Non Reliance of Financial Report Form 8 K

Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.

The Company has previously filed its Form 10-Q for the quarterly periods ended June 30, 2024 ("Previously Issued Financial Statements")

During the quarter ended June 30, 2024, the Company re-priced a private placement previously issued at $1.25 per share for a total of 80,000 shares of common stock which were not properly accounted for in the Previously Issued Financial Statements. The re-pricing dropped the purchase price to $0.25 per share which resulted in the issuance of 320,000 additional shares of common stock and increased the net loss for the period by $80,000. On December 27, in connection with the Company's review and filing of its September 30, 2024 financial statements with our current independent auditor, the Company's management concluded that the Company's Previously Issued Financial Statements should be restated and no longer relied upon due to the Company not appropriately accounting for the total number of common shares outstanding and the amount of corporate expenses. As of June 30, 2024, the issued and outstanding shares of common stock were incorrectly reflected as 207,964,211 shares when the actual number of outstanding shares was 208,484,211. In addition, as of June 30, 2024 for the six months ended, corporate expenses were incorrectly recorded as $280,609 when the actual amount was $360,609 and as of June 30, 2024 for the three months ended, corporate expenses were incorrectly recorded as $141,617 when the actual amount was $221,617.

Management has thoroughly discussed with the Company's current independent auditor the matters disclosed in the filing pursuant to this Item 4.02(a).