UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

~~[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15~~(dMark One) ~~OF THE SECURITIES EXCHANGE ACT OF 1934~~

~~For~~[X] QUARTERLY ~~the~~REPORT ~~quarterly~~PURSUANT ~~period~~SECTION ~~ended~~13 ~~September~~OR ~~30,~~15(d) ~~2011~~OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2014

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

For the transition period from ~~_________~~____________ to ~~________~~____________

Commission File ~~Number:~~No. 000-14859

GARB OIL & POWER CORPORATION

(Exact name of registrant as specified in its charter)

Utah	~~87-0296694~~	87-0296694
(State or other jurisdiction of incorporation organization)	(I.R.S. Employer Identification No.)
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification. No.)
1185 Gooden Xing
Largo, FL		33778
(Address of principal executive offices)		(Zip Code)
Registrant’s Telephone Number, Including Area Code: (888) 573-6622

~~5248~~Indicate by ~~South~~checkmark ~~Pinemont~~whether Drthe registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ~~Suite~~Yes ~~C-110~~[X] No [ ]

~~Murray~~Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, UTif ~~84123~~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]

~~(Address~~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 ~~principal~~“large ~~executive~~accelerated ~~offices)~~filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (~~Zip~~Check ~~Code~~one):

~~Registrant’s~~Large ~~Telephone~~accelerated ~~Number,~~filer ~~Including~~[ ~~Area~~] ~~Code: 801~~Accelerated filer [ ] Non-~~738-1355~~accelerated filer [ ] Smaller reporting company [X] (Do not check if a smaller reporting company)

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

~~(Former~~The number ~~name,~~of ~~former~~shares ~~address~~of ~~and~~issuer’s ~~former~~common ~~fiscal~~stock ~~year,~~outstanding ifas ~~changed~~of ~~since~~March ~~last~~9, ~~report)~~2015: 47,497,578,456.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.FORM 10-Q

~~Yes~~FOR THE ~~[X] No~~SIX ~~[ ]~~MONTHS ENDED JUNE 30, 2014

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).INDEX

Yes [X] No [ ]

		Page
Part I	Financial Information

Item 1.	Financial Statements	F-1
	Consolidated Balance Sheets as of June 30, 2014 (Unaudited) and the year ended December 31, 2013	F-1
	Consolidated Statements of Operations for the three months ended June 30, 2014 and 2013 (Unaudited)	F-3
	Consolidated Statements of Operations for the six months ended June 30, 2014 and 2013 (Unaudited)	F-4
	Consolidated Statements of Cash Flow for the six months ended June 30, 2014 and 2013 (Unaudited)	F-5
	Notes to the Consolidated Financial Statements (Unaudited)	F-7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	8
Item 4.	Controls and Procedures	8

Part II	Other Information

Item 1.	Legal Proceedings	9
Item 1A.	Risk Factors	9
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	9
Item 3.	Defaults Upon Senior Securities	9
Item 4.	Mine Safety Disclosures	10
Item 5.	Other Information	10
Item 6.	Exhibits	11
Signatures		12

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

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [ ] No [ X ]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

Yes [ ] No [ ]

APPLICABLE ONLY TO CORPORATE ISSUERS:Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: The number of shares of common stock outstanding as of March 9, 2012 was 2,347,911,502.

PART I-FINANCIAL INFORMATION

Item 1. Financial Statements.

GARB OIL & POWER CORPORATION AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

	September 30, 2011		December 31, 2010
ASSETS	(unaudited)
Current assets:
Cash	$	33,586	$	2
Prepaid expenses		13,258		133,506
Total current assets		46,844		133,508
Property and equipment, net		2,951		3,606
Total assets	$	49,795	$	137,114

Refer to Notes to Condensed Consolidated Financial Statements

~~GARB~~USE OF ~~OIL~~CERTAIN &DEFINED ~~POWER CORPORATION AND SUBSIDIARIES~~TERMS

~~Condensed~~Except as ~~Consolidated~~otherwise ~~Balance~~indicated ~~Sheets~~by ~~(Continued)~~the context, references in this report to “we,” “us,” “our,” “our Company,” “the Company”, or “Garb” are to the combined business of Garb Oil & Power Corporation and its consolidated subsidiaries.

	September 30, 2011		December 31, 2010
	(unaudited)
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current liabilities:
Bank overdraft	$	101,354	$	91,585
Accounts payable and accrued expenses		771,081		660,674
Related party payable		349,368		366,203
Notes payable		2,041,490		1,444,064
Accrued interest		1,150,264		961,715
Wages payable and other accrued liabilities		1,175,431		781,473
Income taxes payable		126,949		126,257
Total current liabilities		5,715,937		4,431,971
Deferred tax liabilities		16,680		16,424
Total long-term liabilities		16,680		16,424
Total liabilities		5,732,617		4,448,395
Stockholders’ equity(deficit):
Class A preferred; ($.0001 par value) 1,000,000 shares authorized 2 shares issued and oustanding as of September 30, 2011 and December 31, 2010		-		-
Class B preferred; ($.0001 par value) 30,000,000 shares authorized 193,679 and 205,394 shares issued and oustanding as of September 30, 2011 and December 31, 2010, respectively		19		21
Class C preferred; ($.0001 par value) 19,000,000 shares authorized no shares issued and oustanding as of March 31,2011 and December 31, 2010, respectively		-		-
Common stock; ($.001 par value) 50,000,000,000 shares authorized, 1,282,501,334 and 126,446,842 shares issued and oustanding at September 30, 2011 and December 31, 2010 respectively		1,282,501		126,447
Additional paid in capital		1,017,882		(409,268)
Accumulated other comprehensive income		111,754		112,177
Accumulated deficit		(8,060,006)		(4,109,532)
Total Garb Oil & Power stockholders' equity (deficit)		(5,647,850)		(4,280,155)
Non-controlling interest		(34,972)		(31,126)
Total stockholders' equity (deficit)		(5,682,822)		(4,311,281)
Total liabilities and stockholders' equity (deficit)	$	49,795	$	137,114

In addition, unless the context otherwise requires and for the purposes of this report only:

~~Refer~~● “Commission” refers to ~~Notes~~the Securities and Exchange Commission; ● “Exchange Act” refers to ~~Condensed~~the ~~Consolidated~~Securities ~~Financial~~Exchange ~~Statements~~Act of 1934, as amended; ● “Securities Act” refers to the Securities Act of 1933, as amended; ● “former management” refers to following individuals, who collectively represent all of the Company’s directors and executive officers that resigned on August 21, 2013:

	●	John Rossi is the Company’s former Chief Executive Officer, President, Director, Principal Financial Officer and Principal Accounting Officer;

	●	Igor Plahuta is the Company’s former Chief Technology Officer and Director;

	●	Alan Fleming is the Company’s former Chief Operations Officer and Director; and

●

“current management” or “management of the Company” or “management” refers to the following individuals, who represent the directors and executive officers of the Company as of the date of this quarter report on Form 10-Q, and those officers and directors that were appointed on August 21, 2013, after former management resigned:

	●	Tammy Taylor is the Company’s current Chief Executive Officer, President, Director and Principal Financial Officer.

	●	M. Aimee Coleman is current Corporate Secretary and Principal Accounting Officer.

CAUTIONARY STATEMENT RELATED TO FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements. The Securities and Exchange Commission encourages companies to disclose forward-looking information so that investors can better understand a company’s future prospects and make informed investment decisions. This quarterly report on Form 10-Q and other written and oral statements that we make from time to time contain such forward-looking statements that set out anticipated results based on management’s plans and assumptions regarding future events or performance. We have tried, wherever possible, to identify such statements by using words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “will” and similar expressions in connection with any discussion of future operating or financial performance. In particular, these include statements relating to future actions, future performance or results of current and anticipated sales efforts, expenses, the outcome of contingencies, such as legal proceedings, and financial results. A list of factors that could cause our actual results of operations and financial condition to differ materially is set forth below:

	●	Our ability to continue as a going concern.

	●	Our ability to achieve profitability and history of losses.

	●	Our need for significant additional capital to fund our business plan.

	●	Our ability to attract customers to our products.

	●	Economic conditions that have an adverse effect on consumer and corporate spending.

	●	Changes in applicable Federal and State manufacturing laws and regulations that have an adverse effect on our operations.

	●	The market price for shares of our common stock has been and may continue to be highly volatile and the impact of penny stock rules on the liquidity of our common stock.

We caution that the factors described herein and other factors could cause our actual results of operations and financial condition to differ materially from those expressed in any forward-looking statements we make and that investors should not place undue reliance on any such forward-looking statements. Further, any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of anticipated or unanticipated events or circumstances. New factors emerge from time to time, and it is not possible for us to predict all of such factors. Further, we cannot assess the impact of each such factor on our results of operations or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

~~GARB~~PART I ~~OIL~~– &FINANCIAL ~~POWER CORPORATION AND SUBSIDIARIES~~INFORMATION

~~Condensed~~Item 1. ~~Consolidated~~Financial Statements ~~of Operations~~

	For the three month periods ended				For the nine month periods ended
	September 30, 2011		September 30, 2010		September 30, 2011		September 30, 2010
		(unaudited)		(unaudited)		(unaudited)		(unaudited)
SALES
Sales	$	-	$	-	$	-	$	-
Sales-related party		-		-		-		-
TOTAL SALES		-		-		-		-
COST OF SALES		-		-		-		-
GROSS PROFIT		-		-		-		-
OPERATING EXPENSES
Selling, general and administrative		1,977,886		406,115		2,745,548		2,004,608
Total Operating Expenses		1,977,886		406,115		2,745,548		2,004,608
INCOME (LOSS) FROM OPERATIONS		(1,977,886)		(406,115)		(2,745,548)		(2,004,608)
OTHER INCOME(EXPENSE)
Loss on extinguishment of debt		(313,401)		-		(435,789)		(360,921)
Gain on sale of investments		-		-		-		190,589
Other income		-		-		-		12,947
Interest expense		(277,430)		(121,503)		(772,983)		(586,030)
Total Other Income(Expense)		(590,831)		(121,503)		(1,208,772)		(743,415)
LOSS BEFORE INCOME TAXES		(2,568,717)		(527,618)		(3,954,320)		(2,748,023)
PROVISION(BENEFIT) FOR INCOME TAXES		-		-		-		366
NET LOSS BEFORE NON-CONTROLLING INTEREST		(2,568,717)		(527,618)		(3,954,320)		(2,748,389)
Net Income (loss) attributable to non-controlling interest		(1,926)		(2,013)		(3,846)		(6,041)
NET LOSS ATTRIBUTABLE TO GARB OIL & POWER		(2,566,791)		(525,605)		(3,950,474)		(2,742,348)
OTHER COMPREHENSIVE INCOME(LOSS):
Foreign currency translation adjustment		62,224		69,590		(423)		(46,513)
TOTAL COMPREHENSIVE INCOME (LOSS)		(2,504,567)		(456,015)		(3,950,897)		(2,788,861)
Comprehensive income(loss) attributable to non-controlling interest		12,445		13,918		(85)		(9,303)
COMPREHENSIVE INCOME(LOSS) ATTRIBUTABLE TO GARB OIL & POWER	$	(2,517,012)	$	(469,933)	$	(3,950,813)	$	(2,779,558)
BASIC AND DILUTED LOSS PER COMMON SHARE ATTRIBUTABLE TO GARB OIL & POWER SHAREHOLDERS	$	(0.00)	$	(0.00)	$	(0.01)	$	(0.03)
WEIGHTED AVERAGE OF COMMON SHARES OUTSTANDING		1,137,573,048		116,134,342		513,024,039		98,213,076

Garb Oil & Power Corporation and Subsidiaries

~~Refer to Notes to Condensed~~ Consolidated Balance ~~Financial Statements~~Sheets

	June 30, 2014		December 31, 2013
	(Unaudited)
ASSETS
Current assets:
Cash	$	149	$	3
Receivables, net		-		-
Total current assets		149		3

Total assets	$	149	$	3

LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current liabilities:
Accounts payable and accrued expenses	$	1,080,296	$	832,166
Related party payable		2,704		4,285
Notes payable		1,279,301		1,396,559
Related party notes payable		150,000		150,000
Accrued interest		1,399,184		1,283,367
Wage and payroll taxes payable		260,947		203,447
Total current liabilities		4,172,432		3,869,824

Total liabilities		4,172,432		3,869,824

~~GARB~~(Continued next ~~OIL & POWER CORPORATION AND SUBSIDIARIES~~page)

~~Condensed Consolidated Statements of Cash Flows~~F-1

	For the nine months ended
	September 30, 2011		September 30, 2010
	(unaudited)		(unaudited)
Cash Flows from Operating Activities:
Net loss	$	(3,950,474)	$	(2,742,348)
Adjustments to reconcile net loss to net cash from operating activities:
Net loss attributable to non-controlling interest		(3,846)		(6,041)
Depreciation		4,878		4,909
Debt issued for services		236,836		450,000
Shares issued for services		1,522,400		333,086
Loan fees		529,301		151,129
Contributed services		15,226		19,373
Interest expense on beneficial conversion of debt		-		245,000
Gain on sale of investment		-		(190,590)
Stock Option Expense		-		14,900
Loss on extinguishment of debt		435,789		360,921
Changes in assets and liabilities:
Accounts receivable		-		9,211
Related party receivable		-		-
Prepaid expenses		120,247		(52,981)
Accounts payable and accrued expenses		288,466		470,717
Accrued interest		217,094		135,182
Accrued interest-related party		-		12,541
Income taxes payable		948		(6,645)
Wages payable and other accrued liabilities		393,958		409,074
Net cash flows from operating activities		(189,177)		(382,562)
Cash flows from investing activities:
Proceeds from sale of investment		-		109,645
Net cash flows from investing activities		-		109,645
Cash flows from financing activities:
Net Proceeds from convertible debentures		234,700		127,000
Bank overdraft		9,769		(9,813)
Payments on notes payable-related party		(11,579)		-
Due to related party for acquisition of NewView		-		-
Proceeds from issuance of Common stock		-		32,500
Proceeds from issuance of Series B preferred shares		-		63,433
Net cash flows from financing activities		232,890		213,120
Net Increase(Decrease) in cash and cash equivalents		43,713		(59,797)
Effect of exchange rates on cash		(10,129)		44,158
Beginning Cash and Cash equivalents		2		19,657
Ending Cash and Cash equivalents	$	33,586	$	4,018
Supplemental Disclosures of Cash flow information:
Cash paid for inerest	$	-	$	43,035
Cash paid for income taxes	$	-	$	-
Supplemental Disclosures of Non-cash Investing and Financing Activities
Series A Preferred shares issued to relieve debt	$	-	$	134,790
Stock options granted as partial consideration for acquisition of RPS GmbH Resource Protection Systems	$	-	$	3,150,000
Series B Preferred shares issued to relieve debt	$	-	$	375,656
Series B Preferred shares converted to common stock	$	29,287	$	-
Common stock issued for debt	$	564,865	$	353,100
Accounts payable converted to notes payable	$	80,000	$	43,217
Related party payable offset against third party payable	$	52,912	$	-
Decrease in Due from related party due to acquisition of Newview	$	-	$	515,084
Increase in notes payable related party due to acquisition of Newview	$	-	$	355,636

Garb Oil & Power Corporation and Subsidiaries

~~Refer to Notes to Condensed~~ Consolidated Balance ~~Financial Statements~~Sheets

5(Continued)

Garb Oil & Power Corporation

	June 30, 2014			December 31, 2013
	(Unaudited)
Stockholders’ Deficit:
Class A preferred as of June 30, 2014; ($.0001 par value) 1,000,000 shares authorized, 24 shares outstanding as of June 30, 2014 and 22 shares outstanding as of December 31, 2013		-			-
Class B preferred as of June 30, 2014; ($2.50 par value) 10,000,000 shares authorized, 4,236,228 shares outstanding as of June 30, 2014 and 4,494,298 shares issued and outstanding as of December 31, 2013		10,590,570			11,235,745
Common stock as of June 30, 2014; (no par value) 50,000,000,000 shares authorized, 46,166,974,765 shares outstanding at June 30, 2014 and 37,965,215,154 shares outstanding at December 31, 2013		(11,229,608	)		(15,713,804	)
Preferred Class A additional paid in capital		1,486,010			1,482,670
Preferred Class B additional paid in capital		11,701,327			14,867,005
Subscription receivable		(403,815	)		-
Accumulated deficit		(16,316,767	)		(15,741,437	)
Total Garb Oil & Power stockholders’ deficit		(4,172,283	)		(3,869,821	)
Total liabilities and stockholders’ deficit	$	149		$	3

~~Notes~~See accompanying notes to ~~Condensed~~the ~~Consolidated~~consolidated ~~Financial~~unaudited ~~Statements~~financial statements.

F-2

Garb Oil & Power Corporation and Subsidiaries

Consolidated Statements of Operations and Comprehensive Income (Loss)

(Unaudited)

1. Nature of Operations and Going Concern

	Three Months Ended June 30,
	2014			2013
	(Unaudited)			(Unaudited)
OPERATING EXPENSES
Selling, general and administrative	$	188,552		$	224,082
Total Operating Expenses		188,552			224,082

LOSS FROM OPERATIONS		(188,552	)		(224,082	)

OTHER INCOME (EXPENSE)
Gain (loss) on extinguishment of debt		-			949
Interest expense		(37,864	)		(66,482	)
Total Other Income (Expense)		(37,864	)		(65,533	)
LOSS BEFORE INCOME TAXES		(226,416	)		(289,615	)
PROVISION (BENEFIT) FOR INCOME TAXES		-			-

NET LOSS	$	(226,416	)	$	(289,615	)

BASIC AND DILUTED LOSS PER COMMON SHARE ATTRIBUTABLE TO GARB OIL & POWER SHAREHOLDERS	$	(0.00	)	$	(0.00	)

WEIGHTED AVERAGE OF COMMON SHARES OUTSTANDING		42,128,403,336			32,372,787,002

Garb Oil & Power, Corporation (the “Company”) was incorporated in the State of Utah in 1972 under the name Autumn Day, Inc. The Company changed its name to Energy Corporation International in 1978, to Garb-Oil Corporation of America in 1981 and finally to Garb Oil & Power Corporation in 1985. The Company is a provider of high-quality equipment to waste processing and recycling industries. Garb supplies enabling technologies that allow its clients to push their waste processing and recycling goals forward. Whether the need is for single machines or an entire plant, Garb provides innovative, profitable ideas and comprehensive value-added solutionsSee ~~providing~~accompanying ~~for~~notes a high rate of return on investment. On October 27, 2009, the company entered a reverse-acquisition transaction with German-based Green-technologies company RPS GmbH Resource Protection Systems (“RPS”). The reverse-acquisition brought to ~~Garb a large portfolio of technologies in~~ the ~~areas~~consolidated ofunaudited ~~waste-to-energy,~~financial ~~electronic waste (e-scrap/e-waste) refinement and recycling, and waste-rubber refinement and recycling~~statements. Garb is currently engaged in the building and commissioning of turnkey waste-to-energy plants and refinement/recycling plants in e-scrap/e-waste and waste-rubber. On January 15, 2010, RPS purchased 80% of the issued and outstanding stock of Newview S.L., a company organized under the laws of Spain (“Newview”).

The accompanying consolidated financial statements have been prepared on the basis of accounting principles applicable to a going concern; accordingly, they do not give effect to adjustments that would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and retire its liabilities in other than the normal course of business and at amounts different from those in the accompanying financial statements. As shown in the accompanying condensed consolidated financial statements, the Company incurred a net loss of $3,950,474 for the nine months ended September 30, 2011, and has an accumulated deficit of $8,060,006. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern for a reasonable period of time. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amount and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon its ability to generate sufficient cash flows to meet its obligations on a timely basis, to obtain additional financing as may be required, and ultimately to attain successful operations. Management is continuing its efforts to obtain the necessary financing as may be required to generate sufficient cash flows for future operations. Management is pursuing avenues of generating cash or revenues during the next twelve months. The Company is pursuing sales of its wasteF-to-energy, waste-rubber and e-scrap plants on which the Company would earn a commission. The Company is also attempting to interest purchasers, or potential purchasers, of Garb shredders and plants in establishing joint ventures. The Company also continues to pursue financing to build, commission and operate its own waste refinement and recycling plants. Management also believes that with the new line-up of next-regeneration machines, industry expertise, website and marketing strategies that are now implemented, the potential for machinery and plant sales has increased.3

2.Garb Oil ~~Basis~~& ofPower ~~Presentation~~Corporation and Subsidiaries

~~These~~Consolidated Statements ~~interim financial statements have been prepared in accordance with U.S. generally accepted accounting principles for financial information and with the instructions to Form 10-Q and Article 10~~ of ~~Regulation~~Operations ~~S-X. Accordingly, they do not include all the information~~ and ~~notes~~Comprehensive ~~required~~Income ~~by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments~~ (~~consisting of normal recurring accruals~~Loss) considered necessary for a fair presentation have been included. Operating results for the three months and nine months ended September 30, 2011 are not necessarily indicative of the results that may be expected for any interim period or an entire year. The Company applies the same accounting policies and methods in its interim financial statements as those in the most recent audited annual financial statements. The financial statements and notes included herein should be read in conjunction with the annual financial statements and notes for the year ended December 31, 2010 included in the Company’s filing of Form 10K.

~~3. Related party transactions~~(Unaudited)

From time to time, our CEO, John Rossi incurred expenses in behalf of the Company. At September 30, 2011 the balance owed to Mr. Rossi was $54,274. The balance has been accrued in related party payable. Additionally, as of September 30, 2011 the Company owes Igor Plahuta, a director of the Company $295,094, related to the purchase of Newview, S.L. in January 2010..

	Six Months Ended June 30,
	2014			2013
	(Unaudited)			(Unaudited)
SALES
Sales	$	200,000		$	-
TOTAL SALES		200,000			-
COST OF SALES		90,000			-
GROSS PROFIT		110,000			-

OPERATING EXPENSES
Selling, general and administrative		539,108			593,613
Total Operating Expenses		539,108			593,613

LOSS FROM OPERATIONS		(429,108	)		(593,613	)

OTHER INCOME (EXPENSE)
Gain (loss) on extinguishment of debt		-			333,829
Loss on disposal of assets		-			(3,886	)
Interest expense		(146,222	)		(138,978	)
Total Other Income (Expense)		(146,222	)		190,965
LOSS BEFORE INCOME TAXES		(575,330	)		(402,648	)
PROVISION (BENEFIT) FOR INCOME TAXES		-			-

NET LOSS	$	(575,330	)	$	(402,648	)

BASIC AND DILUTED LOSS PER COMMON SHARE ATTRIBUTABLE TO GARB OIL & POWER SHAREHOLDERS	$	(0.00	)	$	(0.00	)

WEIGHTED AVERAGE OF COMMON SHARES OUTSTANDING		42,367,949,375			35,113,791,148

4.See accompanying ~~Capital~~notes ~~Stock~~to the consolidated unaudited financial statements.

~~In February 2011, the Company agreed to issue 29,287,500 shares of common stock upon conversion of 11,715 shares of Class B Preferred Stock owned by a related party of the Company.~~F-4

~~During~~Garb Oil ~~the~~& ~~nine~~Power ~~months~~Corporation ~~ended~~and September 30, 2011, the Company agreed to issue 270,477,194 common shares upon conversion of $248,577 of notes payable. Since the Company approved the issuance of the shares at a discount to the market price on the date of issuance it recognized a $480,712 loss on extinguishment of debt.Subsidiaries

6Consolidated Statements of Cash Flows

~~During the nine months ended September 30, 2011, the Company agreed to issue 108,589,798 common shares upon conversion of $316,288 of convertible promissory notes.~~(Unaudited)

During the nine months ended September 30, 2011 the Company agreed to issue 747,700,000 shares of common stock to various individuals for services valued at $1,522,400 or $.002 per share, which was the market price of the common stock on the day the Company’s board of directors agreed to issue the shares.

	Six Months Ended June 30,
	2014			2013
	(Unaudited)			(Unaudited)
Cash flows from operating activities:
Net loss	$	(575,330	)	$	(402,648	)
Adjustments to reconcile net loss to net cash used in operating activities:
Common stock issued for services		96,000			5,000
(Gain) loss on extinguishment of debt		-			(333,829	)
Amortization of debt discount		2,742			29,283
Disposition of Fixed Asset		-			3,886
Bad debt expense		-			7,244
Changes in operating assets and liabilities:
Accounts receivable		-			(7,244	)
Accounts payable and accrued expenses		248,130			296,315
Accrued interest		115,817			109,696
Related party payable		(1,581	)		(50,556	)
Wages and payroll taxes payable		57,500			325,151
Net cash used in operating activities		(56,722	)		(17,702	)

5.(Continued next ~~Debt Issuance~~page)

In May 2010 the Company borrowed $40,000 from Asher Enterprises Inc. (“Asher”) pursuant to a convertible promissory note. During the quarter ended March 31, 2011, the Company recognized default penalties on the note and recorded interest expense in the amount of $23,289.F-5

InGarb Oil ~~June~~& ~~2010~~Power ~~the~~Corporation ~~Company borrowed $45,000 from Asher pursuant to a convertible promissory note. During the quarter ended March 31, 2011, the Company recognized default penalties on the note~~ and ~~recorded interest expense in the amount of $23,474.~~Subsidiaries

OnConsolidated Statements March 31, 2011 the Company issued a promissory note to Outsourced Associates (“Outsourced”) for $75,000 related to consulting services. The Note bears interest at 10% per annum and has a maturity date of ~~October~~Cash 1, 2011. The Note agreement contains a 10% penalty clause if the Company fails to make payment at the maturity date. In October 2011, the Company recognized default penalties on the note and recorded interest expense in the amount of $7,500.Flows

On April 20, 2011 the Company borrowed $4,000 from Outsourced pursuant to a convertible promissory note. Outsourced has the right to immediately convert the Outsourced Note before the maturity date, into shares of the Company’s common stock at a discount of 65% of the average of the lowest 3 days’ trading prices of Common Stock of the 10 days prior to the conversion date. Since the notes are immediately convertible into a variable number of shares based on a fixed monetary value we followed the guidance in ASC 480-10-25-14. This requires the note to be classified as a liability and reported at its full fair value, which is the fixed monetary value of shares into which the debt is convertible. The excess of the amount recognized as a liability for the convertible debt over the proceeds received upon issuance, $7,429 was recognized as interest expense on the date of issuance. The note bears interest at 20% per annum and has a maturity date of October 20, 2011.The balance of the note as of September 30, 2011 is $4,000. As of October 20, 2011 the Company is in default on the note and therefore the interest rate has accelerated to 36% per annum.(Unaudited)

~~On April 1, 2011 the Company issued a promissory note in the amount of $1,336 to Evolution Capital~~ (~~“Evolution”~~Continued) related to consulting services. Evolution has the right to immediately convert the Evolution Note before the maturity date, into shares of the Company’s common at a discount of 65% of the average of the lowest 3 days’ trading prices of Common Stock of the 10 days prior to the conversion date. Since the notes are immediately convertible into a variable number of shares based on a fixed monetary value we followed the guidance in ASC 480-10-25-14. This requires the note to be classified as a liability and reported at its full fair value, which is the fixed monetary value of shares into which the debt is convertible. The excess of the amount recognized as a liability for the convertible debt over the proceeds received upon issuance, $2,481 was recognized as interest expense on the date of issuance. The note bears interest at 20% per annum and has a maturity date of October 1, 2011.The balance of the note as of September 30, 2011 is $1,336. As of October 21, 2011 the Company is in default on the note and therefore the interest rate has accelerated to 36% per annum.

On April 1, 2011 the Company converted $50,000 of accounts payable due to DDR and Associates (“DDR”) into a convertible promissory note. DDR has the right to immediately convert the note before the maturity date, into shares of the Company’s common stock at a discount of 65% of the average of the lowest 3 days’ trading prices of Common Stock of the 10 days prior to the conversion date. Since the notes are immediately convertible into a variable number of shares based on a fixed monetary value we followed the guidance in ASC 480-10-25-14. This requires the note to be classified as a liability and reported at its full fair value, which is the fixed monetary value of shares into which the debt is convertible. The excess of the amount recognized as a liability for the convertible debt over the proceeds received upon issuance, $92,857 was recognized as interest expense on the date of issuance. The note bears interest at 30% per annum and has a maturity date of October 1, 2011. The balance of the note as of September 30, 2011 is $50,000. As of October 1, 2011 the Company is in default on the note and therefore the interest rate has accelerated to 36% per annum.

	Six Months Ended June 30,
	2014			2013
	(Unaudited)			(Unaudited)

Cash flows from investing activities		-			-

Cash flows from financing activities:
Proceeds from notes payable		12,000			17,700
Payments on notes payable		(20,000	)		-
Cash received on issuances of common stock - related parties		64,868			-
Net cash provided by financing activities		56,868			17,700
Net increase (decrease) in cash		146			(2	)
Cash at beginning of period		3			3
Cash at end of period	$	149		$	1

Supplemental disclosures of cash flow information:

Cash paid for:
Interest	$	-		$	-
Income taxes	$	-		$	-

Non-cash financing activities:
Common shares issued for debt and accrued interest	$	100,000		$	522,798
Debt discount	$	12,000		$	14,000
Common shares issued for liabilities	$	-		$	250,000
Common shares issued for accrued compensation	$	-		$	2,188,507
Common shares exchanged for Class B preferred shares	$	-		$	180
Class B preferred shares exchanged for Common shares	$	4,142,300		$	-
Accrued interest reclassified to notes payable	$	-		$	6,000
Subscription receivable	$	403,815		$	-

OnSee accompanying May 12, 2011 the Company borrowed $100,000 from Evolution pursuant to a convertible promissory. Evolution has the right to immediately convert the Evolution Note before the maturity date, into shares of the Company’s common stock at a discount of 65% of the average of the lowest 3 days’ trading prices of Common Stock of the 10 days prior to the conversion date. Since the notes ~~are immediately convertible into a variable number of shares based on a fixed monetary value we followed the guidance in ASC 480-10-25-14. This requires the note~~ to ~~be classified as a liability and reported at its full fair value, which is~~ the ~~fixed~~consolidated ~~monetary~~unaudited ~~value~~financial ~~of shares into which the debt is convertible~~statements. The excess of the amount recognized as a liability for the convertible debt over the proceeds received upon issuance, $185,714 was recognized as interest expense on the date of issuance. The note bears interest at 21% per annum and has a maturity date of November 4, 2011.The balance of the note as of September 30, 2011 is $100,000. As of November 4, 2011 the Company is in default on the note and therefore the interest rate has accelerated to 36% per annum.

7F-6

OnGarb Oil ~~June~~& ~~30,~~Power ~~2011~~Corporation ~~the Company issued a promissory note to Outsourced for $75,000 related to consulting services. The Note bears interest at 10% per annum~~ and has a maturity date of December 30, 2011. The Note agreement contains a 10% penalty clause if the Company fails to make payment at the maturity date. In December 2011, the Company recognized default penalties on the note and recorded interest expense in the amount of $7,500.Subsidiaries

On July 1, 2011 the Company converted $30,000 of accounts payable due to DDR and Associates (“DDR”) into a convertible promissory note. DDR has the right to immediately convert the DDR Note before the maturity date, into shares of the Company’s common stock (“Common Stock”) at a discount of 65% of the average of the lowest 3 days’ trading prices of Common Stock of the 10 days prior to the conversion date. Since the notes are immediately convertible into a variable number of shares based on a fixed monetary value we followed the guidance in ASC 480-10-25-14. This requires the note to be classified as a liability and reported at its full fair value, which is the fixed monetaryNotes value of shares into which the debt is convertible. The excess of the amount recognized as a liability for the convertible debt over the proceeds received upon issuance, $55,714 was recognized as interest expense on the date of issuance. The note bears interest at 20% per annum and has a maturity date of January 1, 2012. The balance of the note as of September 30, 2011 is $30,000. As of January 1, 2012 the Company is in default on the note and therefore the interest rate has accelerated to ~~36%~~Consolidated ~~per~~Financial ~~annum.~~Statements

~~On July 1, 2011 the Company issued a promissory note for $10,500 to Lou Schepka~~ (~~“Schepka”~~Unaudited) for services provided. Schepka has the right to immediately convert the note before the maturity date, into shares of the Company’s common stock at a discount of 65% of the average of the lowest 3 days’ trading prices of Common Stock of the 10 days prior to the conversion date. Since the notes are immediately convertible into a variable number of shares based on a fixed monetary value we followed the guidance in ASC 480-10-25-14. This requires the note to be classified as a liability and reported at its full fair value, which is the fixed monetary value of shares into which the debt is convertible. The excess of the amount recognized as a liability for the convertible debt over the proceeds received upon issuance, $19.500 was recognized as interest expense on the date of issuance. The note bears interest at 10% per annum and has a maturity date of January 1, 2012. The balance of the note as of September 30, 2011 is $10,500. As of January 1, 2012 the Company is in default on the note and therefore the interest rate has accelerated to 18% per annum.

On July 22, 2011 the Company borrowed $20,000 from Tangiers Investors, LP (“Tangiers”) pursuant to a convertible promissory note. Tangiers has the right to immediately convert the note before the maturity date, into shares of the Company’s common stock at a discount of 50% of the average of the lowest 3 days’ trading prices of Common Stock of the 10 days prior to the conversion date. Since the notes are immediately convertible into a variable number of shares based on a fixed monetary value we followed the guidance in ASC 480-10-25-14. This requires the note to be classified as a liability and reported at its full fair value, which is the fixed monetary value of shares intoFor ~~which~~ the ~~debt~~Three is convertible. The excess of the amount recognized as a liability for the convertible debt over the proceeds received upon issuance, $20,000 was recognized as interest expense on the date of issuance. The note bears interest at 18% per annum and ~~has~~Six amonths ~~maturity~~ended ~~date~~June ~~of May 31, 2012. The balance of the note as of September~~ 30, ~~2011~~2014 isand ~~$20,000.~~2013

On July 26, 2011 the Company borrowed $30,700 from Outsourced pursuant to a convertible promissory note. Outsourced has the right to immediately convert the Outsourced Note before the maturity date, into shares of the Company’s common stock at a discount of 65% of the average of the lowest 3 days’ trading prices of Common Stock of the 10 days prior to the conversion date. Since the notes are immediately convertible into a variable number of shares based on a fixed monetary value we followed the guidance in ASC 480-10-25-14. This requires the note to be classified as a liability and reported at its full fair value, which is the fixed monetary value of shares into which the debt is convertible. The excess of the amount recognized as a liability for the convertible debt over the proceeds received upon issuance, $22,843 was recognized as interest expense on the date of issuance. The note bears interest at 20% per annum and has a maturity date of January 26, 2012.The balance of the note as of September 30, 2011 is $30,700. As of January 26, 2012 the Company is in default on the note and therefore the interest rate has accelerated to 36% per annum.Forward

OnThe Notes ~~August~~to ~~26,~~Consolidated ~~2011~~Unaudited ~~the~~Financial ~~Company~~Statements ~~borrowed~~contain ~~$30,000~~disclosures ~~from~~relating ~~Tangiers~~primarily ~~pursuant~~ to ~~a convertible promissory note. Tangiers has~~ the ~~right~~fiscal toperiods ~~immediately~~stated ~~convert~~above for the ~~note~~Consolidated ~~before~~Unaudited ~~the~~Financial ~~maturity date, into shares of the Company’s common stock at a discount of 50% of the average of the lowest 3 days’ trading prices of Common Stock of the 10 days prior to the conversion date~~Statements. ~~Since~~In ~~the~~addition, ~~notes~~Notes ~~are~~containing ~~immediately~~select ~~convertible~~subsequent ~~into~~event adisclosures ~~variable~~have ~~number of shares based on a fixed monetary value we followed~~ the words ~~guidance~~“To inDate” ~~ASC~~added ~~480-10-25-14. This requires the note~~ to betheir ~~classified~~title ~~as a liability~~ and ~~reported~~Note at8 ~~its~~–Subsequent ~~full~~Events ~~fair~~makes ~~value,~~this ~~which is the fixed monetary value of shares into which the debt is convertible~~reference. ~~The~~Subsequent ~~excess~~Notes to ofConsolidated ~~the~~Unaudited ~~amount~~Financial ~~recognized~~Statements aswill afully ~~liability~~disclose for the ~~convertible~~fiscal ~~debt~~period ~~over~~to ~~the~~which ~~proceeds~~they ~~received upon issuance, $30,000 was recognized as interest expense on the date of issuance~~apply. ~~The note bears interest at 18% per annum and has a maturity date of August 26, 2012. The balance of the note as of September 30, 2011 is $30,000.~~

On“Former management” ~~September~~refers ~~19,~~to ~~2011~~prior ~~the~~ Company ~~borrowed~~management anwho ~~additional~~were ~~$30,000~~managing ~~from Tangiers pursuant to a convertible promissory note. Tangiers has~~ the ~~right~~Company tountil ~~immediately~~August ~~convert the note before the maturity date~~21, ~~into shares of the Company’s common stock at a discount of 50% of the average of the lowest 3 days’ trading prices of Common Stock of the 10 days prior to the conversion date~~2013. ~~Since~~“Current ~~the~~management” refers ~~notes are immediately convertible into a variable number of shares based on a fixed monetary value we followed the guidance in ASC 480-10-25-14. This requires the note~~ to becurrent ~~classified~~Company asmanagement awho ~~liability~~have ~~and~~managed ~~reported at its full fair value, which is~~ the ~~fixed~~Company ~~monetary~~since ~~value~~August ~~of shares into which the debt is convertible. The excess of the amount recognized as a liability for the convertible debt over the proceeds received upon issuance~~21, ~~$30,000 was recognized as interest expense on the date of issuance~~2013. ~~The note bears interest at 9.9% per annum and has a maturity date of September 19, 2012. The balance of the note as of September 30, 2011 is $30,000.~~

8Note 1 – Organization, Nature of Business, and Basis of Presentation

On September 22, 2011 the Company borrowed an $20,000 from Fairhills Capital Offshore (“Fairhills”) pursuant to a convertible promissory note. Fairhills has the right to immediately convert the note before the maturity date, into shares of the Company’s common stock at a discount of 40% of the average of the lowest 3 days’ trading prices of Common Stock of the 20 days prior to the conversion date. Since the notes are immediately convertible into a variable number of shares based on a fixed monetary value we followed the guidance in ASC 480-10-25-14. This requires the note to be classified as a liability and reported at its full fair value, which is the fixed monetary value of shares intoOrganization which the debt is convertible. The excess of the amount recognized as a liability for the convertible debt over the proceeds received upon issuance, $16,000 was recognized as interest expense on the date of issuance. The note bears interest at 8% per annum and ~~has~~Nature ~~a maturity date~~ of ~~March~~Business ~~22,~~to ~~2012. The balance of the note as of September 30, 2011 is $20,000.~~Date

OnGarb Oil ~~September~~& ~~30,~~Power ~~2011~~Corporation (the “Company” ~~issued~~or a“Garb”) ~~promissory~~was ~~note~~incorporated toin ~~Outsourced~~the ~~for~~State ~~$75,000~~of ~~related~~Utah toin ~~consulting~~1972 ~~services~~under the name Autumn Day, Inc. The ~~Note~~Company ~~bears~~changed ~~interest~~its atname ~~10%~~to ~~per~~Energy ~~annum~~Corporation ~~and~~International ~~has~~in a1978 ~~maturity~~and ~~date~~to Garb-Oil Corporation of ~~March~~America 30in 1981, ~~2012.~~which ~~The~~marked ~~Note~~the ~~agreement~~start ~~contains~~of athe ~~10%~~Company’s ~~penalty~~development ~~clause~~state ifin the energy and recycling industries. The Company ~~fails~~changed its name to ~~make~~Garb ~~payment~~Oil at& Power Corporation in 1985 and then to Garb Corporation in May 2013. In February 2014, the ~~maturity~~Company ~~date~~changed its name back to Garb Oil & Power Corporation.

6On October 27, 2009, the Company entered into an agreement to purchase Resource Protection Systems GmBH, a company organized and currently active under the laws of Germany (“RPS”). ~~Joint~~The ~~Ventures~~purchase was for all outstanding shares, as well as for specified RPS assets and liabilities. The RPS specified assets were not transferred to the Company and therefore the purchase was not fully consummated. On January 15, 2010, RPS purchased 80% of the issued and outstanding stock of Newview S.L., a company organized under the laws of Spain (“Newview”). The Company, RPS and Newview were considered entities under common control.

In Effective August ~~2011~~21, ~~the Company announced it will form a JV partnership in Rome~~2013, ~~Italy~~all toof ~~build and operate an E-Waste plant in~~ the ~~Viterbo~~Company’s ~~province.~~former ~~The~~executive ~~plant~~officers ~~will~~and ~~have~~directors ~~25,000~~resigned ~~metric tons input~~ and ~~produce~~therefore ~~output~~the ~~in Copper~~Company, ~~Aluminum,~~RPS ~~Alloys~~ and Newview ~~Plastic.~~were ~~Once~~no ~~operational~~longer ~~the~~considered ~~plant~~to ~~will~~be ~~provide~~entities ~~estimated~~under ~~revenues~~common incontrol. ~~excess~~Also ofeffective ~~euro~~August 1121,~~000,000~~ ~~($15~~2013,~~400,000)~~ ~~and~~following ~~EBITA~~the inresignation of ~~excess~~the ofCompany’s ~~euro~~former 6management,~~000,000~~ ~~($8,400,000) per year of operation~~Ms. ~~All~~Tammy ~~raw~~Taylor ~~materials~~was ~~will~~appointed beas ~~sold~~the toCompany’s ~~local~~Chief ~~entities~~Executive ~~for~~Officer, ~~further~~President and ~~processing.~~Principal ~~The~~Financial ~~plant~~Officer, ~~will be locally funded~~ and ~~initial~~Ms. ~~funds are available to start the project~~M. ~~The~~Aimee JVColeman ~~will~~was beappointed ~~51%~~as ~~owned~~the byCompany’s ~~Garb~~Corporate Secretary and ~~49%~~Principal Accounting byOfficer. aMs. ~~local~~Taylor ~~group~~was ~~already~~also ~~present~~appointed inas the ~~waste recycling business locally. The~~ Company’s ~~will~~sole ~~then build, own and operate a 25,000 metric ton E-Waste plant~~director.

InOn January ~~August 2011~~24, 2014 the Company ~~formed~~signed a ~~Joint~~letter ~~Venture~~of ~~partnership~~intent ~~that~~(the ~~will~~“LOI”) ~~act~~and asa ~~the~~collaborative ~~coordinating~~effort ~~company~~agreement ~~for~~ (the ~~managing~~“CE Agreement”) ~~and~~with ~~coordinating~~Shredderhotline.com ~~the~~Company ~~growth~~(“Shredderhotline”) and ~~development~~Dan ofScott 7Burda, ~~E-waste~~Shredderhotline’s President/Owner. ~~plants~~In ~~throughout~~general, the ~~United~~CE ~~States.~~Agreement Itprovided ~~is planned~~ that the ~~company~~two ~~will~~ranking ~~manage~~executive ~~and~~officers ~~co-ordinate the building~~ of 7both ~~E-Waste~~companies’ ~~recycling~~will ~~facilities~~collaborate on ~~within~~future ~~the~~sales ~~next~~and 3operations ~~years.~~within ~~The~~a JVnewly ~~will~~formed bewholly ~~funded~~owned ~~through~~subsidiary ~~USCIS~~of ~~designated regional centers under~~ the ~~EB-5~~Company, ~~Pilot~~Garb ~~Program~~Global ~~for~~Services, ~~each~~Inc. ~~E-Waste recycling facility in accordance with our planned schedule~~(“Garb Global”). ItOn isNovember ~~estimated~~18, ~~that each E-Waste recycling facility will cost as much as $15~~2014,~~000,000~~ tothe ~~build~~Company ~~depending on configuration~~ and ~~size~~Shredderhotline ofmutually ~~each~~determined ~~recycling~~that ~~facility.~~their ~~The~~business ~~Joint~~interests ~~Venture~~had isdiverged and ~~owned 51% by~~ the Company and ~~49%~~Shredderhotline byreleased ~~ACG~~one ~~Consulting~~another ~~LLC.~~from ~~Three~~their ~~E-Waste~~rights ~~recycling~~and ~~facilities~~obligations ~~are~~under ~~planned~~the ~~for~~LOI ~~operation~~and ~~during~~CE ~~the~~Agreement ~~2013~~both dated ~~calendar~~January ~~year~~24, ~~with~~2014. ~~four~~Garb ~~additional~~Global ~~recycling~~will ~~facilities~~continue toas ~~come~~an onoperating ~~line~~subsidiary ~~during~~of the ~~2014 calendar year~~Company.

F-7~~. Recent accounting pronouncements~~

~~From time to time, new accounting pronouncements are issued by FASB that are adopted by the Company as~~ Basis of the specified effective date. Management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption, therefore they have not been discussed here.Presentation

8The unaudited interim financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). ~~Subsequent~~The ~~Events~~financial statements and notes are presented as permitted on Form 10-Q and do not contain information included in the Company’s annual statements and notes. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these consolidated financial statements be read in conjunction with the December 31, 2013 audited financial statements and the accompanying notes thereto included in our Form 10-K. While management believes the procedures followed in preparing these unaudited financial statements are reasonable, the accuracy of the amounts are in some respects dependent upon the facts that will exist, and procedures that will be accomplished by the Company later in the year.

~~Subsequent~~These consolidated tounaudited ~~September~~financial ~~30,~~statements ~~2011~~reflect ~~the~~all ~~Company~~adjustments, ~~has~~including ~~agreed~~normal torecurring ~~issue~~adjustments ~~844~~which,~~404,448~~ ~~common~~in ~~shares~~the ~~upon conversion~~ opinion of ~~$900~~management,~~419~~ ofare ~~debt,~~necessary ~~and~~ to ~~issue~~present ~~221,005,720~~fairly ~~shares~~the ofoperations ~~common~~and ~~stock~~cash flows for ~~services~~the ~~valued~~periods ~~at $241,023~~presented.

~~The~~Note 2 ~~Company~~– ~~has~~Going ~~also received proceeds of $94,490 from the issuance of Notes payable.~~Concern

InThe accompanying ~~October~~consolidated ~~2011~~financial ~~the~~statements ~~Company~~have ~~formed~~been prepared on a ~~Joint~~going ~~Venture~~concern ~~partnership~~basis, inwhich ~~Italy~~contemplates tothe ~~build~~realization of assets and ~~operate~~the ansatisfaction ~~E-Waste~~of ~~plant~~liabilities in the ordinary course of business. ~~The~~As ~~plant~~shown ~~will~~in ~~have~~the 25consolidated financial statements,~~000~~ the ~~metric~~Company ~~tons~~has ~~input~~incurred ~~and~~a ~~produce~~net ~~output~~loss inof ~~Copper~~$(575,330) ~~Aluminum~~for the six months ended June 30, ~~Alloys~~2014 and ~~Plastic~~has a net accumulated deficit of $(16,316,767). ~~The~~These ~~Joint~~factors, ~~Venture~~among ~~will~~others, beraise ~~51%~~substantial ~~owned~~doubt byabout the Company’s ~~and~~ability ~~49%~~to bycontinue as a ~~local~~going ~~Italian~~concern for ~~group~~a ~~already~~reasonable ~~present~~period inof time. The consolidated financial statements do not include any adjustments relating to the ~~waste~~recoverability and ~~recycling~~classification ~~business~~of ~~locally~~recorded asset amounts or the amount and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company’s ~~will~~ability ~~then~~to ~~build,~~continue ~~own~~as ~~and~~a ~~operate~~going concern is dependent upon its ability to generate sufficient cash flows to meet its obligations on a 25timely basis,~~000~~ ~~metric~~to ~~ton~~obtain ~~E-Waste~~additional ~~plant.~~financing ~~The~~as ~~estimated~~may be ~~cost~~required, and its ability to continue its implementation of operations. Management is continuing its efforts to obtain the necessary ~~project~~financing ~~including~~as ~~land,~~may ~~building~~be required to generate sufficient cash flows for current and ~~plant~~future operations. Management is ~~expected~~pursuing avenues of generating cash or revenues during the next twelve months. The Company is also attempting to beinterest ~~approximately~~purchasers, ~~$25~~or potential ~~million~~purchasers, of shredders, recycling equipment and isnew ~~scheduled~~tires, and establishing manufacturing plants. The Company also continues to bepursue ~~completed~~financing byto ~~September~~build ~~2012~~and operate its own waste refinement and recycling industrial manufacturing plants.

9There is no assurance that the Company will be able to obtain additional cash flow from operations or to obtain additional financing. If these are not available to the Company, the Company may not be able to continue operations. While management remains confident that transactions will proceed, no assurances can be expressed as to the Company’s continuing viability in the absence of revenues. Current funding has come from operations and sales and the Company is currently in negotiations with several investment sources for equity investment in the company, which if successful, will satisfy long-term operations and capital expenditures. There are no guarantees that such negotiations will be successful.

Note 3 – Related Party Transactions

Related party payable consisted of the following at June 30, 2014:

	June 30, 2014

Accounts payable to related parties, due on demand, no interest, unsecured	$	2,704

Total	$	2,704

As of June 30, 2014, accounts receivable related to cash received by former management without supportive cash receipts was $249,051. As of June 30, 2014, allowances for bad debt was $249,051, resulting in net accounts receivable from related party balances as of June 30, 2014 as $0.

F-8

Note 4 – Notes Payable

Both secured and unsecured notes payable balance net of discounts at June 30, 2014 and December 31, 2013 were $1,279,301, net of debt discounts of $11,981 and $1,396,559, net of debt discounts of $2,723, respectively.

January 3, 2002 Note

A $10,000 unsecured promissory note was entered into on January 3, 2002, is due August 1, 2006, plus interest of 12% and is in default. During the year ended December 31, 2013, the Company and the note holder entered into a debt settlement agreement on this note and the June 24, 2006 Note that resulted in forgiveness of all the January 3, 2002 Note principal and accrued interest. The balance of the Note as of June 30, 2014 and December 31, 2013 was $0, net of debt discounts of $0.

January 1, 2003 Note

A $68,493 unsecured promissory note was entered into on January 1, 2003, is due on demand and plus interest of 12%. The balance of the Note as of June 30, 2014 and December 31, 2013 was $68,493, net of debt discounts of $0.

January 1, 2003 Note

A $165,000 unsecured promissory note was entered into on January 1, 2003, is due on demand and plus interest of 12%. The balance of the Note as of June 30, 2014 and December 31, 2013 was $165,000, net of debt discounts of $0.

January 21, 2003 Note

A $20,000 unsecured promissory note was entered into on January 21, 2003, is due on demand and plus interest of 10%. The balance of the Note as of June 30, 2014 and December 31, 2013 was $20,000, net of debt discounts of $0.

June 24, 2006 Note

A $53,000 promissory note was entered into on June 24, 2006 secured by sales contract and officer guarantee, is due on demand, plus interest of 12% and plus a $5,000 default interest penalty per week. During the year ended December 31, 2013, the Company and the note holder entered into a debt settlement agreement on this note and the January 3, 2002 Note that resulted in forgiveness of the June 24, 2006 Note principal over $35,000 and all accrued interest. During the six months ended June 30, 2014, the Company paid $20,000 cash payments toward the June 24, 2006 Note that was settled as a principal only note. The balance of the Note as of June 30, 2014 was $15,000 and as of December 31, 2013 was $35,000, both net of debt discounts of $0.

F-9

July 5, 2006 Note

A $2,250 unsecured promissory note was entered into on July 5, 2006, was due September 5, 2006, plus interest of 5% per month and is in default. The balance of the Note as of June 30, 2014 and December 31, 2013 was $2,250, net of debt discounts of $0.

July 5, 2006 Note

A $2,750 unsecured promissory note was entered into on July 5, 2006, was due September 5, 2006, plus interest of 5% per month and is in default. The balance of the Note as of June 30, 2014 and December 31, 2013 was $2,750, net of debt discounts of $0.

October 11, 2007 Note

A $129,327 unsecured promissory note was entered into on October 11, 2007, is due on demand, plus interest of 18% from October 7, 2005 through January 6, 2006 then $500 per week through April 1, 2009, then $5,000 per month. During the year ended December 31, 2012, the Company issued a total of 15,250,000,000 shares of common stock at an average conversion price of $.000001, or $15,250 as repayment to the original debt holder for principal and accrued interest. During the year ended December 31, 2013 the original debt holder assigned $6,000 worth of note’s accrued interest. During the year ended December 31, 2012 the original debt holder assigned $49,000 worth of note’s principle and accrued interest. The balance of the October 11, 2007 Note owed to the original debt holder as of June 30, 2014 and December 31, 2013 was $327, net of debt discounts of $0.

During the year ended December 31, 2012, the Company issued a total of 6,350,000,000 shares of common stock at an average conversion price of $.000006, or $35,750, as repayment for a portion of the year ended December 31, 2012 Assigned October 11, 2007 Note. The Assigned October 11, 2007 Notes balances total $13,250 as of June 30, 2014 and December 31, 2013, net of debt discounts of $0.

December 31, 2009 Note

A $6,000 unsecured promissory note was entered into on December 31, 2009, is due on demand and plus interest of 36%. The balance of the Note as of June 30, 2014 and December 31, 2013 was $6,000, net of debt discounts of $0.

December 31, 2009 Note

A $7,500 unsecured promissory note was entered into on December 31, 2009, is due on demand and plus interest of 10%. The balance of the Note as of June 30, 2014 and December 31, 2013 was $7,500, net of debt discounts of $0.

December 31, 2009 Note

A $3,000 unsecured promissory note was entered into on December 31, 2009, is due on demand and plus interest of 36%. The balance of the Note as of June 30, 2014 and December 31, 2013 was $3,000, net of debt discounts of $0.

June 23, 2010 Note

On June 23, 2010 the Company converted $43,217 of accounts payable into an unsecured promissory note. The note bears interest at 6% per annum and is due on demand. The balance of the June 22, 2010 Note as of June 30, 2014 and December 31, 2013 was $43,217, net of debt discounts of $0.

June 29, 2010 Note

On June 29, 2010 the Company issued an unsecured promissory note to a professional services provider for $300,000 related to consulting services rendered. The note bears interest at 18% per annum and has a maturity date of July 1, 2010. The note agreement contains a 10% penalty clause if the Company fails to make payment at the maturity date. On July 2, 2010 the Company was in default of the note and recorded penalties of $30,296 to interest expense. During the year ended December 31, 2011, the professional services provider (“Assignor”) entered into $309,250 worth of certain assignment of debt agreements with several investors (“Assignees”) pursuant to which the Assignor granted, transferred and set over until the Assignees its right, title and interest in the June 29, 2010 Note including, without limitation, all rights, interest terms, benefits and advantages of the Assignor to be derived here from and burdens, obligations and liabilities to be derived thereunder. The balance of the June 29, 2010 Note owed to the professional services provider as of June 30, 2014 and as of December 31, 2013 was $21,046, net of debt discounts of $0.

F-10

During the year ended December 31, 2012, the Company issued a total of 324,285,714 shares of common stock at an average conversion price of $.00012, or $39,000, as repayment for several of the year ended December 31, 2011 Assigned June 29, 2010 Note. The Assigned June 29, 2010 Notes balances as of June 30, 2014 and as of December 31, 2013 was $57,000, net of debt discounts of $0.

December 29, 2010 Note

On December 29, 2010 the Company issued an unsecured promissory note to a professional services provider for $50,000 related to consulting services rendered. The note bears interest at 18% per annum and has a maturity date of December 31, 2010. The note agreement contains a 10% penalty clause if the Company fails to make payment at the maturity date. On December 31, 2010 the Company was in default of the Note and recorded penalties of $5,049 to interest expense. The balance of the December 29, 2010 Note as of June 30, 2014 and December 31, 2013 was $55,049, net of debt discounts of $0.

March 29, 2011 Note

On March 29, 2011 the Company issued an unsecured promissory note to a professional services provider for $50,000 related to consulting services rendered. The note bears interest at 12% per annum, has a maturity date of March 31, 2011 and has an 18% default interest rate should the note go into default. The note agreement contains a 10% penalty clause if the Company fails to make payment at the maturity date. On April 1, 2011 the Company was in default of the March 29, 2011 Note and recorded penalties of $5,000 to interest expense and the note interest per annum increased to 18%. During the year ended December 31, 2013, the Company issued a total of 500,000,000 shares of common stock at an average conversion price of $0.0001, or $50,000 as full repayment of the March 29, 2011 Note. The balance of the March 29, 2011 Note as of June 30, 2014 and December 31, 2013 was $0, both net of debt discounts of $0.

March 31, 2011 Note

On March 31, 2011 the Company issued an unsecured promissory note to a professional services provider for $75,000 related to consulting services rendered. The note bears interest at 18% per annum and has a maturity date of September 30, 2011. The note agreement contains a 10% penalty clause if the Company fails to make payment at the maturity date. On October 1, 2011 the Company was in default of the March 31, 2011 Note and recorded penalties of $7,500 to interest expense. During the year ended December 31, 2013, the Company issued a total of 750,000,000 shares of common stock at an average conversion price of $0.0001, or $75,000 as full repayment of the March 31, 2011 Note. The balance of the March 31, 2011 Note as of June 30, 2014 and December 31, 2013 was $0, both net of debt discounts of $0.

April 20, 2011 Note

On April 20, 2011 the Company issued an unsecured promissory note to a professional services provider for $4,000 related to consulting services rendered. The note bears interest at 20% per annum and has a maturity date of October 20, 2011. The note agreement contains a change in the interest rate to 36% of the Company fails to make payment at the maturity date. On October 21, 2011 the note began accruing interest at the 36% default interest rate. During the year ended December 31, 2013, the Company issued a total of 40,000,000 shares of common stock at an average conversion price of $0.0001, or $4,000 as full repayment of the April 20, 2011 Note. The balance of the April 20, 2011 Note as of June 30, 2014 and December 31, 2013 was $0, both net of debt discounts of $0.

June 30, 2011 Note

On June 30, 2011 the Company issued an unsecured promissory note to a professional services provider for $75,000 related to consulting services rendered. The note bears interest at 18% per annum and has a maturity date of December 31, 2011. The note agreement contains a 10% penalty clause if the Company fails to make payment at the maturity date. On December 30, 2011 the Company recognized being in default of the June 30, 2011 Note and recorded penalties of $7,500 to interest expense. During the year ended December 31, 2013, the Company issued a total of 750,000,000 shares of common stock at an average conversion price of $0.0001, or $75,000 as full repayment of the June 30, 2011 Note. The balance of the June 30, 2011 Note as of June 30, 2014 and December 31, 2013 was $0, both net of debt discounts of $0.

F-11

July 26, 2011 Note

On July 26, 2011 the Company issued an unsecured convertible note in the principal amount of $12,300 in exchange for $12,300 in cash consideration. The note bears interest at 10% per annum and has a maturity date of January 26, 2012. The note agreement contains a change in the interest rate to 36% of the Company fails to make payment at the maturity date. On January 27, 2012 the Company defaulted on the note and the note interest per annum increased to 36%. During the year ended December 31, 2013, the Company issued a total of 123,000,000 shares of common stock at an average conversion price of $0.0001, or $12,300 as full repayment of the July 26, 2011 Note. The balance of the July 26, 2011 Note as of June 30, 2014 and December 31, 2013 was $0, both net of debt discounts of $0.

August 26, 2011 Note

On August 26, 2011 the Company issued an unsecured convertible note in the principal amount of $30,000 in exchange for $30,000 in cash consideration. The note bears interest at 9.9% per annum, has a maturity date of August 26, 2012 and has a 20% default interest rate should the note go into default. On August 27, 2012 the Company defaulted on the note and the note interest per annum increased to 20%. During the year ended December 31, 2013, the Company issued a total of 689,344,200 shares of common stock at an average conversion price of $0.00005, or $34,467 as full repayment of the August 26, 2011 Note’s principal and accrued interest $(4,467). The balance of the August 26, 2011 Note as of June 30, 2014 and December 31, 2013 was $0, both net of debt discounts of $0.

September 19, 2011 Note

On September 19, 2011 the Company issued an unsecured convertible note in the principal amount of $30,000 in exchange for $30,000 in cash consideration. The note bears interest at 9.9% per annum, has a maturity date of September 19, 2012 and has a 20% default interest rate should the note go into default. On September 20, 2012 the Company defaulted on the note and the note interest per annum increased to 20%. During the year ended December 31, 2013, the Company issued a total of 685,438,400 shares of common stock at an average conversion price of $0.00005, or $34,272 as full repayment of the September 19, 2011 Note’s principal ($30,000) and accrued interest ($4,272). The balance of the September 19, 2011 Note as of June 30, 2014 and December 31, 2013 was $0, both net of debt discounts of $0.

September 22, 2011 Note

On September 22, 2011 the Company issued an unsecured convertible note in the principal amount of $20,000 in exchange for $20,000 in cash consideration. The note bears interest at 8% per annum and has a maturity date of September 22, 2012. On September 23, 2012 the Company defaulted on the note. The balance of the September 22, 2011 Note as of June 30, 2014 and December 31, 2013 was $20,000, both net of debt discounts of $0.

September 30, 2011 Note

On September 30, 2011 the Company issued an unsecured promissory note to a professional services provider for $75,000 related to consulting services rendered. The note bears interest at 10% per annum and has a maturity date of March 31, 2012. On April 1, 2012 the Company defaulted on the note. During the year ended December 31, 2013, the Company issued a total of 750,000,000 shares of common stock at an average conversion price of $0.0001, or $75,000 as full repayment of the September 30, 2011 Note. The balance of the September 30 Note as of June 30, 2014 and December 31, 2013 was $0, both net of debt discounts of $0.

October 1, 2011 Note

On October 1, 2011 the Company issued an unsecured promissory note to a professional services provider for $40,700 related to consulting services rendered. The note bears interest at 10% per annum and has a maturity date of April 1, 2012. On April 2, 2012 the Company defaulted on the note. The balance of the October 1, 2011 Note as of June 30, 2014 and December 31, 2013 was $40,700, both net of debt discounts of $0.

F-12

October 31, 2011 Note

On October 31, 2011 the Company issued an unsecured promissory note in the principal amount of $25,000 in exchange for $25,000 in cash consideration. The note bears interest at 10% per annum and has a maturity date of April 30, 2012. On May 1, 2012 the Company defaulted on the note. During the year ended December 31, 2013, the Company issued a total of 250,000,000 shares of common stock at an average conversion price of $0.0001, or $25,000 as full repayment of the October 31, 2011 Note. The balance of the October 31, 2011 Note as of June 30, 2014 and December 31, 2013 was $0, both net of debt discounts of $0.

November 2, 2011 Note

On November 2, 2011 the Company issued an unsecured convertible note in the principal amount of $33,000 in exchange for $33,000 in cash consideration. The note bears interest at 8% per annum and has a maturity date of November 2, 2012. On November 3, 2012 the Company defaulted on the note. The balance of the November 2, 2011 Note as of June 30, 2014 and December 31, 2013 was $33,000, both net of debt discounts of $0.

December 30, 2011 Note 1

On December 30, 2011 the Company issued an unsecured promissory note to a professional services provider for $75,000 related to consulting services rendered. The note bears interest at 10% per annum and has a maturity date of June 30, 2012. On July 1, 2012 the Company defaulted on the note. During the year ended December 31, 2013, the Company issued a total of 750,000,000 shares of common stock at an average conversion price of $0.0001, or $75,000 as full repayment of the December 30, 2011 Note 1. The balance of the December 30, 2011 Note 1 as of June 30, 2014 and December 31, 2013 was $0, both net of debt discounts of $0.

December 30, 2011 Note 2

On December 30, 2011 the Company issued an unsecured promissory note in the principal amount of $25,000 in exchange for $25,000 in cash consideration. The note bears interest at 10% per annum and has a maturity date of June 30, 2012. On July 1, 2012 the Company defaulted on the note. During the year ended December 31, 2013, the Company issued a total of 250,000,000 shares of common stock at an average conversion price of $0.0001, or $25,000 as full repayment of the December 30, 2011 Note 2. The balance of the December 30, 2011 Note 2 as of June 30, 2014 and December 31, 2013 was $0, both net of debt discounts of $0.

December 30, 2011 Note 3

On December 30, 2011 the Company issued an unsecured promissory note in the principal amount of $22,000 in exchange for $22,000 in cash consideration. The note bears interest at 10% per annum and has a maturity date of June 30, 2012. On July 1, 2012 the Company defaulted on the note. The balance of the December 30, 2011 Note 3 as of June 30, 2014 and December 31, 2013 was $22,000, both net of debt discounts of $0.

January 24, 2012 Note

On January 24, 2012 the Company borrowed $16,500 pursuant to an unsecured convertible note. The note bears interest at 7% per annum and has a maturity date of September 24, 2013. The note agreement contains a change in the interest rate to 20% default interest rate should the note go into default. On September 25, 2013 the Company defaulted on the note and the note interest per annum increased to 20%. During the year ended December 31, 2013, the Company issued a total of 355,188,400 shares of common stock at an average conversion price of $0.00005, or $17,759 as full repayment of the January 24, 2012 Note’s principal ($16,500) and accrued interest ($1,259). The balance of the January 24, 2012 Note as of June 30, 2014 and December 31, 2013 was $0, net of debt discounts of $0.

February 28, 2012 Note

On February 28, 2012 the Company borrowed $20,000 pursuant to an unsecured promissory note. The note bears interest at 10% per annum and has a maturity date of August 28, 2012. On August 29, 2012 the Company defaulted on the note. During the year ended December 31, 2013, the Company issued a total of 200,000,000 shares of common stock at an average conversion price of $0.0001, or $20,000 as full repayment of the February 28, 2012 Note. The balance of the February 28, 2012 Note as of June 30, 2014 and December 31, 2013 was $0, both net of debt discounts of $0.

F-13

March 7, 2012 Note

On March 7, 2012 the Company borrowed $10,000 pursuant to an unsecured convertible note. The note bears interest at 7% per annum and has a maturity date of January 24, 2013. The note agreement contains a change in the interest rate to 20% default interest rate should the note go into default. On January 25, 2013 the Company defaulted on the note and the note interest per annum increased to 20%. The balance of the March 7, 2012 Note as of June 30, 2014 and December 31, 2013 was $10,000, net of debt discounts of $0.

May 16, 2012 Note

On May 16, 2012 the Company borrowed $20,000 pursuant to an unsecured convertible note. The note bears interest at 15% per annum and has a maturity date of February 16, 2013. The note agreement contains a change in the interest rate to $500 per day default interest rate (or the highest rate allowed by law) should the note go into default. The balance of the May 16, 2012 Note as of June 30, 2014 and December 31, 2013 was $20,000, net of debt discounts of $0.

May 23, 2012 Note

On May 23, 2012 the Company borrowed $15,000 pursuant to an unsecured convertible note. The note bears interest at 15% per annum and has a maturity date of May 23, 2013. The note agreement contains a change in the interest rate to $500 per day default interest rate (or the highest rate allowed by law) should the note go into default. The balance of the May 23, 2012 Note as of June 30, 2014 and December 31, 2013 was $15,000, net of debt discounts of $0.

June 16, 2012 Note

On June 16, 2012 the Company issued a $700,000 unsecured convertible note in exchange for consolidating and paying in full the unsecured notes’ outstanding principal and accrued interest that are identified below. The principal total of the notes consolidated into the June 16, 2012 Note was $544,787 with the Company recognizing the additional $155,213 principal as consulting services expense. The note bears interest at 6% per annum and has a maturity date of June 16, 2014. The note agreement contains a change in the interest rate to 20% default interest rate should the note go into default. On June 17, 2014 the Company defaulted on the note and the note interest per annum increased to 20%. During the six months ended June 30, 2014, the Company issued a total of 1,428,571 429 shares of common stock at an average conversion price of $0.00007, or $100,000 as partial repayment of the June 16, 2012 Note. The balance of the June 16, 2012 Note as of June 30, 2014 was $600,000 and as of December 31, 2013 was $700,000, both net of debt discounts of $0.

Notes consolidated into the June 16, 2012 Note

June 29, 2010 Note for consulting services, an assignee – $19,000 remaining assigned principal plus accrued interest

June 29, 2010 Note for consulting services, an assignee – $12,500 remaining assigned principal plus accrued interest

October 15, 2010 Note 1 for consulting services, an assignee – $25,000 assigned principal plus accrued interest

October 15, 2010 Note 2 for consulting services, an assignee – $25,000 assigned principal plus accrued interest

December 14, 2010 Note for cash received – $3,902 remaining principal plus accrued interest

January 24, 2011 Note for consulting services – $615 principal plus accrued interest

February 2, 2011 Note for consulting services – $500 principal plus accrued interest

February 24, 2011 Note for consulting services, an assignee – $16,000 remaining assigned principal plus accrued interest

April 1, 2011 Note 1 for consulting services – $1,336 principal plus accrued interest

April 1, 2011 Note 2 for consulting services, an assignee – $50,000 assigned principal plus accrued interest

May 12, 2011 Note for consulting services – $100,000 principal plus accrued interest

July 1, 2011 Note 1 for consulting services, an assignee – $10,500 assigned principal plus accrued interest

July 1, 2011 Note 2 for consulting services, an assignee – $30,000 assigned principal plus accrued interest

October 7, 2011 Note for cash received – $25,000 principal plus accrued interest

December 13, 2011 Note for consulting services – $7,000 principal plus accrued interest

January 13, 2012 Note for cash received – $25,000 principal plus accrued interest

February 15, 2012 Note for consulting services, an assignee – $22,500 assigned principal plus accrued interest

February 20, 2012 Note for consulting services, an assignee – $40,000 assigned principal plus accrued interest

F-14

July 2, 2012 Note

On July 2, 2012 the Company borrowed $15,000 pursuant to an unsecured convertible note. The note bears interest at 15% per annum and has a maturity date of July 2, 2013. The note agreement contains a change in the interest rate to $500 per day default interest rate (or the highest rate allowed by law) should the note go into default. The balance of the July 2, 2012 Note as of June 30, 2014 and December 31, 2013 was $15,000, net of debt discounts of $0.

March 12, 2013 Note

On March 12, 2013 the Company borrowed $14,000 pursuant to an unsecured convertible note. The note bears interest at 10% per annum and has a maturity date of March 12, 2014. The note agreement contains a change in the interest rate to 20% default interest rate should the note go into default. On March 13, 2014 the Company defaulted on the note and the note interest per annum increased to 20%. The balance of the March 12, 2013 Note as of June 30, 2014 was $12,638, net of debt discounts of $1,362 and as of December 31, 2013 was $11,277, net of debt discounts of $2,723.

April 17, 2013 Note

On April 17, 2013 the Company borrowed $3,000 pursuant to an unsecured promissory note. The note bears interest at 10% per annum and has a maturity date of June 15, 2013. On June 16, 2013 the Company defaulted on the note. The balance of the April 17, 2013 Note as of June 30, 2014 and December 31, 2013 was $3,000, net of debt discounts of $0.

April 27, 2013 Note

On April 27, 2013 the Company borrowed $700 pursuant to an unsecured promissory note. The note bears interest at 10% per annum and has a maturity date of August 25, 2013. On August 26, 2013 the Company defaulted on the note. The balance of the April 27, 2013 Note as of June 30, 2014 and December 31, 2013 was $700, net of debt discounts of $0.

May 19, 2014 Note

On May 19, 2014 the Company entered into a $60,000 unsecured convertible note for $50,000 cash to be borrowed during the year ended December 31, 2014 plus a total of $10,000 in loan fees the Company recorded as an administrative expense as cash was borrowed. The note bears interest at 8% per annum and has a maturity date of September 10, 2015. The note agreement contains a change in the interest rate to 20% default interest rate should the note go into default and required 300,000,000 shares of Company’s common stock to be reserved, but was cancelled on October 8, 2014.

During the six months ended June 30, 2014 the Company borrowed $10,000 cash and incurred $2,000 in loan fees.

The balance of the May 19, 2014 Note as of June 30, 2014 was $1,381, net of debt discounts of $10,619.

Note 5 – Notes Payable – Related Parties

September 26, 2013 Note

On September 26, 2013 the Company issued an unsecured promissory note to Corporate Business Advisors, Inc. for $150,000 as part of a non-cash select assets and liabilities purchase agreement. The note bears no interest and has a maturity date of August 31, 2014. The balance of the September 26, 2013 Note as of June 30, 2014 and December 31, 2013 was $150,000, net of debt discounts of $0.

F-15

Note 6 – Capital Stock

Common Stock

Common Shares Issued for Services

During the six months ended June 30, 2014, the Company issued a total of 960,000,000 shares of common stock at a per share purchase price of $0.0001, or $96,000. The Company issued these shares as payment for various outside services received including investor relations, consulting and marketing related services and recorded the value in general and administrative expenses during the six months ended June 30, 2014.

Common Shares Issued for Debt and Accrued Interest

During the six months ended June 30, 2014, the Company issued a total of 1,428,571,429 shares of common stock at an average price of $0.00007 or $100,000 in the aggregate, as discussed in Note 5.

Common Shares Issued for Cash

During the six months ended June 30, 2014, the Company entered into private agreements to sell 1,762,266 607 shares of the Company’s common stock at an average price of $0.0004 for $64,868 cash.

Common Shares Issued for Subscription receivable

During the six months ended June 30, 2014, the Company entered into a private agreement to sell 2,300,921,575 shares of the Company’s common stock at an average price of $0.00003 for $69,028 on subscription as a receivable as discussed in Item 5. The balance relating to this subscription receivable as of June 30, 2014 was $69,028.

Preferred Stock converted to Common Stock

During the six months ended June 30, 2014, 700,000 shares of Class B Preferred Stock were converted to 1,750,000,000 shares of Common Stock at the conversion rate of $0.002 or $4,142,300.

Preferred Class A Stock Issued for Subscription receivable

During the six months ended June 30, 2014, the Company entered into a private agreement to sell 2 shares of the Company’s Class A Preferred Stock at an average price of $1,670 for $3,340 on subscription as a receivable as discussed in Item 5. The balance relating to this subscription receivable as of June 30, 2014 was $3,340.

Preferred Class B Stock Issued for Subscription receivable

During the six months ended June 30, 2014, the Company entered into a private agreement to sell 441,930 shares of the Company’s Class B Preferred Stock at an average price of $0.75 for $331,448 on subscription as a receivable as discussed in Item 5. The balance relating to this subscription receivable as of June 30, 2014 was $331,448.

F-16

Stock Options/Stock-Based Compensation and Warrants

Changes in stock options for the six months ended June 30, 2014 consisted of the following:

	Number of shares		Weighted Average Exercise Price		Remaining Contractual Term (in years)		Intrinsic Value
Beginning balance January 1, 2013		100,500,000	$	0.01		0.84
Granted		-	$	-		-
Exercised		-	$	-		-
Forfeited/expired		-	$	-		-
Outstanding at June 30, 2014		100,500,000	$	0.01		0.34
Exercisable		100,500,000	$	0.01		0.34	$	-

Weighted average fair value of options granted during six months ended June 30, 2014			$	-

The following table summarizes information about stock options outstanding at June 30, 2014:

	Options Outstanding			Options Exercisable
Range of Exercise Prices	Number Outstanding	Weighted Average Remaining Contractual Life (in years)		Weighted Average Exercise Price		Number Exercisable		Weighted Average Exercise Price
$0.01-$1.00	100,500,000		0.34	$	0.01		100,500,000	$	0.01

Note 7 – Subsequent Events

Subsequent New Debt

August 13, 2014 Note

On August 13, 2014 the Company borrowed $33,000 pursuant to a discounted unsecured convertible note amount of $46,500. The Company recorded the $13,500 discount as an administrative expense. The note bears interest at 12% per annum and has a maturity date of February 13, 2015. The note agreement required 3,000,000,000 shares of Company’s common stock to be reserved, but was cancelled on September 23, 2014.

September 10, 2014 Note

On September 10, 2014 the Company entered into a $29,000 unsecured convertible note for $25,000 cash borrowed during the six months ended June 30, 2012 plus $4,000 in loan fees the Company recorded as an administrative expense. The note bears interest at 8% per annum and has a maturity date of September 10, 2015. The note agreement contains a change in the interest rate to 20% default interest rate should the note go into default.

January 30, 2015 Note

On January 30, 2015 the Company borrowed $4,200 pursuant to a discounted unsecured convertible note amount of $5,040. The Company recorded the $840 discount as an administrative expense. The note bears interest at 8% per annum and has a maturity date of January 30, 2016. The note agreement contains a change in the interest rate to 18% default interest rate should the note go into default and requires the Company to reserve 100,000,000 shares of the Company’s common stock.

F-17

Subsequent New Debt - Related Parties

December 17, 2014 Note

On December 17, 2014 the Company entered into a $25,000 unsecured convertible note with Corporate Business Advisors, Inc. for $24,500 in total cash loans to date plus $500 in documentation fees the Company recorded as an administrative expense. The note bears interest at 18% per annum and has a maturity date of February 17, 2015.

Subsequent Sales of Unregistered Securities

Date	Purchaser	Shares		Price per share		Amount $		Consideration	Class/Series
September 23, 2014	Assignee of debtor		3,167,500,000	$	0.00002	$	55,082.83	Conversion of accrued other liabilities	Common stock
October 8, 2014	Unaffiliated party		183,690	$	1.00	$	183,690.00	Conversion of 1,836,896,308 shares of Common stock	Series B Preferred stock

Subsequent Other Material Agreements

On September 26, 2014, the Company entered into a five year employment agreement with one of Chubby Glass LLC’s principals, Eric Ernst, that commences on the closing date of the Company purchasing Chubby Glass LLC at a salary of $5,000 per month.

F-18

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

~~Forward Looking Statements~~Overview

~~This~~The Company ~~quarterly~~has ~~report~~a ~~contains~~long ~~forward~~history in the fast growing industry of waste recycling and specifically related to waste-~~looking~~to-energy, ~~statements~~upon which the Company is building. ~~These~~Garb ~~statements~~is ~~relate~~organized to ~~future~~utilize ~~events~~both ornext-generation ~~our~~machines ~~future~~and ~~financial~~new ~~performance.~~technologies Into ~~some~~vertically ~~cases~~integrate into the waste refinement, ~~you~~recycling ~~can~~and ~~identify~~energy ~~forward-looking~~industries. ~~statements~~The bycurrent ~~terminology~~revised ~~such~~company asemphasis ~~“may”,~~(effective ~~“should”,~~August ~~“expect”~~21, ~~“plan”,~~2013) ~~“anticipate”,~~is in profitable new and “~~believe~~green” solutions for waste-to-energy, ~~“estimate”~~alternate energy sources, ~~“predict”~~gas drilling, ~~“potential”~~fuel orenhancements, improving ~~“continue”~~energy orusage ~~the~~efficiency ~~negative~~and ofutilizing ~~these~~recycled ~~terms~~material orin ~~other~~producing ~~comparable~~both ~~terminology.~~useful ~~These~~and ~~statements~~desirable ~~are~~products ~~only~~manufactured in ~~predictions~~its ~~and~~own ~~involve~~plants. ~~known~~The ~~and~~Company’s ~~unknown~~use ~~risks,~~of ~~uncertainties~~its ~~and~~first ~~other~~industrial ~~factors,~~manufacturing ~~including~~property ~~the~~and ~~risks~~equipment inwill ~~the~~be ~~section~~to ~~entitled~~manufacture ~~“Risks~~wood ~~and~~pellets ~~Uncertainties”~~to ~~and~~be ~~the~~used ~~risks~~as ~~set~~an ~~out~~alternate ~~below,~~power ~~any~~fuel ofand ~~which~~for ~~may~~farm ~~cause~~and ~~our~~agricultural ~~company’s~~applications. orIn ~~our~~addition, ~~industry’s~~this ~~actual~~manufacturing facility ~~results,~~will ~~levels~~utilize ofpower ~~activity,~~saving ~~performance~~technology orincluding ~~achievements~~the touse beof ~~materially~~recycled ~~different~~materials ~~from~~as ~~any~~fuel ~~future~~that ~~results,~~will ~~levels~~result ofin ~~activity,~~lower ~~performance~~operating costs. orAlso, ~~achievements~~excess ~~expressed~~electricity orwill ~~implied~~be bygenerated ~~these~~that ~~forward-looking~~may ~~statements.~~be ~~These~~sold ~~risks~~back ~~include,~~to bythe ~~way~~power ofcompany, ~~example~~thereby ~~and~~generating ~~not~~an inadditional source ~~limitation:~~of revenue.

·Garb Oil & Power Corporation (the ~~uncertainty~~“Company” ~~that~~or we“Garb”) ~~will~~was ~~not~~incorporated bein ~~able~~the State of Utah in 1972 under the name Autumn Day, Inc. The Company changed its name to ~~successfully~~Energy ~~identify~~Corporation International in 1978 and ~~evaluate~~to aGarb-Oil ~~suitable~~Corporation of ~~business~~America ~~opportunity;~~in 1981, which marked the start of the Company’s development state in the energy and recycling industries. The Company changed its name to Garb Oil & Power Corporation in 1985 and then to Garb Corporation in May 2013. In February 2014, the Company changed its name back to Garb Oil & Power Corporation. The Company’s activities have consisted of raising capital and developing technology related to waste-to-energy electricity production, pyrolysis (extraction of oil, carbon, and steel from used tires), and recovery of used rubber from large off-the-road tires, repair and sale of used truck tires, sale of new truck tires and sale of industrial shredders.

·Effective August ~~risks~~21, ~~related~~2013, toall of the ~~large~~Company’s ~~number~~former executive officers and directors resigned. Also effective August 21, 2013, following the resignation of ~~established~~the Company’s former management, Ms. Tammy Taylor was appointed as the Company’s Chief Executive Officer, President and ~~well-financed~~Principal ~~entities~~Financial ~~that~~Officer, ~~are~~and ~~actively~~Ms. ~~seeking~~M. ~~suitable~~Aimee ~~business~~Coleman ~~opportunities;~~was appointed as the Company’s Corporate Secretary and Principal Accounting Officer. Ms. Taylor was also appointed as the Company’s sole director.

·On October ~~risks~~27, ~~related~~2009, to the ~~failure~~Company entered into an agreement to ~~successfully~~purchase ~~manage~~Resource orProtection ~~achieve~~Systems ~~growth~~GmBH, a company organized and currently active under the laws of aGermany ~~new~~(“RPS”). ~~business~~The ~~opportunity;~~purchase was for all outstanding shares, as well as for specified RPS assets and liabilities. The RPS specified assets were not transferred to the Company and therefore the purchase was not fully consummated.

·On January ~~other~~15, ~~risks~~2010, RPS purchased 80% of the issued and ~~uncertainties~~outstanding ~~related~~stock of Newview S.L., a company organized under the laws of Spain (“Newview”). The Company has been unable to ~~our~~determine ~~business~~whether ~~strategy~~Newview is currently active.

~~This~~The Company’s ~~list~~auditor isfor ~~not~~2009 anand ~~exhaustive~~2010 ~~list~~was ofalso ~~the~~engaged ~~factors~~by ~~that~~current ~~may~~management ~~affect~~to ~~any~~audit ofyears ~~our~~2011 ~~forward-looking~~through ~~statements.~~2014 ~~These~~ and ~~other~~review ~~factors~~the first ~~should~~three bequarters ~~considered~~of ~~carefully~~years ~~and~~2012 ~~readers~~through ~~should not place undue reliance on our forward-looking statements~~2014.

~~Forward~~The Company’s ~~looking~~financial statements ~~are~~from ~~made~~the ~~based~~year onended ~~management’s~~December ~~beliefs~~31, ~~estimates~~2009 ~~and~~through ~~opinions~~the onsix ~~the~~months ~~date~~ended June 30, 2013 each contains its audited or reviewed, as the case may be, consolidated financial statements ~~are~~for ~~made~~the Company and weits ~~undertake~~subsidiaries, nowhich ~~obligation~~included RPS toconsolidated ~~update~~financials ~~forward-looking~~that ~~statements~~were ifconverted ~~these~~into ~~beliefs~~United States Dollars (USD). The Company had included RPS and Newview as Company subsidiaries and accounted for as entities under common control, ~~estimates~~since RPS, Newview, and ~~opinions~~the orCompany ~~other~~had ~~circumstances~~common ~~should~~management during ~~change~~the stated period of time. ~~Although~~As wethe ~~believe~~transaction combined two commonly controlled entities that ~~the~~historically, ~~expectations~~prior ~~reflected~~to inOctober 27, 2009, had not been presented together, the ~~forward-looking~~resulting financial statements ~~are~~were, ~~reasonable~~in effect, weconsidered ~~cannot~~those ~~guarantee~~of ~~future~~a ~~results~~different reporting entity. This resulted in a change in reporting entity, ~~levels~~which required retrospectively combining the entities for all periods presented as if the combination had been in effect since inception of ~~activity~~common control. The financial information of previously separate entities, ~~performance~~prior orto ~~achievements.~~the ~~Except~~acquisition date, was shown as ~~required~~combined. byThe ~~applicable~~former ~~law,~~management ~~including~~left the ~~securities~~Company ~~laws~~during ofthe nine months ended September 30, 2013 (on August 21, 2013). Beginning with the ~~United~~Company’s ~~States~~nine months ended September 30, we2013 Form do10-Q ~~not~~filing, ~~intend~~entities under common control ceased to ~~update~~exist ~~any~~since ofthe Company did not have the ~~forward-looking~~same management as RPS and Newview and the Company and therefore the Company’s financial statements toomit ~~conform~~the ~~these~~financial statements toof ~~actual~~RPS ~~results~~and Newview.

~~As used in this quarterly report, the terms “we”, “us”, “our”, “our company” and “Garb” mean Garb Oil & Power Corporation, unless otherwise stated.~~4

~~Our~~On January ~~Current~~24, ~~Business~~2014, the Company signed a letter of intent (the “LOI”) and a collaborative effort agreement (the “CE Agreement”) with Shredderhotline.com Company (“Shredderhotline”) and Dan Scott Burda, Shredderhotline’s President/Owner. In general, the CE Agreement provides that the two ranking executive officers of both companies will collaborate on future sales and operations within a newly formed wholly owned subsidiary of the Company, Garb Global Services, Inc. (“Garb Global”). On November 18, 2014, the Company and Shredderhotline mutually determined that their business interests had diverged and the Company and Shredderhotline released one another from their rights and obligations under the LOI and CE Agreement both dated January 24, 2014. Garb Global will continue as an operating subsidiary of the Company.

Garb Oil & Power Corporation (“Garb”) is in the fast growing industry of waste recycling and specifically related to the E-Waste, waste to energy, tire recycling and car recycling. Garb’s strategy is to build its own plants and sell the high value products that Garb’s processing technology allow it to produce. These include products such as copper, aluminum, alloys and plastics from its e-scrap plants, once in production, and products such as NanoRubber from its rubber plants, once in production. Garb technology is a proven technology already well utilized in Europe, where Garb, through its wholly owned subsidiary RPS GmbH Resource Protections Systems and its officers and principalOur ~~shareholders,~~Industry has already sold in the last 10 years over 135 machines and produced, built, collaborated, designed, planned, delivered and/or commissioned over 15 plants in the E-waste and Rubber recycling and general waste processing.

The industry in which Garb is aoperating ~~corporation~~is ~~incorporated~~still in ~~the~~its ~~State~~maturing ofstages. ~~Utah~~Technological indevelopments, ~~1972~~the ~~under~~economic climate and the growing ~~name~~global ~~Autumn~~awareness ~~Day,~~of ~~Inc. The~~waste ~~Company~~as a possible raw material resource, have changed ~~its~~the ~~name~~recycling inindustry, ~~1978~~placing todemands ~~Energy~~on the ~~Corporation~~industry ~~International~~for new products and ~~again~~for innew ~~1981~~solutions. Garb is dedicated to ~~Garb-Oil~~creating ~~Corporation~~products ofthat ~~America,~~increases ~~which~~energy ~~marked~~efficiency and reduces the ~~start~~carbon offootprint ~~company’s~~while ~~development~~helping ~~stage~~to inpreserve the ~~energy~~environment. ~~and~~With ~~recycling~~its ~~industries.~~knowledge ~~The~~of ~~Company’s~~solutions, ~~development~~its ~~stage~~comprehensive ~~activities~~product portfolio, ~~consisted~~its ofexperience ~~raising~~and, ~~capital~~above all, ~~purchasing~~with ~~property~~personnel and ~~developing~~advisors ~~technology~~who ~~related~~understand tothe ~~waste-to-energy~~industry, ~~electricity~~Garb ~~production,~~will ~~pyrolysis~~provide ~~(extraction~~superior products ofand ~~oil,~~services ~~carbon,~~into ~~and~~profitable ~~steel~~solutions ~~from~~that ~~used~~will ~~tires),~~provide ~~and~~the ~~recovery~~Company ofwith ~~used~~a ~~rubber~~competitive ~~from~~advantage ~~large~~in ~~off-~~the~~-road~~ ~~tires~~market and ~~repair~~do our ~~and~~part ~~sale~~in ofmaking ~~used~~the ~~truck~~world ~~tires. In~~a ~~1985~~greener ~~the~~place ~~Company~~while ~~changed~~passing ~~its~~cost ~~name to~~savings ~~Garb~~on ~~Oil~~tour ~~& Power Corporation~~customers.

~~Recent~~Our Markets ~~Developments~~

InTires and ~~June~~Commercial ~~2011~~Waste ~~the~~Shredders: ~~Company~~Garb’s ~~signed~~past ahas ~~$20~~been ~~million~~resurrected ~~Equity~~by ~~Line~~current ~~of credit with Evolution Capital~~management, ~~LLC.~~new ~~The~~truck ~~funding~~tires ~~will be used to close on potential acquisitions currently under review~~ and ~~due~~commercial waste ~~diligence~~shredders. ~~The Company has yet to draw down any amounts on the line of credit.~~ In addition ~~GARB engaged DDR & Associates~~, aGarb ~~strategic~~is ~~consulting~~currently ~~firm with years of expertise~~ in ~~helping~~the ~~small~~development ~~enterprises~~stage ~~achieve their growth potential. The Company has yet~~ to ~~draw~~enter ~~down~~into ~~any~~the ~~amounts~~retread ontruck ~~the~~tire ~~line~~production ofand ~~credit~~sales market.

~~In August 2011 the Company announced it will form a JV partnership in Rome, Italy~~ Waste-to ~~build and operate an E~~-Energy: Waste-to-energy ~~plant~~is inconsidered ~~the~~a ~~Viterbo~~renewable ~~province.~~resource ~~The~~since ~~plant~~its ~~will~~fuel ~~have 25~~source,~~000~~ ~~metric~~garbage ~~tons input~~ and ~~produce~~other output in Copper, Aluminum, Alloys and Plastic. Once operational the plant will provide estimated revenues in excess of euro 11,000,000 ($15,400,000) and EBITA in excess of euro 6,000,000 ($8,400,000) per year of operation. All raw materials ~~will~~that behave ~~sold~~been destined to ~~local~~landfills, ~~entities~~is ~~for~~sustainable ~~further~~and ~~processing~~non-depletable. ~~The~~According ~~plant will be locally funded and initial funds are available~~ to ~~start~~ the ~~project~~U. ~~The JV will be 51% owned by Garb and 49% by a local group already present in the waste recycling business locally~~S. ~~The~~Environmental ~~Company~~Protection ~~will then build~~Agency, ~~own~~waste-to-energy ~~and~~is ~~operate~~ a 25“clean,~~000~~ reliable, ~~metric~~renewable ~~ton~~source ~~E-Waste~~of ~~plant~~energy.”

10In 2012, Americans generated about 251 million tons of trash and recycled and composted almost 87 million tons of this material, equivalent to a 34.5 percent recycling rate.

InOpportunities abound ~~August~~in ~~2011,~~ the Company formed a Joint Venture partnership that will act as the coordinating company for the managing and coordinating the growth and development of 7 E-waste plants throughout the United States. It is planned that the company will manage and co-ordinate the building of 7 E-Waste recycling ~~facilities~~industry within the next 3 years. The JV will be funded through USCIS designated regional centers under the EB-5 Pilot Program for each E-Waste recycling facility in accordance with our planned schedule. It is estimated that each E-Waste recycling facility will cost as much as $15,000,000 to ~~build~~produce ~~depending~~power ~~on configuration~~ and ~~size~~Garb ~~of each recycling facility. The Joint Venture~~ is ~~owned~~developing ~~51%~~this ~~by the Company and 49% by ACG Consulting LLC~~area. ~~Three E-Waste recycling facilities are planned for operation during the 2013 calendar year with four additional recycling facilities to come on line during the 2014 calendar year.~~

InBiomass and ~~October~~Alternate ~~2011~~Fuels: ~~the~~The ~~Company~~United ~~formed~~States ahas ~~Joint~~been ~~Venture~~moving ~~partnership~~towards ingreater ~~Italy~~energy toindependence ~~build~~ and ~~operate~~the anincrease ~~E-Waste~~of ~~plant~~clean renewable fuels. ~~The~~Biofuel ~~plant~~is ~~will~~simple ~~have~~to 25use,~~000~~ ~~metric tons input and produce output in Copper~~biodegradable, ~~Aluminum~~nontoxic, ~~Alloys~~ and ~~Plastic.~~essentially ~~The~~free ~~Joint~~of ~~Venture~~sulfur ~~will be 51% owned by the Company~~ and ~~49% by a local Italian group already present in the waste recycling business locally~~aromatics. ~~The~~Alternate ~~Company~~energy ~~will~~sources can ~~then~~produce ~~build,~~more ~~own~~net ~~and~~energy ~~operate~~for aless ~~25,000~~money ~~metric~~than ~~ton~~current ~~E-Waste plant~~technologies. ~~The~~Garb ~~estimated cost of the project including land, building and plant~~ is ~~expected~~currently topursuing bemultiple ~~approx.~~avenues ~~$25~~in ~~million~~this ~~USD and is scheduled to be completed by September 2012~~growing arena.

Hemp and Medical Marijuana Paraphernalia: Within the cannabis industry, Garb has interest in the potential use of hemp as one of the raw materials utilized in the production of alternate fuels and energy. To further these endeavors, Garb has begun to create the Company’s first medical marijuana paraphernalia production operation in the State of Colorado.

Patents, Trademarks and Proprietary Data

The Company has received United States Patent No. 5,299,748 on the OTR Tire Disintegrator System design which expired April 5, 2011, Patent No. 5,590,838 which expired January 7, 2014 and patent number 6,015,105 which expires January 18, 2018. An additional patent improvement was granted in Canada on July 6, 1999 as Canadian Patent No. 2,178,326 which expires March 23, 2015.

Current Management Overview

Effective August 21, 2013, all of the Company’s former executive officers and directors resigned. Also effective August 21, 2013, following the resignation of the Company’s former management, Ms. Tammy Taylor was appointed as the Company’s Chief Executive Officer, President and Principal Financial Officer, and Ms. M. Aimee Coleman was appointed as the Company’s Corporate Secretary and Principal Accounting Officer. Ms. Taylor was also appointed as the Company’s sole director.

Current management of the Company is pursuing avenues of generating cash or revenues during the next twelve months. The Company is pursuing sales of new truck tires and commercial waste shredders and is developing waste-to-energy, biomass alternate fuels including hemp and medical marijuana paraphernalia manufacturing operations. The Company continues to pursue financing to build and operate its own manufacturing plants. We believe that our current Company personnel and advisors have the necessary industry expertise and marketing skills to implement our current business model.

Results of Operations

~~The following summary~~ Comparison of ~~our results of operations should be read in conjunction with our unaudited financial statements for~~ the ~~three~~Three ~~and~~Months ~~nine~~Ended ~~month~~June ~~periods ended September~~ 30, ~~2011~~2014 and ~~2010~~June ~~which~~30, ~~is included herein.~~2013

Our operating results for the nine month periods ended September 30, 2011 and 2010 are summarized as follows:

	Three months ended September 30,				Nine months ended September 30,
	2011		2010		2011		2010
Operating expenses	$	1,977,886	$	406,115	$	2,745,548	$	2,004,608
Other income (expense)	$	(590,831)	$	(121,503)	$	(1,208,772)	$	(743,415)
Net loss	$	(2,566,791)	$	(525,605)	$	(3,950,474)	$	(2,742,348)

Revenues

~~We did not earn any revenues for~~ During the three ~~and nine~~ months ended ~~September~~June 30, ~~2011,~~2014 orand ~~for~~June ~~the~~30, ~~comparable~~2013 ~~period~~the ~~of 2010. The~~ Company ~~does~~recognized ~~not~~no ~~expect to have~~ revenues ~~for~~from ~~the foreseeable future until our e-waste plants are opened~~sales.

General and Administrative Expenses

General and administrative expenses decreased $35,530 to $188,552 for the three months ended June 30, 2014, from $224,082 for the three months ended June 30, 2013. The decrease was related to employee compensation expense decreasing $131,843 and ~~Administrative~~consulting fees decreasing $40,992. The decrease was offset with professional fees increasing $136,073.

~~Our~~Other Income general and administrative expenses increased $1,571,771, or 387% to $1,977,886 for the three-months ended September 30, 2011 when compared to the three months ended September 30, 2010 amount of $406,115. This increase is primarily attributable to an increase in consulting fees of approximately $259,000, professional fees of $64,000, salaries and wages of $970,000, promotional expenses of approximately $188,000 and travel expenses of approximately $88,000 when compared to the six months period ended September 30, 2010.(Expense)

~~For~~Other income ~~the~~(expense) ~~nine-months ended September 30, 2011 our general and administrative expenses~~ increased by $~~740~~27,~~940,~~670 ~~or 37%~~ to $2(37,~~745,548~~864) ~~when~~for ~~compared to~~ the ~~nine-~~three months ended ~~September~~June 30, ~~2010~~2014, ~~amount~~from of $2(65,~~004,608.~~534) ~~This~~for ~~increase~~the isthree ~~primarily~~months ended ~~attributable~~June ~~to an increase in salaries and wages of approximately $1~~30,~~059,000,~~ ~~promotional~~2013. ~~expenses~~The ofdecrease ~~approximately~~in ~~$106,000,~~expense ~~professional~~was ~~fees~~related ofprimarily ~~approximately~~to ~~$54,000~~a ~~and~~decrease ~~travel~~interest ~~expenses~~expense ofdue ~~$35,000,~~to ~~partially~~an ~~offset~~improved bymix ~~a decrease in consulting fees~~ of ~~approximately $473,000~~interest terms.

~~Other income (expense)~~Net Loss

~~Other~~Net loss ~~income~~was ~~(expense) increased by~~ $~~469~~226,~~328,~~416 orand ~~386%, from~~ $~~(121~~289,~~503)~~615 ~~to $(590,831)~~ for the three months ended ~~September~~June 30, ~~2011~~2014 ~~when~~and ~~compared~~June ~~to the three months ended September~~ 30, ~~2010~~2013, respectively. ~~The~~Net ~~increase~~loss iswas adue ~~result~~to a lack of anrevenues. ~~increase~~While inthe ~~interest~~Company ~~expense~~has ofdecreased ~~approximately $166~~expenses,~~000~~ ~~related~~we expect to ~~the~~continue ~~Company’s~~to ~~increase~~incur inlosses ~~notes~~until ~~payable,~~such ~~and~~time anas ~~increase~~we incan ~~the~~begin to ~~loss~~generate onconsistent ~~extinguishment~~revenue offrom ~~debt of $313,401~~operations.

~~For~~Comparison of the ~~nine-months~~Six ~~ended September 30, 2010 our other income (expense) increased by $465,357, or 63%, from $(743,415) to $(1,208,772) when compared to the nine-~~months ~~months~~ ended ~~September~~June 30, ~~2010.~~2014 ~~The increase is a result of an increase in interest expense of approximately $187,000 related to the Company’s increase in notes payable~~ and anJune ~~increase in the loss on extinguishment of debt of approximately $75,000. This increase is offset by the $190,589 gain on sale of investments recognized in the nine months ended September~~ 30, ~~2010.~~2013

11Revenues

~~Net~~During the ~~loss~~six months ended June 30, 2014 the Company recognized $200,000 revenues from sale of equipment. During the six months ended June 30, 2013 the Company recognized no revenues from sales.

~~The~~General and ~~Company’s~~Administrative net loss for the three month period ended September 30, 2011 increased $(2,041,186) or 388% to $(2,566,791) from $(527,618) when compared to the three month period ended September 30, 2010 for the reasons discussed above. The net loss for the nine month period ended September 30, 2011 increased $(1,208,126) or 44.1% to $(3,950,474) from $(2,742,348) when compared to the nine month period ended September 30, 2010 for the reasons discussed above. Expenses

General and administrative expenses decreased $54,505 to $539,108 for the six months ended June 30, 2014, from $593,613 for the six months ended June 30, 2013. The decrease was related to employee compensation decreasing $262,905 and consulting fees decreasing $34,925. These decreases were offset by an increase in sales commissions of $110,000 and an increase in professional fees of $126,565.

Other Income (Expense)

Other income (expense) decreased by $337,187 to a loss of ($146,222) for the six months ended June 30, 2014, from a gain of $190,965 for the six months ended June 30, 2013. The decrease in other income was primarily due to no gain (loss) on extinguishment of debt.

Net Loss

Net loss was $575,330 and $402,648 for the six months ended June 30, 2014 and June 30, 2013, respectively. Net loss was attributable to a lack of consistent revenues as discussed above. While the Company has decreased expenses, we expect to continue to incur losses until such time as we can begin to generate consistent revenue from operations.

Liquidity and Capital Resources

~~Working~~Liquidity is ~~Capital~~the ability of an enterprise to generate adequate amounts of cash to meet its needs for cash requirements. The Company is not generating significant revenues. Operating expenses for the Company have been paid in part from short-term unsecured notes and the issuance of Company stock. The Company also has a working capital and stockholders’ deficit of $4,172,283 at June 30, 2014.

							Percentage
	September 30,			December 31,			Increase
	2011			2010			(Decrease)
Current Assets	$	46,844		$	133,508			(64.9)%
Current Liabilities	$	5,715,937		$	4,431,971			29.0%
Working Capital (Deficiency)	$	(5,669,093	)	$	(4,298,463	)		31.9%

The Company has incurred and continued to incur indebtedness in order to finance its operations. As of June 30, 2014, the Company’s total liabilities were $4,172,432, with a working capital deficit of $4,172,283. See Note 5 – Notes Payable and Note 6 – Notes Payable –Related Parties of the Company’s unaudited financial statements appearing elsewhere in this quarterly report on Form 10-Q.

Net cash used in operating activities was $(56,722) and $(17,702) for the six months ended June 30, 2014 and June 30, 2013, respectively. Cash ~~Flows~~was primarily used to fund our net losses from operations.

	Nine Months Ended September 30,						Percentage Increase
	2011			2010			(Decrease)
Cash Used in Operating Activities	$	(189,177	)	$	(382,562	)	(50.5)%
Cash Used in Investing Activities	$	-		$	109,645		N/A
Cash Provided by Financing Activities	$	232,890		$	213,120		9.3%
Net Increase (Decrease) in Cash	$	43,713		$	(59,797	)	(173.1%

Net cash used in investing activities was $0 for the six months ended June 30, 2014 and June 30, 2013.

WeNet cash ~~anticipate~~provided ~~that~~by wefinancing ~~will~~activities ~~incur~~was ~~approximately~~$56,868 and $~~500~~17,~~000~~700 for ~~operating~~the ~~expenses,~~six ~~including~~months ~~professional~~ended June 30, ~~legal~~2014 and ~~accounting~~June ~~expenses~~30, ~~associated~~2013, ~~with~~respectively. During ~~our~~the ~~reporting~~six ~~requirements~~months ~~under~~ended ~~the~~June ~~Securities~~30, ~~Exchange~~2014, ~~Act~~we ofreceived ~~1934~~cash ~~and~~of ~~our~~$12,000 ~~legal~~from ~~representation during~~ the ~~next~~issuance ~~twelve~~of ~~months.~~notes Wepayable doand ~~not~~cash ~~have~~of ~~sufficient~~$64,868 from ~~working~~the ~~capital~~issuances toof ~~provide~~common ~~for~~stock ~~the~~– ~~anticipated~~related ~~expenses~~parties, ~~over~~of ~~the~~which ~~next twelve months. Accordingly~~$20,000 wecash ~~will~~was ~~need~~used toas ~~obtain~~repayments ~~additional~~of financing ~~in order to complete our business plan~~activities.

Cash From Operating Activities

We used cash in operating activities in the amount of $189,177 during the nine month period ended September 30, 2011 compared to $382,562 during the nine month period ended September 30, 2010. The net cash flows from operating activities for the nine months ended September 30, 2011 are primarily attributable to the net loss for the period of $(3,950,474), offset by changes in prepaid expenses of $120,247, accounts payable of $288,466, accrued interest of $217,094, other accrued expenses of $393,958, debt for services of $236,836, loss on extinguishment of debt of $435,789, shares issued for services of $1,522,400 and loan fees of $529,301.

Cash From Investing Activities

There were no cash flows from investing activities during the nine months ended September 30, 2011. Cash provided by investing activities during the nine month period ended September 30, 2011 was proceeds from the sale of investments of $109,645.

Cash From Financing Activities

Cash flows from Financing Activities for the nine month period ended September 30, 2011 were made up primarily of $234,700 in proceeds from the sale of convertible debt to an unaffiliated, accredited investor and bank overdraft of $9,769, offset in part by payments on notes payable-related party of $11,579.

During the nine month period ended September 30, 2010 the Company raised $127,000 from the sale of convertible debt to an unaffiliated, accredited investor, $63,433 of proceeds from the issuance of Class B Preferred Stock to non-affiliated accredited investors and $32,500 of proceeds from the issuance of common stock. These were offset in part by a decrease in bank overdraft of $9,813.

Disclosure of Outstanding Share Data

As of the balance sheet date of this quarterly report, we had 1,282,501,334 shares of Common Stock; 2 shares of Class A Preferred Stock; and 193,679 shares of Class B Preferred Stock issued and outstanding.

We have options outstanding for the purchase of 100,000,000 shares of the Company’s common stock at an exercise price equal to one-tenth of the closing ask price for the ten trading days prior to the exercise of the option. The options were issued in connection with the acquisition of RPS and became effective only upon the increase in authorized shares of common stock which took place in March 2010. The options expire in November 2014.

Going Concern

The financial statements accompanying this report have been prepared on a going concern basis, which implies that our company will continue to realize its assets and discharge its liabilities and commitments in the normal course of business. Our company has not generated sufficient revenues in the last two years to cover all operating and overhead costs, and has never paid any dividends and is unlikely to pay dividends in the immediate or foreseeable future. The continuation of our company as a going concern is dependent upon the continued financial support from our shareholders, the ability of our company to obtain necessary equity financing to achieve our operating objectives, and the attainment of profitable operations. As atof ~~September~~June 30, ~~2011~~2014, our company has accumulated losses of $816,~~060~~316,~~006~~767. We do not have sufficient working capital to enable us to carry out our stated plan of operation for the next twelve months.

Due to the uncertainty of our ability to meet our current operating expenses and the capital expenses noted above in their report on the financial statements for the year ended December 31, ~~2010~~2013, ~~our~~the Company’s independent auditors have included an explanatory paragraph regarding concerns about our ability to continue as a going concern. The continuation of our business is dependent upon our usability ~~raising~~to raise additional financial support. The issuance of additional equity securities by usthe Company could result in a significant dilution in the equity interests of our current shareholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.

~~Future Financings~~7

~~We anticipate continuing to rely on equity sales of shares of our common stock in order to continue to fund our business operations~~Item 3. ~~Issuances~~Quantitative ofand ~~additional~~Qualitative ~~shares~~Disclosures ~~will~~about ~~result~~Market inRisk ~~dilution to our existing shareholders. There is no assurance that we will achieve any additional sales of our equity securities or arrange for debt or other financing to fund our planned activities.~~

~~Off-Balance Sheet Arrangements~~Not applicable

WeItem 4. ~~have~~Controls noand ~~off-balance~~Procedures sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to shareholders.

~~Risks~~Under the supervision and ~~Uncertainties~~with the participation of our current management, including our Chief Executive Officer and Corporate Secretary as our Principal Accounting Officer (the “Certifying Officers”), we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”)) as of June 30, 2014. Based upon that evaluation, the Certifying Officers concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were not effective.

~~History~~We believe that our consolidated financial statements contained in this quarterly report on Form 10-Q fairly present our financial position, results of ~~net~~operations ~~losses/Going~~unaudited ~~Concern~~and cash flows for the six months ended June 30, 2014 in all material respects.

~~We have a history~~ Because of ~~incurring~~its ~~losses,~~inherent ~~minimal revenue and an accumulated deficit. These factors~~limitations, ~~among~~internal ~~others,~~control ~~raise~~over ~~substantial~~financial ~~doubt~~reporting ~~about~~may ~~the~~not ~~Company’s~~prevent ~~ability~~or todetect ~~continue as a going concern for a reasonable period of time~~misstatements. ~~The~~Therefore, ~~Company’s~~even those ~~ability~~systems todetermined ~~continue as a going concern is dependent upon its ability~~ to ~~generate~~be ~~sufficient~~effective ~~cash~~can ~~flows~~provide toonly ~~meet~~reasonable ~~its~~assurance ~~obligations~~with onrespect ~~a timely basis,~~ to ~~obtain~~financial ~~additional~~statement ~~financing as may be required,~~ preparation and ~~ultimately to attain successful operations~~presentation.

~~Current~~Changes in ~~economic~~Internal ~~downturn~~Control Over Financial Reporting.

~~The~~There have ~~current~~been ~~economic~~no ~~downturn~~changes ~~and uncertainty~~ in ~~the financial markets in the United States and internationally may adversely affect~~ our ~~business~~internal ~~and~~control ~~our~~over financial ~~results.~~reporting Ifduring ~~economies in~~ the ~~United~~last ~~States~~fiscal ~~and~~quarter ~~internationally~~covered ~~remain~~by ~~unstable~~this orquarterly report ~~weaken,~~on orForm if10-Q ~~businesses or consumers perceive~~ that ~~these~~have ~~economic~~materially ~~conditions~~affected, ~~may continue~~ or ~~weaken,~~is wereasonably ~~may~~likely ~~experience~~to ~~declines~~materially ~~in the sales. As a result~~affect, ~~we cannot predict what impact the current economic downturn and uncertainty of the financial markets will have on~~ our ~~business,~~internal ~~but~~control ~~expect~~over ~~that such events may have an adverse effect on our business and our~~ financial ~~results in the current quarter and future periods~~ reporting.

~~Reliance on our key employees.~~8

Our success and future growth depends to a significant degree on the skills and continued services of our management team. Our future success also depends on our ability to attract and retain and motivate highly skilled technical, managerial, marketing and customer service personnel, including members of our management team. Our employees work for us on an at-will basis, however, the laws of some of the international jurisdictions where we may have employees in the future may require us to make statutory severance payments in the event of termination of employment. We plan to hire additional personnel in all areas of our business, both domestically and internationally. We may be unable to successfully attract orPART ~~retain~~II ~~qualified~~– ~~personnel.~~Other ~~Our inability to retain and attract the necessary personnel could adversely affect our business.~~Information

13Item 1. Legal Proceedings

~~Changes~~We are innot ~~financial~~a ~~accounting~~party ~~standards~~to any material litigation, nor to the knowledge of management, is any litigation threatened against us that may materially affect us.

~~A change in accounting standards or practices can have a significant effect on our reported results and may even affect our reporting of transactions completed before the change is effective~~Item 1A. ~~New~~Risk ~~accounting~~Factors pronouncements and varying interpretations of accounting pronouncements have occurred and are likely to occur in the future. Changes to existing rules or the questioning of current practices may adversely affect our reported financial results or the way we conduct our business.

~~Conflicts~~Not required offor ~~interest~~smaller ~~between~~reporting ~~our management and the Company~~companies.

Conflicts of interest create the risk that management may have an incentive to act adversely to the interests of the Company. A conflict of interest may arise between the Company’s management’s personal pecuniary interest and their fiduciary duty to our stockholders.

Limited internal controls.

We currently have three directors all whom are officers of the company, so we rely on computer and manual systems without independent officers and employees to implement full, formal, internal control systems. Accordingly, we do not have separate personnel that provide dual signatures on checks, separate accounts receivable and cash receipts, accounts payable and check writing, or other functions that frequently are divided among several individuals as a method of reducing the likelihood of improper activity. This reliance on a few individuals and the lack of comprehensive internal control systems may impair our ability to detect and prevent internal waste and fraud.

Inadequate disclosure controls and procedures.

The Company does not have adequate personnel to review of day-to-day financial transactions, review of financial statement disclosures, or record, process, summarize and report within the time periods specified in SEC rules and forms for the period covered by this Report on Form 10-Q. To remediate the control deficiencies, one of several specific additional steps is that the Company plan to undertake to employ a fulltime CFO to implement adequate systems of accounting and financial statement disclosure controls to comply with the requirements of the SEC and implement internal processes and controls for all day-to-day financial transactions. Our efforts to comply with disclosure controls and procedures are likely to continue to result in increased expenses and the commitment of significant financial and personnel resources. We can give no assurance that in the future such efforts will be successful.

Need for additional capital.

We will need additional funds to cover expenditures in the completion, publications and marketing of our products. We will fund any additional amounts required for such expenditures through additional debt or equity financing, which may dilute the economic interest of existing stockholders, and any new equity securities we issue could have rights, preferences and privileges superior to those of holders of our common stock. Our Board can approve the sale of additional equity securities from our authorized share capital without stockholder consent.

Inability to obtain additional financing.

There can be no assurance that any proceeds we receive from additional debt or equity financing will satisfy our capital needs. There is no assurance that additional financing will be available when needed on terms favorable to us or at all. The unavailability of adequate financing on acceptable terms could have a material adverse effect on our financial condition and on our continued operation.

Control of Company by officers and directors.

As of December 31, 2010, John Rossi and Igor Plahuta, collectively owned 24.10% of all issued and outstanding common shares of the Company. They also own 100% of the Series A Preferred shares, which are convertible into 991,585,524 shares of common stock of the Company as of December 31, 2010. Additionally, Alan Fleming owns 15.4% of the Series B Preferred shares, which are convertible into 29,287,500 of common stock. Accordingly, by virtue of their ownership of shares, the stockholders referred to above acting together may effectively have the ability to influence significant corporate actions, even if other shareholders oppose them. Such actions include the election of our directors and the approval or disapproval of fundamental corporate transactions, including mergers, the sale of all or substantially all of our assets, liquidation, and the adoption or amendment of provisions in our articles of incorporation and bylaws. Such actions could delay or prevent a change in our control.

Importance of predicting market preferences and accurately target buyers.

The waste-to-energy, e-waste recycling and rubber-waste recycling industries have only, until recently, been minor industries in the United States. Over the past year there has been a steady increase in interest in these technologies and Federal and local governments have also given greater emphasis on these technologies. Because of this, there are several major companies currently positioning themselves to capture market share in these emerging industries. Although we believe Garb’s technologies are among the best in these industries, if we fail to predict market preferences, accurately target buyers, and properly market our technologies then sales will suffer. Furthermore, the successful development of new technologies and products will require us to anticipate the needs and preferences of the market and forecast market trends accurately. Consumer preferences tend to follow technological advances, which advances may also come from competitors. The development of products and application for these products requires high levels of innovation and a great understanding of industry and governmental standards and engineering practices. This process can be lengthy and costly. To remain competitive, we must continue to develop enhancements of our existing character base successfully. We cannot assure you that future products will be introduced or, if introduced, will be successful. The failure to enhance and extend our existing products or to develop and introduce products that achieve and sustain market acceptance and produce acceptable margins would harm our business and operating results.

Infringement of third party intellectual property rights.

In the course of our business, we may periodically receive claims of infringement or otherwise become aware of potentially relevant copyrights, trademarks or other intellectual property rights held by other parties. Upon receipt of this type of communication, we will evaluate the validity and applicability of allegations of infringement of intellectual property rights to determine whether we must negotiate licenses or cross-licenses to incorporate or use the proprietary copyrights or trademarks or other proprietary matters in or on our products. Any dispute or litigation regarding copyrights, trademarks or other intellectual property rights, regardless of its outcome, may be costly and time-consuming, and may divert our management and key personnel from our business operations. If we, our potential distributors or our manufacturers are adjudged to be infringing the intellectual property rights of any third party, we or they may be required to obtain a license to use those rights, which may not be obtainable on reasonable terms, if at all. And, we may incur costs in revising certain products so as to not infringe on others rights. We also may be subject to significant damages or injunctions against the development and sale of some or all of our products or against the use of a trademark in the sale of some or all of our products. We do not have insurance to cover any such claim of this type and may not have sufficient resources to defend an infringement action.

Affect of officer and director indemnification.

The officers and directors of the Company are entitled to certain indemnification protections under Utah law. If our directors or officers become exposed to liabilities triggering those indemnification obligations, we could be exposed to unreimbursable costs, including legal fees. Extended or protracted litigation subject to indemnification could have a material adverse effect on our cash flow.

Volatile stock price.

The market price of our common stock will likely fluctuate significantly in response to a number of factors, some of which are beyond our control. These factors include, but are not limited to, variations in our quarterly operating results; changes in financial estimates of our revenues and operating results by securities analysts; changes in market valuations; announcements by us of significant contracts, acquisitions, strategic partnerships, joint ventures or capital commitments; additions or departures of key personnel; future sales of our common stock; stock market price and volume fluctuations attributable to inconsistent trading volume levels of our stock; commencement of or involvement in litigation.

Authorization of Preferred Stock.

Our Articles of Incorporation authorize the issuance of up to 50,000,000 shares of preferred stock with rights, preferences and privileges senior in many respects to the Company’s common stock. Our Board is empowered, without stockholder approval, to issue preferred stock with liquidation, conversion, voting, anti-dilution or other rights which could adversely affect the voting power, economic interests or other rights of the holders of the common stock. The preferred stock could be utilized, under certain circumstances, as a method of discouraging, delaying or preventing a change in control of the Company.

Audit compliance costs.

An immediate and specific risk relates to the our ability to achieve and maintain effective internal controls in accordance with Section 404 of the Sarbanes-Oxley Act the failure of which could lead to loss of investor confidence in our reported financial information. Pursuant to Section 404 of the Sarbanes-Oxley Act of 2002, we will be required to furnish a report by our management on our internal control over financial reporting. If we cannot provide reliable financial reports or prevent fraud, then our business and operating results could be harmed, investors could lose confidence in our reported financial information, and the trading price of our stock could drop significantly. In order to achieve compliance with Section 404 of the Act, we will need to engage in a process to document and evaluate our internal control over financial reporting, which will be both costly and challenging. In this regard, management will need to dedicate internal resources, engage outside consultants and adopt a detailed work plan.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

We are a smaller reporting company, as defined in Rule 12b-2 promulgated under the Securities Exchange Act of 1934, and accordingly we are not required to provide the information required by this Item.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Management is responsible for establishing and maintaining adequate disclosure controls and procedures as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Our disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission, and that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure and to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

Our management, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this quarterly report on Form 10-Q. Based upon this assessment, we determined that as of the end of period covered by this quarterly report on Form 10-Q our disclosure controls and procedures were not effective because there exist material weaknesses affecting our internal control over financial reporting.

The conclusion that our disclosure controls and procedures were not effective was due to the presence of the following material weaknesses in internal control over financial reporting which are indicative of many small companies with small staff: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both United States Generally Accepted Accounting Principles and the Securities and Exchange Commission guidelines. Management anticipates that such disclosure controls and procedures will not be effective until the material weaknesses are remediated.

Management’s remediation initiative

We plan to take steps to enhance and improve the design of our internal controls over financial reporting. During the period covered by this quarterly report on Form 10-Q, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we plan to implement the following changes during our fiscal year ending December 31, 2012: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts set out above are largely dependent upon our securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.

Management’s Discussion of Material Weakness

Management has identified the following groups of control deficiencies, each of which, in the aggregate, represents a material weakness in the Company’s internal control over financial reporting as of September 30, 2011:

· The Company’s accounting records, policies and procedures were not adequately maintained or documented, and the accounting and finance department lacked resources and sufficient technical accounting knowledge. · The Company did not analyze financial and operating results in a timely manner, including expenditures by certain management and others. Additionally, the company did not proactively review legal contracts and sales orders entered into for financial implications. · Departments did not always work cohesively, particularly in regards to required disclosures, due diligence and acquisitions. · The Company has engaged in a number of related-party transactions. Additionally, certain of the Company’s executive, directors and shareholders have outside business interests that could conflict with the priorities of the Company. · The Company has not widely circulated a code of ethics beyond the Company’s directors and officers. · The Company did not design and implement controls to communicate and monitor corporate strategy and objectives or compliance with policies and procedures, including expenditure policies at its operation in Spain and Germany. · The Company has only one independent director on the Board of Directors.

Changes in Internal Control over Financial Reporting

There were no changes in the Company’s internal control over financial reporting implemented during the period of this report, which were identified in connection with management’s evaluation required by paragraph (d) of Rules 13a-15 under the Exchange Act, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. The Company anticipates implementing additional internal controls and procedures to address material weaknesses as soon as it is financially and logistically able to do so.

PART II-OTHER INFORMATION

Item 1. Legal Proceedings.

None

Item 1A. Risk Factors.

Not Applicable.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Purchaser

Price per share

Consideration

Date

Class/Series

Date

Purchaser

Price per share

Amount $

Consideration

Class/Series

Asher Enterpises

7,500,000

$ 0.0021

Conversion of debt

7/1/2011

Common

January 31, 2014

Affiliate of Company

3,796,521,515

0.00003

113,895.65

Direct investment pursuant to the terms of a Securities Purchase Agreement

Restricted Common stock

John Rossi

200,000,000

$ 0.0020

Services

7/5/2011

Common

January 31, 2014

Affiliate of Company

1,670.00

3,340.00

Direct investment pursuant to the terms of a Securities Purchase Agreement

Series A Preferred stock

Igor Plahuta

200,000,000

$ 0.0020

Services

7/5/2011

Common

January 31, 2014

Affiliate of Company

441,930

0.75

331,447.50

Direct investment pursuant to the terms of a Securities Purchase Agreement

Series B Preferred stock

Alan Fleming

55,000,000

$ 0.0020

Services

7/5/2011

Common

March 25, 2014

Unaffiliated party

100,000,000

0.0001

10,000.00

Services

Common stock

Jim Bennett

50,000,000

$ 0.0020

Services

7/5/2011

Common

March 31, 2014

Affiliate of Company

266,666,667

0.00007

20,000.00

Direct investment pursuant to the terms of a Securities Purchase Agreement

Restricted Common stock

Sabine Hohler Plahuta

50,000,000

$ 0.0020

Services

7/5/2011

Common

April 14, 2014

Affiliate of Company

1,750,000,000

0.002

4,142,300.16

Conversion of 700,000 shares of Preferred stock

Common stock

Guiseppina Sanna

50,000,000

$ 0.0020

Services

7/5/2011

Common

May 16, 2014

Unaffiliated party

860,000,000

0.0001

86,000.00

Services

Common stock

Grace Antonietta Rossi

20,000,000

$ 0.0020

Services

7/5/2011

Common

June 16, 2014

Unaffiliated party

1,428,571,429

0.00007

100,000.00

Conversion of Company debt

Common stock

Luigi Esposito

10,000,000

$ 0.0020

Services

7/5/2011

Common

John Wright

10,000,000

$ 0.0020

Services

7/5/2011

Common

Denise Rose

5,000,000

$ 0.0020

Services

7/5/2011

Common

Carolina Kjellman

50,000,000

$ 0.0020

Services

7/5/2011

Common

Camillo Abrrescia

4,000,000

$ 0.0020

Services

7/5/2011

Common

Mirkala Bell

2,200,000

$ 0.0020

Services

7/5/2011

Common

Richard Kranitz

2,000,000

$ 0.0020

Services

7/5/2011

Common

John Leo Raneri

1,000,000

$ 0.0020

Services

7/5/2011

Common

Snja Merkel

1,000,000

$ 0.0020

Services

7/5/2011

Common

Ludwig Merkel

1,000,000

$ 0.0020

Services

7/5/2011

Common

Tania Farruggio

1,000,000

$ 0.0020

Services

7/5/2011

Common

Danila Natoli

1,000,000

$ 0.0020

Services

7/5/2011

Common

Carlos Vaqzques Saraza

1,000,000

$ 0.0020

Services

7/5/2011

Common

Kurt Ferner

1,000,000

$ 0.0020

Services

7/5/2011

Common

Curt Hansen

10,000,000

$ 0.0020

Services

7/5/2011

Common

John Pentony

1,000,000

$ 0.0020

Services

7/5/2011

Common

Norma Margaret Bishop

800,000

$ 0.0020

Services

7/5/2011

Common

Jajo Rappe

500,000

$ 0.0020

Services

7/5/2011

Common

Florian Braunfels

500,000

$ 0.0020

Services

7/5/2011

Common

Urseula Mueller Breitkreuz

500,000

$ 0.0020

Services

7/5/2011

Common

Rebeca Dutton

2,000,000

$ 0.0020

Services

7/5/2011

Common

Lorie Varkonda

1,000,000

$ 0.0020

Services

7/5/2011

Common

Robert Schepka

1,000,000

$ 0.0020

Services

7/5/2011

Common

Ken Riter

200,000

$ 0.0020

Services

7/5/2011

Common

Curt Hansen

11,428,998

$ 0.0026

Conversion of debt

7/5/2011

Common

Asher Enterpises

9,000,000

$ 0.0017

Conversion of debt

7/7/2011

Common

Asher Enterpises

4,600,000

$ 0.0004

Conversion of debt

7/11/2011

Common

Evolution Capital

15,000,000

$ 0.0034

Conversion of debt

7/26/2011

Common

Gotham Ventures, LLC

15,000,000

$ 0.0010

Conversion of debt

7/26/2011

Common

Curt Hansen

9,500,000

$ 0.0010

Conversion of debt

7/26/2011

Common

PSP Ventures

15,000,000

$ 0.0038

Services

8/1/2011

Common

Tangiers Investors, LP

26,666,667

$ 0.0010

Conversion of debt

8/3/2011

Common

Gotham Ventures, LLC

6,302,521

$ 0.0034

Conversion of debt

8/22/2011

Common

Evolution Capital

25,210,084

$ 0.0034

Conversion of debt

8/22/2011

Common

J Fenway LLC

10,000,000

$ 0.0040

Conversion of debt

8/29/2011

Common

Tangiers Investors, LP

30,000,000

$ 0.0023

Conversion of debt

8/31/2011

Common

Gotham Ventures, LLC

7,792,208

$ 0.0022

Conversion of debt

9/6/2011

Common

Tangiers Investors, LP

42,857,143

$ 0.0017

Conversion of debt

9/30/2011

Common

These shares were issued in reliance on exemptions form registration provided by Sections 4(a)(2) and 3(a)(9) of the Securities Act.

Item 3. Defaults Upon Senior Securities

None.

~~Item 4. (Removed and Reserved)~~9

~~None~~Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

~~None~~On May 7, 2014, the Company entered into a letter of intent with Pro Peke Power LLC to lease to own an office and warehouse’s 16,838 square foot portion of the property’s total 55,785 square foot space located at 1185 Gooden Xing, Largo, Florida. Lease payments are $7,000 per month with $5,000 per month being applied to the $1,385,000 purchase price. A cash deposit of $7,000 is also being applied to the purchase price. On June 16, 2014, the Company entered into the lease to own agreement with the aforementioned terms of the May 7, 2014 letter of intent. Since the lease is considered a capital lease, the Company recorded the $1,385,000 as a building asset and accrued other liability. On September 1, 2014, the Company began occupancy. The property purchase is expected to close early in the six months ended June 30, 2015.

On June 18, 2014, the Company entered into an asset purchase agreement to acquire all of the assets of Chubby Glass, LLC located in Boulder, Colorado for $189,000 cash terms. The acquisition is expected to close early in the six months ended June 30, 2015.

Item 6. Exhibits

The following exhibits are filed or furnished herewith or are incorporated herein by reference to exhibits previously filed with the SEC.

Exhibit
No.	Description	Location
31.1	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer and Principal Financial Officer.	Filed herewith.
31.2	Rule 13a-14(a)/15d-14(a) Certification of Principal Accounting Officer.	Filed herewith.
32.1	Certification of Chief Executive Officer, Principal Financial Officer and Principal Accounting Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	Filed herewith.

101.INS	XBRL Instance Document*
101.SCH	XBRL Taxonomy Extension Schema Document*
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document*
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document*
101.LAB	XBRL Taxonomy Extension Label Linkbase Document*
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document*

No.	Description	Location
31.1	Certification of Chief Executive Officer and Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
32.1	Certification of Chief Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Filed herewith

* In accordance with Regulation S-T, the XBRL-formatted interactive data files that comprise Exhibit 101 in this Quarterly Report on Form 10-Q shall be deemed “furnished” and not “filed”.

1811

SIGNATURES

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

GARB OIL & POWER, INC.

	GARB OIL & POWER CORPORATION

Date: March 24, 2015	By:	/s/ Tammy Taylor
		Tammy Taylor, Chief Executive Officer

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

/s/ John Rossi John Rossi Chief Executive Officer, President, and Director (Principal Executive Officer and Principal Financial Officer) Date: March 12, 2012

Signature	Title	Date

/s/ Tammy Taylor	Chief Executive Officer and Director (principal executive officer	March 24, 2015
Tammy Taylor	and principal financial officer)

/s/ M. Aimee Coleman	Corporate Secretary (principal accounting officer)	March 24, 2015
M. Aimee Coleman

1912

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