year.

~~NOTE~~Use 2of –Estimates ~~RECENT~~- The ~~ACCOUNTING~~preparation ~~PRONOUNCEMENTS~~of the financial statements in conformity with generally accepted accounting principles requires management to make certain estimates and assumptions, where applicable, that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. While actual results could differ from those estimates, management does not expect such variances, if any, to have a material effect on the financial statements.

The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on its consolidated financial condition or the consolidated results of its operations.10

~~NOTE~~Research 3and –Development ~~RELATED~~Costs ~~PARTY~~- ~~TRANSACTIONS~~Research and development costs are expensed as incurred in accordance with generally accepted accounting principles in the United States of America. Research is planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service or a new process or technique or in bringing about a significant improvement to an existing product or process. Development is the translation of research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process whether intended for sale or use. It includes the conceptual formulation, design, and testing of product alternatives, construction of prototypes, and operation of pilot plants. It does not include routine or periodic alterations to existing products, production lines, manufacturing processes, and other on-going operations even though those alterations may represent improvements and it does not include market research or market testing activities. Elements of costs shall be identified with research and development activities as follows: The costs of materials and equipment or facilities that are acquired or constructed for research and development activities and that have alternative future uses shall be capitalized as tangible assets when acquired or constructed. The cost of such materials consumed in research and development activities and the depreciation of such equipment or facilities used in those activities are research and development costs. However, the costs of materials, equipment, or facilities that are acquired or constructed for a particular research and development project and that have no alternative future uses and therefore no separate economic values are research and development costs at the time the costs are incurred. Salaries, wages, and other related costs of personnel engaged in research and development activities shall be included in research and development costs. The costs of contract services performed by others in connection with the research and development activities of an enterprise, including research and development conducted by others in behalf of the enterprise, shall be included in research and development costs.

~~The~~Depreciation ~~Board~~– ofDepreciation ~~Directors~~is ~~previously~~computed ~~authorized~~using the ~~officers~~straight-line ofmethod over the ~~Company~~assets’ toexpected ~~receive~~useful ~~advances~~lives. ~~from~~Valuation ~~the~~of ~~Company,~~Long-Lived inAssets ~~lieu~~- ofThe ~~taking~~Company ~~compensation,~~periodically ~~under~~analyzes ~~terms~~its oflong-lived ~~promissory~~assets ~~notes~~for ~~bearing~~potential ~~5% interest~~impairment, ~~beginning~~assessing ~~January~~the 1,appropriateness ~~2006.~~of Aslives ofand ~~June~~recoverability ~~30,~~of ~~2014~~unamortized ~~and~~balances ~~December~~through ~~31,~~measurement ~~2013,~~of ~~the~~undiscounted ~~advances~~operating ~~totaled~~cash ~~$88,388~~flows ~~and~~on ~~$86,780,~~a ~~respectively.~~basis ~~These~~consistent ~~advances~~with ~~are~~accounting ~~described~~principles asgenerally ~~unpaid~~accepted ~~capital~~in ~~contributions~~the ~~for~~United ~~financial~~States ~~reporting~~of ~~purposes~~America.

~~Ronald~~Intangible ~~Carter. Under Ronald Carter’s employment agreement, he has agreed to serve as the President~~ and ~~Chief~~Other ~~Executive~~Long-Lived ~~Officer. His term of service under this agreement commenced on April 1~~Assets, ~~2010~~Net ~~and~~- ~~continues~~(Included ~~for~~in aAccounting ~~term~~Standards ofCodification ~~two~~ (2“ASC”) ~~years~~350 ~~with~~“Goodwill ~~renewal options. The agreement was amended on January 1, 2014. The amended agreement provides for a base salary of $60,000 for the first year of the term~~ and anOther ~~annual~~Intangible ~~increase~~Assets” ofpreviously atSFAS ~~least 8% thereafter~~No. ~~The~~142 ~~agreement also provides Mr. Carter with cash~~ and ~~equity~~ASC ~~incentives~~985 ~~based~~“Accounting onfor ~~performance~~Costs ~~that must be approved by the Board~~ of ~~Directors. The~~Computer ~~agreement~~Software ~~also provides for participation in the Company’ s programs~~ to ~~acquire~~be ~~options or equity incentives in common stock subject to the discretion of the Board of Directors~~Sold, ~~expense reimbursements~~Leased, ~~participation in retirement and benefit plans, paid time off and indemnification and liability coverage. The Company can terminate Mr. Carter's employment with cause,~~ or ~~without~~Otherwise ~~cause~~Marketed” ~~upon~~previously ~~certain~~SFAS ~~written notice and Mr~~No. Carter can terminate the agreement for "good reason" as defined in the agreement. There are specific severance provisions, as well as confidentiality and non-solicitation requirements resulting from any termination.86)

~~Solomon~~Intangible ~~Ali.~~assets ~~Under~~are ~~Solomon~~comprised ~~Ali's~~of ~~employment~~software ~~agreement,~~development hecosts ~~has~~and ~~agreed~~legal tofees ~~serve~~incurred asin ~~the~~order ~~Senior~~to ~~Vice~~obtain ~~President~~the patent. ~~His~~The ~~term~~software ofdevelopment ~~service~~costs ~~under~~are ~~this~~capitalized ~~agreement~~in ~~commenced~~accordance onwith ~~August~~SFAS ~~16,~~86. ~~2010~~Costs ~~and~~of ~~continues~~producing ~~for~~product amasters ~~term~~incurred ofsubsequent ~~two~~to ~~(2)~~establishing ~~years~~technological ~~with~~feasibility ~~renewal~~shall ~~options~~be ~~and~~capitalized. ~~was~~Those ~~revised~~costs oninclude ~~January~~coding 1,and ~~2012.~~testing ~~The~~performed ~~agreement~~subsequent ~~was~~to ~~amended~~establishing ~~again~~technological ~~on January 1, 2014~~feasibility.~~The~~ ~~revised~~Software ~~agreement~~production ~~provides~~costs for acomputer ~~base~~software ~~salary~~that ofis ~~$60,000~~to ~~for~~be ~~the~~used ~~first~~as ~~year~~an integral part of ~~the~~a ~~term~~product ~~and~~or anprocess ~~annual~~shall ~~increase~~not ofbe atcapitalized ~~least~~until 8%both ~~thereafter.~~(a) ~~The~~technological ~~agreement~~feasibility ~~also~~has ~~provides~~been ~~Solomon~~established ~~Ali~~for ~~with~~the ~~cash~~software and ~~equity~~(b) ~~incentives~~all ~~based~~research onand ~~performance~~development ~~that~~activities ~~must~~for bethe ~~approved~~other bycomponents of the ~~Board~~product ofor ~~Directors~~process have been completed. The ~~agreement~~fees ~~also~~incurred ~~provides~~in ~~for~~order ~~participation~~to inobtain the ~~Company’~~patent sare ~~programs~~capitalized toin ~~acquire~~accordance ~~options~~with orSFAS ~~equity~~142 ~~incentives~~“Goodwill inand ~~common~~Other ~~stock,~~Intangible ~~subject~~Assets. toThis ~~the~~Statement ~~discretion~~applies ofto ~~the~~costs ~~Board~~ of ~~Directors,~~internally ~~expense~~developing ~~reimbursements,~~identifiable ~~participation~~intangible inassets ~~retirement~~that ~~and~~an ~~benefit~~entity ~~plans,~~recognizes ~~paid~~as ~~time~~assets ~~off~~APB ~~and~~Opinion ~~indemnification~~17, ~~and~~paragraphs ~~liability~~5 ~~coverage~~and 6. The Company ~~can~~periodically ~~terminate~~analyzes ~~Solomon~~its ~~Ali's~~long-lived ~~employment~~assets ~~with~~for ~~cause~~potential impairment, orassessing ~~without~~the ~~cause~~appropriateness ~~upon~~of ~~certain~~lives ~~written notice~~ and ~~Solomon~~recoverability ~~Ali~~of ~~can~~unamortized ~~terminate~~balances ~~the~~through ~~agreement~~measurement ~~for~~of ~~"good~~undiscounted ~~reason"~~operating ascash ~~defined~~flows inon ~~the~~a ~~agreement.~~basis ~~There~~consistent ~~are~~with ~~specific~~accounting ~~severance~~principles ~~provisions,~~generally asaccepted ~~well~~in asthe ~~confidentiality~~United ~~and~~States ~~non-solicitation~~of ~~requirements resulting from any termination~~America.

On October 5, 2010, the Company received notice that a claim for judgment had been filed in Mecklenburg County by a shareholder for the note that was in default as of May 2010. On January 7, 2011, the note holder amended the filing to include the personal loan. The amount of the claim was $100,996, plus interest at 8% and legal costs. On the 10th day of May 2011, a summary judgment was entered on behalf of the plaintiff against Mr. Carter and the Company. On the 4th day of August 2011, the Company reached an agreement with a third party to negotiate and acquire the judgment award and to agree to a convertible note from the Company for its services. The total value of the convertible note is $144,067 including interest, of which the Company has received a promissory note from Mr. Carter for $112,663 for the part of the judgment, interest and fees that was from the personal promissory note that the Company guaranteed.11

On – ~~August~~Deferred 4,charges ~~2011,~~are ~~the~~amortized ~~Company~~using ~~issued 6,600,000 restricted common shares to~~ the ~~officers~~straight-line ofmethod ~~the Company, for contributions to the Company~~ over ~~the~~six ~~past year~~years. ~~The shares were recorded at the market price on the date of issue of an aggregate of $340,000 (Also See Note 8).~~

OnNOTE ~~October 1, 2011, the Company entered into a two (~~2) ~~year~~– ~~convertible~~RECENT ~~Promissory~~ACCOUNTING ~~Note~~PRONOUNCEMENTS with its President and CEO, Ronald Carter for $92,308 at 10% interest for the balance of the accrued compensation owed to him for the fiscal year 2010 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $.005. On March 30, 2012, this Note was converted to 18,461,544 and reduced our Long Term Notes by $92,308.

OnThe ~~October 1, 2011, the~~ Company ~~entered~~has ~~into~~reviewed aall ~~two~~recently ~~(2) year convertible Promissory Note with its Vice President~~issued, ~~Solomon~~but ~~Ali~~not ~~for~~yet ~~$46~~effective,~~154~~ ataccounting ~~10%~~pronouncements ~~interest~~and ~~for~~does ~~the~~not ~~accrued~~believe ~~compensation owed to him for~~ the ~~fiscal~~future ~~year~~adoption ~~2010~~of inany ~~accordance~~such ~~with~~pronouncements ~~his~~may ~~Employment~~be ~~Agreement.~~expected ~~The holder has the right~~ to ~~convert~~cause ~~the~~a ~~note~~material toimpact ~~common~~on ~~stock~~its atconsolidated ~~$.005.~~financial Oncondition ~~March~~or ~~30,~~the ~~2012,~~consolidated ~~this~~results ~~Note~~of ~~was~~its ~~converted to 9~~operations,~~230,768~~ ~~and~~except ~~reduced~~the ~~our Long Term Notes by $46,154.~~following:

OnJune ~~April~~2014 1,-Accounting ~~2012,~~Standards ~~the~~Update ~~Company~~2014-10 ~~entered~~Development ~~into~~Stage aEntities ~~two~~ (2Topic 915) ~~year~~Elimination ~~convertible Promissory Note with its President and CEO, Ronald Carter for $200,000 at 10% interest for the balance~~ of ~~the~~Certain ~~accrued~~Financial ~~compensation~~Reporting ~~owed to him for the fiscal year 2011 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $.005. On February 1~~Requirements, ~~2014,~~Including ~~this~~an ~~note~~Amendment ~~was assigned~~ to anVariable ~~unrelated~~Interest ~~third~~Entities ~~party,~~Guidance ~~who~~ in ~~turn~~Topic ~~assigned the note to the licensee. On February 10~~810, ~~2014, the licensee returned this note to the Company as partial consideration for the exclusive license agreement~~Consolidation. ~~This reduced our Notes by $200,000 and generated other income of $200,000.~~

OnThe ~~April~~objective 1,of ~~2012,~~ the ~~Company~~amendments ~~entered~~in ~~into~~this aUpdate ~~two~~is ~~(2)~~to ~~year~~improve ~~convertible~~financial ~~Promissory~~reporting ~~Note~~by ~~with~~reducing ~~its~~the ~~Vice~~cost ~~President,~~and ~~Solomon~~complexity ~~Ali~~associated ~~for~~with ~~$174,000~~the atincremental ~~10%~~reporting ~~interest~~requirements for ~~the~~development ~~accrued~~stage ~~compensation~~entities. ~~owed~~Users toof ~~him~~financial ~~for~~statements ~~the~~of ~~fiscal~~development ~~year~~stage ~~2011~~entities intold ~~accordance~~the ~~with~~Board ~~his~~that ~~Employment~~the ~~Agreement.~~development ~~The~~stage ~~holder~~entity ~~has~~distinction, the ~~right~~ inception-to-date ~~convert~~information, ~~the~~and ~~note~~certain toother ~~common~~disclosures ~~stock~~currently atrequired $under U.~~005~~S. Ongenerally ~~February~~accepted 1,accounting ~~2014,~~principles ~~this~~(GAAP) ~~note~~in ~~was~~the ~~assigned~~financial tostatements anof ~~unrelated~~development ~~third~~stage ~~party,~~entities ~~who~~provide ininformation ~~turn~~that ~~assigned~~has ~~the~~limited ~~note~~relevance toand ~~the~~is ~~licensee~~generally not decision useful. OnAs ~~February~~a 10result, ~~2014,~~ the ~~licensee~~amendments 5in ~~returned~~ this ~~note~~Update toremove ~~the~~all ~~Company~~incremental asfinancial ~~partial~~reporting ~~consideration~~requirements ~~for~~from ~~the~~U.S. ~~exclusive~~GAAP ~~license~~for ~~agreement.~~development ~~This~~stage ~~reduced~~entities, ~~our~~thereby ~~Notes~~improving financial reporting by ~~$174,000~~eliminating the cost and ~~generated~~complexity ~~other~~associated ~~income~~with ofproviding ~~$174,000~~that information.

OnThe ~~September~~amendments ~~30,~~in ~~2013~~this ~~the~~Update ~~Company~~also ~~entered~~eliminate ~~into~~an aexception ~~three~~provided ~~(3)~~to ~~year~~development ~~convertible~~stage ~~Promissory~~entities ~~Note~~in ~~with~~Topic ~~its~~810, ~~President and CEO~~Consolidation, ~~Ronald Carter~~ for ~~$140,806~~determining atwhether ~~10%~~an ~~interest~~entity ~~for~~is ~~the~~a ~~accrued~~variable ~~compensation~~interest ~~owed~~entity toon ~~him~~the ~~for~~basis of the ~~fiscal~~amount ~~year~~of ~~2012~~investment inequity ~~accordance~~that ~~with~~is ~~his~~at ~~Employment Agreement~~risk. The ~~holder~~amendments ~~has~~to ~~the~~eliminate ~~right~~that toexception ~~convert~~simplify ~~the~~U.S. ~~note~~GAAP toby ~~common~~reducing ~~stock~~avoidable atcomplexity ~~$0.005~~in ~~per~~existing ~~share.~~accounting Onliterature ~~February~~and 1,improve ~~2014,~~the ~~this~~relevance ~~note~~of ~~was~~information ~~assigned~~provided to anfinancial ~~unrelated~~statement ~~third~~users ~~party,~~by ~~who~~requiring inthe ~~turn~~application ~~assigned~~of the ~~note~~same toconsolidation ~~the~~guidance ~~licensee.~~by Onall ~~February~~reporting ~~10,~~entities. ~~2014,~~The ~~the~~elimination ~~licensee~~of ~~returned~~the ~~this~~exception ~~note~~may tochange the ~~Company~~consolidation asanalysis, ~~partial~~consolidation ~~consideration~~decision, ~~for~~and ~~the~~disclosure ~~exclusive~~requirements ~~license~~for ~~agreement.~~a ~~This~~reporting ~~reduced~~entity ~~our~~that ~~Notes~~has byan ~~$140,806~~interest ~~and~~in ~~generated~~an ~~other~~entity ~~income~~in ofthe ~~$140,806~~development stage.

OnNOTE ~~September 30, 2013 the Company entered into a three (~~3) ~~year~~– ~~convertible~~RELATED ~~Promissory~~PARTY Note with its Senior Vice President, Solomon Ali for $200,000 at 10% interest for the accrued compensation owed to him for the fiscal year 2012 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share. On February 1, 2014, this note was assigned to an unrelated third party, who in turn assigned the note to the licensee. On February 10, 2014, the licensee returned this note to the Company as partial consideration for the exclusive license agreement. This reduced our Notes by $200,000 and generated other income of $200,000.TRANSACTIONS

OnThe ~~December~~Board ~~31,~~of ~~2013~~Directors previously authorized the ~~Company~~officers ~~entered~~of ~~into~~the ~~three,~~Company ~~three~~to ~~(3)~~receive ~~year~~advances ~~convertible~~from ~~Promissory~~the ~~Note~~Company, ~~with~~in ~~its~~lieu ~~President~~of ~~and~~taking ~~CEO~~compensation, ~~Ronald~~under ~~Carter~~terms ~~for~~of ~~$112,663,~~promissory ~~$59,194~~notes ~~and~~bearing $5~~,643, each at 10~~% interest, ~~for~~beginning ~~the~~January ~~accrued~~1, ~~compensation owed to him for the fiscal year 2013 in accordance with his Employment Agreement~~2006. ~~The~~As ~~holder~~of ~~has~~September ~~the~~30, ~~right~~2014 toand ~~convert~~December ~~the note to common stock at $0.005 per share. On February 1~~31, ~~2014~~2013, ~~one of~~ the ~~notes~~advances ~~were~~totaled ~~assigned to an unrelated third party~~$89,192 ~~who~~and ~~in turn assigned the note to the licensee. On February 10~~$86, ~~2014~~780, ~~the~~respectively. ~~licensee~~These ~~returned~~advances ~~this~~are ~~note~~described ~~to the Company~~ as ~~partial~~unpaid ~~consideration~~capital contributions for ~~the~~financial ~~exclusive~~reporting ~~license agreement~~purposes. ~~This reduced our Notes by $59,194 and generated other income of $59,194.~~

OnRonald ~~December~~Carter. 31Under Ronald Carter’s employment agreement, ~~2013~~he ~~the~~has ~~Company~~agreed ~~entered~~to ~~into~~serve ~~two,~~as ~~three~~the ~~(3)~~President ~~year~~and ~~convertible~~Chief ~~Promissory~~Executive ~~Note~~Officer. ~~with~~His ~~its~~term ~~Senior~~of ~~Vice~~service ~~President,~~under ~~Solomon~~this ~~Ali~~agreement ~~for~~commenced ~~$126,000~~on ~~and~~April ~~$74~~1,~~000,~~ ~~each~~2010 atand ~~10%~~continues ~~interest~~ for ~~the~~a ~~accrued~~term ~~compensation~~of ~~owed~~two to(2) ~~him~~years ~~for~~with ~~the~~renewal ~~fiscal~~options. ~~year~~The ~~2013~~agreement inwas ~~accordance~~amended ~~with~~on ~~his~~January ~~Employment~~1, ~~Agreement~~2014. The ~~holder~~amended ~~has~~agreement provides for a base salary of $60,000 for the ~~right~~first toyear ~~convert~~of the ~~note~~term toand ~~common~~an ~~stock~~annual increase of at ~~$0.005~~least ~~per~~8% ~~share~~thereafter. OnThe ~~February~~agreement 1,also ~~2014,~~provides ~~one~~Mr. ofCarter ~~the~~with ~~notes~~cash ~~were~~and ~~assigned~~equity toincentives anbased ~~unrelated~~on ~~third~~performance ~~party,~~that ~~who~~must inbe ~~turn~~approved ~~assigned~~by the ~~note~~Board toof ~~the licensee~~Directors. The Onagreement ~~February~~also ~~10,~~provides ~~2014,~~for ~~the~~participation ~~licensee~~in ~~returned~~the ~~this~~Company’ ~~note~~s programs to ~~the~~acquire ~~Company~~options asor ~~partial~~equity ~~consideration~~incentives ~~for~~in ~~the~~common ~~exclusive~~stock ~~license~~subject ~~agreement.~~to ~~This~~the ~~reduced~~discretion ~~our~~of ~~Notes~~the byBoard ~~$126~~of Directors,~~000~~ ~~and~~expense ~~generated~~reimbursements, ~~other~~participation ~~income~~in ofretirement ~~$126~~and benefit plans,~~000~~ paid time off and indemnification and liability coverage. The Company can

~~NOTE 4 – ACCOUNTS PAYABLE~~12

Accounts payable consist of the following:		06/30/14		12/31/13
Professional fees	$	177,355	$	133,852
Other		21,684		14,173
Legal fees		109,554		103,316
Consulting fees		8,200		8,200
	$	316,973	$	259,541

terminate Mr. Carter's employment with cause, or without cause upon certain written notice and Mr. Carter can terminate the agreement for "good reason" as defined in the agreement. There are specific severance provisions, as well as confidentiality and non-solicitation requirements resulting from any termination.

~~NOTE~~Solomon 5Ali. –Under ~~COMITMENTS~~Solomon ~~AND~~Ali's ~~CONTENGINCIES~~employment agreement, he has agreed to serve as the Senior Vice President. His term of service under this agreement commenced on August 16, 2010 and continues for a term of two (2) years with renewal options and was revised on January 1, 2012. The agreement was amended again on January 1, 2014.The revised agreement provides for a base salary of $60,000 for the first year of the term and an annual increase of at least 8% thereafter. The agreement also provides Solomon Ali with cash and equity incentives based on performance that must be approved by the Board of Directors. The agreement also provides for participation in the Company’ s programs to acquire options or equity incentives in common stock, subject to the discretion of the Board of Directors, expense reimbursements, participation in retirement and benefit plans, paid time off and indemnification and liability coverage. The Company can terminate Solomon Ali's employment with cause, or without cause upon certain written notice and Solomon Ali can terminate the agreement for "good reason" as defined in the agreement. There are specific severance provisions, as well as confidentiality and non-solicitation requirements resulting from any termination.

~~Liabilities~~On ~~for~~October ~~loss~~5, ~~contingencies~~2010, ~~arising~~the ~~from~~Company ~~claims,~~received ~~assessments,~~notice ~~litigation,~~that ~~fines~~a ~~and~~claim ~~penalties~~for ~~and~~judgment ~~other~~had ~~sources~~been ~~are~~filed ~~recorded~~in ~~when~~Mecklenburg itCounty isby ~~probable~~a shareholder for the note that awas ~~liability~~in ~~has~~default ~~been~~as ~~incurred~~of ~~and~~May 2010. On January 7, 2011, the note holder amended the filing to include the personal loan. The amount of the ~~assessment~~claim ~~and/or~~was ~~remediation~~$100,996, ~~can~~plus beinterest ~~reasonably~~at ~~estimated~~8% and legal costs. ~~Recoveries~~ ~~from~~On ~~third~~the ~~parties~~10th day of May 2011, ~~which~~a ~~are~~summary ~~probable~~judgment was entered on behalf of ~~realization~~the ~~are~~plaintiff ~~separately~~against ~~recorded,~~Mr. Carter and ~~are~~the ~~not~~Company. ~~offset~~On ~~against~~ the ~~related~~4th ~~liability~~day of August 2011, inthe ~~accordance~~Company reached an agreement with ~~FASB~~a ~~ASC~~third ~~210-10-05-3,~~party ~~“Offsetting~~to ofnegotiate ~~Amounts~~and ~~Related~~acquire the judgment award and to ~~Certain~~agree ~~Contracts~~to a convertible note from the Company for its services.” The ~~Company~~total value of the convertible note is $144,067 including interest, of which the ~~plaintiff~~Company inhas received a ~~lawsuit~~promissory ~~seeking~~note ~~damages~~from ~~against~~Mr. Carter for $112,663 for the ~~law~~part ~~firm~~of ~~retained~~the tojudgment, ~~file~~interest ~~for~~and ~~“EyeTalk®”~~fees ~~product~~that ~~patent~~was from the personal promissory note that the Company guaranteed.

~~For~~On ~~several~~August ~~years~~4, 2011, the Company ~~has~~issued ~~been~~6,600,000 ~~engaged~~restricted incommon ~~litigation~~shares ~~against its former patent attorneys for malpractice arising from a missed filing deadline relating~~ to ~~obtaining~~the ~~patents~~officers ~~for~~of the Company’s, ~~core~~for ~~technologies~~contributions ~~outside~~to the ~~United~~Company ~~States. After a two-year fight~~ over ~~jurisdiction in~~ the ~~case,~~past ~~including~~year. ~~wins~~The ~~for~~shares ~~the~~were ~~Company~~recorded at the ~~trial~~market ~~court~~price ~~and~~on at the ~~North~~date ~~Carolina~~of ~~Court~~issue of ~~Appeals,~~an ~~the~~aggregate ~~case~~of ~~was~~$340,000 ~~remanded~~(Also toSee ~~the~~Note ~~trial court for further~~ 8).

7On October 1, 2011, the Company entered into a two (2) year convertible Promissory Note with its President and CEO, Ronald Carter for $92,308 at 10% interest for the balance of the accrued compensation owed to him for the fiscal year 2010 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $.005. On March 30, 2012, this Note was converted to 18,461,544 and reduced our Long Term Notes by $92,308.

~~proceedings. Unfortunately,~~On ~~the~~October ~~trial~~1, ~~court dismissed the case on a technicality~~2011, ~~potentially ending~~ the ~~case. The~~ Company's ~~trial~~entered ~~counsel~~into ~~has~~a ~~assured~~two ~~the~~(2) ~~Company~~year ~~that~~convertible ~~the~~Promissory ~~judge's~~Note ~~ruling~~with isits ~~contrary~~Vice toPresident, ~~law~~Solomon ~~and~~Ali ~~that good grounds exist~~ for ~~appeal. An~~$46,154 ~~appeal~~at ~~was~~10% ~~filed~~interest infor ~~November~~the ~~2012.~~accrued ~~The~~compensation ~~North~~owed ~~Carolina~~to ~~Court~~him offor ~~Appeals reviewed~~ the ~~Company’s~~fiscal ~~appeal~~year on2010 ~~February~~in ~~12,~~accordance ~~2013.~~with ~~The~~his ~~results~~Employment ~~of the appeal were filed on May 7, 2013~~Agreement. The ~~Court~~holder ofhas ~~Appeals reversed~~ the ~~dismissal~~right into ~~part.~~convert ~~The~~the ~~Court~~note ~~ruled~~to ~~that~~common ~~tort~~stock ~~claims~~at ~~are~~$.005. ~~not~~On ~~assignable~~March ~~in North Carolina~~30, ~~therefore~~2012, ~~the~~this ~~plaintiff~~Note ~~in the case will remain Ron Carter. Management believes the fact that the Company~~ was ~~dismissed~~converted ~~is not really significant at all, because the claims in the suit will be maintained and the case continues~~ to ~~be litigated. The Court also affirmed that the uninvolved individual defendants~~9, ~~Clements and Bernard~~230,768 ~~are not individually liable for Dougherty's~~ and ~~Brockington's~~reduced ~~malpractice,~~our ~~which~~Long ~~management~~Term ~~believes~~Notes isby ~~irrelevant~~$46,154.

~~The~~On ~~Company~~April ~~also~~1, ~~sued~~2012, ~~Emmanuel~~the ~~Ozoeneh~~Company inentered ~~federal~~into ~~court. Mr. Ozoeneh was~~ a ~~former~~two ~~business~~(2) ~~partner~~year inconvertible aPromissory ~~prior~~Note ~~business~~with ~~venture~~its ~~with~~President ~~our~~and CEO, ~~Ron~~Ronald Carter. ~~Mr.~~for ~~Ozoeneh~~$200,000 ~~began~~at ~~making~~10% ~~false~~interest ~~claims~~for ~~that he was~~ the ~~inventor~~balance of the ~~EyeTalk®~~accrued ~~system.~~compensation ~~RCI~~owed ~~filed~~to ~~suit~~him infor ~~federal~~the ~~court~~fiscal toyear ~~have~~2011 ~~Mr.~~in ~~Carter~~accordance ~~declared~~with ~~the~~his ~~sole~~Employment ~~inventor~~Agreement. ~~This~~The ~~case~~holder has ~~been~~the ~~resolved~~right to convert the ~~satisfaction~~note ofto ~~the~~common ~~Company.~~stock ~~The~~at ~~terms~~$.005. ofOn ~~the~~February ~~agreement~~1, ~~are confidential~~2014, ~~but~~this ~~the~~note ~~result~~ was ~~that~~assigned ~~Ronald~~to ~~Carter~~an ~~and~~unrelated ~~the~~third ~~Company~~party, ~~were~~who ~~declared~~in asturn assigned the ~~sole~~note ~~inventor and retains all rights~~ to the ~~patent(s) for the EyeTalk® system~~licensee. ~~The~~ ~~Company~~On isFebruary ~~currently~~10, in2014, ~~default on~~ the ~~agreement~~licensee ~~and~~returned isthis ~~working to resolve the default.~~

On October 5, 2010, the Company received notice that a claim for judgment had been filed in Mecklenburg County by a shareholder for the Note that was in default as of May 2010. On January 7, 2011, the note holder amended the filing to include the personal loan. The amount of the claim was $100,996, plus interest at 8% and legal costs. On the 10th day of May 2011, a summary judgment was entered on behalf of the plaintiff against Mr. Carter and the Company. On the 4th day of August 2011, the Company reached an agreement with a third party to negotiate and acquire the judgment award and to agree to a convertible note from the Company for its services. The total value of the convertible note is $144,067 including interest, of which the Company has received a promissory note from Mr. Carter for $112,663for the part of the judgment, interest and fees that was from the personal promissory note that the Company guaranteed.13

~~Omnisun~~note ~~Azali~~to ~~vs.~~the ~~Claude~~Company Das partial consideration for the exclusive license agreement. ~~McDougal~~This reduced our Notes by $200,000 and USgenerated ~~Financial~~other ~~Consultants~~income ~~LLC~~of $200,000.

On ~~January~~April 301, ~~2013~~2012, athe ~~final~~Company ~~order~~entered ~~was~~into ~~filed~~a intwo ~~the~~(2) ~~Superior~~year ~~Court~~convertible ofPromissory ~~Mecklenburg~~Note ~~County~~with ~~North~~its ~~Carolina~~Vice ~~against~~President, aSolomon ~~former~~Ali ~~officer~~for ~~and director~~$174,000 ~~Mr.~~at ~~Claude~~10% ~~McDougal. The~~interest ~~final~~for ~~Order~~the ~~was~~accrued ~~for~~compensation aowed ~~judgment~~to ~~against~~him ~~Mr.~~for ~~McDougal~~the ~~and~~fiscal USyear ~~Financial~~2011 ~~Consulting,~~in ~~LLC,~~accordance bywith anhis ~~unrelated~~Employment ~~third party~~Agreement. The ~~Company~~holder ~~received~~has athe ~~copy~~right ofto convert the ~~notice~~note ~~and~~to ~~has~~common ~~been~~stock ~~instructed~~at by$.005. ~~the~~On ~~court~~February 1, 2014, this note was assigned to ~~forward~~an ~~any~~unrelated ~~property~~third party, ~~monies~~who ~~and~~in orturn ~~membership~~assigned ~~interest~~the ~~due~~note to Mrthe licensee. ~~McDougal~~On toFebruary ~~the~~10, ~~defendant~~2014, upthe licensee returned this note to ~~and~~the ~~including~~Company ~~principal;~~as ~~accumulated~~partial ~~interest;~~consideration ~~attorney’s~~for ~~fees~~the exclusive license agreement. This reduced our Notes by $174,000 and ~~court~~generated ~~costs~~other income of $~~142~~174,~~150~~000.

On ~~February~~September 1230, 2013, the Company ~~received~~entered ~~notice~~into ~~that~~ a ~~petitioner~~three ~~had~~(3) ~~been~~year ~~issued~~convertible aPromissory ~~summary~~Note ~~judgment~~with ~~against~~its President and CEO, Ronald Carter for $140,806 at 10% interest for the ~~Company~~accrued compensation owed to him for the fiscal year 2012 in accordance with his Employment Agreement. The holder has the ~~amount~~right ofto convert the note to common stock at $~~6,485~~0.~~96,~~005 ~~including~~per $share. On February 1,~~250~~ 2014, this note was assigned to an unrelated third party, who in turn assigned the note to the licensee.00 ~~attorney~~On ~~fees~~February 10, ~~plus~~2014, ~~interest~~the licensee returned this note to the Company as partial consideration for the exclusive license agreement. This reduced our Notes by $140,806 and generated other income of $140,806.

On September 30, 2013, the Company ~~complied~~entered into a three (3) year convertible Promissory Note with ~~this~~its ~~notice~~Senior ~~and~~Vice ~~assigned~~President, Solomon Ali for $~~142~~200,~~150~~000 ofat ~~Mr.~~10% ~~McDougal’s~~ interest for the accrued compensation owed to him for the fiscal year 2012 in aaccordance with his Employment Agreement. The holder has the right to convert the note ~~for~~to ~~unpaid~~common ~~salary~~stock ~~that~~at ~~was~~$0.005 ~~dated~~per ~~April~~share. 26On February 1, ~~2013~~2014, this note was assigned to ~~Omnisun~~an ~~Azali~~unrelated third party, ~~per~~who in turn assigned the ~~courts~~note ~~instructions~~to the licensee. ~~The~~On ~~original~~February ~~note~~10, ~~assignment~~2014, ~~was~~the ~~mailed~~licensee returned this note to ~~Omnisun~~the ~~Azali~~Company ~~shortly~~as ~~after~~partial ~~issuance~~consideration for the exclusive license agreement. This reduced our Notes by $200,000 and generated other income of $200,000.

~~Omnisun~~On ~~Azali~~December vs31, 2013 the Company entered into three, three (3) year convertible Promissory Note with its President and CEO, Ronald Carter for $112,663, $59,194 and $5,643, each at 10% interest for the accrued compensation owed to him for the fiscal year 2013 in accordance with his Employment Agreement. ~~Revolutionary~~The ~~Concepts~~holder has the right to convert the note to common stock at $0.005 per share. On February 1, ~~Inc~~2014, one of the notes were assigned to an unrelated third party, who in turn assigned the note to the licensee. On February 10, et2014, althe licensee returned this note to the Company as partial consideration for the exclusive license agreement. This reduced our Notes by $59,194 and generated other income of $59,194.

On ~~April~~December 2331, ~~2014~~2013 ~~both~~the ~~Ron~~Company ~~Carter~~entered ~~and~~into two, three (3) year convertible Promissory Note with its Senior Vice President, Solomon Ali ~~appeared~~for ~~before~~$126,000 ~~the~~and ~~Civil~~$74,000, ~~Superior~~each ~~Court~~at of10% ~~Mecklenburg~~interest ~~County~~for ~~concerning~~ the ~~matter~~accrued ofcompensation ~~Omnisun~~owed ~~Azali~~to vshim ~~Claude~~for ~~McDougal~~the ~~and~~fiscal USyear ~~Financial~~2013 ~~Consultants~~in accordance with his Employment Agreement. AThe ~~hearing~~holder has ~~been~~the ~~scheduled~~right ~~for~~to ~~June~~convert ~~2014~~the note to ~~determine~~common ifstock ~~Carter~~at ~~and~~$0.005 ~~Ali~~per ~~are~~share. inOn ~~contempt~~February ~~for~~1, ~~failure~~2014, one of the notes were assigned to ~~cause~~an ~~Revolutionary~~unrelated ~~Concepts~~third party, ~~Inc.~~who in turn assigned the note to ~~take~~the licensee. On February 10, 2014, the ~~actions~~licensee ~~ordered~~returned bythis note to the ~~Mecklenburg~~Company ~~County~~as ~~Superior~~partial ~~Court~~consideration infor ~~its~~the ~~order~~exclusive ~~dated~~license ~~January~~agreement. ~~30,~~This ~~2013~~reduced our Notes by $126,000 and ~~filed~~generated onother ~~the~~income ~~same~~of ~~date~~$126,000.

It has consistently been Revolutionary Concepts position that it has performed its obligation to Mr. Azali and the Court’s order with the issuance and delivery of a certain promissory note dated April 26, 2013 and recorded in the company’s 10Q filing dated June 30, 2013. The note was later amended on September 30, 2013 and recorded in the company’s 10Q filing dated September 30, 2013.14

~~Resolution~~NOTE of4 ~~Case.~~– ~~Rainco~~ACCOUNTS Industries Inc., Revolutionary Concepts Inc., and the named Directors and Officers of each company have resolved all claims with Omnisun Azali in the filed cases in the states of Ohio and North Carolina. Documents in resolution of the case have been circulated for execution. A Vacation of the Judgment, (“vacated judgment”), and Orders and dismissal of the underlying cases with prejudice are expected by the Resolution Agreement. A vacated judgment is usually the result of the judgment of an appellate court, which overturns, reverses, cancels, nullifies or sets aside a previous judgment of a lower court, rendering it legally null and void.PAYABLE

NOTE 6 – INTELLECTUAL PROPERTY


Accounts payable consist of the following:
		09/30/14		12/31/13
Professional fees	$	206,444	$	133,852
Other		5,128		14,173
Legal fees		155,630		103,316
Consulting fees		8,550		8,200
	$	375,753	$	259,541

~~The~~NOTE patent number US 7,193644 B2, for the prototype was successfully obtained on March 20, 2007. In accordance with FASB ASC 210-10-05-3, the Company has established a technological feasibility date on July 21, 2004, the date that Phase I was delivered and presented. The software development costs have been analyzed and it has been determined that all software development costs were incurred subsequent to the feasibility date. The useful life of capitalized software costs has been assumed to be 5 ~~years. Total~~– ~~software~~COMMITMENTS ~~development~~AND ~~costs~~CONTINGENCIES were $32,200 and the appropriate minimum amortization has been taken, also in accordance with FASB ASC 210-10-05-3. The following additional patents have now been awarded. U.S. Patent 8,139,098; U.S. Patent 8,144,183; U.S. Patent 8,144,184; U.S. Patent 8,154,581; U.S. Patent 8,164,614; U.S. Patent 8,016,676 B2. The company has patent pending applications related to; (a) video system for individually selecting and viewing events at a venue; (b) medical monitoring; and (c) real estate audio-video monitoring.

~~Patent~~Liabilities ~~was~~for ~~comprised~~loss contingencies, arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the ~~following~~assessment ~~amounts~~and/or asremediation ofcan ~~June~~be 30reasonably estimated. Recoveries from third parties, ~~2014~~which are probable of realization are separately recorded, and ~~December~~are 31not offset against the related liability, ~~2013~~in accordance with FASB ASC 210-10-05-3, ~~respectively:~~“Offsetting of Amounts Related to Certain Contracts.” The Company is the plaintiff in a lawsuit seeking damages against the law firm retained to file for “EyeTalk®” product patent.

Patent costs	116,450		116,450
Accumulated amortization	(100,610	)	(97,804	)
Total Patent Costs net of accumulated amortization	15,831		18,645

For several years, RCI has been engaged in litigation against its former patent attorneys for malpractice arising from a missed filing deadline relating to obtaining patents for RCI's core technologies outside the United States. After a two-year fight over jurisdiction in the case, including wins for RCI at the trial court and at the North Carolina Court of Appeals, the case was remanded to the trial court for further proceedings. Unfortunately, the trial court dismissed the case on a technicality, potentially ending the case. An appeal was filed in November 2012. The North Carolina Court of Appeals reviewed the Company’s appeal on February 12, 2013. The results of the appeal were filed on May 7, 2013. The Court of Appeals reversed the dismissal in part. The Court ruled that tort claims are not assignable in North Carolina, therefore, the plaintiff in the case will remain Ron Carter. The Company is reviewing any possible remaining claims it may have for legal negligence. Management believes that the fact that the Company was dismissed is not really significant at all, because the claims in the suit will be maintained and the case continues to be litigated through Mr. Carter’s personal claim for damages, as the original patent applicant. The Court also affirmed that the uninvolved individual defendants, Clements and Bernard, are not individually liable for Dougherty's and Brockington's malpractice which management believes is irrelevant. This case involves the international patents and not the United States patents that have been awarded.

~~NOTE~~The 7Company –also ~~COMMON~~sued ~~STOCK~~Emmanuel ~~SHARES~~Ozoeneh ~~FOR~~in ~~SERVICES~~federal ~~RECEIVED~~court. Mr. Ozoeneh was a former business partner in a prior business venture with our CEO Ron Carter. Mr. Ozoeneh began making false claims that he was the inventor of the EyeTalk® system. RCI filed suit in federal court to have Mr. Carter declared the sole inventor. This case has been resolved to the satisfaction of the Company. The terms of the agreement are confidential, but the result was that Ronald Carter and the Company were declared as the sole inventor and retains all rights to the patent(s) for the EyeTalk® system. The Company is currently in default on the agreement and is working to resolve the default.

On ~~June~~October 255, ~~2013~~2010, the Company ~~issued~~received ~~84,000~~notice ~~restricted~~that ~~common~~a ~~shares~~claim for ~~professional~~judgment ~~services~~had ~~provided~~been tofiled in Mecklenburg County by a shareholder for the ~~Company~~note ~~and~~that ~~expensed~~was in ~~2012~~default as of May 2010. ~~The~~ ~~issuance~~On ~~reduced~~January 7, 2011, the ~~Company’s~~note ~~prepaid~~holder ~~expenses~~amended bythe afiling ~~total~~to ofinclude ~~$504~~the personal loan. The amount of the claim was

~~NOTE 8 – CONVERSION OF DEBT TO EQUITY~~ 15

~~From~~$100,996, ~~May~~plus 3interest ~~through~~at 8% and legal costs. On the 10th day of May 202011, ~~2013,~~a summary judgment was entered on behalf of the plaintiff against Mr. Carter and the Company. ~~received~~On ~~notices~~the 4th day of ~~partial~~August ~~conversion~~2011, ~~from~~the Company reached an ~~unrelated~~agreement with a third party asto ~~part~~negotiate ofand acquire the judgment award and to agree to a convertible note ~~originally~~from ~~issued~~the onCompany ~~October~~for ~~12,~~its ~~2012~~services. The A total value of the convertible note is $32144,~~500~~067 ~~and~~including ~~accumulated~~ interest, of ~~$1,300~~which ~~was~~the ~~converted~~Company ~~and~~has ~~35,149,254~~received ~~restricted~~a ~~common~~promissory ~~shares~~note ~~were~~from ~~issued,~~Mr. ~~which~~Carter ~~leaves~~for a$112,663 ~~remaining~~for ~~principal~~the ~~balance~~part of ~~$0.~~the ~~This~~judgment, ~~conversion~~interest ofand ~~debt~~fees ~~reduced~~that was from the ~~Company~~personal ~~notes~~promissory ~~payables~~note ~~$32,500~~that the Company guaranteed.

OnThe ~~July~~Company ~~18,~~has ~~2013~~also completed the ~~Company~~acquisition ~~received~~of ~~notices~~Greenwood ofFinance ~~partial~~Group, ~~conversion~~LLC. ~~from~~The anCompany ~~unrelated~~and ~~third~~Rainco ~~party~~Industries, asInc. ~~part~~entered ofinto a ~~note~~Member ~~originally~~Interest ~~issued~~Purchase onAgreement, ~~August~~(the ~~30,~~“Purchase ~~2012.~~Agreement”) Adated ~~total~~as of ~~$20~~December 7,~~000~~ ~~was~~2012, ~~converted~~in towhich 18the Company purchased from Rainco Industries,~~181,818~~ ~~restricted~~Inc. ~~common~~all ~~shares~~the ~~(which~~issued ~~was~~and ~~originally~~outstanding ~~submitted~~member oninterests ~~May~~in ~~24,~~Greenwood ~~2013)~~Finance Group, ~~which~~LLC. ~~leaves~~The aCompany ~~remaining~~remains ~~principal~~committed ~~balance~~to its acquisition of ~~$26,600.~~Greenwood ~~This~~Finance ~~conversion~~Group, ofLLC ~~debt~~and ~~reduced~~although ~~our~~interest ~~notes~~payments ~~payables~~have ~~$20~~been delayed,~~000~~ the Company is optimistic that initial payments will commence soon.

~~From~~As ~~August~~part 20of ~~through~~this ~~September 6~~acquisition, ~~2013,~~ the Company ~~received~~has ~~notices~~an ofobligation ~~partial~~to ~~conversion~~pay ~~from~~a anquarterly ~~unrelated~~and ~~third~~cumulative ~~party~~Preferred asStock ~~part~~dividend based on the number of aoutstanding ~~note~~unconverted ~~originally~~Preferred ~~issued~~Shares onheld ~~January~~by 17Rainco Industries, ~~2013~~Inc. AAlthough, ~~total~~the full amount of ~~$42,500~~the ~~and~~dividend ~~accumulated~~has ~~interest~~not ofbeen $1paid to date,~~700~~ ~~was~~we ~~converted~~do ~~and~~have 70a contingent liability under the agreement to pay this dividend,~~131,842~~ ~~restricted~~as ~~common~~funds ~~shares~~become ~~were~~available. ~~issued~~Both parties agree that dividend payments may be made in the form of cash, ~~which~~common ~~leaves~~stock, apreferred ~~remaining~~stock, ~~principal~~or ~~balance~~any combination of $0the foregoing. We ~~This~~will ~~conversion~~record the dividends as they are paid. As of ~~debt~~September ~~reduced~~30, 2014, the ~~Company~~cumulative ~~notes~~total ~~payables~~dividend paid totals $4233,~~500.~~000, with an accumulated unpaid balance of $3,117,000.

On ~~September~~February 2412, 2013, the Company received a notice ofthat ~~conversion~~a ~~from~~petitioner anhad ~~unrelated~~been ~~third party as part of note originally~~ issued to a ~~non-related~~summary ~~third~~judgment ~~party~~against onthe ~~February~~Company ~~28,~~in ~~2013.~~the Aamount ~~total~~ of $126,~~898~~485.~~04 was converted and 16~~96,~~122,550~~ ~~restricted~~including ~~common shares were issued, which leaves a remaining principal balance of~~ $01,250.00 ~~This~~attorney ~~conversion~~fees, ofplus ~~debt reduced the Company notes payables $12,898~~interest.~~04.~~

OnOmnisun ~~November~~Azali 13, 2013, the Company received a notice of conversion from an unrelated third party as part of note originally issued to a non-related third party on April 30, 2013 this note was amended was assigned to a non-related third party, A request to modify the conversion price to $0vs.~~00094~~ ~~was~~Claude ~~approved~~D. On ~~November~~McDougal ~~14,~~and ~~2013,~~US ~~$23,210~~Financial ofConsultants ~~this note was converted to restricted common shares, which leaves a remaining principal balance of $0. This conversion reduced the Company notes payable by $23,210~~LLC

On ~~December~~January 1530, 2013, ~~the Company received~~ a ~~notice~~final oforder ~~conversion~~was ~~from~~filed anin ~~unrelated~~the ~~third~~Superior ~~party~~Court ~~as part~~ of ~~note~~Mecklenburg ~~originally~~County ~~issued~~North toCarolina against a ~~non-related~~former ~~third~~officer ~~party~~and ~~on December 30~~director, ~~2012~~Mr. AClaude ~~total~~McDougal. The offinal ~~$28,245~~order was ~~converted~~for a judgment against Mr. McDougal and 18US Financial Consulting,~~830~~ LLC,~~000~~ ~~restricted~~by ~~common~~an ~~shares~~unrelated ~~were~~third ~~issued,~~party. The ~~which~~Company ~~leaves~~received a ~~remaining~~copy ~~principal~~of ~~balance~~the ofnotice $0and onhas ~~this~~been ~~portion~~instructed ofby the ~~assigned~~court ~~note~~to forward any property, monies and or membership interest due to Mr. ~~This~~ ~~conversion~~McDougal ~~reduced~~to the ~~Company~~defendant, ~~notes~~up ~~payable~~to byand including principal; accumulated interest; attorney’s fees and court costs of $28142,~~245~~150.

On ~~December~~September 1930, 2013, the Company ~~received~~complied awith this notice ofand ~~conversion~~assigned ~~from~~$142,150 ~~an unrelated third party as part~~ of ~~note~~Mr. ~~originally~~McDougal’s ~~issued~~interest toin a ~~non-related~~note ~~third~~for ~~party~~unpaid onsalary ~~December~~that ~~30,~~was ~~2012.~~dated AApril ~~total of $25~~26,~~789~~ ~~was~~2013 ~~converted~~to ~~and~~Omnisun 17Azali,~~192,667~~ ~~restricted~~per ~~common shares were issued one of~~ the ~~third~~courts ~~parties,~~instructions. ~~which~~The ~~leaves~~original ~~a remaining principal balance of $0 on this portion of the assigned~~ note. ~~This~~assignment ~~conversion~~was ~~reduced~~mailed ~~the~~to ~~Company~~Omnisun ~~notes~~Azali ~~payable~~shortly byafter ~~$25,789~~issuance.

On December 31, 2013, the Company received a notice of conversion from an unrelated third party as part of note originally issued to a non-related third party on April 26, 2013. A total of $20,000 of this note was converted to 25,000,000 restricted common shares, which leaves a remaining principal balance of $122,150 on this portion of the assigned note. This conversion reduced the Company notes payable by $20,000.16

OnOmnisun ~~December~~Azali ~~31,~~vs. ~~2013,~~Revolutionary ~~the Company received a notice of conversion from an unrelated third party as part of note originally issued to a non-related third party on June 4~~Concepts, ~~2013~~Inc. ~~A total of $23~~,~~900~~ ~~was~~et ~~converted to 24,639,175 restricted common shares, which leaves a remaining principal balance of $13,600~~al. ~~This conversion of debt reduced the Company notes payables $23,900.~~

~~From~~On ~~January~~April 723, 2014 both Ron Carter and ~~January~~Solomon 8,Ali ~~2014,~~appeared webefore ~~received~~the ~~notices~~Civil Superior Court of ~~partial~~Mecklenburg ~~conversion~~County ~~from~~concerning anthe ~~unrelated~~matter ~~third~~of ~~party~~Omnisun asAzali ~~part~~vs ofClaude aMcDougal ~~note~~and ~~originally~~US ~~issued~~Financial onConsultants. ~~June~~The 4plaintiff claimed Carter and Ali were in contempt for not complying with the Court’s order dated January 30, 2013 concerning salary owed to Mr. AMcDougal. ~~total~~The ofPlaintiff ~~$13,600~~claimed ~~and~~he ~~accumulated~~was ~~interest~~not in receipt of $1the original note assignment dated September 30,~~500~~ 2013. A contempt hearing was ~~converted~~scheduled ~~and~~for ~~17,786,227~~June ~~restricted~~2014 ~~common~~to ~~shares~~determine if Carter and Ali were ~~issued,~~in ~~which~~contempt ~~leaves~~for afailure ~~remaining~~to ~~principal~~cause ~~balance~~Revolutionary ofConcepts, $0Inc. ~~This~~to ~~conversion~~take ofthe ~~debt~~actions ~~reduced~~ordered ~~our~~by ~~notes~~the ~~payables~~Mecklenburg ~~$13~~County Superior Court in its order dated January 30,~~600~~ 2013 and filed on the same date.

On ~~January~~June 245, 2014, wethe ~~received~~plaintiff’s ~~notices~~motion offor ~~partial~~contempt ~~conversion~~was ~~from~~dismissed anand ~~unrelated~~Revolutionary ~~third~~offered ~~party~~to asdeliver ~~part of~~ a replacement note ~~originally~~to ~~issued~~the onPlaintiff. ~~April~~On 26June 5, ~~2013.~~2014 Athe ~~total~~Replacement Amended Convertible Note (the “Note”) per the judgment of ~~$20,000~~the ~~was~~N.C. ~~converted~~Superior Court, and 25approved by a majority of the Board of Directors,~~000,000~~ ~~restricted~~replacing ~~common~~that ~~shares~~certain ~~were~~Promissory ~~issued~~Note dated September 30, ~~which~~2013 ~~leaves~~(the a“Amended ~~remaining~~Note”), ~~principal~~in ~~balance~~the amount of One Hundred Forty Two Thousand One Hundred Fifty and 08/100 Dollars ($~~110~~142,~~020~~150.08), ~~This~~by ~~conversion~~and ofbetween ~~debt~~Revolutionary ~~reduced~~Concepts ~~our~~Inc., ~~notes~~and ~~payables~~Omnisun ~~$20~~Azali,~~000~~ was delivered to the Plaintiff.

8Resolution of Case. Revolutionary Concepts Inc., Rainco Industries Inc. and the named Directors and Officers of each company have resolved all claims with Omnisun Azali in the filed cases in the states of Ohio and North Carolina. Documents in resolution of the case have been circulated for execution. A Vacation of the Judgment, (“vacated judgment”), and Orders and dismissal of the underlying cases with prejudice are expected by the Resolution Agreement. A vacated judgment is usually the result of the judgment of an appellate court, which overturns, reverses, cancels, nullifies or sets aside a previous judgment of a lower court, rendering it legally null and void.

OnNOTE ~~May~~6 8,– ~~2014,~~INTELLECTUAL the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on August 30, 2013. A total of $4,581 of this note was converted to 2,290,500 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $4,581.PROPERTY

~~NOTE~~The 9patent ~~–NOTES~~number ~~PAYABLE~~US 7,193644 B2, for the prototype was successfully obtained on March 20, 2007. In 2012, the following additional patents were awarded. U.S. Patent 8,139,098; U.S. Patent 8,144,183; U.S. Patent 8,144,184; U.S. Patent 8,154,581; U.S. Patent 8,164,614; U.S. Patent 8,016,676 B2. The Company has patent pending applications remaining in areas of (a) video system for individually selecting and viewing events at a venue (b) medical monitoring and fall prevention, (c) metal detection, and (d) real estate audio-video monitoring In accordance with FASB ASC 210-10-05-3, the Company has established a technological feasibility date on July 21, 2004, the date that Phase I was delivered and presented. The software development costs have been analyzed and it has been determined that all software development costs were incurred subsequent to the feasibility date. The useful life of capitalized software costs has been assumed to be 5 years. Total software development costs were $32,200 and the appropriate minimum amortization has been taken, also in accordance with FASB ASC 210-10-05-3. Patent was comprised of the following amounts as of September 30, 2014 and December 31, 2013, respectively:

During 2010, the Company reclassified $289,787 in accounts payable to long term notes payable in the amount of $204,836 and $84,950 to accrued interest payable, to reflect the assignment by three of our creditors of their balance to a note that will be paid one year or more past the original due date. The outstanding $204,836 of the Notes do not bear any interest and began coming due and payable in July 2011. The notes can be converted to restricted common stock. In October 2011, these notes were modified and two of the notes were assigned to an unrelated third party; See Notes dated October 1, 2011 below.


Patent costs	116,450		116,450
Accumulated amortization	(102,026	)	(97,804	)
Total Patent Costs net of accumulated amortization	14,424		18,645

For the twelve months ended December 31, 2013, the Company issued several notes payable for a total of $398,480 and retired $246,842 in notes payable. The new notes issued bear an interest of 10% to 12% and begin becoming due starting in January 2016. The notes grant the Note Holder the right, (but not the obligation), to convert them into common stock of the Company in lieu of receiving payment in cash. 17

InNOTE ~~its~~7 ~~efforts~~– toCOMMON ~~expand~~STOCK ~~and~~SHARES ~~grow,~~FOR ~~the~~SERVICES ~~Company~~RECEIVED has issued debt instruments to borrow funds from various creditors to raise capital. These are long-term Notes with various rates and maturities, that grants the Note Holder the right, (but not the obligation), to convert them into common stock of the Company in lieu of receiving payment in cash. The issued Notes are secured obligations. The principal amount of the Notes may be prepaid upon agreement of both parties and a prepayment penalty, in whole or part at any time, together with all accrued interest upon written notice.

ItThere ~~could~~have ~~take~~been ~~several~~no ~~years~~issuances ~~to convert all~~ of ~~the Notes to~~ stock iffor ~~all~~services ~~of the lenders requested it. It’s possible that some of the parties may never convert their Notes to stock and may take cash only, when the Company is~~ in the ~~best~~past ~~position~~twelve ~~to settle the obligation on a cash basis~~months.

	March 31, 2014	December 31, 2013
On April 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $76,194 at 10% interest. On March 21, 2012, $26,000 of this Note was converted. On August 1, 2012, $37,645 of this Note was converted	12,549	12,549
On April 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $12,000 at 10% interest. The holder has the right to convert the note to common stock.	12,000	12,000
On August 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $44,600 at 10% interest. The holder has the right to convert the note to common stock. On June 7, 2012, $27,000 of this Note was modified and was assigned by the original note holder to an unrelated third party.	17,600	17,600
On September 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $177,522 at 10% interest. The holder has the right to convert the note to common at stock.	177,522	177,522
On October 1, 2011 the Company entered into a two (2) year convertible Promissory Note with Ronald Carter, its President and CEO for $92,308 at 10% interest for the accrued compensation owed to him for the fiscal year 2010 in accordance with his Employment Agreement. On March 30, 2012, this Note was converted.	-	-
On October 1, 2011 the Company entered into a two (2) year convertible Promissory Note with its Senior Vice President, Solomon Ali for $46,154 at 10% interest for the accrued compensation owed to him for the fiscal year 2010 in accordance with his Employment Agreement. On March 30, 2012, this Note was converted.	-	-
On October 1, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $63,818 at 10% interest. The holder has the right to convert the note to common stock. This note was assigned to an unrelated third party and was originally issued December 31, 2010	63,818	63,818
On October 1, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $27,018 at 10% interest. The holder has the right to convert the note to common stock. This note was originally issued December 31, 2010	27,018	27,018
On October 1, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $198,950 at 10% interest. The holder has the right to convert the note to common stock. This note was assigned to an unrelated third party and was originally issued December 31, 2010	198,950	198,950
On October 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $8,700 at 10% interest. The holder has the right to convert the note to common stock. $6,200 of this note was assigned to an unrelated third party September 4, 2012	2,500	2,500
On November 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $8,500 at 10% interest. The holder has the right to convert the note to common stock. This note was assigned to an unrelated third party September 4, 2012	-	-
On December 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $4,700 at 12% interest. The holder has the right to convert the note to common stock.	4,700	4,700
On January 2, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $57,000 at 10% interest. The holder has the right to convert the note to common stock.	57,000	57,000
On February 28, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $5,000 at 12% interest. The holder has the right to convert the note to common stock.	5,000	5,000
On March 30, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $70,000 at 12% interest. The holder has the right to convert the note to common stock.	70,000	70,000
On April 1, 2012 the Company entered into a two (2) year convertible Promissory Note with Ronald Carter, its President and CEO for $200,000 at 10% interest for the accrued compensation owed to him for the fiscal year 2011 in accordance with his Employment Agreement. This note was assigned to a non-related third party, who assigned to Eyetalk365. Eyetalk365 contributed this note to RCI as partial consideration for the exclusive license agreement dated February 24, 2014. See footnotes for additional information. This transaction reduced the note payable by $200,000 and also elminated the accrued interest.	-	200,000
On April 1, 2012 the Company entered into a two (2) year convertible Promissory Note with its Senior Vice President, Solomon Ali for $174,000 at 10% interest for the accrued compensation owed to him for the fiscal year 2011 in accordance with his Employment Agreement. $50,194 of this note has assigned to an unrelated third party. This note was assigned to a non-related third party, who assigned to Eyetalk365. Eyetalk365 contributed this note to RCI as partial consideration for the exclusive license agreement dated February 24, 2014. See footnotes for additional information. This transaction reduced the note payable by $174,000 and also elminated the accrued interest.	-	174,000
On April 30, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $22,000 at 12% interest. The holder has the right to convert the note to common stock.	22,000	22,000
On May 31, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $37,000 at 12% interest. The holder has the right to convert the note to common stock.	37,000	37,000

NOTE 8 – CONVERSION OF DEBT TO EQUITY

9From May 3 through May 20, 2013, the Company received notices of partial conversion from an unrelated third party as part of a note originally issued on October 12, 2012. A total of $32,500 and accumulated interest of $1,300 was converted and 35,149,254 restricted common shares were issued, which leaves a remaining principal balance of $0. This conversion of debt reduced the Company notes payables $32,500 and also eliminated the accrued interest.

On June 7, 2012 the Company entered into a one (1) year convertible Promissory Note with a non-related creditor for $27,000 at 12% interest. The holder has the right to convert the note to common stock. On June 19, 2012, $4,000 of this note was converted. An additional $17,500 of this note was converted on dates between July 1 and September 30, 2012. On October 4, 2012, the final $5,500 was converted by the holder.	-	-
On June 12 2012 the Company entered into a one (1) year convertible Promissory Note with a non-related creditor for $43,448 at 10% interest. The holder has the right to convert the note to common stock. On June 18, 2012, $10,000 of this note was converted. The remaining $33,448 of this note was converted on various dates between July 1 and September 30, 2012	-	-
On June 19, 2012 the Company entered into a one (1) year convertible Promissory Note with a non-related creditor for $27,500 at 8% interest. The holder has the right to convert the note to common stock. On December 26, 2012 the holder elected to convert $11,000 of this note. From January 7 through January 9, 2013 the holder elected to convert a total of $16,500 and accumulated interest of $1,100, which leaves a remaining principal balance of $0. This conversion of debt reduced our notes payables $16,500.	-	-
On June 30, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $38,809 at 12% interest. The holder has the right to convert the note to common stock.	38,809	38,809
On August 30, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $46,600 at 12% interest. The holder has the right to convert the note to common stock. On May 24, 2013 the holder elected to convert a total of $20,000 to 18,181,818 shares (which was completed on July 18, 2013), which leaves a remaining principal balance of $26,600. This conversion of debt reduced our notes payables $20,000.	26,600	26,600
On September 30, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $33,518.80 at 12% interest. The holder has the right to convert the note to common stock.	33,519	33,519
On October 12, 2012 we entered into a nine (9) month convertible Promissory Note with a non-related creditor for $32,500 at 8% interest. The holder has the right to convert the note to common stock. From May 3 through May 20, 2013, the Company received notices of partial conversion from an unrelated third party as part of a note originally issued on October 12, 2012. A total of $32,500 and accumulated interest of $1,300 was converted and 35,149,254 restricted common shares were issued, which leaves a remaining principal balance of $0. This conversion of debt reduced the Company notes payables $32,500.	-	-
On October 30, 2012 we entered into a two (2) year convertible Promissory Note with a non-related creditor for $2,612 at 12% interest. The holder has the right to convert the note to common stock.	2,612	2,612
On November 30, 2012 we entered into a two (2) year convertible Promissory Note with a non-related creditor for $76,270 at 12% interest. The holder has the right to convert the note to common stock.	76,270	76,270
On December 30, 2012 we entered into a two (2) year convertible Promissory Note with a non-related creditor for $88,000 at 12% interest. The holder has the right to convert the note to common stock. In August, 2013 this note was amended and $25,789 and $28,245 of the note was assigned to two non-related third parties, leaving a balance of $33,966 with the original party. On December 15, 2031 one of the third parties, converted $28,245 to restricted common shares, which leaves a remaining principal balance of $0 on this portion of the assigned note. On December 19, 2013 one of the third parties, converted $25,789 to restricted common shares, which leaves a remaining principal balance of $0 on this portion of the assigned note. These conversions reduced the Company notes payable by $54,034. There is a remaining prinicpal balance of $33,966 on the original note.	33,966	33,966
On January 17, 2013 we entered into a nine (9) month convertible Promissory Note with a non-related creditor for $42,500 at 8% interest. From August 20 through September 6, 2013, the Company received notices of partial conversion from an unrelated third party as part of a note originally issued on January 17, 2013. A total of $42,500 and accumulated interest of $1,700 was converted to restricted common shares, which leaves a remaining principal balance of $0. This conversion of debt reduced the Company notes payables $42,500.	-	-
On February 28, 2013 we entered into a three (3) year convertible Promissory Note with a non-related creditor for $12,898 at 12% interest. On September 5, 2013 the holder elected to convert a total of $12,898.04 to 16,122,550 shares, which leaves a remaining principal balance of $0. This conversion of debt reduced our notes payables $12,898.04.	-	-
On March 30, 2013 we entered into a three (3) year convertible Promissory Note with a non-related creditor for $3,410 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.	3,410	3,410
On April 26, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $150,019.98 at 10% interest. The holder has the right to convert the note to common stock at $0.005 per share. On September 30, 2013 this note was amended and $142,150.08 of the note was assigned by court order to a non-related third party, leaving a balance of $7,869.90 with the original party. On September 30, 2013 the third party, further assigned their $142, 150.88 portion of this note and a request to modify the conversion price to $0.0008 was approved. On December 31, 2013 $20,000 of this note was converted to restricted common shares, which leaves a remaining principal balance of $122,150.08 on this portion of the assigned note. This conversion reduced the Company notes payable by $20,000. On January 24, 2014, $20,000 of this note was converted to restricted common shares, which leaves a remaining principal balance of $122,150.08 on this portion of the assigned note. This conversion reduced the Company notes payable by $20,000.	110,020	130,020
On April 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $23,210 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share. On November 13, 2013 this note was amended was assigned to a non-related third party, A request to modify the conversion price to $0.00094 was approved. On November 14, 2013, $23,210 of this note was converted to restricted common shares, which leaves a remaining principal balance of $0. This conversion reduced the Company notes payable by $23,210	-	-
On May 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $13,626 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share..	13,626	13,626
On June 4, 2013, we entered into a nine (9) month convertible Promissory Note with a non-related creditor for $37,500 at 8% interest. The holder has the right to convert the note to common stock at 50% of the then current market prices. On December 31, 2013, a total of $23,900 was converted to restricted common shares. On January 7, 2014 a total of 13,600 principal and $1,000 interest was converted to restricted common shares, amd on January 8, 2014 $500 in interest was converted to restricted common shares, which leaves a remaining principaland interest balance of $0. These conversions of debt reduced the Company notes payables $37,500.	-	13,600
On June 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $12,853 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.	12,853	12,853
On July 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $13,106 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.	13,106	13,106
On August 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $4,581 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.	4,581	4,581

On July 18, 2013 the Company received notices of partial conversion from an unrelated third party as part of a note originally issued on August 30, 2012. A total of $20,000 was converted to 18,181,818 restricted common shares (which was originally submitted on May 24, 2013), which leaves a remaining principal balance of $26,600. This conversion of debt reduced our notes payables $20,000 and also eliminated the accrued interest on the amount converted.

10From August 20 through September 6, 2013, the Company received notices of partial conversion from an unrelated third party as part of a note originally issued on January 17, 2013. A total of $42,500 and accumulated interest of $1,700 was converted and 70,131,842 restricted common shares were issued, which leaves a remaining principal balance of $0. This conversion of debt reduced the Company notes payables $42,500 and also eliminated the accrued interest.

On September 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $23,370 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.		23,370		23,370
On September 30, 2013 the Company entered into a three (3) year convertible Promissory Note with Ronald Carter, its President and CEO for $140,806,35 at 10% interest for the accrued compensation owed to him for the fiscal year 2012 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share. This note was assigned to a non-related third party, who assigned to Eyetalk365. Eyetalk365 contributed this note to RCI as partial consideration for the exclusive license agreement dated February 24, 2014. See footnotes for additional information. This transaction reduced the note payable by $140,806 and also eliminated the accrued interest.		-		140,806
On September 30, 2013 the Company entered into a three (3) year convertible Promissory Note with its Senior Vice President, Solomon Ali for $200,000 at 10% interest for the accrued compensation owed to him for the fiscal year 2012 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share. This note was assigned to a non-related third party, who assigned to Eyetalk365. Eyetalk365 contributed this note to RCI as partial consideration for the exclusive license agreement dated February 24, 2014. See footnotes for additional information. This transaction reduced the note payable by $200,000 and also eliminated the accrued interest.		-		200,000
On October 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $20,895 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.		20,895		20,895
On November 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $16,677 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.		16,677		16,677
On December 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $23,895 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.		23,895		23,895
On December 31, 2013 the Company entered into a three (3) year convertible Promissory Note with its Senior Vice President, Solomon Ali for $126,000 at 10% interest for the accrued compensation owed to him for a portion of the fiscal year 2013 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share. This note was assigned to a non-related third party, who assigned to Eyetalk365. Eyetalk365 contributed this note to RCI as partial consideration for the exclusive license agreement dated February 24, 2014. See footnotes for additional information. This transaction reduced the note payable by $126,000 and also elminated the accrued interest.		-		126,000
On December 31, 2013 the Company entered into a three (3) year convertible Promissory Note with its Senior Vice President, Solomon Ali for $74,000 at 10% interest for the accrued compensation owed to him for a portion of the fiscal year 2013 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share.		74,000		74,000
On December 31, 2013 the Company entered into a three (3) year convertible Promissory Note with Ronald Carter, its President and CEO for $112,663 at 10% interest for the accrued compensation owed to him fora portion of the fiscal year 2013 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share.		112,663		112,663
On December 31, 2013 the Company entered into a three (3) year convertible Promissory Note with Ronald Carter, its President and CEO for $59,194 at 10% interest for the accrued compensation owed to him fora portion of the fiscal year 2013 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share. This note was assigned to a non-related third party, who assigned to Eyetalk365. Eyetalk365 contributed this note to RCI as partial consideration for the exclusive license agreement dated February 24, 2014. See footnotes for additional information. This transaction reduced the note payable by $59,194 and also eliminated the accrued interest.		-		59,194
On December 31, 2013 the Company entered into a three (3) year convertible Promissory Note with Ronald Carter, its President and CEO for $5,643 at 10% interest for the accrued compensation owed to him fora portion of the fiscal year 2013 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share.		5,643		5,643
On January 31, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $13,798 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.		13,798		-
On February 28, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $13,798 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.		29,777		-
On March 31, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $3,572 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.		3,572		-
Total notes payable	$	1,401,319	$	2,287,772
Less Current Portion	$	(919,434)	$	(1,293,433)
Less Debt Discount	$	-	$	(9,050)
Less convertible notes, net	$	-	$	(4,550)
Total Long Term Notes Payable	$	481,885	$	980,738

On September 24, 2013, the Company received a notice of conversion from an unrelated third party as part of note originally issued to a non-related third party on February 28, 2013. A total of $12,898.04 was converted and 16,122,550 restricted common shares were issued, which leaves a remaining principal balance of $0. This conversion of debt reduced the Company notes payables $12,898.04 and also eliminated the accrued interest.

~~Principal~~On ~~maturities~~November 13, 2013, the Company received a notice of ~~notes~~conversion ~~payable~~from an unrelated third party as part of ~~June~~note originally issued to a non-related third party on April 30, ~~2014~~2013 ~~for~~this note was amended was assigned to a non-related third party, A request to modify the ~~next~~conversion ~~five~~price ~~years~~to $0.00094 was approved. On November 14, 2013, $23,210 of this note was converted to restricted common shares, which leaves a remaining principal balance of $0. This conversion reduced the Company notes payable by $23,210 and ~~thereafter~~also iseliminated asthe ~~follows:~~accrued interest.

2014	$	919,433
2015	$	-0-
2016	$	430,158
2017	$	105,658
2018	$	-0-
Total	$	1,455,259

On December 15, 2013 the Company received a notice of conversion from an unrelated third party as part of note originally issued to a non-related third party on December 30, 2012. A total of $28,245 was converted and 18,830,000 restricted common shares were issued, which leaves a remaining principal balance of $0 on this portion of the assigned note. This conversion reduced the Company notes payable by $28,245 and also eliminated the accrued interest.

~~Embedded~~On ~~Derivatives~~December 19, 2013 the Company received a notice of conversion from an unrelated third party as part of note originally issued to a non-related third party on December 30, 2012. A total of $25,789 was converted and 17,192,667 restricted common shares were issued one of the third parties, which leaves a remaining principal balance of $0 on this portion of the assigned note. This conversion reduced the Company notes payable by $25,789 and also eliminated the accrued interest.

~~Notes that are convertible at a discount to market are considered embedded derivatives. For more information on the Notes affected, refer to Management’s Discussion and analysis and the above list.~~ 18

~~Under~~On ~~Financial~~December ~~Accounting Standard Board (“FASB”)~~31, ~~U.S. GAAP~~2013, ~~Accounting~~the ~~Standards~~Company ~~Codification,~~received ~~“Derivatives~~a ~~and~~notice ~~Hedging”,~~of ~~ASC~~conversion ~~Topic~~from ~~815~~an ~~(“ASC~~unrelated ~~815”)~~third ~~requires~~party ~~that~~as ~~all~~part ~~derivative~~of ~~financial~~note ~~instruments~~originally beissued ~~recorded~~to ona ~~the~~non-related ~~balance~~third ~~sheet~~party aton ~~fair~~April ~~value~~26, 2013. ~~Fair~~A ~~values~~total ~~for~~of ~~exchange~~$20,000 ~~traded~~of ~~securities~~this ~~and~~note ~~derivatives~~was ~~are~~converted ~~based~~to on25,000,000 ~~quoted~~restricted ~~market~~common ~~prices.~~shares, ~~Where~~which ~~market~~leaves ~~prices~~a ~~are~~remaining ~~not~~principal ~~readily~~balance ~~available~~of $122,150 ~~fair~~on ~~values~~this ~~are~~portion ~~determined~~of ~~using~~the ~~market~~assigned ~~based~~note. This ~~pricing~~conversion ~~models~~reduced ~~incorporating~~the ~~readily~~Company ~~observable~~notes ~~market~~payable ~~data~~by $20,000 and ~~requiring~~also ~~judgment~~eliminated ~~and~~the ~~estimates~~accrued interest on the amount converted.

11On December 31, 2013, the Company received a notice of conversion from an unrelated third party as part of note originally issued to a non-related third party on June 4, 2013. A total of $23,900 was converted to 24,639,175 restricted common shares, which leaves a remaining principal balance of $13,600. This conversion of debt reduced the Company notes payables $23,900 and also eliminated the accrued interest on the amount converted.

~~The~~From ~~Company~~January ~~issued~~7 ~~convertible Notes~~ and ~~has~~January ~~evaluated~~8, ~~the~~2014, ~~terms~~we ~~and~~received ~~conditions~~notices of ~~the~~partial conversion ~~features~~from ~~contained~~an inunrelated ~~the~~third ~~Notes~~party toas ~~determine~~part ~~whether they represent embedded or freestanding derivative instruments under the provisions~~ of ~~ASC~~a ~~815.~~note ~~The~~originally ~~Company~~issued ~~determined~~on ~~that~~June ~~the conversion features contained in the Notes represent freestanding derivative instruments that meet the requirements for liability classification under ASC 815. As a result~~4, ~~the fair value of the derivative financial instruments in the Notes is reflected in the Company’s balance sheet as a liability~~2013. ~~The~~A ~~fair~~total ~~value~~ of ~~the~~$13,600 ~~derivative~~and ~~financial~~accumulated ~~instruments~~interest of ~~the~~$1,500 ~~convertible~~was ~~Notes~~converted and ~~warrants~~17,786,227 ~~was~~restricted ~~measured~~common atshares ~~the~~were ~~inception~~issued, ~~date~~which ofleaves ~~the~~a ~~Notes~~remaining ~~and~~principal ~~warrants and each subsequent~~ balance ~~sheet~~of ~~date~~$0. ~~Any~~This ~~changes~~conversion ~~in the fair value~~ of ~~the~~debt ~~derivative~~reduced ~~financial~~our ~~instruments~~notes ~~are~~payables ~~recorded as non-operating~~$13,600 ~~non-cash~~and ~~income~~also oreliminated ~~expense~~the ataccrued ~~each balance sheet date~~interest.

~~The~~On ~~Company~~January ~~valued~~24, ~~the~~2014, ~~conversion~~we ~~features~~received innotices ~~its~~of ~~convertible~~partial ~~Notes~~conversion ~~using~~from ~~the~~an ~~Black-Scholes~~unrelated ~~model.~~third ~~The~~party ~~Black-Scholes~~as ~~model~~part ~~values~~of ~~the~~a ~~embedded~~note ~~derivatives~~originally ~~based~~issued on aApril ~~risk-free~~26, ~~rate~~2013. A total of ~~return~~$20,000 ~~ranging~~was ~~from~~converted ~~0.09%~~and to25,000,000 ~~0.14%~~restricted common shares were issued, ~~grant~~which ~~dates~~leaves a remaining principal balance of ~~Notes~~$102,150 ~~the~~on ~~term~~this portion of the ~~Notes~~assigned and $110,020 ~~conversion~~on ~~prices~~the assigned and unassigned portions. This conversion of ~~50%~~debt reduced our notes payables $20,000. On September 4, 2014, $10,000 of ~~current~~this ~~stock~~note ~~prices~~was converted to restricted common shares, which leaves a remaining principal balance of $92,150 on this portion of the ~~measurement~~assigned ~~date~~note ~~ranging~~and ~~from~~a balance of $0100,020 on the assigned and unassigned portions.~~00085~~ This toconversion reduced the Company notes payable by $~~0.0019~~10,000 and also eliminated the ~~computed~~accrued ~~measure~~interest ofon the ~~Company’s~~amount ~~stock~~converted. ~~volatility,~~The ~~ranging~~balance ~~from~~of ~~345%~~the tounassigned ~~358%~~portion of the note is $7,870.

~~Included~~On inMay ~~the June 30~~8, 2014, isthe Company received a ~~derivative~~notice ~~liability~~of inconversion ~~the~~from ~~amount~~an unrelated third party of $0note tooriginally ~~account~~issued ~~for~~to ~~this~~a ~~transaction.~~non-related ~~This~~third ~~liability~~party ~~arose~~on inAugust ~~the~~30, ~~third~~2013. ~~quarter~~A total of ~~2012~~$4,581 ~~and~~of ~~the~~this ~~balance~~note ~~will~~was beconverted ~~revalued~~to ~~quarterly~~2,290,500 ~~henceforth~~restricted ~~and~~common ~~adjusted~~shares, aswhich leaves a ~~gain~~remaining orprincipal ~~loss~~balance toof $0 on this assigned note. This conversion reduced the ~~statements~~Company ofnotes ~~operations~~payable ~~depending~~by on$4,581 ~~its~~and ~~value~~also ateliminated ~~that~~the ~~time~~accrued interest.

~~Included~~On inJuly ~~our~~1, ~~Statements~~2014, the Company received a notice of ~~Operations~~conversion ~~for~~from ~~the~~an ~~six~~unrelated ~~months~~third ~~ended~~party ~~June~~of ~~30,~~note ~~2014~~originally isissued to a ~~gain~~non-related ofthird ~~$683~~party ~~and~~on aMay ~~loss~~30, 2013. A total of $~~(37~~13,~~796)~~626 ~~for~~of ~~the~~this ~~six~~note ~~months~~was ~~ended~~converted ~~June~~to 306,812,870 ~~2013~~restricted incommon ~~non-cash~~shares, ~~charges~~which ~~pertaining~~leaves toa ~~the~~remaining ~~derivative~~principal ~~liability~~balance asof it$0 ~~pertains~~on tothis ~~change~~assigned innote. This ~~derivative~~conversion ~~liability~~reduced ~~and~~the ~~amortization~~Company ofnotes ~~debt~~payable ~~discount~~by $13,626 ~~respectively~~and also eliminated the accrued interest.

~~NOTE~~On 10July –1, ~~GOING~~2014, ~~CONCERN~~the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on June 30, 2013. A total of $12,853 of this note was converted to 6,426,500 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $12,853 and also eliminated the accrued interest.

~~The~~On ~~losses~~July 1, ~~negative cash flows from operations~~2014, ~~and~~the ~~negative~~Company ~~working~~received ~~capital~~a ~~deficiency~~notice ~~sustained~~of byconversion ~~the~~from ~~Company~~an ~~raise~~unrelated ~~substantial~~third ~~doubt~~party ~~about~~of ~~the~~note ~~Company’s~~originally ~~ability~~issued to ~~continue~~a asnon-related athird ~~going~~party ~~concern. These~~on ~~financial~~September ~~statements~~30, do2013. ~~not~~A ~~include~~total ~~any~~of ~~adjustments~~$23,370 ~~relating~~of tothis ~~the~~note ~~recoverability~~was ~~and~~converted ~~classification~~to of11,684,925 ~~recorded~~restricted ~~assets~~common shares, orwhich ~~the~~leaves ~~amounts~~a ~~and~~remaining ~~classification~~principal balance of ~~liabilities~~$0 ~~that~~on ~~might~~this beassigned ~~necessary~~note. This inconversion ~~the~~reduced ~~event~~ the Company ~~cannot~~notes ~~continue~~payable inby ~~existence~~$23,370 and also eliminated the accrued interest.

~~NOTE 11 – ACQUISITION~~19

~~Entry~~On ~~into~~July 1, 2014, the Company received a ~~Material~~notice ~~Definitive~~of ~~Agreement~~conversion from an unrelated third party of note originally issued to a non-related third party on October 30, 2013. A total of $20,895 of this note was converted to 10,447,550 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $20,895 and also eliminated the accrued interest.

~~Revolutionary~~On ~~Concepts,~~July ~~Inc.~~1, ~~a Nevada corporation~~2014, ~~and~~the ~~Rainco~~Company ~~Industries,~~received ~~Inc,~~ a ~~Georgia~~notice ~~corporation~~of ~~(“Rainco”),~~conversion ~~have~~from ~~entered~~an ~~into~~unrelated athird ~~Member~~party ~~Interest~~of ~~Purchase~~note ~~Agreement,~~originally ~~(the~~issued ~~“Purchase~~to ~~Agreement”)~~a ~~dated~~non-related asthird ofparty on December 730, ~~2012,~~2013. inA ~~which~~total ~~the~~of ~~Company purchased from Rainco all the member interests in Greenwood Finance Group~~$23,695 ~~LLC~~of ~~(“Greenwood”).~~this ~~Pursuant~~note towas ~~the~~converted ~~Purchase Agreement and subject~~ to ~~the~~11,847,435 ~~conditions~~restricted ~~set~~common ~~forth therein~~shares, ~~the~~which ~~Company~~leaves ~~purchased~~a ~~all~~remaining ~~the~~principal ~~member~~balance ~~interests~~ of ~~Greenwood~~$0 inon ~~exchange~~this ~~for~~assigned ~~ten~~note. This ~~(10)~~conversion ~~million~~reduced ~~shares~~the ofCompany ~~Series~~notes Apayable ~~Convertible~~by ~~Preferred Stock (the “Preferred Stock”)~~$23,695 ~~the rights, preferences~~ and ~~designations~~also ofeliminated ~~which are filed as an amendment to~~ the ~~Articles~~accrued ~~of Incorporation with the State of Nevada~~interest.

~~The~~On ~~completion~~July of1, 2014, the ~~acquisition,~~Company ~~and~~received ~~the~~a ~~rights,~~notice ~~preferences~~of ~~and~~conversion ~~designations~~from ~~(as~~an ~~permitted~~unrelated ~~pursuant~~third party of note originally issued to ~~the~~a ~~Company’s~~non-related ~~Articles~~third party on January 31, 2014. A total of ~~Incorporation)~~$13,798 of this note was ~~approved~~converted byto ~~the~~6,879,000 ~~Board~~restricted ofcommon ~~Directors~~shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $13,798 and also eliminated the accrued interest.

~~Each~~On ofJuly ~~the~~1, ~~Company~~2014, ~~and Rainco has made customary representations and warranties in~~ the ~~Purchase~~Company ~~Agreement.~~received ~~With representatives in Atlanta and Charlotte, Greenwood is~~ a ~~private~~notice ~~equity firm consisting~~ of aconversion ~~team~~from ofan ~~individuals~~unrelated ~~who~~third ~~understand~~party ~~the~~of ~~work~~note ~~that~~originally ~~goes~~issued ~~into developing businesses in their beginning stages. In addition~~ to ~~providing~~a ~~funding~~non-related ~~through~~third ~~their~~party ~~Green~~on ~~Path~~February ~~Fund~~28, ~~Greenwood provides consultation services to help business leaders’ map out plans and goals for continued success~~2014. ~~Greenwood~~A ~~provides~~total ~~broad-spectrum~~of ~~investment and capital services to small-cap and micro-cap companies; strategically positioning them for long-term growth and profitability. Greenwood delivers~~$29,777 ~~through their global network~~ of ~~investment~~this ~~partners~~note ~~and~~was ~~private~~converted ~~equity~~to ~~groups~~14,888,575 ~~the~~restricted ~~capabilities~~common toshares, ~~quickly~~which ~~tailor~~leaves ~~funding~~a ~~solutions~~remaining ~~that~~principal ~~meet~~balance ~~the unique needs~~ of ~~each~~$0 ~~client~~on ~~which~~this ~~can~~assigned benote. This ~~tailored~~conversion toreduced athe ~~client’s~~Company ~~capital~~notes ~~funding~~payable ~~needs~~by so$29,777 itand ~~can~~also ~~focus~~eliminated ~~on growing~~ the ~~client’s~~accrued ~~company~~interest.

~~Additional~~On ~~Summary~~July 10, 2014, the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on July 30, 2013. A total of $13,106 of this note was converted to 6,523,040 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the ~~Purchase~~Company ~~Agreement~~notes payable by $13,106 and also eliminated the accrued interest.

~~The~~On ~~Company~~July ~~has also agreed to various restrictive covenants in the Purchase Agreement and the Preferred Stock~~10, ~~including~~2014, ~~among other things but not limited to, (i) conduct business in~~ the ~~ordinary~~Company ~~course~~notices ~~consistent~~of ~~with~~partial ~~past~~conversion ~~practice~~from inan ~~all~~unrelated ~~material~~third ~~respects~~party ;as ~~(ii)~~part ~~limit the Company’s right to issue securities, without the approval~~ of ~~the~~a ~~Preferred~~note ~~Stock;~~originally ~~(iii)~~issued ~~limit~~on ~~the~~November ~~incurrence~~12, of2012. ~~debt~~A intotal ~~excess~~ of $1040,000, ~~without the approval~~ of ~~the~~this ~~Preferred~~note ~~Stock;~~was ~~(iv)~~converted ~~sell its own assets or purchase the assets of another entity, without the approval of the Preferred Stock and (vi) limit the Board of Directors~~ to ~~five members and allow Rainco the right~~20,000,000 ~~not~~restricted ~~the~~common ~~obligation~~shares, towhich ~~recommend~~leaves ~~three~~a ~~members~~remaining inprincipal ~~the~~balance ~~event~~ of ~~any vacancies~~$36,270. This toconversion ~~serve~~reduced ~~in accordance with~~ the Company ~~bylaws.~~notes ~~The~~payable ~~restrictive~~by ~~covenants~~$40,000 ~~will~~and ~~terminate~~also ~~upon~~eliminated the ~~elimination~~accrued ofinterest on the ~~outstanding~~amount ~~obligations of RCI to Rainco~~converted.

Each share of Preferred Stock is convertible, at the discretion of the holder, into 1.8 shares of Company common stock (with provisions which reduce the conversion ratio to one share of Preferred Stock for one share of Company common stock under specified conditions). The Preferred Stock has liquidation preferences and may be cancelled and returned to the Company in exchange for the Member Interests under certain restrictive circumstances.20

~~The~~NOTE ~~foregoing~~9 ~~summary~~–NOTES ~~description~~PAYABLE of the Purchase Agreement, the Preferred Stock and the transaction, is not complete and is subject to and qualified in its entirety by reference to the Purchase Agreement, a copy of which is on file with the Commission as Exhibit 2.1 of the 8-k filed on December 20, 2012, and the Preferred Stock, of which is attached hereto as Exhibit 3.1, and the terms of which are incorporated herein by reference.

~~The~~During ~~Purchase Agreement and the right~~2010, ~~preferences and designations of~~ the ~~Preferred~~Company ~~Stock~~reclassified ~~have~~$289,787 ~~been attached as Exhibits to this report~~ in ~~order~~accounts topayable ~~provide investors and security holders with information regarding its terms. It is not intended~~ to ~~provide~~long ~~any~~term ~~other~~notes ~~financial~~payable ~~information~~in ~~about~~ the ~~Company,~~amount ~~Rainco,~~of ~~Greenwood~~$204,836 ~~or their respective subsidiaries~~ and ~~affiliates. The representations~~$84,950 ~~warranties and covenants contained in the Purchase Agreement and Preferred Stock were made only for purposes of that agreement and as of specific dates; were solely for the benefit of the parties~~ to ~~the~~accrued ~~Purchase~~interest ~~Agreement~~payable, ~~and Preferred Stock; may be subject~~ to ~~limitations~~reflect ~~agreed upon by~~ the ~~parties,~~assignment ~~including being qualified~~ by ~~confidential~~three ~~disclosures~~of ~~made~~our ~~for~~creditors ~~the purposes~~ of ~~allocating~~their ~~contractual~~balance ~~risk between the parties~~ to ~~the~~a ~~Purchase~~note ~~Agreement~~that ~~instead~~will ~~of establishing these matters as facts; and may~~ be ~~subject~~paid toone ~~standards~~year ofor ~~materiality~~more ~~applicable~~past to the ~~contracting~~original ~~parties~~due ~~that differ from those applicable to investors~~date. ~~Investors~~The ~~should~~outstanding ~~not~~$204,836 ~~rely~~of on the ~~representations,~~notes ~~warranties~~do ~~and~~not ~~covenants~~bear or any ~~description~~interest ~~thereof~~and asbegan ~~characterizations~~coming ofdue ~~the~~and ~~actual~~payable ~~state~~in ofJuly ~~facts~~2011. orThe ~~condition~~notes ofcan ~~the~~be ~~Company,~~converted ~~Rainco,~~to ~~Greenwood~~restricted orcommon ~~any~~stock. ofIn ~~their~~October ~~respective subsidiaries or affiliates. Moreover~~2011, ~~information~~these ~~concerning~~notes ~~the~~were ~~subject~~modified ~~matter of the representations, warranties~~ and ~~covenants~~two ~~may change after the date~~ of the ~~Purchase~~notes ~~Agreement,~~were ~~which~~assigned ~~subsequent~~to ~~information~~an ~~may~~unrelated orthird ~~may~~party; ~~not~~See beNotes ~~fully~~dated ~~reflected~~October in1, ~~public~~2011 ~~disclosures by the Company~~below.

~~Based~~ For onthe ~~its~~twelve ~~long-term~~months ~~business~~ended ~~strategy~~December 31, ~~management~~2013, ~~has decided to reserve~~ the ~~entire~~Company ~~value~~issued ofseveral ~~the~~notes ~~gain~~payable onfor ~~sales~~a total of ~~notes~~$398,480 and ~~the~~retired ~~valuation~~$246,842 ofin ~~the~~ notes ~~receivable~~payable. ~~through~~The ~~our~~new ~~subsidiary,~~notes ~~Greenwood~~issued ~~Finance~~bear ~~Group,~~an ~~LLC.~~interest Weof ~~will~~10% ~~recognize~~- ~~the~~12% ~~assets~~ and ~~revenue~~begin asbecoming ~~cash~~due ~~payments~~starting ~~are~~in ~~received~~January ~~against~~2016. ~~the~~The notes ~~receivables~~grant ~~and~~the asNote ~~interest~~Holder ~~payments.~~the ~~This~~right, ~~may~~(but ~~also~~not ~~allow~~ the ~~company~~obligation), to ~~maximize~~convert ~~its~~them ~~tax~~into ~~planning~~common ~~strategy.~~stock ~~The~~of ~~following table summarizes~~ the ~~consideration paid by the~~ Company ~~and~~in ~~the~~lieu ~~amounts~~ of ~~the~~receiving ~~assets~~payment ~~acquired~~in atcash. ~~the acquisition date based on the above noted reserves:~~

Purchase Price Allocation Consideration:	December 7 , 2012
Equity instruments (10,000,000 Preferred Class A Shares of Revolutionary Concepts, Inc.)	$	18,000,000
Recognized amounts of identifiable assets acquired as of June 30, 2014:
Accumulated Interest Income ($1,826,690reserved)		—
Notes Receivable ($7,108,861reserved)		—
Total assets ($8,934,551 reserved)	$	—
Fair value of total assets ($8,934,551 reserved)	$	—

In its efforts to expand and grow, the Company has issued debt instruments to borrow funds from various creditors to raise capital. These are long-term Notes with various rates and maturities, that grants the Note Holder the right, (but not the obligation), to convert them into common stock of the Company in lieu of receiving payment in cash. The issued Notes are secured obligations. The principal amount of the Notes may be prepaid upon agreement of both parties and a prepayment penalty, in whole or part at any time, together with all accrued interest upon written notice.

~~NOTE~~It 12could –take ~~SUBSEQUENT~~several ~~EVENTS~~years to convert all of the Notes to stock if all of the lenders requested it. It’s possible that some of the parties may never convert their Notes to stock and may take cash only, when the Company is in the best position to settle the obligation on a cash basis.

~~Revolutionary~~Our ~~Concepts~~largest ~~Signs~~noteholder ~~Agreement~~is Rainco Industries, Inc. On September 26, 2014, our Board approved a resolution regarding conversions by Rainco stating: “in no event shall Rainco Industries, Inc. be entitled to convert any portion of the Notes, in which the sum of (1) the number of shares of Common Stock beneficially owned by Rainco Industries, Inc. and its affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the unconverted portion of the Notes or the unexercised or unconverted portion of any other security of the Company subject to a limitation on conversion of exercise analogous to the limitations contained herein) and (2) the number of shares of Common Stock issuable upon the conversion of the portion of the Notes with respect to which the determination of this proviso is being made, would result in beneficial ownership by Rainco Industries, Inc. and its affiliates of more than Four Point Nine Nine Percent (4.99%) of the outstanding shares of Common Stock of the Company. ~~for~~For ~~$10~~purposes ~~Million~~of ~~Credit~~the ~~Facility~~proviso to the immediately preceding sentence, beneficial ownership shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended and Regulations 13D-G thereunder.”

On July 2, 2014, the Company filed notification on a Form 8-K Report that Revolutionary Concepts Inc., wholly owned subsidiary Greenwood Finance Group signed an Agreement with a funding company for a $10 million revolving line of credit for capital funding. The Agreement allows Greenwood to partner in business with an experienced company in the financing services and investment banking industry.


	September 30, 2014	December 31, 2013
On April 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $76,194 at 10% interest. On March 21, 2012, $26,000 of this Note was converted. On August 1, 2012, $37,645 of this Note was converted	12,549	12,549

The terms of the Agreement includes among other things; (a) the facility is a senior term loan credit facility (b) the credit facility has an initial two year term (c) the Agreement has other financial covenants and conditions which are consistent with industry standards. The proceeds for the credit facility are intended to be used for working capital, investments, acquisition of distressed financial assets, and to provide short-term financing to small and mid-cap companies. The capital funding will provide Greenwood with the ability to purchase and acquire alternative undervalued financial assets of other companies to grow the size its expanding portfolio. 21

On July 31, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $3,215 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.


On April 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $12,000 at 10% interest. The holder has the right to convert the note to common stock.	12,000	12,000

On August 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $44,600 at 10% interest. The holder has the right to convert the note to common stock. On June 7, 2012, $27,000 of this Note was modified and was assigned by the original note holder to an unrelated third party.	17,600	17,600

On September 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $177,522 at 10% interest. The holder has the right to convert the note to common at stock.	177,522	177,522

On October 1, 2011 the Company entered into a two (2) year convertible Promissory Note with Ronald Carter, its President and CEO for $92,308 at 10% interest for the accrued compensation owed to him for the fiscal year 2010 in accordance with his Employment Agreement. On March 30, 2012, this Note was converted.	-	-

On October 1, 2011 the Company entered into a two (2) year convertible Promissory Note with its Senior Vice President, Solomon Ali for $46,154 at 10% interest for the accrued compensation owed to him for the fiscal year 2010 in accordance with his Employment Agreement. On March 30, 2012, this Note was converted.	-	-

On October 1, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $63,818 at 10% interest. The holder has the right to convert the note to common stock. This note was assigned to an unrelated third party and was originally issued December 31, 2010	63,818	63,818

On October 1, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $27,018 at 10% interest. The holder has the right to convert the note to common stock. This note was originally issued December 31, 2010	27,018	27,018

~~In accordance with ASC 855-10 Company management reviewed all material events through the date of this report.~~22


On October 1, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $198,950 at 10% interest. The holder has the right to convert the note to common stock. This note was assigned to an unrelated third party and was originally issued December 31, 2010	198,950	198,950

On October 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $8,700 at 10% interest. The holder has the right to convert the note to common stock. $6,200 of this note was assigned to an unrelated third party September 4, 2012	2,500	2,500

On November 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $8,500 at 10% interest. The holder has the right to convert the note to common stock. This note was assigned to an unrelated third party September 4, 2012	-	-

On December 30, 2011 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $4,700 at 12% interest. The holder has the right to convert the note to common stock.	4,700	4,700

On January 2, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $57,000 at 10% interest. The holder has the right to convert the note to common stock.	57,000	57,000

On February 28, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $5,000 at 12% interest. The holder has the right to convert the note to common stock.	5,000	5,000

On March 30, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $70,000 at 12% interest. The holder has the right to convert the note to common stock.	70,000	70,000

~~Unless otherwise noted, references in this Form 10-Q to “RCI”, “we”, “us”, “our”, and the “Company” means Revolutionary Concepts, Inc., a Nevada corporation.~~23

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


On April 1, 2012 the Company entered into a two (2) year convertible Promissory Note with Ronald Carter, its President and CEO for $200,000 at 10% interest for the accrued compensation owed to him for the fiscal year 2011 in accordance with his Employment Agreement. This note was assigned to a non-related third party, who assigned to the licensee. The Licensee contributed this note to RCI as partial consideration for the exclusive license agreement dated February 10, 2014.. See footnotes for additional information. This transaction reduced the note payable by $200,000 and also elminated the accrued interest.	-	200,000

On April 1, 2012 the Company entered into a two (2) year convertible Promissory Note with its Senior Vice President, Solomon Ali for $174,000 at 10% interest for the accrued compensation owed to him for the fiscal year 2011 in accordance with his Employment Agreement. $50,194 of this note has assigned to an unrelated third party. This note was assigned to a non-related third party, who assigned to the licensee. The Licensee contributed this note to RCI as partial consideration for the exclusive license agreement dated February 10, 2014. See footnotes for additional information. This transaction reduced the note payable by $174,000 and also elminated the accrued interest.	-	174,000

On April 30, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $22,000 at 12% interest. The holder has the right to convert the note to common stock.	22,000	22,000

On May 31, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $37,000 at 12% interest. The holder has the right to convert the note to common stock.	37,000	37,000

On June 7, 2012 the Company entered into a one (1) year convertible Promissory Note with a non-related creditor for $27,000 at 12% interest. The holder has the right to convert the note to common stock. On June 19, 2012, $4,000 of this note was converted. An additional $17,500 of this note was converted on dates between July 1 and September 30, 2012. On October 4, 2012, the final $5,500 was converted by the holder.	-	-

~~Forward-Looking Statements~~24

The following discussion and analysis should be read in conjunction with our consolidated financial statements and related notes thereto included elsewhere in this registration statement. Portions of this document that are not statements of historical or current fact are forward-looking statements that involve risk and uncertainties, such as statements of our plans, objectives, expectations and intentions. The cautionary statements made in this registration statement should be read as applying to all related forward-looking statements wherever they appear in this registration statement. From time to time, we may publish forward-looking statements relative to such matters as anticipated financial performance, business prospects, technological developments and similar matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. All statements other than statements of historical fact included in this section or elsewhere in this report are, or may be deemed to be, forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Important factors that could cause actual results to differ materially from those discussed in such forward-looking statements include, but are not limited to, the following: changes in the economy or in specific customer industry sectors; changes in customer procurement policies and practices; changes in product manufacturer sales policies and practices; the availability of product and labor; changes in operating expenses; the effect of price increases or decreases; the variability and timing of business opportunities including acquisitions, alliances, customer agreements and supplier authorizations; our ability to realize the anticipated benefits of acquisitions and other business strategies; the incurrence of debt and contingent liabilities in connection with acquisitions; changes in accounting policies and practices; the effect of organizational changes within the Company; the emergence of new competitors, including firms with greater financial resources than ours; adverse state and federal regulation and legislation; and the occurrence of extraordinary events, including natural events and acts of God, fires, floods and accidents.


On June 12 2012 the Company entered into a one (1) year convertible Promissory Note with a non-related creditor for $43,448 at 10% interest. The holder has the right to convert the note to common stock. On June 18, 2012, $10,000 of this note was converted. The remaining $33,448 of this note was converted on various dates between July 1 and September 30, 2012	-	-

On June 19, 2012 the Company entered into a one (1) year convertible Promissory Note with a non-related creditor for $27,500 at 8% interest. The holder has the right to convert the note to common stock. On December 26, 2012 the holder elected to convert $11,000 of this note. From January 7 through January 9, 2013 the holder elected to convert a total of $16,500 and accumulated interest of $1,100, which leaves a remaining principal balance of $0. This conversion of debt reduced our notes payables $16,500.	-	-

On June 30, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $38,809 at 12% interest. The holder has the right to convert the note to common stock.	38,809	38,809

On August 30, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $46,600 at 12% interest. The holder has the right to convert the note to common stock. On May 24, 2013 the holder elected to convert a total of $20,000 to 18,181,818 shares (which was completed on July 18, 2013), which leaves a remaining principal balance of $26,600. This conversion of debt reduced our notes payables $20,000.	26,600	26,600

On September 30, 2012 the Company entered into a two (2) year convertible Promissory Note with a non-related creditor for $33,518.80 at 12% interest. The holder has the right to convert the note to common stock.	33,519	33,519

On October 12, 2012 we entered into a nine (9) month convertible Promissory Note with a non-related creditor for $32,500 at 8% interest. The holder has the right to convert the note to common stock. From May 3 through May 20, 2013, the Company received notices of partial conversion from an unrelated third party as part of a note originally issued on October 12, 2012. A total of $32,500 and accumulated interest of $1,300 was converted and 35,149,254 restricted common shares were issued, which leaves a remaining principal balance of $0. This conversion of debt reduced the Company notes payables $32,500.	-	-

Forward-looking statements involve risks, uncertainties and other factors, which may cause our actual results, performance or achievements to be materially different from those expressed or implied by such forward-looking statements. Factors and risks that could affect our results and achievements and cause them to materially differ from those contained in the forward-looking statements include those identified in the section titled “Risk Factors” in the Company’s Annual Report on Form 10-K for the period ended December 31, 2013, as well as other factors that we are currently unable to identify or quantify, but that may exist in the future.25

In addition, the foregoing factors may affect generally our business, results of operations and financial position. Forward-looking statements speak only as of the date the statement was made. We do not undertake and specifically decline any obligation to update any forward-looking statements.


On October 30, 2012 we entered into a two (2) year convertible Promissory Note with a non-related creditor for $2,612 at 12% interest. The holder has the right to convert the note to common stock.	2,612	2,612

On November 30, 2012 we entered into a two (2) year convertible Promissory Note with a non-related creditor for $76,270 at 12% interest. The holder has the right to convert the note to common stock. This note was partially assigned to an unrelated third party who converted the $40,000 of the outstanding balance on July 10, 2014. This transaction reduced the note payable by $40,000 and also eliminated a portion of the accrued interest.	36,270	76,270

On December 30, 2012 we entered into a two (2) year convertible Promissory Note with a non-related creditor for $88,000 at 12% interest. The holder has the right to convert the note to common stock. In August, 2013 this note was amended and $25,789 and $28,245 of the note was assigned to two non-related third parties, leaving a balance of $33,966 with the original party. On December 15, 2031 one of the third parties, converted $28,245 to restricted common shares, which leaves a remaining principal balance of $0 on this portion of the assigned note. On December 19, 2013 one of the third parties, converted $25,789 to restricted common shares, which leaves a remaining principal balance of $0 on this portion of the assigned note. These conversions reduced the Company notes payable by $54,034. There is a remaining prinicpal balance of $33,966 on the original note.	33,966	33,966

On January 17, 2013 we entered into a nine (9) month convertible Promissory Note with a non-related creditor for $42,500 at 8% interest. From August 20 through September 6, 2013, the Company received notices of partial conversion from an unrelated third party as part of a note originally issued on January 17, 2013. A total of $42,500 and accumulated interest of $1,700 was converted to restricted common shares, which leaves a remaining principal balance of $0. This conversion of debt reduced the Company notes payables $42,500.	-	-

On February 28, 2013 we entered into a three (3) year convertible Promissory Note with a non-related creditor for $12,898 at 12% interest. On September 5, 2013 the holder elected to convert a total of $12,898.04 to 16,122,550 shares, which leaves a remaining principal balance of $0. This conversion of debt reduced our notes payables $12,898.04.	-	-

~~Our Ability To Continue as a Going Concern~~ 26

Our independent registered public accounting firm has issued its report dated May 1, 2014, in connection with the audit of our consolidated financial statements as of December 31, 2013, that included an explanatory paragraph describing the existence of conditions that raise substantial doubt about our ability to continue as a going concern. Our unaudited condensed consolidated financial statements as of June 30, 2014 have been prepared under the assumption that we will continue as a going concern. Specifically, Note 10 of our unaudited financial statement for the quarter ended June 30, 2014 addresses the issue of our ability to continue as a going concern. If we are not able to continue as a going concern, it is likely that holders of our common stock will lose all of their investment. Our financial statements do not include any adjustments that might result from the outcome of this uncertainty.


On March 30, 2013 we entered into a three (3) year convertible Promissory Note with a non-related creditor for $3,410 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.	3,410	3,410

On April 26, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $150,019.98 at 10% interest. The holder has the right to convert the note to common stock at $0.005 per share. On September 30, 2013 this note was amended and $142,150.08 of the note was assigned by court order to a non-related third party, leaving a balance of $7,869.90 with the original party. On September 30, 2013 the third party, further assigned their $142, 150.88 poriton of this note and a request to modify the conversion price to $0.0008 was approved. On December 31, 2013 $20,000 of this note was converted to restricted common shares, which leaves a remaining principal balance of $122,150.08 on this portion of the assigned note. This conversion reduced the Company notes payable by $20,000. The balance of the unassigned portion of the note is $7,869.90. On January 24, 2014, $20,000 of this note was converted to restricted common shares, which leaves a remaining principal balance of $102,150.08 on this portion of the assigned note. This conversion reduced the Company notes payable by $20,000. The balance of the unassigned portion of the note is $7,869.90. On September 4, 2014, $10,000 of this note was converted to restricted common shares, which leaves a remaining principal balance of $92,150.08 on this portion of the assigned note. This conversion reduced the Company notes payable by $10,000. The balance of the unassigned portion of the note is $7,869.90.	100,020	130,020

On April 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $23,210 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share. On November 13, 2013 this note was amended was assigned to a non-related third party, A request to modify the conversion price to $0.00094 was approved. On November 14, 2013, $23,210 of this note was converted to restricted common shares, which leaves a remaining principal balance of $0. This conversion reduced the Company notes payable by $23,210	-	-

~~Overview~~27

The Company is a development stage company positioned to begin launch and license of its patented technologies. The Company was incorporated as a Nevada corporation on February 28, 2005 to reincorporate and re-domesticate two existing North Carolina entities; Revolutionary Concepts, Inc. and DVMS, LLC. The Company is engaged in the licensing and development of patented entry management systems consisting of smart camera technologies that interface with smart devices enabling remote monitoring and new children’s car seat technologies.


On May 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $13,626 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.This noteholder converted the full note balance on July 1, 2014. This transaction reduced the note payable by 13,626 and also eliminated the accrued interest.	-	13,626

On June 4, 2013, we entered into a nine (9) month convertible Promissory Note with a non-related creditor for $37,500 at 8% interest. The holder has the right to convert the note to common stock at 50% of the then current market prices. On December 31, 2013, a total of $23,900 was converted to restricted common shares. On January 7, 2014 a total of $13,600 principal and $1,000 interest was converted to restricted common shares, amd on January 8, 2014 $500 in interest was converted to restricted common shares, which leaves a remaining principaland interest balance of $0. These conversions of debt reduced the Company notes payables $37,500.	-	13,600

On June 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $12,853 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share. This note was assigned to an unrelated third party who converted the full note balance on July 1, 2014. This transaction reduced the note payable by $12,853 and also eliminated the accrued interest.	-	12,853

On July 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $13,106 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share. This noteholder converted the full note balance on July 10, 2014. This transaction reduced the note payable by $13,046 and also eliminated the accrued interest.	60	13,106

On August 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $4,581 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share. This note was assigned to an unrelated third party who converted the full note balance on May 8, 2014. This transaction reduced the note payable by $4,581 and also eliminated the accrued interest.	-	4,581

The Company is planning to brand its smart technology “EyeTalk®”. EyeTalk® will include smart camera technology that allows interactive two-way communication between a smart phone and other handheld device. Unlike many IP cameras that simply produce and transmit an image, the EyeTalk® smart camera technology will have embedded capabilities that distinguish it as a significant technological advancement over traditional camera systems.


On September 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $23,370 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share. This note was assigned to an unrelated third party who converted the full note balance on July 1, 2014. This transaction reduced the note payable by 23,370 and also eliminated the accrued interest.	-	23,370

On September 30, 2013 the Company entered into a three (3) year convertible Promissory Note with Ronald Carter, its President and CEO for $140,806,35 at 10% interest for the accrued compensation owed to him for the fiscal year 2012 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share. This note was assigned to a non-related third party, who assigned to the licensee. The Licensee contributed this note to RCI as partial consideration for the exclusive license agreement dated February 10, 2014. See footnotes for additional information. This transaction reduced the note payable by $140,806 and also elminated the accrued interest.	-	140,806

On September 30, 2013 the Company entered into a three (3) year convertible Promissory Note with its Senior Vice President, Solomon Ali for $200,000 at 10% interest for the accrued compensation owed to him for the fiscal year 2012 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share. This note was assigned to a non-related third party, who assigned to the licensee. The Licensee contributed this note to RCI as partial consideration for the exclusive license agreement dated February 10, 2014. See footnotes for additional information. This transaction reduced the note payable by $200,000 and also elminated the accrued interest.	-	200,000

On October 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $20,895 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share. This note was assigned to an unrelated third party who converted the full note balance on July 1, 2014. This transaction reduced the note payable by$20,895 and also eliminated the accrued interest.	-	20,895

On November 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $16,677 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.	16,677	16,677

The Company has also completed the acquisition of Greenwood Finance Group, LLC. The Company and Rainco Industries, Inc. entered into a Member Interest Purchase Agreement, (the “Purchase Agreement”) dated as of December 7, 2012, in which the Company purchased from Rainco Industries, Inc. all the member interests in Greenwood Finance Group, LLC. (“Greenwood”). With representatives in Atlanta and Charlotte, Greenwood is a private equity firm consisting of a team of individuals who understand the work that goes into developing businesses in their beginning stages. In addition to providing funding through their Green Path Fund, Greenwood provides consultation services to help business leaders’ map out plans and goals for continued success. Greenwood provides broad-spectrum investment and capital services to small-cap and micro-cap companies; strategically positioning them for long-term growth and profitability. Greenwood delivers, through their global network of investment partners and private equity groups, the capabilities to quickly tailor funding solutions that meet the unique needs of each client which can be tailored to a client’s capital funding needs so it can focus on growing the client’s company.29

The Company’s joint venture agreement with IQMagine continues to advance, with the recently received patent for a child car seat with a built in monitor for gaming and two-way communication (Patent No. 8,016,676). The proof of concept and ideation of this product have been completed as well as an additional item - consisting of a plush toy capable of monitoring and two-way communication. Chris Scheppegrell, managing member of IQMagine is implementing a strategy for licensing of both products.


On December 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $23,895 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share. This note was assigned to an unrelated third party who converted the full note balance on July 1, 2014. This transaction reduced the note payable by$23,695 and also eliminated the accrued interest.	200	23,895

On December 31, 2013 the Company entered into a three (3) year convertible Promissory Note with its Senior Vice President, Solomon Ali for $126,000 at 10% interest for the accrued compensation owed to him for a portion of the fiscal year 2013 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share. This note was assigned to a non-related third party, who assigned the licensee. The Licensee contributed this note to RCI as partial consideration for the exclusive license agreement dated February 10, 2014. See footnotes for additional information. This transaction reduced the note payable by $126,000 and also elminated the accrued interest.	-	126,000

On December 31, 2013 the Company entered into a three (3) year convertible Promissory Note with its Senior Vice President, Solomon Ali for $74,000 at 10% interest for the accrued compensation owed to him for a portion of the fiscal year 2013 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share.	74,000	74,000

On December 31, 2013 the Company entered into a three (3) year convertible Promissory Note with Ronald Carter, its President and CEO for $112,663 at 10% interest for the accrued compensation owed to him fora portion of the fiscal year 2013 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share.	112,663	112,663

The original RCI /IQmagine agreement has been terminated and an new agreement is being negotiated. The original agreement involved the development of the RCI Car Seat patent # 8,016,676. The new license agreement will involve the development and/or licensing of 4 (four) products;30


On December 31, 2013 the Company entered into a three (3) year convertible Promissory Note with Ronald Carter, its President and CEO for $59,194 at 10% interest for the accrued compensation owed to him fora portion of the fiscal year 2013 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share. This note was assigned to a non-related third party, who assigned to the licensee. The Licensee contributed this note to RCI as partial consideration for the exclusive license agreement dated February 10, 2014. See footnotes for additional information. This transaction reduced the note payable by $59,194 and also elminated the accrued interest.	-	59,194

On December 31, 2013 the Company entered into a three (3) year convertible Promissory Note with Ronald Carter, its President and CEO for $5,643 at 10% interest for the accrued compensation owed to him fora portion of the fiscal year 2013 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share.	5,643	5,643

On January 31, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $13,798 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share. This note was assigned to an unrelated third party who converted the full note balance on July 1, 2014. This transaction reduced the note payable by$13,798 and also eliminated the accrued interest.	-	-

On February 28, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $29,777 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share. This note was assigned to an unrelated third party who converted the full note balance on July 1, 2014. This transaction reduced the note payable by$29,777 and also eliminated the accrued interest.	-	-

On March 31, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $3,572 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.	3,572	-

On April 30, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $33,914 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.	33,914	-

~~The original RCI Car Seat~~31



On May 31, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $15,120 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.		15,120	-

On June 30, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $9,477 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.		9,477	-

On July 31, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $10,461 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.		10,461	-

On September 30, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $3,513 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.		3,513	-

Total notes payable	$	1,268,163	2,287,772

Less Current Portion	$	(879,434)	(1,293,433)

Less Debt Discount and Beneficial Conversion Feature	$	(67,227)	(9,050)

Less Convertible Notes, Net of Discounts & Beneficial Conversion Feature	$	(8,830)	(4,550)

Total Long Term Notes Payable	$	312,673	980,738

APrincipal ~~newly~~maturities ~~designed~~of notes payable as of September 30, 2014 for the next five years and ~~patent~~thereafter ~~pending~~is ~~“Smart~~as ~~Seat”~~follows:


2014	$	879,433
2015	$	-0-
2016	$	312,673
2017	$	76,057
2018	$	-0-
Total	$	1,268,163

~~An interactive “Plush Toy” product~~ 32

4)Embedded Derivatives

AnNotes ~~accessory~~that ~~for~~are ~~infant~~convertible ~~carriers~~at a discount to market are considered embedded derivatives. For more information on the Notes affected, refer to Management’s Discussion and ~~strollers~~analysis and the above list.

~~The~~Under ~~new~~Financial ~~agreement~~Accounting ~~identifies~~Standard ~~the~~Board ~~advancements~~(“FASB”), ~~accomplished~~U.S. ~~under~~GAAP, Accounting Standards Codification, “Derivatives and Hedging”, ASC Topic 815 (“ASC 815”) requires that all derivative financial instruments be recorded on the ~~original~~balance ~~agreement~~sheet asat ~~well~~fair asvalue. ~~clearly~~Fair ~~defines~~values ~~additional~~for ~~responsibilities~~exchange oftraded ~~each~~securities ~~partner,~~and Asderivatives aare ~~result,~~based ~~shareholders~~on ~~can~~quoted ~~expect~~market ~~periodic~~prices. ~~reports~~Where market prices are not readily available, ~~updates~~fair ~~and/or~~values ~~press~~are ~~releases~~determined tousing bemarket ~~issued~~based bypricing ~~our~~models ~~licensee~~incorporating readily observable market data and requiring judgment and estimates.

OnThe ~~February 10, 2014, the~~ Company’s ~~Board~~issued ofconvertible ~~Directors~~Notes ~~agreed~~and tohas anevaluated ~~exclusive~~the ~~worldwide~~terms ~~license~~and ~~agreement~~conditions ~~for~~of the ~~following~~conversion ~~patents:~~features ~~U.S.~~contained ~~Patent~~in ~~7,193,844;~~the ~~U.S.~~Notes ~~Patent~~to ~~8,139,098;~~determine ~~U.S.~~whether ~~Patent~~they ~~8,144,183;~~represent ~~U.S.~~embedded ~~Patent~~or ~~8,144,184;~~freestanding ~~U.S.~~derivative ~~Patent~~instruments ~~8,154,581;~~under ~~U.S.~~the ~~Patent~~provisions ~~8,164,614;~~of UASC 815.S. ~~Patent~~The ~~8,016,676~~Company B2determined tothat athe ~~third~~conversion ~~party. Under~~features ~~the~~contained ~~terms~~in of the ~~agreement,~~Notes ~~the~~represent ~~third~~freestanding ~~party~~derivative ~~would~~instruments ~~bear~~that ~~ongoing~~meet ~~development~~the ~~and~~requirements ~~operational~~for ~~cost~~liability toclassification ~~build~~under ~~and~~ASC or815. ~~secure~~As a ~~licensee. Additionally~~result, the ~~licensee~~fair ~~will~~value ~~bear~~of ~~all~~the ~~legal~~derivative ~~cost~~financial toinstruments ~~prosecute~~in ~~and~~the ~~defend~~Notes ~~the~~is ~~patents~~reflected in ~~any infringement actions. Under~~ the ~~terms~~Company’s ofbalance ~~the~~sheet ~~agreement,~~as ~~the~~a ~~Company~~liability. ~~will~~The ~~receive~~fair ~~40%~~value of ~~all~~the ~~gross~~derivative ~~profit~~financial ~~generated~~instruments byof the ~~sale~~convertible Notes and orwarrants ~~additional~~was ~~licensing~~measured ofat the ~~patents.~~inception ~~The~~date ~~licensee~~of ~~also~~the ~~agreed~~Notes toand ~~cancel~~warrants ~~$900,000~~and ineach ~~notes~~subsequent ~~payable~~balance ~~plus~~sheet ~~accrued~~date. ~~interests~~Any aschanges ~~part~~in ofthe ~~license~~fair ~~agreement.~~value ~~Under~~of the ~~terms~~derivative offinancial ~~the~~instruments ~~agreement,~~are werecorded ~~cannot~~as ~~disclose~~non-operating, ~~more~~non-cash ~~details~~income or expense at ~~the~~each ~~present~~balance ~~time.~~sheet date.

~~Introduction~~The Company valued the conversion features in its convertible Notes using the Black-Scholes model. The Black-Scholes model values the embedded derivatives based on a risk-free rate of return ranging from 0.09% to 0.14%, grant dates of Notes, the ~~EyeTalk®~~term ~~Communicator~~of the Notes, conversion prices of 50% of current stock prices on the measurement date ranging from $0.00085 to $0.0019, and the computed measure of the Company’s stock volatility, ranging from 345% to 358%.

~~The~~Included ~~Company has invested~~ in the IPSeptember ~~for~~30, ~~several~~2014, ~~commanding~~is ~~wireless~~a ~~concepts~~derivative ~~enabling~~liability ~~remote~~in ~~monitoring~~the ~~and~~amount ~~efficient~~of ~~and~~$0 ~~effective~~to ~~security~~account ~~and~~for ~~entry~~this ~~management~~ transaction. ~~The~~This ~~brand~~liability ~~being~~arose ~~established~~in ~~for~~ the ~~company’s~~third IPquarter isof ~~“EyeTalk®~~2012 ~~“.EyeTalk®~~and ~~will provide users~~ the ~~ability~~balance towill ~~remotely~~be ~~and~~revalued ~~interactively~~quarterly ~~monitor,~~henceforth ~~manage~~ and ~~communicate~~adjusted ~~through~~as a ~~smart~~gain ~~camera~~or ~~designed~~loss to ~~interface~~the ~~with~~statements ~~IPhone,~~of ~~Androids~~operations ~~and~~depending ~~other~~on ~~smart~~its ~~devices~~value at that time.

~~EyeTalk®~~Included ~~will~~in ~~represent~~our aStatements ~~new generation~~ of ~~camera~~Operations ~~technology~~for ~~with~~the ~~capabilities~~nine ~~never~~months ~~considered~~ended ~~before~~September .30, ~~Embedded~~2014 ~~processors~~is ~~and~~a ~~software~~gain ~~will~~of ~~give~~$18,891 ~~EyeTalk®~~and a ~~very~~loss ~~versatile~~of ~~platform~~$(23,667) tofor ~~operate~~the ~~upon~~nine ~~unlike~~months ~~any~~ended ~~camera~~September ~~designed~~30, to2013 ~~date.~~in ~~Smart~~non-cash ~~camera~~charges ~~technology~~pertaining isto ~~cutting~~the ~~edge~~derivative ~~and~~liability ~~unprecedented.~~as Itit ~~possibilities~~pertains ~~are~~to ~~limited~~change byin ~~imagination~~derivative ~~alone.~~liability ~~The~~and ~~software~~amortization ~~platform~~of ~~may~~debt ~~help~~discount, ~~assure legacy capabilities via upgrades and advancements~~respectively.

~~EyeTalk®~~NOTE is10 ~~being~~– ~~designed~~GOING asCONCERN primarily a smart camera technology supported by a software platform with a hardware component of an external unit deployed at a chosen location. The system’s embedded processor will facilitate communication between the camera and the person triggering its activation and/or the designated users of the system. The smart capabilities of the system will allow for a live exchange between the end users and the person that triggered the camera or the camera will independently manage an activation on its own. Interface with the EyeTalk® system is being designed to be achieved via an IPhone, Android, Personal Data Assistant (PDA), Handheld Computer (HC), Smart phone, or other compatible device.

~~Current~~The ~~solutions~~losses, ~~for~~negative ~~home~~cash ~~security~~flows ~~provide~~from ~~very~~operations, ~~marginal results~~ and innegative ~~many~~working ~~cases~~capital ~~are~~deficiency ~~ineffective~~sustained ~~and~~by ~~present~~the aCompany ~~tremendous~~raise ~~burden~~substantial todoubt ~~municipalities~~about ~~because~~the ofCompany’s ~~the~~ability ~~extremely~~to ~~high~~continue ~~rate~~as ofa ~~false~~going ~~alarms~~concern. These ~~The~~financial ~~EyeTalk®~~statements ~~system~~do ~~will~~not ~~utilize~~include ~~smart~~any ~~technology~~adjustments relating to ~~synergistically~~the ~~improve~~recoverability ~~communication, security, convenience, messaging,~~ and ~~manage~~classification ~~deliveries~~of ~~and~~recorded ~~guest. As a by-product~~assets, ~~the~~or ~~system will also support~~ the ~~need~~amounts ~~for~~and ~~verification~~classification of ~~emergency~~liabilities ~~situations~~ that ~~now~~might ~~cripple~~be ~~many~~necessary ~~municipalities~~in ~~across~~ the ~~nation~~event ~~burdened with~~ the ~~incidence~~Company ofcannot ~~false~~continue ~~alarms.~~in ~~The EyeTalk® system will provide a means of owner verification prior to the triggering of an alarm~~existence.

Advances in wireless technology make it possible now to not only view events in and around a location, but also to record and/or initiate other actions that will serve as a better solution to entry management and security. Revolutionary Concepts has invested heavily in this area over the years and the returns on the company’s investment are coming to bear. All related patents have now issued providing tremendous strength and latitude to the area of wireless monitoring.33

~~Another~~NOTE ~~major~~11 ~~application~~– for the EyeTalk® technology will address the growing need to monitor the elderly and aging population. Features of the EyeTalk® smart camera technology not found in basic IP cameras will allow advanced monitoring capabilities and address a significant demand on the horizon as baby boomers become seniors. Also, as a medical application, the EyeTalk® technology could provide remote monitoring of patients and family members. The system is planned to incorporate fall prevention technology and offer a remote fall detection technology.ACQUISITION

~~Additionally,~~Entry ~~the~~into ~~ability~~a toMaterial ~~monitor~~Definitive ~~loved ones who may be many miles away will be another feature of the EyeTalk® system~~Agreement.

13Revolutionary Concepts, Inc., a Nevada corporation, and Rainco Industries, Inc., a Georgia corporation (“Rainco”), have entered into a Member Interest Purchase Agreement, (the “Purchase Agreement”) dated as of December 7, 2012, in which the Company purchased from Rainco all the member interests in Greenwood Finance Group, LLC. (“Greenwood”). Pursuant to the Purchase Agreement and subject to the conditions set forth therein, the Company purchased all the member interests of Greenwood in exchange for ten million shares of Series A Convertible Preferred Stock (the “Preferred Stock”), the rights, preferences and designations of which are filed as an amendment to the Articles of Incorporation with the State of Nevada.

~~Additional~~The ~~patents~~completion ~~are~~of ~~pending~~the ~~that~~acquisition, ~~offer~~and ~~very~~the ~~relevant~~rights, preferences and ~~effective~~designations ~~solutions~~(as ~~for~~permitted ~~entry~~pursuant ~~management~~to inthe ~~schools,~~Company’s ~~universities,~~Articles ~~institutions,~~of ~~government~~Incorporation) ~~buildings~~was ~~and~~approved ~~other~~by ~~facilities~~the ~~requiring~~Board ~~entry~~of ~~screening~~Directors of the Company.

~~EyeTalk®~~Each of the Company and Rainco has made customary representations and warranties in the Purchase Agreement. With representatives in Atlanta and Charlotte, Greenwood is a ~~brand~~private equity firm consisting of a team of individuals who understand the work that ~~will~~goes ~~establish~~into ~~itself~~developing asbusinesses anin ~~industry~~their ~~leader~~beginning asstages. ~~Revolutionary~~In ~~Concepts~~addition ~~integrates~~to ~~its~~providing ~~unique~~funding ~~portfolio~~through their Green Path Fund, Greenwood provides consultation services to help business leaders’ map out plans and goals for continued success. Greenwood provides broad-spectrum investment and capital services to small-cap and micro-cap companies; strategically positioning them for long-term growth and profitability. Greenwood delivers, through their global network of ~~technical~~investment ~~solutions~~partners ~~into~~and private equity groups, the ~~market~~capabilities ~~place.~~to ~~The~~quickly ~~seeds~~tailor ~~that~~funding ~~were~~solutions ~~planted~~that ~~over~~meet the ~~years~~unique ~~are~~needs ~~coming~~of each client which can be tailored to ~~harvest~~a ~~and~~client’s ~~the~~capital ~~alignment~~funding ~~with~~needs ~~wireless~~so ~~advances~~it iscan ~~almost~~focus ~~perfect~~on growing the client’s company.

~~Preemption,~~Additional ~~Prevention~~Summary ~~and~~of ~~Protection~~the Purchase Agreement

~~Why~~The ~~EyeTalk®?~~Company ~~EyeTalk®~~has isalso aagreed ~~disruptive~~to ~~technology~~various ~~that~~restrictive ~~will,~~covenants ~~we contend, create a shift~~ in the ~~way~~Purchase ~~security~~Agreement and ~~entry management is conducted. EyeTalk® could have~~ the ~~ability~~Preferred ~~to cause an impact in a mega industry. EyeTalk®~~Stock, ~~we believe~~including, ~~will~~among ~~offer~~other ~~capabilities~~things ~~like~~but ~~never~~not ~~before,~~limited ~~and it will be efficient~~to, ~~effective~~(i) ~~and~~conduct ~~appropriate.~~business ~~Unlike systems~~ in the ~~market~~ordinary ~~place~~course ~~that~~consistent ~~are~~with ~~responsive~~past ~~and~~practice ~~reactive such as alarms that sound when there is a break-~~in orall ~~systems~~material ~~that~~respects ~~monitor~~; ~~your~~(ii) ~~home~~limit ~~from~~ the ~~inside,~~Company’s ~~EyeTalk®~~right ~~is being designed for the outside~~ to beissue ~~preemptive~~securities, ~~preventative~~without ~~and~~the ~~protective,~~approval byof ~~providing~~the ~~detailed~~Preferred ~~information~~Stock; to(iii) ~~the~~limit ~~owner~~ the ~~moment~~incurrence ~~someone~~of isdebt ~~on a property. A better solution is one that begins before a break~~ in orexcess anof ~~invasion.~~$10,000, ~~The~~without ~~ability~~the toapproval ~~address~~of athe ~~situation~~Preferred ~~before~~Stock; it(iv) ~~takes~~sell ~~place~~its isown aassets ~~much~~or ~~better~~purchase ~~solution.~~the ~~The~~assets ~~ability~~of toanother ~~engage a person~~entity, towithout ~~alert~~the aapproval ~~person~~of ~~that~~the ~~their~~Preferred ~~presence~~Stock ~~is acknowledged,~~ and to(vi) ~~verify~~limit athe ~~potential~~Board ~~emergency~~of ~~before~~Directors ~~an event occurs is within EyeTalk®s capabilities. The EyeTalk® systems are being designed~~ to befive ~~triggered~~members and ~~activated~~allow byRainco anthe ~~array~~right, ofnot ~~inputs~~the ~~such as motion~~obligation, ~~biometric~~to ~~sensors,~~recommend ~~metal~~three ~~detection~~members ~~underground~~in ~~fiber optic sensors, etc. When~~ the ~~system~~event isof ~~activated~~any ~~by a trigger~~vacancies, ~~it will be programmed~~ to ~~provide~~serve ~~standard~~in ~~greetings,~~accordance ~~directives,~~with ~~commands,~~the ~~etc~~Company bylaws. The ~~EyeTalk®~~restrictive ~~could~~covenants ~~then~~will ~~notify~~terminate ~~designated~~upon ~~personnel of~~ the ~~triggering~~elimination ~~event, sending images~~ of the ~~current~~outstanding ~~situation~~obligations ~~and~~of ~~permitting~~RCI ~~audible~~to ~~responses and real time monitoring~~Rainco.

~~The~~Each ~~smart~~share ~~camera~~of ~~features~~Preferred ~~planned~~Stock ~~could~~is ~~enable~~convertible, at the ~~system~~discretion toof ~~talk~~the ~~independently~~holder, ~~and~~into ~~future~~1.8 ~~generations~~shares of Company common stock (with provisions which reduce the ~~technology~~conversion ~~could~~ratio beto ~~equipped~~one ~~with~~share ~~voice~~of ~~recognition,~~Preferred aStock ~~feature~~for ~~some~~one ~~would~~share ~~call~~of ~~artificial~~Company ~~intelligence;~~common westock ~~would~~under ~~like~~specified toconditions). ~~refer~~The Preferred Stock has liquidation preferences and may be cancelled and returned to itthe asCompany ~~real~~in ~~intelligence~~exchange for the Member Interests under certain restrictive circumstances.

~~Another~~The ~~key~~foregoing ~~feature~~summary description of the ~~technology~~Purchase Agreement, the Preferred Stock and the transaction, is ~~that~~not itcomplete ~~will~~and ~~serve~~is assubject ato ~~crime~~and ~~deterrent~~qualified ~~via~~in its entirety by reference to the ~~video~~Purchase ~~evidence~~Agreement, ~~EyeTalk®~~a ~~would~~copy ~~produce.~~of ~~The~~which ~~value~~is on file with the Commission as Exhibit 2.1 of ~~video~~the in8-k ~~legal~~filed ~~proceedings~~on ~~will~~December ~~help~~20, ~~support~~2012, ~~prosecutions~~and the Preferred Stock, of which is attached hereto as Exhibit 3.1, and ~~crime~~the ~~reduction~~terms of which are incorporated herein by reference.

EyeTalk® is conceived as a very versatile technology and its offerings will be very broad and comprehensive as an entry management device. From monitoring children arriving home safely from school, to verifying and receiving deliveries, to responding to service appointments, etc. the EyeTalk® technology represents a leap forward in the way we manage a variety of day to day activities.34

The ~~Company~~Purchase ~~management~~Agreement ~~expects~~and tothe ~~compete~~right, bypreferences ~~emphasizing~~and designations of the ~~unique~~Preferred ~~aspects~~Stock ofhave ~~the~~been ~~EyeTalk®~~attached ~~technology~~as inExhibits ~~marketing~~to ~~directly~~this report in order to ~~distributors~~provide investors and ~~end~~security ~~users~~holders with information regarding its terms. ~~The~~It is not intended to provide any other financial information about the Company, ~~also~~Rainco, ~~intends~~Greenwood, or their respective subsidiaries and affiliates. The representations, warranties and covenants contained in the Purchase Agreement and Preferred Stock were made only for purposes of that agreement and as of specific dates; were solely for the benefit of the parties to ~~compete~~the Purchase Agreement and Preferred Stock; may be subject to limitations agreed upon by ~~direct~~the ~~contact~~parties, ~~with~~including ~~larger~~being ~~end~~qualified ~~users~~by ~~such~~confidential disclosures made for the purposes of allocating contractual risk between the parties to the Purchase Agreement instead of establishing these matters as ~~hospitals,~~facts; ~~banks~~and may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors. Investors should not rely on the representations, warranties and ~~government~~covenants ~~agencies~~or ~~concerned~~any ~~with~~description ~~homeland~~thereof ~~security~~as characterizations of the actual state of facts or condition of the Company, Rainco, Greenwood or any of their respective subsidiaries or affiliates. Moreover, information concerning the subject matter of the representations, warranties and ~~plans~~covenants tomay ~~fully~~change ~~explore~~after ~~all~~the ~~licensing~~date ~~opportunities~~of ~~that~~the Purchase Agreement, which subsequent information may ~~arise~~or may not be fully reflected in public disclosures by the Company.

AsBased ~~with~~on ~~many~~its ~~development~~long-term ~~stage~~business ~~companies~~strategy, wemanagement ~~are~~has ~~currently~~decided ~~considered~~ to bereserve inthe ~~unsound~~entire ~~financial~~value ~~condition.~~of ~~Our~~the ~~auditor~~gain ~~has~~on ~~expressed~~sales ~~substantial~~of ~~doubt~~notes ~~about~~and ~~our~~the ~~ability~~valuation toof ~~continue~~the asnotes areceivable ~~going~~through ~~concern.~~our ~~Persons~~subsidiary, ~~should~~Greenwood ~~not~~Finance ~~invest~~Group, ~~unless they can afford to lose their entire investments~~LLC. We ~~currently~~will ~~have~~recognize athe ~~negative~~assets ~~net~~and ~~worth,~~revenue ~~extremely~~as ~~limited~~ cash ~~although~~payments weare ~~did~~received ~~post~~against ~~a gain of $578,476 for~~ the ~~six~~notes ~~months~~receivables ~~ended~~and ~~June~~as ~~30,~~interest ~~2014~~payments. WeThis ~~had~~may ~~accumulated~~also ~~deficits~~allow tothe ~~our~~company ~~stockholder’s~~to ~~equity~~maximize ofits ~~$(13,315,312)~~tax asplanning ofstrategy. ~~June~~The ~~30,~~following ~~2014.~~table ~~Further,~~summarizes wethe ~~may~~consideration ~~incur~~paid ~~significant~~by ~~losses~~the ~~through~~Company ~~2014~~ and ~~beyond,~~the asamounts itof ~~further~~the ~~develops~~assets ~~and~~acquired ~~attempts~~at tothe ~~commercialize~~acquisition ~~the~~date ~~remote~~based ~~network~~on ~~camera~~the ~~video~~above ~~system.~~noted reserves:

As of June 30, 2014, the Company had 650,087,493 shares of its common stock issued and outstanding.


Purchase Price Allocation Consideration:	December 7 , 2012
Equity instruments (10,000,000 Preferred Class A Shares of Revolutionary Concepts, Inc.)		18,000,000

Recognized amounts of identifiable assets acquired as of September 30, 2014:
Accumulated Interest Income ($2,095,279reserved)		—
Notes Receivable ($7,108,861reserved)		—
Total assets ($9,204,140 reserved)		—
Fair value of total assets ($9,204,140 reserved)		—

~~Corporate Information and History~~35

~~The~~NOTE ~~Company~~12 ~~was~~– ~~founded~~SUBSEQUENT inEVENTS 2004 as Revolutionary Concepts, Inc., a North Carolina corporation and its subsidiary, D.V. M. S., LLC for the purpose of developing a network camera video device. The Company reincorporated in Nevada in February 2005 as Revolutionary Concepts, Inc. to re-domicile the North Carolina Corporation to a Nevada corporation by the same name.

~~Our~~On ~~principal~~January ~~executive offices are located at 1914 JN Pease Place~~2, ~~Charlotte~~2015, NCour ~~28262.~~wholly ~~The~~owned ~~Company’s~~subsidiary, ~~telephone~~Greenwood ~~number~~Finance isGroup, ~~980-225-5376.~~began ~~The~~collecting ~~President~~interest ofpayments ~~the~~on ~~Company~~its ~~is Ronald Carter~~$7,000,000.00 ~~The~~in ~~Company~~notes ~~maintains a corporate website at www~~receivable.~~revolutionaryconceptsinc.com.~~ The ~~contents~~subsidiary ofcollected ~~our~~payments ~~website~~consisting ~~are not part~~ of ~~this~~cash ~~annual~~equivalents ~~report~~valued ~~and~~at ~~should~~approximately ~~not~~$1.2 bemillion ~~relied upon with respect to the annual report or incorporated by reference~~dollars.

ToOn ~~date~~January 13, ~~our~~2015, ~~efforts have been largely devoted to developing~~ the Company’s ~~corporate~~approved ~~structure,~~two ~~supporting~~principal ~~investor~~features ~~relations~~of ~~and~~a ~~seeking~~restructuring ~~patent~~and ~~protection~~recapitalization ~~around~~plan. ~~verticals~~The features of the ~~core~~plan ~~system.~~include ~~The~~raising ~~Company~~capital isand ~~currently~~exchanging ~~focused~~much onof the ~~development~~Company’s ~~stage~~senior ~~now~~secured ~~that~~debt ~~the~~and ~~supporting~~related ~~technologies~~obligations for ~~the~~new ~~EyeTalk® system have emerged~~equity. ~~Through~~The ~~its~~Board ~~licensing~~approved ~~agreement,~~ the ~~company~~strategic isplan ~~actively~~which ~~involved~~is indesigned ~~infringement~~to ~~review~~restructure and ~~identifying~~recapitalize ~~possible~~the ~~licensing opportunities~~Company. The ~~Product~~principal ~~development~~features ~~remains~~of athe ~~key~~plan ~~goal~~encompass ofa ~~the~~recapitalization ~~company~~and asbalance ~~well;~~sheet ~~however~~restructuring, itwhich ~~may~~includes orthe ~~may~~creation ~~not~~of benew asclasses ~~practical~~of aspreferred ~~once~~shares ~~considered~~and a debt-for-equity exchange.

~~Offering~~In toaccordance ~~Raise~~with ~~Capital~~ASC ~~Funding~~855-10 Company management reviewed all material events through the date of this report.

~~Management~~Unless ofotherwise ~~the~~noted, ~~Company~~references ~~has~~in ~~elected~~this toForm do10-Q ~~a secondary public or private offering~~ to ~~raise~~“RCI”, ~~additional~~“we”, ~~funding for the Company~~“us”, ~~for~~ ~~working capital~~“our”, ~~for its growth~~ and ~~expansion and retirement of equity. The prospectus or offering memorandum will be prepared by~~ the “Company’s” ~~legal~~means ~~counsel~~Revolutionary ~~and accountants~~Concepts, ~~and issued to accredited investors in accordance with SEC and any other Federal~~Inc., ~~state~~a ~~regulatory,~~Nevada ~~rules and guidelines~~corporation. ~~The approval of the public or private offering is subject to the final approval of the Board of Directors of the Company.~~

~~RESULTS OF OPERATIONS~~36

~~RESULTS~~ITEM OF2. MANAGEMENT’S ~~OPERATIONS~~DISCUSSION ~~FOR THE THREE~~ AND ~~SIX~~ANALYSIS ~~MONTHS~~OF ~~ENDED~~FINANCIAL ~~JUNE~~CONDITION ~~30, 2014 COMPARED TO THE THREE~~ AND ~~SIX~~RESULTS ~~MONTHS~~OF ~~ENDED JUNE 30, 2013~~OPERATIONS

~~Operating~~Forward-Looking Expenses. Although we have not begun to generate revenues, our total operating expenses decreased to $149,287 from $181,257 for the three months ended June 30, 2014 and 2013, respectively, as compared to $322,122 and $337,413 for the six months ended June 30, 2014 and 2013, respectively. This decrease for the three and six month period is primarily attributable to less compensation expense and related expenses for Greenwood Financial personnel. Statements

~~Net~~The ~~Loss~~following discussion and analysis should be read in conjunction with our consolidated financial statements and related notes thereto included elsewhere in this registration statement. ~~Our~~Portions ~~net~~of ~~loss~~this ~~decreased~~document tothat ~~$195,630~~are ~~from~~not ~~$275~~statements of historical or current fact are forward-looking statements that involve risk and uncertainties,~~796~~ ~~for~~such ~~the~~as ~~three~~statements ~~months~~of ~~ended~~our ~~June~~plans, 30objectives, ~~2014~~expectations and ~~2013,~~intentions. ~~respectively~~The cautionary statements made in this registration statement should be read as ~~compared~~applying to aall ~~gain~~related offorward-looking ~~$578,476~~statements ~~and~~wherever athey ~~loss~~appear ofin ~~$519~~this registration statement. From time to time,~~535~~ ~~for~~we ~~the~~may ~~six~~publish ~~months~~forward-looking ~~ended~~statements ~~June~~relative 30to such matters as anticipated financial performance, ~~2014~~business prospects, technological developments and ~~2013,~~similar ~~respectively~~matters. The ~~decrease~~Private ~~for~~Securities ~~the~~Litigation ~~three~~Reform ~~month~~Act ~~ended~~of is1995 ~~primarily~~provides ~~attributable~~a tosafe ~~less~~harbor ~~compensation~~for ~~expense~~forward-looking ~~and~~statements. ~~related~~All ~~expenses~~statements ~~for~~other ~~Greenwood~~than ~~Financial~~statements ~~personnel. We~~of ~~had~~historical afact ~~net~~included ~~income~~in ~~of $578,476~~this ~~for~~section ~~the~~or ~~six~~elsewhere ~~months~~in ~~ended~~this ~~June~~report 30are, ~~2014~~or ~~mainly~~may ~~due~~be deemed to ~~forgiveness~~be, forward-looking statements within the meaning of ~~note~~Section 27A ~~payable~~of ~~and~~the ~~accrued~~Securities ~~interest~~Act inof 1933 and Section 21E of the ~~amount~~Securities Exchange Act of ~~$992,124~~1934. WeImportant ~~also~~factors ~~recorded~~that acould ~~loss~~cause ofactual $0results ~~and~~to ~~$58~~differ materially from those discussed in such forward-looking statements include,~~551~~ ~~for~~but are not limited to, the ~~three~~following: ~~months~~changes ~~ended~~in ~~June~~the ~~30,~~economy ~~2014~~or in specific customer industry sectors; changes in customer procurement policies and ~~2013,~~practices; ~~respectively,~~changes in product manufacturer sales policies and apractices; ~~gain~~the availability of ~~$683~~product and alabor; ~~loss~~changes ofin ~~$37,796~~operating ~~for~~expenses; the ~~six~~effect ~~months~~of ~~ended~~price ~~June~~increases ~~30,~~or ~~2014~~decreases; the variability and ~~2013~~timing of business opportunities including acquisitions, ~~respectively~~alliances, incustomer ~~loss~~agreements and ~~gain~~supplier onauthorizations; ~~embedded~~our ~~derivatives~~ability ~~related~~ to ~~notes~~realize ~~payable~~the ~~with~~anticipated ~~variable~~benefits ~~conversion~~of ~~prices. This~~acquisitions ~~reduction~~and other business strategies; the incurrence of debt and contingent liabilities in connection with acquisitions; changes in accounting policies and practices; the ~~loss~~effect onof ~~embedded~~organizational ~~derivatives~~changes within the Company; the emergence of new competitors, including firms with greater financial resources than ours; adverse state and ~~interest~~federal ~~expense~~regulation ~~primarily~~and ~~related~~legislation; toand the ~~reduction~~occurrence of ~~embedded~~extraordinary ~~derivatives~~events, including natural events and acts of God, fires, floods and accidents.

~~Assets.~~Forward-looking ~~Assets~~statements ~~decreased~~involve ~~by $8~~risks,~~281~~ touncertainties ~~$139~~and other factors,~~862~~ atwhich ~~the~~may ~~period~~cause ~~ended~~our ~~June~~actual 30results, ~~2014,~~performance ~~compared~~or achievements to ~~$148,083~~be asmaterially ofdifferent from those expressed or implied by such forward-looking statements. Factors and risks that could affect our results and achievements and cause them to materially differ from those contained in the forward-looking statements include those identified in the section titled “Risk Factors” in the Company’s Annual Report on Form 10-K for the period ended December 31, 2013., ~~This~~as ~~decrease~~well ~~was~~as ~~primarily~~other ~~due~~factors that we are currently unable to ~~decreases~~identify inor ~~patent~~quantify, ~~and~~but ~~security~~that ~~deposits~~may exist in the future.

~~Liabilities.~~In ~~Total liabilities increased by $166~~addition,~~422~~ tothe ~~$4,878,421~~foregoing asfactors ofmay ~~June~~affect ~~30,~~generally ~~2014~~our ~~from $4~~business,~~711,999~~ asresults of ~~December~~operations ~~31,~~and ~~2013~~financial position. ~~The~~Forward-looking ~~increase~~statements isspeak ~~attributable~~only toas of the ~~decrease~~date inthe ~~related~~statement ~~party~~was ~~notes~~made. ~~offset~~We bydo annot ~~increase~~undertake inand ~~current~~specifically ~~liabilities~~decline ~~primarily~~any ~~related~~obligation to ~~our~~update ~~preferred~~any ~~dividend~~forward-looking ~~payable~~statements.

~~Stockholders'~~Our ~~Equity~~Ability ~~(Deficit). Stockholders' deficit increased by $174,703~~ to ~~$(4,738,619)~~Continue as ofa ~~June~~Going ~~30,~~Concern ~~2014 from $(4,563,916) as of December 31, 2013.~~

~~Liquidity~~Our ~~and~~independent ~~Capital~~registered ~~Resources~~public accounting firm has issued its report dated May 1, 2014, in connection with the audit of our consolidated financial statements as of December 31, 2013, that included an explanatory paragraph describing the existence of conditions that raise substantial doubt about our ability to continue as a going concern. Our unaudited condensed consolidated financial statements as of September 30, 2014 have been prepared under the assumption that we will continue as a going concern. Specifically, Note 10 of our unaudited financial statement for the quarter ended September 30, 2014 addresses the issue of our ability to continue as a going concern. If we are not able to continue as a going

General. Our primary sources of cash have been sales of common stock through private placements and loans from affiliates and unrelated third parties. We are a developmental stage company moving from R & D to the initial stages of development and/ licensing. The transition from R & D to development and production requires a greater focus on operations, product infrastructure, distribution and channel partners and industry alliances. Over the next 6 - 12 months, we will be looking for the ideal acquisitions that will enable our company to take advantage of an existing customer base. Our management will also pursue appropriate Letter of Intents and Joint Ventures that will position our company to move its products into these ventures when successful production is completed. We have also engaged an expert and signed exclusive agent agreement to pursue licensing opportunities within our patent portfolio.37

~~Prior~~concern, ~~relationships~~it ~~with~~is ~~companies~~likely ~~discussed~~that inholders ~~previous~~of ~~filings~~our ~~have~~common ~~been~~stock ~~terminated.~~will Welose ~~are~~all ~~not involved with any~~ of ~~those~~their ~~companies that were very instrumental during the Research and Development stages, but are no longer engaged~~investment. WeOur ~~have~~financial ~~engaged~~statements ~~SIS~~do ~~Development~~not asinclude ~~consulting~~any ~~technical~~adjustments ~~officials~~that ~~for~~might ~~product~~result ~~development.~~from ~~SIS Development will assist RCI in identifying~~ the ~~necessary~~outcome ~~contracts~~of ~~and~~this ~~relationships moving forward~~uncertainty. ~~Additionally, industry expertise and consultation is being provided by advisors in the industry.~~

Cash Flows from Operating Activities. Net cash used in operating activities was 103,443 for the six months ended June 30, 2014, primarily attributable to forgiveness of note payable and accrued interest and increase in dividend accumulated adjustment, offset by $578, 476 of net income and increase in accrued expense and other liability. Net cash used in operating activities was $181,556 for the six months ended June 30, 2013, primarily attributable to $519,535 of net loss and increase in dividend accumulated adjustment, offset by increase in accrued expenses and other liabilities. Overview

~~Cash~~Revolutionary ~~Flows~~Concepts, ~~from~~Inc. ~~Investing~~(the ~~Activities.~~“Company”) ~~There~~was ~~were~~originally ~~$607~~organized ~~used~~in byNorth ~~investing~~Carolina ~~activities~~on ~~for~~March 12, 2004. On February 28, 2005, the ~~ended~~Company ~~period~~was ~~ended~~reorganized ~~June~~and ~~30,~~re-domiciled ~~2014~~as ~~compared~~a Nevada corporation. The Company is a development stage company positioned to $3begin launch and license of its patented technologies. The Company was incorporated as a Nevada corporation on February 28,~~095~~ ~~cash~~2005 ~~used~~to byreincorporate ~~investing~~and ~~activities~~re-domesticate ~~for~~two ~~the~~existing ~~ended~~North ~~period~~Carolina ~~ended~~entities; ~~June~~Revolutionary 30Concepts, ~~2013~~Inc. and DVMS, LLC. The Company is engaged in the development of patented entry management systems and hopes to continue to develop smart camera technologies that interface with smart devices enabling remote monitoring.

~~Cash~~The ~~Flows~~Company’s ~~from~~efforts ~~Financing~~to ~~Activities.~~date ~~Net~~have ~~cash~~been ~~provided~~devoted byto ~~financing~~securing ~~activities~~the ~~was~~intellectual ~~$104,049~~framework ~~for~~around ~~the~~several ~~period~~key ~~ended~~technologies ~~June~~and 30applications related to remote video monitoring, ~~2014~~video ~~compared~~analytics toand ~~cash~~software ~~provided~~enabled bycamera. ~~financing~~Advances ~~activities~~in ~~was~~wireless ~~$185~~technologies combined with increased data speed rates permits a very sophisticated and new means of monitoring,~~845~~ security and entry management.

~~Our~~The Company’s ~~Capital~~joint ~~Structure~~venture agreement with IQMagine continues to advance, with the recently received patent for a child car seat with a built in monitor for gaming and two-way communication (Patent No. 8,016,676). The proof of concept and ideation of this product have been completed as well as an additional item - consisting of a plush toy capable of monitoring and two-way communication. Chris Scheppegrell, managing member of IQMagine is implementing a strategy for licensing of both products.

InThe ~~its~~Company ~~efforts~~has toalso ~~grow~~completed ~~and~~the ~~expand~~acquisition ~~our~~of ~~company~~Greenwood Finance Group, ~~management~~LLC. ~~must~~The ~~obtain~~Company ~~the~~and ~~necessary~~Rainco ~~capital~~Industries, toInc. ~~achieve~~entered ~~those~~into ~~objectives,~~a ~~decide~~Member onInterest Purchase Agreement, (the ~~best~~“Purchase ~~methods~~Agreement”) todated ~~obtain~~as ~~that~~of ~~capital~~December 7, ~~and~~2012, ~~retain~~in which the ~~capital~~Company ~~structure~~purchased offrom ~~our~~Rainco ~~company~~Industries, Inc. ~~The~~all ~~primary~~the ~~ways~~issued aand ~~company~~outstanding ~~will~~member ~~raise~~interests ~~capital~~in isGreenwood ~~either~~Finance ~~through~~Group, ~~debt~~LLC. ~~financing~~ (~~borrowing money~~“Greenwood”). With representatives in Atlanta and Charlotte, orGreenwood is a private equity ~~financing~~firm ~~(selling~~consisting of a ~~portion~~team of individuals who understand the ~~company~~work ~~via~~that ~~shares~~goes ofinto ~~stock)~~developing orbusinesses ain ~~combination~~their ofbeginning ~~both~~stages. ~~The~~In ~~type~~addition ofto providing funding through their Green Path Fund, Greenwood provides consultation services to help business leaders’ map out plans and goals for continued success. Greenwood provides broad-spectrum investment and capital ~~chosen~~services ~~(debt~~to orsmall-cap ~~equity)~~and micro-cap companies; strategically positioning them for long-term growth and profitability. Greenwood delivers, through their global network of investment partners and private equity groups, the capabilities to quickly tailor funding solutions that meet the unique needs of each client which can be tailored to a client’s capital funding needs so it can focus on growing the client’s company.

14Exclusive License Agreement

~~methods~~On February 10, 2014, the Company’s Board of ~~raising~~Directors agreed to an exclusive worldwide license agreement for the ~~capital~~following ~~depend~~patents: onU.S. aPatent ~~number~~7,193,844; ofU.S. ~~factors~~Patent ~~including~~8,139,098; ~~the~~U.S. ~~company’s~~Patent ~~life~~8,144,183; ~~cycle~~U.S. ~~stage~~Patent 8,144,184; eU.gS. Patent 8,154,581; ~~start-up~~U.S. Patent 8,164,614; ~~development~~U.S. Patent 8,016,676 ~~high-growth~~B2 orto ~~maturity~~a third party. Under the terms of the agreement, ~~future~~EyeTalk365, ~~growth~~LLC, ~~prospects~~(the Licensee), ~~strength~~paid $900,000.00 in cash equivalents consisting of convertible promissory notes and a 40% equity stake in the ~~national~~Licensee, ~~economy~~and will bear ongoing development and operational cost to build and or secure a sub-licensee(s). Additionally, the ~~credit~~licensee ~~markets~~will bear all legal cost to prosecute and defend the patents in any infringement actions. Under the terms of the agreement, the Company will receive, 40% of all gross profit generated by the sale and or

Potential investors in any company, including ours, will consider those factors and the relative risks to their investment capital. To limit their risks, these investors may limit the size of their investment, or provide it to the company in stages, that is contingent upon the company reaching stated goals e.g., production, marketing, distribution and revenues. The ultimate question for management is; how do you get the investors to commit to making what could be a high risk investment for them, although one that would correspondingly benefit the company, however one that the investor could lose if the company were to fail. Management considered both the equity and the debt financing options based on our life cycle stage, economy, credit markets and other circumstances at the time, and reached the following conclusions;38

~~Equity~~additional ~~Financing~~ sub-licensing ~~Management~~of ~~decided~~the ~~not~~patents. toThis ~~raise~~payment ~~additional~~is ~~capital~~mandated ~~through~~by anthe ~~equity~~agreement ~~offering~~and inis ~~its~~not ~~initial~~subject ~~start-up~~to ~~and~~additional ~~development~~withholdings ~~stage~~from ~~for~~the alincensee. ~~variety of reasons;~~

~~(1)~~On ~~The~~September ~~Company~~16, ~~would~~2014, ~~have~~the ~~had~~Company toand ~~go through~~ the ~~process~~Licensee ofamended ~~filing a registration statement e.g. S-1 with~~ the ~~SEC,~~original ~~which~~agreement ~~would~~to ~~have~~include ~~required~~more ~~expenditures~~specific ~~and~~language ~~resources with no assurances of receiving expeditious approval~~ and ~~would have been very time consuming, given our situation at that time~~rights.

~~(2)~~ The ~~direct~~Licensee ~~and~~has ~~indirect~~formally ~~flotation~~reported ~~costs~~to ofthe Company that it is engaged in three patent infringement lawsuits regarding the ~~issuance~~patent ofportfolio anthat ~~equity~~it ~~capital~~has ~~raise~~licensed. The ~~could~~Licensee ~~have~~has ~~run~~not ~~$250,000~~provided any forcasted awards or ~~more,~~outcomes ~~and~~that ~~the~~may ~~Company~~result ~~did~~from ~~not~~these ~~have~~actions. The ~~those~~Licensee ~~funds~~has ~~available~~further disclosed that these actions may result with no outcome, financial or otherwise.

~~(3)~~Revolutionary ItConcepts ~~would~~Signs ~~have~~Agreement ~~been~~with ~~very~~Company ~~difficult to get an investment banker to underwrite a new issuance~~ for a$10 ~~development~~Million ~~stage~~Credit ~~company with a limited operating history and revenues.~~ Facility

~~(4)~~On ~~Many~~July ~~investors~~2, ~~did~~2014, ~~not~~the ~~want~~Company tofiled ~~take~~notification on a Form 8-K Report that Revolutionary Concepts Inc., wholly owned subsidiary Greenwood Finance Group, LLC signed an ~~equity~~Agreement ~~position~~with a funding company for a $10 million revolving line of credit for capital funding. The Agreement allows Greenwood to partner in ~~the~~business ~~Company~~with atan ~~that~~experienced ~~time~~company ~~and~~in the ~~corresponding~~financing ~~risks~~services ofand ~~ownership.~~investment banking industry.

The terms of the Agreement include among other things; (a) the facility is a senior term loan credit facility (b) the credit facility has an initial two year term (c) the credit facility has an interest rate of 16.5% (d) ~~The~~the ~~issuance~~maturity date is 6 months from the execution date of ~~equity~~the agreement (d) the credit facility is subject to ~~these~~periodic ~~investors,~~due ~~after~~diligence ~~resolving~~and compliance with all terms of the ~~potential~~Senior ~~regulatory~~Secured ~~challenges,~~Revolving ~~legal~~Credit ~~issues~~Facility Agreement and the Guaranty Agreement. The proceeds for the credit facility are intended to be used for working capital, ~~time~~investments, ~~constraints~~acquisition of distressed financial assets, and ~~costs~~to ~~would~~provide ~~have~~short-term ~~resulted~~financing into ~~immediate~~small ~~dilution~~and mid-cap companies. Neither the Credit Parties, nor any of their Affiliates, shall use any portion of the proceeds of the Loans, either directly or indirectly, for the ~~other~~purpose ~~shareholders~~of (i) purchasing any securities underwritten by any Affiliate of Lender, ~~giving~~(ii)paying ~~them~~or ~~only~~repaying ~~limited~~any ~~hopes~~debt ~~that~~owed ~~value~~to ~~would~~any third party, not in the ordinary course of business, (iii) paying any taxes owed or to be ~~created~~owed by any Credit Party or (iv) paying or repaying any officer or director of any Credit Party. Although the credit facility is available, the Company has not and may not access any of the funding.

~~Therefore,~~Corporate ~~due~~Information ~~to the above stated reasons, the economic climate~~ and ~~the Company’s circumstances at that time, management elected not to pursue raising capital through an equity offering at that time.~~ History

~~Debt~~The ~~Financing~~Company –was ~~Management~~founded ~~elected~~in to2004 ~~raise~~as ~~capital~~Revolutionary Concepts, Inc., a North Carolina corporation and its subsidiary, D.V. M. S., LLC for the purpose of developing a network camera video device. The Company ~~through~~reincorporated ~~debt~~in ~~financing~~Nevada ~~for~~in February 2005 as Revolutionary Concepts, Inc. to re-domicile the ~~following~~North ~~reasons;~~ Carolina corporation to a Nevada corporation by the same name.

~~(1)~~Our ~~Due~~principal toexecutive offices are located at 4822 Albemarle Rd., Suite 209, Charlotte, NC 28205. The Company’s telephone number is 980-225-5376. The President of the ~~Companies~~Company ~~need~~is ~~for~~Ronald ~~further~~Carter. ~~development~~The Company maintains a corporate website at www.revolutionaryconceptsinc.com. The contents of our ~~patents,~~website itare ~~had~~not ~~immediate~~part of this annual report and ~~continuous~~should ~~need~~not ~~for~~be ~~capital.~~relied upon with respect to the annual report or incorporated by reference.

~~(2)~~To ~~The~~date, ~~investors~~our ~~were~~efforts ~~more~~have ~~willing~~been largely devoted to ~~invest~~developing ~~funds~~the ~~more~~Company’s ~~expeditiously~~corporate structure, supporting investor relations and ~~take~~seeking apatent ~~creditor’s~~protection ~~position~~around ~~instead~~verticals of the core system. The Company is currently focused on the development stage now that asthe ansupporting ~~owner~~technologies byfor ~~taking~~the anEyeTalk® ~~equity~~system ~~position~~have emerged. Through its licensing agreement, the company is actively involved in infringement review and identifying possible licensing opportunities. Product development remains a key goal of the company as well; however, it may or may not be as practical as once considered.

(3) With those immediately available funds, management could continue to develop our technology and create short-term economic value to the Company by contracting with various vendors for work, prior to any equity dilution taking place. 39

~~(4)~~RESULTS ~~The~~OF ~~investors were issued Promissory Notes that were unsecured without any collateral (taking a high risk), except as called for in the agreements.~~ OPERATIONS

~~(5)~~RESULTS ~~The~~OF ~~Notes~~OPERATIONS ~~required~~FOR noTHE ~~monthly~~THREE ~~payments~~AND ~~which~~NINE ~~allowed~~MONTHS usENDED toSEPTEMBER ~~use~~30, ~~that~~2014 ~~free~~COMPARED ~~cash~~TO ~~flow~~THE ~~for~~THREE ~~operating~~AND ~~expenses,~~NINE ~~reduced~~MONTHS ~~our~~ENDED ~~cash~~SEPTEMBER ~~outlays~~30, ~~interest payments and improve our budget, plans and forecast our cash flow.~~ 2013

~~(6)~~Operating ~~The~~Expenses ~~investors~~Although ~~received~~we ~~the~~have ~~potential~~not ~~upside~~begun ofto ~~conversion~~generate ofrevenues, our total operating expenses decreased to $128,170 from $147,480 for the ~~Notes~~three ~~into~~months ~~equity~~ended ~~while~~September ~~protecting~~30, ~~our~~2014 ~~downside~~and ~~with~~2013, respectively, as compared to $450,292 and $484,893 for the ~~use~~nine ofmonths ended September 30, 2014 and 2013, respectively. This decrease for the ~~cash~~three ~~flow~~and nine months periods is primarily attributable to additional payroll and related expenses for Greenwood Financial personnel, offset by reduction in officer accrued and unpaid salaries and related expenses and increases in professional services.

Net Loss. Our net loss decreased to $(729,115) ~~Should~~from $(113,397) for the ~~investors~~three ~~decide~~months ended September 30, 2014 and 2013, respectively as compared to ~~convert~~a ~~the~~gain ~~Notes~~of ~~into~~$549,361 ~~common~~and ~~stock~~a loss of $(780,352) ~~then~~for the ~~Company’s~~six ~~debt~~months ~~would~~ended beSeptember ~~eliminated~~30, ~~from~~2014 ~~its~~and ~~balance~~2013, ~~sheet~~respectively. Once again attributable primarily to payroll and related expenses for Greenwood Financial personnel, offset by reduction in officer accrued and unpaid salaries and related expenses and increases in professional services.

~~(8)~~Assets. ~~The~~Assets ~~tax~~decreased ~~benefits~~by of$8,908 ~~debt~~to ~~financing~~$139,175 isat ~~that~~the ~~it’s~~period ~~less~~ended ~~expensive~~September 30, ~~while~~2014, ~~the~~compared ~~Company~~to ~~is taxed on earnings~~$148,083 itas isof ~~not~~December ~~generally~~31, ~~taxed~~2013. onThis ~~borrowed~~decrease ~~money~~was ~~and~~primarily ~~the~~due ~~interest~~to ondecreases ~~the~~in ~~Notes~~patent isand ~~tax~~security ~~deductible~~deposits.

~~(9)~~Liabilities. ~~Since~~Total ~~the~~liabilities ~~investors~~decreased doby ~~not~~$745,423 ~~have~~to ~~any~~$2,166,576 ~~equity~~as ~~interests~~of September 30, it2014 ~~has~~from no$2,911,999 ~~voting~~as ~~rights~~of orDecember ~~other~~31, ~~control~~2013. ~~over~~The ~~the~~increase ~~management~~is ofattributable to the ~~Company,~~decrease ~~its~~in ~~operations~~related party notes and nonotes ~~claim~~to unrelated parties due to ~~its~~conversion ~~future~~to ~~earnings~~stock.

Stockholders' Equity (10Deficit). IfStockholders' ~~the~~deficit ~~Company~~decreased ~~ever~~by ~~suffers~~$736,515 ato ~~negative financial situation~~$(2,027,401) itas isof ~~much~~September ~~easier~~30, to2014 ~~re-negotiate~~from ~~the~~$(2,763,916) ~~terms~~as of ~~the~~December ~~Notes~~31, ~~with~~2013. ~~the~~The ~~individual~~decrease ~~investors~~was ~~than~~due ~~with~~primarily ato ~~bank,~~the ornet aincome ~~group~~ of ~~investors~~$549,361 ~~through~~and andecreases ~~equity~~in ornotes ~~bond offering~~payable.

~~Based~~Liquidity ~~on the reasons above,~~ and ~~since~~Capital we required immediate capital to rapidly expand, grow, restructure its operations, continue development, finance potential acquisitions, and execute its marketing plans; raising capital through debt financing, we believed, was our best alternative. This strategy resulted in our expanding our technology patents; thereby, increasing our potential assets, market capitalization value and our shareholders owning a portion of a much larger and more valuable company. As we continue to advance and develop through the different stages of our business life cycle, management will evaluate options, alternatives, and make strategic decisions for the best investment opportunities, financing and capital structure at that time. Resources

~~Debt~~General. Our primary sources of cash have been sales of common stock through private placements and loans from affiliates and unrelated third parties. We are a developmental stage company moving from R & D to the initial stages of development and/ licensing. The transition from R & D to development and production requires a greater focus on operations, product infrastructure, distribution and channel partners and industry alliances. Over the next 6 - 12 months, we will be looking for the ideal acquisitions that will enable our company to take advantage of an existing customer base. Our management will also pursue appropriate Letter of Intents and Joint Ventures that will position our company to move its products into these ventures when successful production is completed. We have also engaged an expert and signed exclusive agent agreement to pursue licensing opportunities within our patent portfolio.

~~In its efforts to expand and grow~~Overall, we ~~issued~~had ~~debt~~a ~~instruments~~net todecrease ~~borrow~~in ~~funds~~cash ~~from~~of ~~various~~$0 ~~creditors~~for ~~to raise capital. These are long-term Notes with various rates and maturities, that grants~~ the ~~Note~~period ~~Holder~~ended ~~the~~September ~~right~~30, ~~(but~~2014 ~~not~~over the ~~obligation),~~prior toyear ~~convert~~period ~~them~~increase ~~into shares~~ of our common stock in lieu of receiving payment in cash. The issued Notes are secured obligations. The principal amount of the Notes may be prepaid upon agreement of both parties and a prepayment penalty$4, ~~in whole or part at any time, together with all accrued interest upon written notice~~799.

~~Our~~Cash ~~management~~Flows ~~believes~~from ~~that~~Operating ~~there are a number of benefits when issuing debt versus issuing equity capital~~Activities. ~~The~~Net ~~interest~~cash ~~paid~~used onin ~~debt~~operating ~~capital~~activities isdecreased ~~tax~~to ~~exempt; hence~~$91,230 ~~our~~for ~~loan costs are lowered. Outside of their contractual debt documents, creditors have no control in~~ the ~~conduct~~period ofended ~~the~~September ~~business~~30, so2014 bycompared ~~issuing~~to ~~debt~~net ~~capital,~~cash weused doin ~~not~~operating ~~dilute~~activities ~~the ownership rights~~ of ~~our~~$ ~~shareholders (unless and until any debt is converted into equity). Also~~686,254 asfor ~~the~~period ~~interest~~ended ~~rates~~September ~~are predetermined~~30, ~~the~~2013 ~~management~~ is ~~able~~primarily attributable to ~~budget for~~ the ~~payments.~~decreases ~~Generally,~~in ~~debt~~notes ispayable ~~less costly~~ and ~~the~~accrued ~~time involved to be able to raise the capital is shortened. In many cases~~expenses, ~~raising~~and ~~capital~~offset ~~through~~by ~~equity~~gains ~~requires~~on ~~regulatory~~forgiveness ~~approval,~~of notes which ~~can~~created ~~take~~a ~~months~~net ~~and is dilutive to all shareholders~~profit.

~~2013~~40

~~From~~Cash ~~January~~Flows ~~7 through January 9, 2013, we received notices of partial conversion~~ from anInvesting ~~unrelated third party as part of a note originally issued on June 19, 2012~~Activities. AThere ~~total~~were of $161,~~500~~607 ~~and~~used ~~accumulated~~by ~~interest~~investing ofactivities ~~$1,100~~for ~~was~~the ~~converted~~ended ~~and~~period ~~19,130,435~~ended ~~restricted~~September ~~common shares were issued~~30, ~~which~~2014 ~~leaves~~compared ato ~~remaining~~$63,095 ~~principal~~cash ~~balance~~used ofby ~~$0.~~investing ~~This~~activities ~~conversion~~for ofthe ~~debt~~ended ~~reduced~~period ~~our~~ended ~~notes~~September ~~payables $16~~30,~~500~~ 2013.

OnCash ~~January~~Flows ~~17,~~from ~~2013~~Financing Activities. Net cash provided by financing activities was $92,837 wefor ~~entered~~the ~~into~~period aended ~~nine~~September ~~(9)~~30, ~~month~~2014 ~~convertible~~compared ~~Promissory~~to ~~Note~~cash ~~with~~provided aby ~~non-related~~financing ~~creditor~~activities ~~for~~was $42754,~~500~~148 atfor 8%the ~~interest. The~~period ~~holder~~ended ~~has~~September ~~the~~30, ~~right~~2013 towas ~~convert~~attributable to the ~~note~~decrease toin ~~common~~notes ~~stock~~payable atof ~~50%~~$84,383 and a decrease in issuance of ~~the~~stock ~~then~~for ~~current~~retirement ~~market~~of ~~prices~~debt of $745,693.

OnOur ~~February~~Company’s ~~28,~~Capital ~~2013,~~Structure we entered into a three (3) year convertible Promissory Note with a non-related creditor for $12,898 at 12% interest. The holder has the right to convert the note to common stock at $0.003 per share.

OnIn ~~March~~its 30efforts to grow and expand our company, ~~2013~~management wemust ~~entered~~obtain ~~into~~the necessary capital to achieve those objectives, decide on the best methods to obtain that capital, and retain the capital structure of our company. The primary ways a ~~three~~company will raise capital is either through debt financing (3borrowing money), ~~year~~or ~~convertible~~equity ~~Promissory~~financing ~~Note~~(selling ~~with~~ a ~~non-related~~portion ~~creditor~~of ~~for~~the ~~$3,410~~company atvia ~~12%~~shares ~~interest~~of stock) or a combination of both. The ~~holder~~type ~~has~~of ~~the~~capital ~~right~~chosen to(debt ~~convert~~or equity), and methods of raising the ~~note~~capital todepend ~~common~~on ~~stock~~a atnumber $0of factors including; the company’s life cycle stage, e.~~002~~g., ~~per~~start-up, ~~share~~development, high-growth or maturity, future growth prospects, strength of the national economy and the credit markets.

OnPotential ~~April~~investors 26in any company, ~~2013~~including ours, wewill ~~entered~~consider ~~into~~those afactors ~~three~~and ~~(3)~~the ~~year~~relative ~~convertible~~risks ~~Promissory~~to ~~Note~~their ~~with~~investment acapital. ~~non-related~~To ~~creditor~~limit ~~for~~their ~~$150~~risks,~~019.98~~ atthese ~~10%~~investors ~~interest. The~~may ~~holder~~limit ~~has~~ the ~~right~~size toof ~~convert~~their ~~the~~investment, ~~note~~or provide it to ~~common~~the ~~stock~~company atin ~~$0.005~~stages, ~~per~~that ~~share.~~is Oncontingent ~~September~~upon ~~30,~~the ~~2013~~company ~~this~~reaching ~~note~~stated ~~was~~goals ~~amended~~e.g., ~~and~~production, ~~$142~~marketing,~~150.08~~ ofdistribution ~~the~~and ~~note~~revenues. ~~was~~The ~~assigned~~ultimate byquestion ~~court~~for ~~order~~management tois; ahow ~~non-related~~do ~~third~~you ~~party~~get ~~and~~the ainvestors ~~request~~to commit to ~~modify~~making ~~the~~what ~~conversion~~could ~~price~~be toa ~~$0.0008~~high ~~was~~risk ~~approved~~investment for them, ~~leaving~~although aone ~~balance~~that ofwould ~~$7,869.90~~correspondingly ~~with~~benefit the ~~original~~company, ~~party.~~however Onone ~~December~~that ~~31,~~the ~~$20,000~~investor ofcould ~~this~~lose ~~note~~if ~~was~~the ~~converted~~company were to ~~restricted~~fail. ~~common~~Management ~~shares,~~considered ~~which~~both ~~leaves~~the aequity ~~remaining~~and ~~principal~~the ~~balance~~debt offinancing ~~$122,150.08~~options based on ~~this~~our life ~~portion~~cycle ofstage, ~~the~~economy, ~~assigned~~credit ~~note. This~~markets ~~conversion~~and ~~reduced~~other circumstances at the ~~Company~~time, ~~notes~~and ~~payable~~reached bythe ~~$20,000.~~following conclusions;

OnEquity ~~April~~Financing ~~30, 2013, we entered into a three (3) year convertible Promissory Note with a non~~-~~related~~ ~~creditor~~Management ~~for~~decided ~~$23,210~~not ~~at 12% interest. The holder has the right~~ to ~~convert~~raise ~~the~~additional ~~note~~capital tothrough ~~common~~an ~~stock~~equity atoffering ~~$0.002~~in ~~per~~its ~~share.~~initial ~~On November 13, 2013 this note was amended was assigned to a non~~start-~~related~~up ~~third~~and ~~party, A~~development ~~request~~stage tofor ~~modify the conversion price to $0.00094 was approved. On November 14, 2013, $23,210 of this note was converted to restricted common shares, which leaves~~ a ~~remaining~~variety ~~principal balance~~ of ~~$0. This~~reasons; ~~conversion reduced the Company notes payable by $23,210.~~

~~From~~(1) ~~May~~The ~~3 through May 20, 2013, the~~ Company ~~received~~would ~~notices~~have ofhad ~~partial~~to ~~conversion~~go ~~from~~through anthe ~~unrelated~~process ~~third party as part~~ of filing a ~~note~~registration ~~originally~~statement ~~issued on October 12, 2012~~e.g. AS-1 ~~total~~with ofthe ~~$32~~SEC,~~500~~ ~~and~~which ~~accumulated~~would ~~interest~~have ofrequired ~~$1,300~~expenditures ~~was converted~~ and ~~35,149,254~~resources ~~restricted~~with ~~common~~no ~~shares~~assurances ~~were~~of ~~issued,~~receiving ~~which~~expeditious approval ~~leaves~~and awould ~~remaining~~have ~~principal~~been ~~balance~~very oftime ~~$0.~~consuming, ~~This~~given ~~conversion~~our ofsituation ~~debt~~at ~~reduced~~that ~~the Company notes payables $32,500~~time.

On(2) ~~May~~The ~~30,~~direct ~~2013,~~and weindirect ~~entered~~flotation ~~into~~costs aof ~~three~~the ~~(3)~~issuance ~~year~~of ~~convertible~~an ~~Promissory~~equity ~~Note~~capital ~~with~~raise acould ~~non-related~~have ~~creditor~~run ~~for~~ $13250,~~626~~000 ator ~~12%~~more, ~~interest. The~~and ~~holder has~~ the ~~right~~Company todid ~~convert~~not ~~the~~have ~~note~~those tofunds ~~common stock at $0~~available.~~002 per share.~~

~~On June 4, 2013, we entered into a nine~~ (93) ~~month~~It ~~convertible~~would ~~Promissory~~have ~~Note~~been ~~with~~very adifficult ~~non-related~~to ~~creditor~~get ~~for~~an ~~$37,500~~investment atbanker ~~8% interest. The holder has the right~~ to ~~convert~~underwrite ~~the~~a ~~note~~new toissuance ~~common~~for ~~stock at 50% of the then current market prices. On December 31, 2013,~~ a ~~total~~development ofstage ~~$23,900~~company ~~was~~with ~~converted to restricted common shares, which leaves~~ a ~~remaining~~limited ~~principal~~operating ~~balance~~history ofand ~~$13,600~~revenues. ~~This conversion of debt reduced the Company notes payables $23,900.~~

~~On June 30, 2013, we entered into a three~~ (34) ~~year~~Many ~~convertible~~investors ~~Promissory~~did ~~Note~~not ~~with~~want ato ~~non-related~~take ~~creditor~~an ~~for~~equity ~~$12,853~~position atin ~~12%~~the ~~interest. The~~Company ~~holder~~at ~~has~~that ~~the~~time ~~right~~and ~~to convert~~ the ~~note~~corresponding torisks ~~common~~of ~~stock at $0~~ownership.~~002~~ ~~per share.~~

~~2014~~(5) The issuance of equity to these investors, after resolving the potential regulatory challenges, legal issues, time constraints, and costs would have resulted in immediate dilution for the other shareholders, giving them only limited hopes that value would be created.

~~From January 7 and January 8~~Therefore, ~~2014,~~due weto ~~received~~the ~~notices~~above ofstated ~~partial conversion from an unrelated third party as part of a note originally issued on June 4~~reasons, ~~2013.~~the Aeconomic ~~total~~climate ~~of $13,600~~ and ~~accumulated~~the ~~interest~~Company’s ofcircumstances ~~$1,500~~at ~~was~~that ~~converted and 17~~time,~~786,227~~ ~~restricted~~management ~~common~~elected ~~shares~~not ~~were~~to ~~issued,~~pursue ~~which~~raising ~~leaves~~capital athrough ~~remaining~~an ~~principal~~equity ~~balance~~offering ofat ~~$0.~~that ~~This conversion of debt reduced our notes payables $13,600~~time.

1541

OnDebt ~~January~~Financing ~~24,~~– ~~2014,~~Management weelected ~~received~~to ~~notices~~raise ofcapital ~~partial~~for ~~conversion~~the ~~from~~Company anthrough unrelated third party as part of a note originally issued on April 26, 2013. A total of $20,000 was converted and 25,000,000 restricted common shares were issued, which leaves a remaining principal balance of $110,020. This conversion of debt ~~reduced~~financing ~~our~~for ~~notes~~the ~~payables~~following ~~$20,000.~~reasons;

~~On January 31, 2014, we entered into a three~~ (31) ~~year~~Due ~~convertible~~to ~~Promissory~~the ~~Note~~Companies ~~with~~need ~~a non-related creditor~~ for ~~$13,798~~further atdevelopment ~~12%~~of ~~interest. The~~our ~~holder~~patents, ~~has~~it ~~the~~had ~~right~~immediate toand ~~convert~~continuous ~~the~~need ~~note~~for ~~to common stock at $0~~capital.~~002~~ ~~per share.~~

~~On February 28, 2014, we entered into a three~~ (32) ~~year~~The ~~convertible~~investors ~~Promissory~~were ~~Note~~more ~~with~~willing ato ~~non-related~~invest ~~creditor~~funds ~~for~~more ~~$29~~expeditiously,~~777~~ atand ~~12%~~take ~~interest. The~~a ~~holder~~creditor’s ~~has~~position ~~the~~instead ~~right~~of tothat ~~convert~~as ~~the~~an ~~note~~owner toby ~~common~~taking ~~stock~~an atequity $0position.~~002~~ ~~per share.~~

On(3) ~~March~~With ~~31,~~those ~~2014,~~immediately weavailable ~~entered~~funds, ~~into~~management acould ~~three~~continue ~~(3)~~to ~~year~~develop ~~convertible~~our ~~Promissory~~technology ~~Note~~and ~~with~~create ~~a non~~short-~~related~~term ~~creditor~~economic ~~for~~value ~~$3,572~~to atthe ~~12%~~Company ~~interest. The~~by ~~holder~~contracting ~~has~~with ~~the~~various ~~right~~vendors tofor ~~convert~~work, ~~the~~prior ~~note~~ to ~~common~~any ~~stock~~equity atdilution ~~$0.002~~taking ~~per share~~place.

On(4) ~~April~~The ~~30,~~investors ~~2014,~~were weissued ~~entered~~Promissory ~~into~~Notes athat ~~three~~were ~~(3)~~unsecured ~~year~~without ~~convertible~~any ~~Promissory~~collateral ~~Note~~(taking ~~with~~ a ~~non-related~~high ~~creditor for $33~~risk),~~914~~ atexcept ~~12%~~as ~~interest. The~~called ~~holder~~for ~~has~~in the ~~right to convert the note to common stock at $0~~agreements.~~002~~ ~~per share.~~

On(5) ~~May~~The ~~31,~~Notes ~~2014,~~required weno ~~entered~~monthly ~~into~~payments awhich ~~three~~allowed ~~(3)~~us ~~year~~to ~~convertible~~use ~~Promissory~~that ~~Note~~free ~~with~~cash aflow ~~non-related creditor~~ for ~~$15~~operating expenses,~~120~~ atreduced ~~12%~~our ~~interest. The~~cash ~~holder~~outlays, ~~has~~interest ~~the~~payments ~~right~~and toimprove ~~convert~~our ~~the~~budget, ~~note~~plans toand ~~common~~forecast ~~stock~~our atcash $0flow.~~002~~ ~~per share.~~

~~On June 30, 2014, we entered into a three~~ (36) ~~year~~The ~~convertible~~investors ~~Promissory~~received ~~Note~~the ~~with~~potential aupside ~~non-related~~of ~~creditor~~conversion ~~for~~of ~~$9,477~~the atNotes ~~12%~~into ~~interest. The~~equity ~~holder~~while ~~has~~protecting ~~the~~our ~~right~~downside towith ~~convert~~ the ~~note~~use toof ~~common~~the ~~stock~~cash ~~at $0~~flow.~~002 per share.~~

~~The~~(7) ~~investors~~Should ~~and~~the ~~private~~investors ~~equity~~decide firms are very astute and have many years of experience and expertise in making successful investments in many companies. They have been investing with our company for several years, and have provided us with critical short and long-term funds that we have used for operations, working capital, and investment capital for our business acquisitions to ~~expand~~convert ~~and grow our Company. They have~~ the ~~option to convert their~~ Notes into ~~stock~~common ~~after a six month holding period in accordance with exemptions provided pursuant to the federal and state securities rules and regulations. . However~~stock, ~~most~~then have elected to hold their Notes for 1 to 3 years and therefore have taken a long-term investment strategy in our company. Without their continuous long-term commitment to investment in our company, it is unlikely that the ~~growth~~Company’s ~~and~~debt ~~expansion~~would ~~that~~be weeliminated ~~have~~from ~~achieved~~its ~~would~~balance ~~have been possible~~sheet.

~~Recent~~(8) ~~Accounting~~The ~~Pronouncements~~tax benefits of debt financing is that it’s less expensive, while the Company is taxed on earnings, it is not generally taxed on borrowed money and the interest on the Notes is tax deductible.

~~Management~~(9) ~~has~~Since ~~reviewed~~the ~~all~~investors ~~recently~~do ~~issued,~~not ~~but~~have ~~not~~any ~~yet~~equity ~~effective~~interests, ~~accounting~~it ~~pronouncements~~has ~~and~~no ~~does~~voting ~~not~~rights ~~believe~~or ~~the~~other ~~future~~control ~~adoption~~over ofthe ~~any~~management ~~such~~of ~~pronouncements~~the ~~may~~Company, beits ~~expected~~operations toand ~~cause~~no aclaim ~~material~~to ~~impact on~~ its ~~consolidated~~future ~~financial condition or the consolidated results of our operations~~earnings.

~~Additional~~(10) ~~Information~~If the Company ever suffers a negative financial situation, it is much easier to re-negotiate the terms of the Notes with the individual investors than with a bank, or a group of investors through an equity or bond offering.

WeBased ~~file~~on ~~reports~~the reasons above, and ~~other~~since ~~materials~~we ~~with~~required ~~the~~immediate ~~Securities~~capital ~~and~~to ~~Exchange~~rapidly ~~Commission.~~expand, ~~These~~grow, ~~documents~~restructure ~~may~~its beoperations, ~~inspected~~continue development, finance potential acquisitions, and ~~copied~~execute atits ~~the~~marketing ~~Commission’s~~plans; ~~Public~~raising ~~Reference~~capital ~~Room~~through atdebt ~~Room~~financing, ~~1580~~we believed, ~~100~~was Four ~~Street,~~best Nalternative.E. This strategy resulted in our expanding our technology patents; thereby, ~~Washington~~increasing our potential assets, ~~D.C.~~market ~~20549.~~capitalization ~~You~~value ~~can~~and ~~obtain~~our ~~information~~shareholders onowning ~~the~~a ~~operation~~portion of ~~the~~a ~~Public~~much ~~Reference~~larger ~~Room~~and bymore ~~calling~~valuable ~~the~~company. ~~Commission~~As atwe ~~1-800-SEC-0330.~~continue ~~You~~to ~~can~~advance ~~also~~and ~~get~~develop ~~copies~~through the different stages of ~~documents~~our ~~that~~business welife ~~file~~cycle, ~~with~~management ~~the~~will ~~Commission~~evaluate ~~through~~options, alternatives, and make strategic decisions for the ~~Commission’s~~best ~~Internet~~investment ~~site~~opportunities, financing and capital structure at ~~www~~that time.~~sec.gov.~~

~~ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK~~Debt

~~Not~~In ~~Applicable~~its efforts to expand and grow, we issued debt instruments to borrow funds from various creditors to raise capital. These are long-term Notes with various rates and maturities, that grants the Note Holder the right, (but not the obligation), to convert them into shares of our common stock in lieu of receiving payment in cash. The issued Notes are secured obligations. The principal amount of the Notes may be

~~ITEM 4. CONTROLS AND PROCEDURES~~42

Asprepaid ofupon ~~the~~agreement ~~end~~ of ~~the~~both ~~period~~parties ~~covered~~and bya ~~this~~prepayment ~~report~~penalty, ~~Revolutionary~~in ~~Concepts,~~whole ~~Inc.~~or ~~management,~~part ~~including~~at ~~the~~any ~~Chief Executive Officer and Chief Financial Officer~~time, ~~conducted~~together anwith ~~evaluation~~all ofaccrued ~~the~~interest ~~effectiveness of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(e). Based~~ upon ~~that~~written evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that such disclosure controls and procedures are effective in alerting them on a timely basis to material information relating to Revolutionary Concepts required to be included in Revolutionary Concepts’ periodic filings under the Exchange Actnotice.

~~Evaluation~~Our management believes that there are a number of ~~Disclosure~~benefits ~~Controls~~when issuing debt versus issuing equity capital. The interest paid on debt capital is tax exempt; hence, our loan costs are lowered. Outside of their contractual debt documents, creditors have no control in the conduct of the business, so by issuing debt capital, we do not dilute the ownership rights of our shareholders (unless and ~~Procedures~~until any debt is converted into equity). Also, as the interest rates are predetermined, the management is able to budget for the payments. Generally, debt is less costly and the time involved to be able to raise the capital is shortened. In many cases, raising capital through equity requires regulatory approval, which can take months and is dilutive to all shareholders.

~~Our~~From ~~principal~~January ~~executive~~7 ~~officer~~through ~~and~~January ~~our~~9, ~~principal financial officer~~2013, ~~evaluated~~we ~~the~~received ~~effectiveness~~notices of ~~the~~partial ~~design~~conversion ~~and~~from ~~operation~~an ofunrelated ~~our~~third ~~disclosure~~party ~~controls and procedures~~ as ~~such~~part ~~term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act~~ of ~~1934,~~a asnote ~~amended~~originally ~~(Exchange~~issued ~~Act),~~on ~~as of the last day of the fiscal period covered by this report,~~ June 3019, ~~2014~~2012. ~~The~~A ~~term~~total ~~disclosure~~of ~~controls~~$16,500 and ~~procedures~~accumulated ~~means~~interest ~~our~~of ~~controls and other procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded~~$1,100 ~~processed,~~was ~~summarized~~converted and ~~reported~~19, ~~within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include~~130,435 ~~without~~restricted ~~limitation,~~common ~~controls~~shares ~~and~~were ~~procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to management~~issued, ~~including~~which ~~our~~leaves ~~principal~~a ~~executive~~remaining ~~and~~ principal ~~financial~~balance ~~officer,~~of ~~or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure~~$0. ~~Based~~This onconversion ~~this~~of ~~evaluation,~~debt ~~our~~reduced ~~principal executive officer and~~ our ~~principal~~notes ~~financial~~payables ~~officer~~$16,500 ~~concluded that our disclosure controls~~ and ~~procedures~~also ~~were~~eliminated ~~effective~~the asaccrued ofinterest ~~June~~on ~~30,~~the ~~2014~~amount converted.

~~Changes~~On inJanuary ~~Internal~~17, ~~Control~~2013, ~~Over~~we ~~Financial~~entered ~~Reporting~~into a nine (9) month convertible Promissory Note with a non-related creditor for $42,500 at 8% interest. The holder has the right to convert the note to common stock at 50% of the then current market prices.

~~There~~On ~~were~~February no28, ~~changes~~2013, inwe ~~our~~entered ~~internal~~into ~~control~~a ~~over~~three ~~financial~~(3) ~~reporting,~~year asconvertible ~~defined~~Promissory inNote ~~Rules~~with ~~13a-15(f)~~a ~~and 15d~~non-~~15(f)~~related ~~under~~creditor ~~the~~for ~~Exchange Act~~$12,898 ~~during~~at ~~our~~12% ~~most~~interest. The ~~recently~~holder ~~completed~~has ~~fiscal~~the ~~quarter~~right ~~that~~to ~~have~~convert ~~materially~~the ~~affected,~~note ~~or are reasonably likely~~ to ~~materially~~common ~~affect,~~stock ~~our~~at ~~internal~~$0.003 ~~control~~per ~~over financial reporting~~share.

16On March 30, 2013 we entered into a three (3) year convertible Promissory Note with a non-related creditor for $3,410 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

~~PART~~On IIApril 26, 2013, we entered into a three (3) year convertible Promissory Note with a non-related ~~OTHER~~creditor ~~INFORMATION~~for $150,020 at 10% interest. The holder has the right to convert the note to common stock at $0.005 per share. On September 30, 2013 this note was amended and $142,150 of the note was assigned by court order to a non-related third party and a request to modify the conversion price to $0.0008 was approved, leaving a balance of $7,870 with the original party. On January 24, 2014 $20,000 of this note was converted to restricted common shares, which leaves a remaining principal balance of $122,150.08 on this portion of the assigned note. This conversion reduced the Company notes payable by $20,000. On September 4, 2014, $10,000 of this note was converted to restricted common shares, which leaves a remaining principal balance of $92,150 on this portion of the assigned note and a balance of $100,020 on the assigned and unassigned portions. This conversion reduced the Company notes payable by $10,000 and also eliminated the accrued interest on the amount converted. The balance of the unassigned portion of the note is $7,870.

~~ITEM~~On 1April 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $23,210 at 12% interest. The ~~LEGAL~~holder ~~PROCEEDINGS~~has the right to convert the note to common stock at $0.002 per share. On November 13, 2013 this note was amended was assigned to a non-related third party, A request to modify the conversion price to $0.00094 was approved. On November 14, 2013, $23,210 of this note was converted to restricted common shares, which leaves a remaining principal balance of $0. This conversion reduced the Company notes payable by $23,210 and also eliminated the accrued interest on the amount converted,

To the best of our knowledge, during the past five years, none of the following occurred with respect to a present or former director or executive officer of our Company: (1) any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time; (2) any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); (3) being subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of any competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities, except as noted below; and (4) being found by a court of competent jurisdiction (in a civil action), the SEC or the commodities futures trading commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.43

~~For~~From ~~several~~May ~~years,~~3 ~~RCI~~through ~~has~~May ~~been~~20, engaged in litigation against its former patent attorneys for malpractice arising from a missed filing deadline relating to obtaining patents for RCI's core technologies outside the United States. After a two-year fight over jurisdiction in the case2013, ~~including wins for RCI at~~ the ~~trial~~Company ~~court~~received ~~and~~notices ~~at the North Carolina Court~~ of ~~Appeals,~~partial ~~the~~conversion ~~case~~from ~~was~~an ~~remanded~~unrelated tothird ~~the~~party ~~trial~~as ~~court~~part ~~for~~of ~~further~~a ~~proceedings. Unfortunately,~~note ~~the~~originally ~~trial~~issued ~~court dismissed the case~~ on aOctober ~~technicality~~12, ~~potentially ending the case. An appeal was filed in November~~ 2012. ~~The~~A ~~North~~total ~~Carolina Court~~ of ~~Appeals reviewed the Company’s appeal on February 12~~$32,500 ~~2013.~~and ~~The~~accumulated ~~results~~interest of ~~the appeal were filed on May 7~~$1,300 ~~2013.~~was ~~The~~converted ~~Court~~and ~~of Appeals reversed the dismissal in part. The Court ruled that tort claims are not assignable in North Carolina~~35, ~~therefore~~149,254 ~~the~~restricted ~~plaintiff~~common inshares ~~the~~were ~~case~~issued, ~~will~~which ~~remain~~leaves ~~Ron~~a ~~Carter. The Company is reviewing any possible~~ remaining ~~claims~~principal itbalance ~~may~~of ~~have for legal negligence~~$0. ~~Management~~This ~~believes~~conversion ~~that~~of ~~the~~debt ~~fact~~reduced ~~that~~ the Company ~~was~~notes ~~dismissed~~payables ~~is not really significant at all~~$32,500 ~~because the claims in the suit will be maintained~~ and ~~the case continues to be litigated through Mr. Carter’s personal claim for damages, as the original patent applicant. The Court~~ also ~~affirmed~~eliminated ~~that~~ the ~~uninvolved~~accrued ~~individual~~interest ~~defendants,~~on ~~Clements and Bernard, are not individually liable for Dougherty's and Brockington's malpractice which management believes is irrelevant. This case involves~~ the ~~international~~amount ~~patents and not the United States patents that have been awarded~~converted.

~~The~~On ~~Company~~May ~~also~~30, ~~sued~~2013, ~~Emmanuel~~we ~~Ozoeneh~~entered ininto ~~federal court. Mr. Ozoeneh was~~ a ~~former~~three ~~business~~(3) ~~partner~~year inconvertible aPromissory ~~prior~~Note ~~business venture~~ with ~~our~~a ~~CEO~~non-related ~~Ron~~creditor ~~Carter.~~for ~~Mr.~~$13,626 ~~Ozoeneh~~at ~~began~~12% ~~making false claims that he was the inventor of the EyeTalk® system~~interest. The ~~RCI~~holder ~~filed~~has ~~suit in federal court to have Mr. Carter declared~~ the ~~sole~~right ~~inventor. This case has been resolved~~ to ~~the~~convert ~~satisfaction of~~ the ~~Company.~~note ~~The terms of the agreement are confidential, but the result was that Ronald Carter and the Company were declared as the sole inventor and retains all rights~~ to ~~the~~common ~~patent(s)~~stock ~~for~~at ~~the EyeTalk® system~~$0. ~~The~~002 ~~Company~~per ~~is currently in default on the agreement and is working to resolve the default~~share.

InOn ~~July~~June ~~and August 2009~~4, ~~the Company issued two notes payable in the total amount of $20~~2013,~~000.~~ ~~The~~we ~~two~~entered ~~notes were later combined at the note holder’s request~~ into ~~one note. The note bears interest at~~ a ~~rate~~nine of(9) ~~10%. Principal~~month ~~and~~convertible ~~interest~~Promissory ~~were~~Note ~~due~~with ~~in May 2010. In 2009, the Board of Directors agreed to guarantee~~ a ~~personal~~non-related ~~loan~~creditor tofor ~~the President of the Company, Mr. Ron Carter of~~ $7537,~~000~~500 ~~with~~at ~~interest of 10~~8%, ~~by a shareholder~~interest. The ~~note~~holder ~~became~~has ~~due in November 2010. On October 5, 2010,~~ the ~~Company~~right ~~received~~to ~~notice~~convert ~~that a claim for judgment had been filed in Mecklenburg County by a shareholder for~~ the note ~~that was in default as of May 2010. On January 7, 2011, the note holder amended the filing~~ to ~~include~~common ~~the~~stock ~~personal~~at ~~loan. The~~50% ~~amount~~ of the ~~claim~~then ~~was~~current ~~$100,996,~~market ~~plus interest at 8% and legal costs~~prices. On ~~the~~December ~~10th~~31, ~~day of May 2011~~2013, a ~~summary~~total ~~judgment was entered on behalf~~ of ~~the plaintiff against Mr. Carter and the Company. On the 4th day of August 2011~~$23,900 ~~the~~was ~~Company~~converted ~~reached an agreement with a third party~~ to ~~negotiate~~restricted ~~and~~common ~~acquire~~shares, ~~the~~which ~~judgment~~leaves ~~award and to agree to~~ a ~~convertible~~remaining ~~note~~principal ~~from~~balance ~~the Company for its services. The total value~~ of ~~the convertible note is~~ $~~144~~13,~~067~~600. ~~including~~This ~~interest,~~conversion of ~~which~~debt reduced the Company ~~has~~notes ~~received~~payables ~~a promissory note from Mr. Carter for~~ $~~112~~23,~~663for~~900 ~~the~~and ~~part~~also ofeliminated the ~~judgment,~~accrued interest ~~and~~on ~~fees that was from~~ the ~~personal~~amount ~~promissory note that the Company guaranteed.~~converted,

On ~~February~~June 530, 2013, ~~the~~we ~~Company~~entered ~~received~~into ~~notification regarding an order signed by~~ a ~~Superior~~three ~~Court~~(3) ~~Judge~~year ~~and~~convertible ~~filed~~Promissory Note with ~~the Clerk of Court in~~ a ~~civil~~non-related ~~action~~creditor ~~against~~for ~~Claude~~$12,853 ~~McDougal~~at (12% ainterest. The ~~former~~holder ~~officer~~has ~~and Director of~~ the ~~Company)~~right byto ~~Omnisun~~convert ~~Azali~~the ~~(12-CVS-6243).~~note ~~The~~to ~~order~~common ~~places~~stock ~~Revolutionary~~at ~~Concepts~~$0.002 onper ~~notice that;~~share.

1On July 18, 2013 the Company received notices of partial conversion from an unrelated third party as part of a note originally issued on August 30, 2012 A total of $20,000 was converted to 18,181,818 restricted common shares (which was originally submitted on May 24, 2013), which leaves a remaining principal balance of $26,600. This conversion of debt reduced our notes payables $20,000 and also eliminated the accrued interest on the amount converted.

~~Any~~From ~~and~~August ~~all~~20 ~~property~~through ofSeptember 6, 2013, the ~~judgment~~Company ~~debtor~~received ~~Claude~~notices D.of ~~McDougall~~partial ~~currently~~conversion infrom ~~the~~an ~~possession~~unrelated ofthird ~~any~~party ~~person,~~as ~~including~~part ~~but~~of ~~not~~a ~~limited~~note tooriginally ~~Revolutionary~~issued ~~Concepts~~on January 17, ~~Inc~~2013. beA ~~sold~~total ~~and~~of ~~the~~$42,500 ~~proceeds~~and ~~delivered~~accumulated tointerest ~~the~~of ~~judgment~~$1,700 ~~creditor~~was converted and ~~applied~~70,131,842 ~~towards~~restricted ~~satisfaction~~common shares were issued, which leaves a remaining principal balance of $0. This conversion of debt reduced the ~~judgment~~Company notes payables $42,500 and also eliminated the accrued interest on the amount converted.

2On September 24, 2013, the Company received a notice of conversion from an unrelated third party as part of note originally issued to a non-related third party on February 28, 2013. A total of $12,898.04 was converted and 16,122,550 restricted common shares were issued, which leaves a remaining principal balance of $0. This conversion of debt reduced the Company notes payables $12,898.04 and also eliminated the accrued interest on the amount converted.

~~Any~~On ~~and~~September ~~all~~30, ~~monies~~2013, ~~owed~~we toentered ~~this~~into ~~judgment~~a ~~debtor~~three by(3) ~~any~~year ~~person,~~convertible ~~including~~Promissory ~~but~~Note ~~not~~with ~~limited~~a tonon-related ~~Revolutionary~~creditor ~~Concepts~~for ~~Inc.~~$23,370 beat ~~assigned~~12% tointerest. The ~~the~~holder ~~judgment~~has ~~creditor~~the ~~and~~right ~~then~~to ~~said~~convert ~~monies~~the ~~delivered~~note to ~~the~~common ~~judgment~~stock ~~creditor and,~~ at ~~the~~$0.002 ~~time~~per ~~of delivery, be applied toward the satisfaction of the judgment, and;~~share.

On September 30, 2013 the Company entered into a three (3) year convertible Promissory Note with Ronald Carter, its President and CEO for $140, 806.35 at 10% interest for the accrued compensation owed to him for the fiscal year 2012 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share.

~~The~~On ~~membership~~September ~~interest~~30, of2013 the ~~judgment~~Company ~~debtor~~entered ininto ~~Revolutionary~~a ~~Concepts.~~three ~~Inc.,~~(3) beyear ~~charged~~convertible Promissory Note with ~~payment~~its ofSenior ~~the~~Vice ~~judgment~~President, ~~and~~Solomon ~~that~~Ali ~~Revolutionary~~for ~~Concepts~~$200,000 ~~Inc.,~~at ~~assign~~10% ~~and~~interest ~~deliver~~for to the ~~judgment~~accrued ~~creditor~~compensation ~~any distributions of money~~ owed orto ~~allocations~~him orfor ~~earned~~the ~~salary~~fiscal ~~that~~year ~~this~~2012 ~~judgment~~in ~~debtor~~accordance iswith ~~entitled~~his ~~to,~~Employment ~~not~~Agreement. ~~inconsistent~~The ~~with~~holder ~~law~~has ~~and, at~~ the ~~time~~right ~~monies are delivered~~ to ~~the~~convert ~~judgment creditor,~~ the ~~monies~~note beto ~~applied~~common ~~towards~~stock ~~the~~at ~~satisfaction~~$0.005 ofper ~~the judgment~~share.

~~On February 12, 2013, the Company received notice that a petitioner had been issued a summary judgment against the Company in the amount of $6,485.96, including $1,250.00 attorney fees, plus interest.~~44

On September 30, 2013, the Company complied with this notice and assigned $142,150 of Mr. McDougal’s interest in a note for unpaid salary that was dated April 26, 2013 to Omnisun Azali, per the courts instructions. The original note assignment was mailed to Omnisun Azali shortly after issuance. 2014

OnFrom ~~April~~January ~~23,~~7 ~~2014~~and ~~both~~January ~~Ron~~8, ~~Carter~~2014, ~~and~~we ~~Solomon~~received ~~Ali~~notices ~~appeared~~of ~~before~~partial ~~the~~conversion ~~Civil~~from ~~Superior~~an ~~Court~~unrelated ofthird ~~Mecklenburg~~party ~~County~~as ~~concerning~~part ~~the matter~~ of ~~Omnisun~~a ~~Azali~~note vsoriginally ~~Claude~~issued ~~McDougal~~on ~~and~~June US4, ~~Financial Consultants~~2013. A ~~hearing~~total ~~has~~of ~~been~~$13,600 ~~scheduled~~and ~~for~~accumulated ~~June~~interest ~~2014~~of to$1,500 ~~determine~~was ifconverted ~~Carter~~ and ~~Ali~~17,786,227 ~~are~~restricted incommon ~~contempt~~shares ~~for~~were ~~failure~~issued, towhich ~~cause~~leaves ~~Revolutionary~~a ~~Concepts,~~remaining ~~Inc.~~principal tobalance ~~take~~of ~~the~~$0. ~~actions~~This ~~ordered~~conversion byof ~~the~~debt ~~Mecklenburg~~reduced ~~County~~our ~~Superior~~notes ~~Court~~payables in$13,600 ~~its~~and ~~order~~also ~~dated~~eliminated ~~January~~the ~~30,~~accrued ~~2013~~interest ~~and filed~~ on the ~~same~~amount ~~date~~converted.

ItOn ~~has~~January ~~consistently~~24, ~~been~~2014, ~~Revolutionary~~we ~~Concepts~~received ~~position~~notices ~~that~~of itpartial ~~has~~conversion ~~performed~~from ~~its~~an ~~obligation~~unrelated tothird ~~Mr.~~party ~~Azali~~as ~~and~~part ~~the~~of ~~Court’s~~a ~~order~~note ~~with~~originally ~~the~~issued ~~issuance~~on ~~and~~April ~~delivery~~26, of2013. aA ~~certain~~total ~~promissory~~of ~~note~~$20,000 ~~dated~~was ~~April~~converted 26and 25,000,000 ~~2013~~restricted ~~and~~common ~~recorded~~shares inwere ~~the~~issued, ~~company’s~~which ~~10Q~~leaves ~~filing~~a ~~dated~~remaining ~~June~~principal ~~30,~~balance ~~2013~~of $110,020. ~~The~~This ~~note~~conversion ~~was~~of ~~later~~debt ~~amended~~reduced onour ~~September~~notes 30payables $20,000 ~~2013~~ and ~~recorded~~also ineliminated the ~~company’s~~accrued ~~10Q~~interest ~~filing~~on ~~dated~~the ~~September~~amount ~~30, 2013~~converted.

~~ITEM~~On 1AJanuary 31, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $13,798 at 12% interest. The ~~RISK~~holder ~~FACTORS~~has the right to convert the note to common stock at $0.002 per share.

~~You~~On ~~should~~February ~~carefully~~28, ~~consider~~2014, ~~the~~we ~~following~~entered ~~risk~~into ~~factors~~a ~~together~~three ~~with~~(3) ~~the~~year ~~other~~convertible ~~information~~Promissory ~~contained~~Note inwith ~~this~~a ~~Interim Report on Form 10~~non-Q,related ~~and~~creditor infor ~~prior reports pursuant to the Securities Exchange Act of 1934~~$29,777 asat ~~amended~~12% ~~and the Securities Act of 1933, as amended~~interest. IfThe ~~any~~holder ofhas the ~~risks~~right ~~factors actually occur, our business, financial condition or results of operations could be materially adversely affected. There have been no material changes~~ to ~~the~~convert ~~risk factors previously discussed in Item 1A of~~ the ~~Company’s~~note ~~Form 10-K~~to ~~for~~common ~~the~~stock ~~year ended December 31, 2013, (SEC File Number 000-53674) on the website~~ at ~~www~~$0.~~sec.gov,~~002 ~~including~~per ~~but not limited, to the following:~~share.

~~The~~On ~~market~~March ~~price~~31, of2014, ~~our~~we ~~common~~entered ~~stock~~into ~~may~~a ~~limit~~three ~~its~~(3) ~~eligibility~~year convertible Promissory Note with a non-related creditor for ~~clearing~~$3,572 ~~house~~at ~~deposit~~12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

WeOn ~~are~~April ~~advised~~30, ~~that if the market price for shares of our common stock is less than $0.10 per share~~2014, ~~Depository~~we ~~Trust~~entered ~~Company~~into ~~and~~a ~~other~~three ~~securities~~(3) ~~clearing~~year ~~firms~~convertible ~~may~~Promissory ~~decline~~Note towith ~~accept~~a ~~our~~non-related ~~shares~~creditor for ~~deposit and refuse to clear trades~~$33,914 inat ~~our~~12% ~~securities~~interest. ~~This~~ The ~~would~~holder ~~materially~~has ~~and adversely affect~~ the ~~marketability~~right ~~and~~to ~~liquidity~~convert ~~of our shares and, accordingly may materially and adversely affect~~ the ~~value~~note ofto ancommon ~~investment~~stock inat ~~our~~$0.002 ~~common~~per ~~stock~~share.

WeOn ~~are~~May an31, ~~“emerging~~2014, ~~growth~~we ~~company”~~entered ~~and~~into wea ~~cannot~~three be(3) ~~certain~~year ifconvertible ~~the~~Promissory ~~reduced~~Note ~~disclosure~~with ~~requirements~~a ~~applicable~~non-related tocreditor ~~emerging~~for ~~growth~~$15,120 ~~companies~~at ~~will~~12% ~~make~~interest. The ~~our~~holder ~~common~~has ~~stock~~the ~~less~~right ~~attractive~~to convert the note to ~~investors~~common stock at $0.002 per share.

WeOn ~~are~~June ~~an “emerging growth company~~30,” ~~as defined in the Jumpstart our Business Startups Act of 2012 or JOBS Act~~2014, ~~and~~ we ~~may~~entered ~~take~~into ~~advantage~~a ofthree ~~certain~~(3) ~~exemptions~~year ~~from~~convertible ~~various~~Promissory ~~reporting~~Note ~~requirements that are applicable to other public companies that are not “emerging growth companies” including not being required to comply~~ with ~~the~~a ~~auditor~~non-related ~~attestation~~creditor ~~requirements~~for ~~of section 404 of the Sarbanes-Oxley Act~~$9,477 ~~reduced~~at ~~disclosure~~12% ~~obligations~~interest. The ~~regarding~~holder ~~executive~~has ~~compensation~~the inright ~~our~~to ~~periodic~~convert ~~reports and proxy statements and exemptions from~~ the ~~requirements~~note ofto ~~holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. We cannot predict if investors will find our~~ common stock ~~less~~at ~~attractive because we may rely on these exemptions~~$0.002 Ifper ~~some investors find our common stock less attractive as a result, there may be a less active trading market for our common stock and our stock price may be more volatile~~share.

InOn ~~addition~~July 31, ~~Section~~2014, ~~107~~we ofentered ~~the~~into ~~JOBS~~a ~~Act~~three ~~also~~(3) ~~provides~~year ~~that~~convertible anPromissory ~~“emerging~~Note ~~growth~~with ~~company” can take advantage of the extended transition period provided in Section 7(~~a~~)(2)(B)~~ ofnon-related ~~the~~creditor ~~Securities Act~~ for ~~complying~~$10,461 ~~with~~at ~~new~~12% ~~or revised accounting standards~~interest. The Anholder ~~“emerging~~has ~~growth~~the ~~company”~~right ~~can~~to ~~therefore~~convert ~~delay~~ the ~~adoption~~note ofto ~~certain~~common ~~accounting~~stock ~~standards~~at ~~until~~$0.002 ~~those~~per ~~standards would otherwise apply to private companies~~share.

WeOn ~~will~~September ~~incur~~30, ~~increased~~2014, ~~costs~~we ~~and~~entered ~~demands~~into ~~upon~~a ~~management~~three as(3) ayear ~~result~~convertible ofPromissory ~~complying~~Note with ~~the~~a ~~laws~~non-related ~~and~~creditor ~~regulations~~for ~~that~~$3,513 ~~affect~~at ~~public~~12% ~~companies,~~interest. The ~~which~~holder ~~could~~has ~~materially~~the ~~adversely~~right ~~affect~~to ~~our~~convert ~~results~~the ofnote ~~operations,~~to ~~financial~~common ~~condition,~~stock ~~business~~at ~~and prospects~~$0.002 per share.

AsOn aJuly ~~public~~1, ~~company~~2014, ~~and~~the ~~particularly~~Company ~~after~~received wea ~~cease~~notice toof beconversion from an ~~“emerging~~unrelated ~~growth~~third ~~company,”~~party weof ~~will~~note ~~incur~~originally ~~significant~~issued ~~legal,~~to ~~accounting~~a ~~and~~non-related ~~other~~third ~~expenses~~party ~~that~~on weMay ~~did~~30, ~~not~~2013. ~~incur~~A astotal aof ~~private company~~$13,626 ~~including~~of ~~costs~~this ~~associated~~note ~~with~~was ~~public~~converted ~~company~~to ~~reporting~~6,812,870 ~~and~~restricted ~~corporate~~common ~~governance~~shares, ~~requirements.~~which ~~These~~leaves ~~requirements~~a ~~include~~remaining ~~compliance~~principal ~~with~~balance ~~Section 404~~of ~~and~~$0 ~~other~~on ~~provisions~~this ofassigned ~~the~~note. This ~~Sarbanes-Oxley~~conversion ~~Act~~reduced ofthe ~~2002,~~Company ornotes ~~the~~payable ~~Sarbanes-Oxley~~by ~~Act~~$13,626 asand ~~well~~also aseliminated ~~rules implemented by~~ the ~~SEC.~~accrued interest.

The increased costs associated with operating as a public company will decrease our net income or increase our net loss, and may require us to reduce costs in other areas of our business. Additionally, if these requirements divert our management’s attention from other business concerns, they could have a material adverse effect on our results of operations, financial condition, business and prospects. 45

~~However,~~On ~~for~~July as1, ~~long~~2014, ~~as we remain an “emerging growth company” as defined in~~ the ~~JOBS~~Company ~~Act,~~received wea ~~may~~notice ~~take advantage~~ of ~~certain~~conversion ~~exemptions~~ from ~~various~~an ~~reporting~~unrelated ~~requirements~~third ~~that~~party ~~are~~of ~~applicable~~note tooriginally ~~other~~issued ~~public~~to ~~companies~~a ~~that~~non-related ~~are~~third ~~not~~party ~~“emerging~~on ~~growth~~June ~~companies”~~30, ~~including~~2013. ~~not~~A ~~being~~total ~~required~~of to$12,853 ~~comply with the auditor attestation requirements~~ of ~~Section~~this ~~404~~note ofwas ~~the~~converted ~~Sarbanes-Oxley~~to ~~Act~~6,426,500 ~~reduced~~restricted ~~disclosure~~common ~~obligations~~shares, ~~regarding~~which ~~executive~~leaves ~~compensation~~a inremaining ~~our~~principal ~~periodic~~balance ~~reports and proxy statements and exemptions from the requirements~~ of ~~holding~~$0 ~~a nonbinding advisory vote~~ on ~~executive~~this ~~compensation~~assigned ~~and shareholder approval of any golden parachute payments not previously approved~~note. This Weconversion ~~may~~reduced ~~take~~the ~~advantage~~Company ofnotes ~~these~~payable ~~reporting~~by ~~exemptions~~$12,853 ~~until~~and wealso ~~are~~eliminated nothe ~~longer~~accrued ~~an “emerging growth company~~interest.”

17On July 1, 2014, the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on September 30, 2013. A total of $23,370 of this note was converted to 11,684,925 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $23,370 and also eliminated the accrued interest.

IfOn July 1, 2014, the ~~market~~Company ~~value~~received a notice of ~~our~~conversion ~~common~~from ~~stock~~an ~~that~~unrelated isthird ~~held~~party byof ~~non-affiliates~~note ~~exceeds~~originally ~~$700~~issued ~~million~~to asa ofnon-related ~~any~~third ~~June~~party on October 30, we2013. ~~would~~A ~~cease~~total toof be$20,895 anof ~~“emerging~~this ~~growth~~note ~~company”~~was asconverted ofto ~~the~~10,447,550 ~~following~~restricted ~~June~~common 30shares, orwhich ifleaves wea ~~issue~~remaining ~~more~~principal ~~than~~balance of $10 ~~billion~~on inthis ~~non-convertible~~assigned ~~debt~~note. This inconversion areduced ~~three-year~~the ~~period,~~Company wenotes ~~would~~payable ~~cease~~by to$20,895 beand analso ~~“emerging~~eliminated ~~growth~~the ~~company”~~accrued ~~immediately~~interest.

~~ITEM~~On 2July 1, 2014, the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on December 30, 2013. ~~UNREGISTERED~~A ~~SALES~~total OFof ~~EQUITY~~$23,695 ~~AND~~of ~~USE~~this OFnote ~~PROCEEDS~~was converted to 11,847,435 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $23,695 and also eliminated the accrued interest.

~~2013~~On July 1, 2014, the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on January 31, 2014. A total of $13,798 of this note was converted to 6,879,000 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $13,798 and also eliminated the accrued interest.

~~From~~On ~~January~~July ~~7 through January 9~~1, ~~2013~~2014, wethe Company received ~~notices~~a notice of ~~partial~~ conversion from an unrelated third party ~~as part~~ of a note originally issued to a non-related third party on ~~June~~February 1928, ~~2012~~2014. A total of $1629,~~500~~777 ~~and accumulated interest~~ of ~~$1,100~~this note was converted ~~and~~to 1914,~~130~~888,~~435~~575 restricted common shares ~~were issued~~, which leaves a remaining principal balance of $0. ~~This~~on ~~conversion~~this ofassigned ~~debt~~note. This conversion reduced ~~our~~the Company notes ~~payables~~payable by $1629,~~500~~777 and also eliminated the accrued interest.

On ~~January~~July 1710, ~~2013~~2014, wethe ~~entered~~Company ~~into~~received a ~~nine~~notice ~~(9)~~of ~~month~~conversion ~~convertible~~from ~~Promissory~~an ~~Note~~unrelated ~~with~~third party of note originally issued to a non-related ~~creditor~~third ~~for~~party ~~$42,500~~on atJuly 8%30, ~~interest~~2013. ~~The~~ ~~holder~~A ~~has~~total ~~the~~of ~~right~~$13,106 toof ~~convert~~this ~~the~~ note was converted to 6,523,040 restricted common ~~stock~~shares, atwhich ~~50%~~leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the ~~then~~Company ~~current~~notes ~~market~~payable ~~prices~~by $13,106 and also eliminated the accrued interest.

On ~~February~~July 2810, ~~2013~~2014, wethe ~~entered~~Company ~~into~~notices aof ~~three~~partial ~~(3)~~conversion ~~year~~from ~~convertible~~an ~~Promissory~~unrelated ~~Note~~third ~~with~~party as part of a ~~non-related~~note ~~creditor~~originally ~~for~~issued ~~$12,898~~on atNovember 12%, ~~interest~~2012. ~~The~~ ~~holder~~A ~~has~~total ~~the~~of ~~right~~$40,000 toof ~~convert~~this ~~the~~ note was converted to 20,000,000 restricted common ~~stock~~shares, atwhich leaves a remaining principal balance of $036,270.~~003~~ This ~~per~~conversion ~~share~~reduced the Company notes payable by $40,000 and also eliminated the accrued interest on the amount converted.

On March 30, 2013 we entered into a three (3) year convertible Promissory Note with a non-related creditor for $3,410 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.46

On ~~April~~July 2631, ~~2013~~2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $~~150~~10,~~019.98~~461 at 1012% interest. The holder has the right to convert the note to common stock at $0.~~005~~002 per share. On September 30, 2013 this note was amended and $142,150.08 of the note was assigned by court order to a non-related third party and a request to modify the conversion price to $0.0008 was approved, leaving a balance of $7,869.90 with the original party. On December 31, $20,000 of this note was converted to restricted common shares, which leaves a remaining principal balance of $122,150.08 on this portion of the assigned note. This conversion reduced the Company notes payable by $20,000.

On ~~April~~September 30, ~~2013~~2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $233,~~210~~513 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share. On November 13, 2013 this note was amended was assigned to a non-related third party, A request to modify the conversion price to $0.00094 was approved. On November 14, 2013, $23,210 of this note was converted to restricted common shares, which leaves a remaining principal balance of $0. This conversion reduced the Company notes payable by $23,210

~~From~~The ~~May~~investors 3and ~~through~~private ~~May~~equity ~~20,~~firms ~~2013,~~are ~~the~~very ~~Company~~astute ~~received~~and ~~notices~~have many years of ~~partial~~experience ~~conversion~~and ~~from~~expertise anin ~~unrelated~~making ~~third~~successful ~~party~~investments asin ~~part~~many ofcompanies. They ahave ~~note~~been ~~originally~~investing ~~issued~~with onour ~~October~~company 12for several years, ~~2012.~~and Ahave ~~total~~provided ofus ~~$32,500~~with critical short and ~~accumulated~~long-term ~~interest~~funds ofthat ~~$1,300~~we ~~was~~have ~~converted~~used ~~and~~for 35operations,~~149~~ working capital,~~254~~ ~~restricted~~and ~~common~~investment ~~shares~~capital ~~were~~for ~~issued~~our business acquisitions to expand and grow our Company. They have the option to convert their Notes into stock after a six month holding period in accordance with exemptions provided pursuant to the federal and state securities rules and regulations. . However, ~~which~~most ~~leaves~~have elected to hold their Notes for 1 to 3 years and therefore have taken a ~~remaining~~long-term ~~principal~~investment ~~balance~~strategy ofin $0our company. Without ~~This~~their ~~conversion~~continuous oflong-term ~~debt~~commitment ~~reduced~~to investment in our company, it is unlikely that the ~~Company~~growth ~~notes~~and ~~payables~~expansion ~~$32,500~~that we have achieved would have been possible.

Our largest noteholder is Rainco Industries, Inc. On ~~May~~September 3026, ~~2013~~2014, weour ~~entered~~Board ~~into~~approved a ~~three~~resolution regarding conversions by Rainco stating: “in no event shall Rainco Industries, Inc. be entitled to convert any portion of the Notes, in which the sum of (31) ~~year~~the ~~convertible~~number ~~Promissory~~of ~~Note~~shares ~~with~~of Common Stock beneficially owned by Rainco Industries, Inc. and its affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the unconverted portion of the Notes or the unexercised or unconverted portion of any other security of the Company subject to a ~~non-related~~limitation ~~creditor~~on ~~for~~conversion ~~$13~~of exercise analogous to the limitations contained herein) and (2) the number of shares of Common Stock issuable upon the conversion of the portion of the Notes with respect to which the determination of this proviso is being made,~~626~~ atwould 12result in beneficial ownership by Rainco Industries, Inc. and its affiliates of more than Four Point Nine Nine Percent (4.99%) ~~interest~~of the outstanding shares of Common Stock of the Company. ~~The~~ ~~holder~~For ~~has~~purposes of the ~~right~~proviso to ~~convert~~the immediately preceding sentence, beneficial ownership shall be determined in accordance with Section 13(d) of the ~~note~~Securities toExchange ~~common~~Act ~~stock~~of at1934, ~~$0.002~~as ~~per~~amended ~~share~~and Regulations 13D-G thereunder.”

On June 4, 2013, we entered into a nine (9) month convertible Promissory Note with a non-related creditor for $37,500 at 8% interest. The holder has the right to convert the note to common stock at 50% of the then current market prices. On December 31, 2013, a total of $23,900 was converted to restricted common shares, which leaves a remaining principal balance of $13,600. This conversion of debt reduced the Company notes payables $23,900.47

OnRecent ~~June~~Accounting ~~30,~~Pronouncements 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $12,853 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

~~2014~~The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on its consolidated financial condition or the consolidated results of its operations, except the following:

~~From~~June ~~January~~2014 7-Accounting ~~and~~Standards ~~January~~Update 8, 2014,-10 weDevelopment ~~received~~Stage ~~notices~~Entities of(Topic ~~partial~~915) ~~conversion~~Elimination ~~from an unrelated third party as part~~ of aCertain ~~note~~Financial ~~originally~~Reporting ~~issued on June 4~~Requirements, ~~2013.~~Including Aan ~~total~~Amendment ofto ~~$13,600~~Variable ~~and~~Interest ~~accumulated~~Entities ~~interest~~Guidance ofin ~~$1,500~~Topic ~~was converted and 17~~810,~~786,227~~ ~~restricted common shares were issued, which leaves a remaining principal balance of $0~~Consolidation. ~~This conversion of debt reduced our notes payables $13,600.~~

OnThe ~~January~~objective ~~24,~~of ~~2014,~~the weamendments ~~received~~in ~~notices~~this ofUpdate ~~partial~~is ~~conversion~~to ~~from~~improve anfinancial ~~unrelated~~reporting ~~third~~by ~~party~~reducing asthe ~~part~~cost ofand acomplexity ~~note~~associated ~~originally~~with ~~issued~~the onincremental ~~April~~reporting ~~26,~~requirements ~~2013~~for development stage entities. AUsers ~~total~~of financial statements of ~~$20,000~~development ~~was~~stage ~~converted~~entities ~~and~~told 25the Board that the development stage entity distinction,~~000~~ the inception-to-date information,~~000~~ ~~restricted~~and ~~common~~certain ~~shares~~other ~~were~~disclosures ~~issued,~~currently ~~which~~required ~~leaves~~under aU.S. ~~remaining~~generally ~~principal~~accepted ~~balance~~accounting principles (GAAP) in the financial statements of ~~$110,020~~development stage entities provide information that has limited relevance and is generally not decision useful. ~~This~~As ~~conversion~~a ofresult, ~~debt~~the ~~reduced~~amendments ~~our~~in ~~notes~~this ~~payables~~Update ~~$20~~remove all incremental financial reporting requirements from U.S. GAAP for development stage entities,~~000~~ thereby improving financial reporting by eliminating the cost and complexity associated with providing that information.

OnThe ~~January~~amendments 31in this Update also eliminate an exception provided to development stage entities in Topic 810, ~~2014~~Consolidation, wefor ~~entered~~determining ~~into~~whether an entity is a ~~three~~variable ~~(3)~~interest ~~year~~entity ~~convertible~~on ~~Promissory~~the ~~Note~~basis ~~with~~of athe ~~non-related~~amount ~~creditor~~of ~~for~~investment ~~$13,798~~equity atthat ~~12%~~is ~~interest~~at risk. The ~~holder~~amendments ~~has~~to eliminate that exception simplify U.S. GAAP by reducing avoidable complexity in existing accounting literature and improve the ~~right~~relevance of information provided to ~~convert~~financial statement users by requiring the ~~note~~application toof ~~common~~the ~~stock~~same atconsolidation $0guidance by all reporting entities.~~002~~ ~~per~~The ~~share~~elimination of the exception may change the consolidation analysis, consolidation decision, and disclosure requirements for a reporting entity that has an interest in an entity in the development stage.

OnAdditional February 28, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $29,777 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.Information

OnWe ~~March~~file ~~31,~~reports ~~2014,~~and weother ~~entered~~materials ~~into~~with athe ~~three~~Securities ~~(3)~~and ~~year~~Exchange ~~convertible~~Commission. ~~Promissory~~These ~~Note~~documents ~~with~~may abe ~~non-related~~inspected ~~creditor~~and ~~for~~copied ~~$3,572~~at the Commission’s Public Reference Room at ~~12%~~Room ~~interest~~1580, 100 F Street, N. ~~The~~E., ~~holder~~Washington, ~~has~~D.C. ~~the~~20549. ~~right~~You tocan ~~convert~~obtain information on the ~~note~~operation toof ~~common~~the ~~stock~~Public Reference Room by calling the Commission at $01-800-SEC-0330.~~002~~ ~~per~~You ~~share~~can also get copies of documents that we file with the Commission through the Commission’s Internet site at www.sec.gov.

OnITEM ~~April 30, 2014, we entered into a three (~~3~~) year convertible Promissory Note with a non-related creditor for $33,914 at 12% interest~~. ~~The~~ ~~holder~~QUANTITATIVE ~~has~~AND ~~the~~QUALITATIVE ~~right~~DISCLOSURES toABOUT ~~convert~~MARKET ~~the~~RISK ~~note to common stock at $0.002 per share.~~

OnNot ~~May 31, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $15,120 at 12% interest~~Applicable. ~~The holder has the right to convert the note to common stock at $0.002 per share.~~

On June 30, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $9,477 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.48

~~The~~ITEM ~~investors and private equity firms are very astute and have many years of experience and expertise in making successful investments in many companies~~4. ~~They~~ ~~have~~CONTROLS ~~been~~AND investing with our company for several years, and have provided us with critical short and long-term funds that we have used for operations, working capital, and investment capital for our business acquisitions to expand and grow our Company. They have the option to convert their Notes into stock after a six month holding period in accordance with exemptions provided pursuant to the federal and state securities rules and regulations. . However, most have elected to hold their Notes for 1 to 3 years and therefore have taken a long-term investment strategy in our company. Without their continuous long-term commitment to investment in our company, it is unlikely that the growth and expansion that we have achieved would have been possible. PROCEDURES

~~ITEM~~(a) 3.Evaluation -of ~~DEFAULTS~~disclosure ~~UPON~~controls ~~SENIOR~~and ~~SECURITIES~~procedures

~~There~~Our ~~were~~management nois ~~defaults~~responsible ~~upon~~for ~~senior~~establishing ~~securities~~and ~~during~~maintaining adequate internal control over financial reporting (as defined in Rule 13 a-15 (f) under the ~~period~~Exchange ~~ended~~Act). ~~March~~Management conducted an evaluation of the effectiveness of our internal control over financial reporting and determined that our internal control over financial reporting was ineffective as of December 31, ~~2014~~2013 due to material weaknesses. A material weakness in internal control over financial reporting is defined by the Public Company Accounting Oversight Board’s Audit Standard No. 5 as a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in inter n al control over financial reporting that is less severe than a material weakness, yet important enough to merit attention by those responsible for oversight of our financial reporting. Management’s assessment identified the following material weaknesses in internal control over financial reporting:

~~ITEM~~• 4The small size of our Company limits our ability to achieve the desired level of separation in our internal controls and financial reporting. –We ~~MINE~~do ~~SAFETY~~have ~~DISCLOSURES~~a separate CEO and CFO; however, we do not have an Audit Committee to review and oversee the financial policies and procedures of the Company. Until such time we are able to install an audit committee, we do not meet the full requirement f or separation. In the interim, we will continue to strengthen the role of o u r CEO and CFO and their review of our internal control procedures.

~~Not~~(b) ~~applicable.~~Changes in internal control over financial reporting

~~ITEM~~There 5.were -no ~~OTHER~~changes ~~INFORMATION~~in our internal control over financial reporting during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~There is no information with respect to which information is not otherwise called for by this form.~~49

~~ITEM~~PART ~~6. EXHIBITS~~II

~~Exhibit~~OTHER ~~No. Description~~INFORMATION

~~-----------~~ITEM ~~-----------~~1. LEGAL PROCEEDINGS

3.To the best of our knowledge, during the past five years, none of the following occurred with respect to a present or former director or executive officer of our Company: (1*) ~~Articles~~any bankruptcy petition filed by or against any business of ~~Incorporation~~which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time; (2) any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); (3) being subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of any competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities, except as noted below; and (4) being found by a court of competent jurisdiction (in a civil action), the SEC or the commodities futures trading commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.

3For several years, RCI has been engaged in litigation against its former patent attorneys for malpractice arising from a missed filing deadline relating to obtaining patents for RCI's core technologies outside the United States.2* After ~~Bylaws~~a two-year fight over jurisdiction in the case, including wins for RCI at the trial court and at the North Carolina Court of Appeals, the case was remanded to the trial court for further proceedings. Unfortunately, the trial court dismissed the case on a technicality, potentially ending the case. An appeal was filed in November 2012. The North Carolina Court of Appeals reviewed the Company’s appeal on February 12, 2013. The results of the appeal were filed on May 7, 2013. The Court of Appeals reversed the dismissal in part. The Court ruled that tort claims are not assignable in North Carolina, therefore, the plaintiff in the case will remain Ron Carter. The Company is reviewing any possible remaining claims it may have for legal negligence. Management believes that the fact that the Company was dismissed is not really significant at all, because the claims in the suit will be maintained and the case continues to be litigated through Mr. Carter’s personal claim for damages, as the original patent applicant. The Court also affirmed that the uninvolved individual defendants, Clements and Bernard, are not individually liable for Dougherty's and Brockington's malpractice which management believes is irrelevant. This case involves the international patents and not the United States patents that have been awarded.

4The Company also sued Emmanuel Ozoeneh in federal court.1* ~~Form~~Mr. Ozoeneh was a former business partner in a prior business venture with our CEO Ron Carter. Mr. Ozoeneh began making false claims that he was the inventor of ~~Stock~~the ~~Certificate~~EyeTalk® system. RCI filed suit in federal court to have Mr. Carter declared the sole inventor. This case has been resolved to the satisfaction of the Company. The terms of the agreement are confidential, but the result was that Ronald Carter and the Company were declared as the sole inventor and retains all rights to the patent(s) for the EyeTalk® system. The Company is currently in default on the agreement and is working to resolve the default.

4 In July and August 2009, the Company issued two notes payable in the total amount of $20,000.2* ~~Form~~The two notes were later combined at the note holder’s request into one note. The note bears interest at a rate of ~~Class~~10%. Principal Aand ~~Warrant~~interest ~~Certificate~~were due in May 2010. In 2009, the Board of Directors agreed to guarantee a personal loan to the President of the Company, Mr. Ron Carter of $75,000 with interest of 10%, by a shareholder. The note became due in November 2010. On October 5, 2010, the Company received notice that a claim for judgment had been filed in Mecklenburg County by a shareholder for the note that was in default as of May 2010. On January 7, 2011, the note holder amended the filing to include the personal

~~4.3* Form of Class B Warrant Certificate~~50

4loan.4* The ~~Warrant~~amount ~~Agreement~~of the claim was $100,996, plus interest at 8% and legal costs. On the 10th day of May 2011, a summary judgment was entered on behalf of the plaintiff against Mr. Carter and the Company. On the 4th day of August 2011, the Company reached an agreement with a third party to negotiate and acquire the judgment award and to agree to a convertible note from the Company for its services. The total value of the convertible note is $144,067 including interest, of which the Company has received a promissory note from Mr. Carter for $112,663for the part of the judgment, interest and fees that was from the personal promissory note that the Company guaranteed.

18On February 12, 2013, the Company received notice that a petitioner had been issued a summary judgment against the Company in the amount of $6,485.96, including $1,250.00 attorney fees, plus interest.

10Omnisun Azali vs.1* ~~Agreement~~Claude ~~with~~D. ~~Absolutely~~McDougal ~~New~~and US Financial Consultants LLC

10On January 30, 2013, a final order was filed in the Superior Court of Mecklenburg County North Carolina against a former officer and director, Mr.2* ~~Agreement~~Claude ~~with~~McDougal. The Drfinal order was for a judgment against Mr. ~~Jones~~McDougal and US Financial Consulting, LLC, by an unrelated third party. The Company received a copy of the notice and has been instructed by the court to forward any property, monies and or membership interest due to Mr. McDougal to the defendant, up to and including principal; accumulated interest; attorney’s fees and court costs of $142,150.

10.3*On ~~Agreement~~September 30, 2013, the Company complied with ~~Tillman~~this ~~Wright~~notice and assigned $142,150 of Mr. McDougal’s interest in a note for unpaid salary that was dated April 26, 2013 to Omnisun Azali, per the courts instructions. The original note assignment was mailed to Omnisun Azali shortly after issuance.

10Omnisun Azali vs.4* ~~Agreement~~Revolutionary ~~with~~Concepts, ~~JDSL~~Inc., et al.

10On April 23, 2014 both Ron Carter and Solomon Ali appeared before the Civil Superior Court of Mecklenburg County concerning the matter of Omnisun Azali vs Claude McDougal and US Financial Consultants.7* ~~Consulting~~The ~~Agreement~~plaintiff claimed Carter and Ali were in contempt for not complying with ~~Sedgefield~~the ~~Capital~~Court’s order dated January 30, 2013 concerning salary owed to Mr. McDougal. The Plaintiff claimed he was not in receipt of the original note assignment dated September 30, 2013. A contempt hearing was scheduled for June 2014 to determine if Carter and Ali were in contempt for failure to cause Revolutionary Concepts, Inc. to take the actions ordered by the Mecklenburg County Superior Court in its order dated January 30, 2013 and filed on the same date.

10On June 5, 2014 the client’s motion for contempt was dismissed and Revolutionary offered to deliver a replacement note to the Plaintiff.8* ~~Additional~~On ~~Services~~June ~~Agreement~~5, ~~with~~2014 ~~Sedgefield~~the ~~Capital~~Replacement Amended Convertible Note (the “Note”) per the judgment of the N.C. Superior Court, and approved by a majority of the Board of Directors, replacing that certain Promissory Note dated September 30, 2013 (the “Amended Note”), in the amount of One Hundred Forty Two Thousand One Hundred Fifty and 08/100 Dollars ($142,150.08), by and between Revolutionary Concepts Inc., and Omnisun Azali, was delivered to the Plaintiff.

14Resolution of Case.1* ~~Code~~Rainco Industries Inc., Revolutionary Concepts Inc., and the named Directors and Officers of ~~Ethics~~each company have resolved all claims with Omnisun Azali in the filed cases in the states of Ohio and North Carolina. Documents in resolution of the case have been circulated for execution. A Vacation of the Judgment, (“vacated judgment”), and Orders and dismissal of the underlying cases with prejudice are expected by the Resolution Agreement. A vacated judgment is usually the result of the judgment of an appellate court, which overturns, reverses, cancels, nullifies or sets aside a previous judgment of a lower court, rendering it legally null and void.

~~31.1 Certification of our Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of~~51

~~2002~~ITEM 1A.~~(filed~~ ~~herein)~~RISK FACTORS

~~31.2 Certification~~You should carefully consider the following risk factors together with the other information contained in business, financial condition or results of ~~our~~operations ~~Chief~~could ~~Financial~~be ~~Officer~~materially ~~Pursuant~~adversely affected. There have been no material changes to ~~Section~~the ~~302~~risk factors previously discussed in Item 1A of the ~~Sarbanes~~Company’s Form 10-~~Oxley~~K ~~Act~~for ofthe year ended December 31, 2013, (SEC File Number 000-53674) on the website at www.sec.gov, including but not limited, to the following:

~~2002.(~~The ~~filed~~market ~~herein)~~price of our common stock may limit its eligibility for clearing house deposit.

~~32.1 Certification~~We are advised that if the market price for shares of our ~~Chief~~common ~~Executive~~stock ~~Officer~~is ~~Pursuant~~less than $0.10 per share, Depository Trust Company and other securities clearing firms may decline to ~~Section~~accept ~~906~~our ofshares for deposit and refuse to clear trades, in our securities. This would materially and adversely affect the ~~Sarbanes-Oxley~~marketability ~~Act~~and liquidity of our shares and, accordingly may materially and adversely affect the value of an investment in our common stock.

~~2002.(~~We ~~filed~~are ~~herein)~~an “emerging growth company” and we cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make our common stock less attractive to investors.

~~32.2 Certification~~We ofare an “emerging growth company,” as defined in the Jumpstart our ~~Chief~~Business ~~Financial~~Startups ~~Officer~~Act ~~Pursuant~~of 2012 or JOBS Act, and we may take advantage of certain exemptions from various reporting requirements that are applicable to ~~Section~~other ~~906~~public companies that are not “emerging growth companies” including not being required to comply with the auditor attestation requirements of section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. We cannot predict if investors will find our common stock less attractive because we may rely on these exemptions. If some investors find our common stock less attractive as a result, there may be a less active trading market for our common stock and our stock price may be more volatile.

~~2002.(~~In ~~filed~~addition, ~~herein~~Section 107 of the JOBS Act also provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. An “emerging growth company” can therefore delay the adoption of certain accounting standards until those standards would otherwise apply to private companies.

99.2*We USwill ~~Patent~~incur increased costs and demands upon management as a result of complying with the laws and regulations that affect public companies, which could materially adversely affect our results of operations, financial condition, business and prospects.

As a public company and particularly after we cease to be an “emerging growth company,” we will incur significant legal, accounting and other expenses that we did not incur as a private company, including costs associated with public company reporting and corporate governance requirements. These requirements include compliance with Section 404 and other provisions of the Sarbanes-Oxley Act of 2002, or the Sarbanes-~~--------~~Oxley Act, as well as rules implemented by the SEC.

*The ~~Exhibits~~increased ~~are~~costs ~~incorporated~~associated bywith ~~reference~~operating as a public company will decrease our net income or increase our net loss, and ~~can~~may berequire ~~found~~us into ~~its~~reduce ~~entirety~~costs in other areas of our ~~Registration~~business. ~~Statement~~Additionally, onif ~~Form~~these ~~S-1~~requirements ~~filed~~divert ~~May~~our 23management’s attention from other business concerns, ~~2008~~they ~~(SEC~~could ~~File~~have ~~Number~~a ~~000-53674)~~material adverse effect on our results of operations, financial condition, business and prospects.

~~SIGNATURES~~52

~~Pursuant~~However, for as long as we remain an “emerging growth company” as defined in the JOBS Act, we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” including not being required to comply with the auditor attestation requirements of Section ~~13(a)~~404 orof ~~15(d)~~the ofSarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements and exemptions from the ~~Securities~~requirements ~~Exchange~~of ~~Act~~holding a nonbinding advisory vote on executive compensation and shareholder approval of ~~1934,~~any ~~the~~golden ~~Registrant~~parachute ~~has~~payments ~~duly~~not ~~caused~~previously ~~this~~approved. ~~report~~We tomay betake ~~signed~~advantage onof ~~its~~these ~~behalf~~reporting inexemptions ~~Charlotte,~~until ~~NC,~~we byare ~~the~~no ~~undersigned,~~longer ~~thereunto~~an ~~duly~~“emerging ~~authorized~~growth company.”

~~Registrant:~~If ~~Revolutionary~~the ~~Concepts~~market value of our common stock that is held by non-affiliates exceeds $700 million as of any June 30, ~~Inc~~we would cease to be an “emerging growth company” as of the following June 30, or if we issue more than $1 billion in non-convertible debt in a three-year period, we would cease to be an “emerging growth company” immediately.

~~Name~~ITEM 2. UNREGISTERED SALES OF EQUITY AND USE OF PROCEEDS

~~Date~~2013

~~By:~~From ~~/s/~~January ~~Ronald~~7 ~~Carter~~through January 9, 2013, we received notices of partial conversion from an unrelated third party as part of a note originally issued on June 19, 2012. A total of $16,500 and accumulated interest of $1,100 was converted and 19,130,435 restricted common shares were issued, which leaves a remaining principal balance of $0. This conversion of debt reduced our notes payables $16,500.

~~August~~On 29January 17, ~~2014~~2013, we entered into a nine (9) month convertible Promissory Note with a non-related creditor for $42,500 at 8% interest. The holder has the right to convert the note to common stock at 50% of the then current market prices.

~~Ronald~~On ~~Carter~~February 28, ~~Director~~2013, ~~Chief~~we ~~Executive~~entered ~~Officer~~into a three (3) year convertible Promissory Note with a non-related creditor for $12,898 at 12% interest. The holder has the right to convert the note to common stock at $0.003 per share.

~~(Principal~~On ~~Executive~~March ~~Officer~~30, 2013 we entered into a three (3) year convertible Promissory Note with a non-related creditor for $3,410 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

~~By:~~On ~~/s/~~April ~~Garry~~26, ~~Stevenson~~2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $150,019.98 at 10% interest. The holder has the right to convert the note to common stock at $0.005 per share. On September 30, 2013 this note was amended and $142,150.08 of the note was assigned by court order to a non-related third party and a request to modify the conversion price to $0.0008 was approved, leaving a balance of $7,869.90 with the original party. On December 31, $20,000 of this note was converted to restricted common shares, which leaves a remaining principal balance of $122,150.08 on this portion of the assigned note. This conversion reduced the Company notes payable by $20,000.

~~August~~On 29April 30, ~~2014~~2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $23,210 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share. On November 13, 2013 this note was amended was assigned to a non-related third party, A request to modify the conversion price to $0.00094 was approved. On November 14, 2013,

~~Garry Stevenson, Director, Vice President, and Chief Financial Officer~~53

~~(Officer~~$23,210 ~~and~~of ~~Principal~~this ~~Accounting~~note ~~Officer)~~was converted to restricted common shares, which leaves a remaining principal balance of $0. This conversion reduced the Company notes payable by $23,210

19From May 3 through May 20, 2013, the Company received notices of partial conversion from an unrelated third party as part of a note originally issued on October 12, 2012. A total of $32,500 and accumulated interest of $1,300 was converted and 35,149,254 restricted common shares were issued, which leaves a remaining principal balance of $0. This conversion of debt reduced the Company notes payables $32,500.

On May 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $13,626 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

On June 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $12,853 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

On July 18, 2013 the Company received notices of partial conversion from an unrelated third party as part of a note originally issued on August 30, 2012 A total of $20,000 was converted to 18,181,818 restricted common shares (which was originally submitted on May 24, 2013), which leaves a remaining principal balance of $26,600. This conversion of debt reduced our notes payables $20,000 and also eliminated the accrued interest on the amount converted.

From August 20 through September 6, 2013, the Company received notices of partial conversion from an unrelated third party as part of a note originally issued on January 17, 2013. A total of $42,500 and accumulated interest of $1,700 was converted and 70,131,842 restricted common shares were issued, which leaves a remaining principal balance of $0. This conversion of debt reduced the Company notes payables $42,500 and also eliminated the accrued interest on the amount converted.

On September 30, 2013, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $23,370 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

On September 30, 2013 the Company entered into a three (3) year convertible Promissory Note with its Senior Vice President, Solomon Ali for $200,000 at 10% interest for the accrued compensation owed to him for the fiscal year 2012 in accordance with his Employment Agreement. The holder has the right to convert the note to common stock at $0.005 per share.

2014

From January 7 and January 8, 2014, we received notices of partial conversion from an unrelated third party as part of a note originally issued on June 4, 2013. A total of $13,600 and accumulated interest of $1,500 was converted and 17,786,227 restricted common shares were issued, which leaves a remaining principal balance of $0. This conversion of debt reduced our notes payables $13,600.

On January 24, 2014, we received notices of partial conversion from an unrelated third party as part of a note originally issued on April 26, 2013. A total of $20,000 was converted and 25,000,000 restricted common shares were issued, which leaves a remaining principal balance of $110,020. This conversion of debt reduced our notes payables $20,000.

On January 31, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $13,798 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

On February 28, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $29,777 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

On March 31, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $3,572 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

On April 30, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $33,914 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

On May 31, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $15,120 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

On July 31, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $10,461 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

On September 30, 2014, we entered into a three (3) year convertible Promissory Note with a non-related creditor for $3,513 at 12% interest. The holder has the right to convert the note to common stock at $0.002 per share.

On July 1, 2014, the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on May 30, 2013. A total of $13,626 of this note was

converted to 6,812,870 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $13,626 and also eliminated the accrued interest.

On July 1, 2014, the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on June 30, 2013. A total of $12,853 of this note was converted to 6,426,500 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $12,853 and also eliminated the accrued interest.

On July 1, 2014, the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on September 30, 2013. A total of $23,370 of this note was converted to 11,684,925 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $23,370 and also eliminated the accrued interest.

On July 1, 2014, the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on October 30, 2013. A total of $20,895 of this note was converted to 10,447,550 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $20,895 and also eliminated the accrued interest.

On July 1, 2014, the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on December 30, 2013. A total of $23,695 of this note was converted to 11,847,435 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $23,695 and also eliminated the accrued interest.

On July 1, 2014, the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on January 31, 2014. A total of $13,798 of this note was converted to 6,879,000 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $13,798 and also eliminated the accrued interest.

On July 1, 2014, the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on February 28, 2014. A total of $29,777 of this note was converted to 14,888,575 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $29,777 and also eliminated the accrued interest.

On July 10, 2014, the Company received a notice of conversion from an unrelated third party of note originally issued to a non-related third party on July 30, 2013. A total of $13,106 of this note was converted to 6,523,040 restricted common shares, which leaves a remaining principal balance of $0 on this assigned note. This conversion reduced the Company notes payable by $13,106 and also eliminated the accrued interest.

On July 10, 2014, the Company notices of partial conversion from an unrelated third party as part of a note originally issued on November 12, 2012. A total of $40,000 of this note was converted to 20,000,000 restricted common shares, which leaves a remaining principal balance of $36,270. This conversion reduced the Company notes payable by $40,000 and also eliminated the accrued interest on the amount converted.

The investors and private equity firms are very astute and have many years of experience and expertise in making successful investments in many companies. They have been investing with our company for several years, and have provided us with critical short and long-term funds that we have used for operations, working capital, and investment capital for our business acquisitions to expand and grow our Company. They have the option to convert their Notes into stock after a six month holding period in accordance with exemptions provided pursuant to the federal and state securities rules and regulations. . However, most have elected to hold their Notes for 1 to 3 years and therefore have taken a long-term investment strategy in our company. Without their continuous long-term commitment to investment in our company, it is unlikely that the growth and expansion that we have achieved would have been possible.

Our largest noteholder is Rainco Industries, Inc. On September 26, 2014, our Board approved a resolution regarding conversions by Rainco stating: “in no event shall Rainco Industries, Inc. be entitled to convert any portion of the Notes, in which the sum of (1) the number of shares of Common Stock beneficially owned by Rainco Industries, Inc. and its affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the unconverted portion of the Notes or the unexercised or unconverted portion of any other security of the Company subject to a limitation on conversion of exercise analogous to the limitations contained herein) and (2) the number of shares of Common Stock issuable upon the conversion of the portion of the Notes with respect to which the determination of this proviso is being made, would result in beneficial ownership by Rainco Industries, Inc. and its affiliates of more than Four Point Nine Nine Percent (4.99%) of the outstanding shares of Common Stock of the Company. For purposes of the proviso to the immediately preceding sentence, beneficial ownership shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended and Regulations 13D-G thereunder.”

ITEM 3. - DEFAULTS UPON SENIOR SECURITIES

There were no defaults upon senior securities during the period ended September 30, 2014.

ITEM 4. – MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. - OTHER INFORMATION

There is no information with respect to which information is not otherwise called for by this form.

ITEM 6. EXHIBITS

Exhibit No. Description

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3.1* Articles of Incorporation

3.2* Bylaws

4.1* Form of Stock Certificate

4.2* Form of Class A Warrant Certificate

4.3* Form of Class B Warrant Certificate

4.4* Warrant Agreement

10.1* Agreement with Absolutely New

10.2* Agreement with Dr. Jones

10.3* Agreement with Tillman Wright

10.4* Agreement with JDSL

10.7* Consulting Agreement with Sedgefield Capital

10.8* Additional Services Agreement with Sedgefield Capital

10.9 License Agreement with Eyetalk365 (filed herein)

10.10 Amended License Agreement with Eyetalk365 (filed herein)

14.1* Code of Ethics

31.1 Certification of our Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of

2002.(filed herein)

31.2 Certification of our Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of

2002.(filed herein)

32.1 Certification of our Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of

2002.(filed herein)

32.2 Certification of our Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of

2002.(filed herein)

99.2* US Patent

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* Exhibits are incorporated by reference and can be found in its entirety in our Registration Statement on Form S-1 filed May 23, 2008 (SEC File Number 000-53674).

SIGNATURES

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

Registrant: Revolutionary Concepts, Inc.

Name

Date

By: /s/ Ronald Carter

February 13, 2015

Ronald Carter, Director, Chief Executive Officer

(Principal Executive Officer)

By: /s/ Garry Stevenson

February 13, 2015

Garry Stevenson, Director, Vice President, and Chief Financial Officer

(Officer and Principal Accounting Officer)

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