UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

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

For the quarter ended: ~~September~~March 3031, ~~2015~~2016

[ ] 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: 000-55013

STL MARKETING GROUP, INC.

(Exact name of Registrant as specified in its charter)

Colorado		20-4387296
(State or other jurisdiction of incorporation)		(IRS Employer I.D. No.)

10 Boulder Crescent, Suite 102

Colorado Springs, CO 80903

(Address of principal executive offices and zip Code)

(719) 219-5797

(Registrant’s telephone number, including area code)

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 past 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act:

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

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

As of ~~November~~May 16, ~~2015~~2016, there were ~~866~~1,~~507~~042,~~801~~879,492 shares of the registrant’s common stock issued and outstanding.

TABLE OF CONTENTS

~~PART I – FINANCIAL INFORMATION~~	PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements.	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	14
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	1716
Item 4.	Controls and Procedures.	17
PART II – OTHER INFORMATION
Item 1.	Legal Proceedings.	17
Item 1A.	Risk Factors.	1817
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	1817
Item 3.	Defaults Upon Senior Securities.	1918
Item 4.	Mine Safety Disclosures.	1918
Item 5.	Other Information.	1918
Item 6.	Exhibits.	1918
Signatures		2019

PART I -– FINANCIAL INFORMATION

Item 1. Financial Statements.

STL Marketing Group, Inc. & Subsidiaries

Condensed Consolidated Balance Sheets

	September 30, 2015			December 31, 2014
	March 31, 2016			December 31, 2015
	(Unaudited)
Assets
Current Assets
Cash	$	412,~~961~~917		$	~~102~~793
Deferred offering costs		-			84,070
Total Current Assets		12,917			793
Total Current Assets		4,961			84,172
Security Deposit		1,135			1,135
Property and Equipment, net		4,112			5,755
Total Assets	$	14,052		$	1,928
Other Assets
Security deposits		1,135			1,135
Total Assets	$	10,208		$	91,062
Liabilities and Stockholders’ Deficit
Current Liabilities:
Accounts payable and accrued liabilities, including $702,570 and $579,120 salaries due to officers, respectively	$	1,254,811		$	1,062,173
Accounts payable and accrued liabilities, including $799,970 and $750,470 salaries due to officers, respectively	$	1,411,010		$	1,322,834
Accrued liabilities and accounts payable - related party		~~425~~446,~~861~~080			~~385~~436,~~677~~123
Notes payable - related party		121,446			42,751
Liabilities payable in shares		114,500			114,500
Liability settlement		18,681			18,681
Notes payable		60,000			60,000
Convertible notes payable, net of discount		1,015,558			978,069
Notes payable - related party		199,156			150,322
Derivative liabilities		3,236,372			2,439,998
Convertible notes payable, net of discount		926,792			927,992
Total Liabilities		6,247,229			5,101,849
Liabilities payable in shares		114,500			114,500
Derivative liabilities		2,921,919			3,037,500
Total Current Liabilities		6,079,457			6,049,271
Commitments and Contingencies
Stockholders’ Deficit
Class A - Preferred Stock, 10% of Par Value, Non-Cumulative, $1.00 Par Value, 1,800,000 Shares Authorized, 1,800,000 Shares Issued and outstanding		1,800,000			1,800,000
Class B - Preferred Stock, $0.001 Par Value, 1,400,000,000 Shares Authorized, 1,400,000,000 Shares Issued and outstanding		1,400,000			1,400,000
Class C - Preferred Stock, $0.001 Par Value, 125,000 Shares Authorized, Zero Shares Issued and Outstanding		-			-
Common Stock, $0.001 Par Value, 2,600,000,000 Shares Authorized, 866,507,801 Shares Issued and Outstanding at September 30, 2015, 59,764,239 Issued and Outstanding at December 31, 2014		866,508			59,764
Common Stock, $0.001 Par Value, 2,600,000,000 Shares Authorized, 995,394,273 and 910,305,734 Shares Issued and Outstanding, respectively		995,394			910,306
Additional paid in capital - Preferred Stock		(232,000	)		(232,000	)
Additional paid in capital		(2,748,633	)		(2,675,428	)
Discount on Preferred Stock		(2,466,999	)		(2,466,999	)
Accumulated Deficit		(7,512,166	)		(7,482,221	)
Additional paid in capital - Common Stock		599,851			1,305,726
Total Stockholders’ Deficit		(6,065,405	)		(6,047,343	)
Accumulated Deficit		(8,204,381	)		(6,877,278	)
Total Liabilities and Stockholders’ Deficit	$	14,052		$	1,928
Total Stockholders’ Deficit		(6,237,021	)		(5,010,787	)
Total Liabilities and Stockholders’ Deficit	$	10,208		$	91,062

See accompanying notes ~~to the condensed consolidated financial statements~~

STL Marketing Group, Inc. & Subsidiaries

Condensed Consolidated Statemens of Operations

	~~For the Three Months Ended~~	For the Three Months Ended							~~For the Nine Months Ended~~
	September 30, 2015				September 30, 2014				September 30, 2015			September 30, 2014
		March 31, 2016				March 31, 2015
	~~(Unaudited)~~	(Unaudited)			~~(Unaudited)~~	(Unaudited)			~~(Unaudited)~~			~~(Unaudited)~~
Revenues	$	-$	-		$	-$	-		$	-		$	-
Cost of revenues		-				-				-			-
Operating expenses
Gross profit		-				-				-			-
Compensation			62,607				62,607
Operating expenses
Professional fees			46,814				40,086
Compensation		61,899				61,419				186,405			185,925
Selling, general and administrative			10,055				8,156
Professional fees		23,424				22,120				88,728			228,561
Total operating expenses			119,476				110,849
Selling, general and administrative		7,858				71,532				111,106			105,376
Loss from operations			(119,476	)			(110,849	)
Total operating expenses		93,181				155,071				386,239			519,862
Other income (expense):
Loss from operations		(93,181	)			(155,071	)			(386,239	)		(519,862	)
Interest expense			(26,051	)			(132,254	)
Other income (expense):
Change in fair value of derivative liabilities			108,092				31,759
Interest expense		(46,407	)			(263,359	)			(203,489	)		(568,087	)
Gain on extinguisment of derivative liabilities			7,490				-
Loss on settlement liability		-				(36,337	)			-			(78,193	)
Private placement costs			-				(99,644	)
Change in fair value of derivative liabilities		(29,559	)			600,826				(870,433	)		1,170,770
Other income (expense) - net			89,531				(200,139	)
Gain on extinguisment of derivative liabilities		-				-				287,635			-
Net Loss		$	(29,945	)		$	(310,988	)
Private placement costs		-				(304,342	)			(154,577	)		(525,766	)
Net loss per common share - basic and diluted		$	(0.00	)		$	(0.00	)
Other income (expense) - net		(75,966	)			(3,211	)			(940,864	)		(1,276	)
Weighted average common shares outstanding - basic and diluted			956,447,156				63,315,405
Net Loss	$	(169,147	)		$	(158,282	)		$	(1,327,103	)	$	(521,138	)
Net loss per common share - basic and diluted	$	(0.00	)		$	(0.00	)		$	(0.00	)	$	(0.00	)
Weighted average common shares outstanding - basic and diluted		866,507,801				386,302,419				483,549,766			237,058,602

See accompanying notes ~~to the condensed consolidated financial statements~~

STL Marketing Group, Inc. & Subsidiaries

Condensed Consolidated Statements of Stockholders’ Deficit

For the ~~period~~Three ~~from~~Months ~~January~~Ended 1,March ~~2015 to September 30~~31, ~~2015~~2016

	Preferred Stock, Class A Par Value $1.00				Preferred Stock, Class B Par Value $0.001				Additional Paid-In Capital			Discount on			Common Stock, Class B Par Value $0.001				Additional Paid-In Capital
	Shares		Amount		Shares		Amount		Preferred Stock			Preferred Stock			Shares		Amount		Common Stock			Accumulated Deficit			Total
Balance January 1, 2015		1,800,000	$	1,800,000		1,400,000,000	$	1,400,000	$	(232,000	)	$	(2,466,999	)		59,764,239	$	59,764	$	1,305,726		$	(6,877,278	)	$	(5,010,787	)
Shares issued for conversion of notes payable		-		-		-		-		-			-			806,743,562		806,744		(705,876	)		-			100,868
Net Loss		-		-		-		-		-			-			-		-		-			(1,327,103	)		(1,327,103	)
Balance September 30, 2015 (Unaudited)		1,800,000	$	1,800,000		1,400,000,000	$	1,400,000	$	(232,000	)	$	(2,466,999	)		866,507,801	$	866,508	$	599,851		$	(8,204,381	)	$	(6,237,021	)

(Unaudited)

See accompanying notes to the condensed consolidated financial statements

	Preferred Stock, Class A Par Value $1.00				Preferred Stock, Class B Par Value $0.001				Common Stock, Class B Par Value $0.001				Additional Paid-In			Accumulated
	Shares		Amount		Shares		Amount		Shares		Amount		Capital			Deficit			Total

Balance January 1, 2016		1,800,000	$	1,800,000		1,400,000,000	$	1,400,000		910,305,734	$	910,306	$	(2,675,428	)	$	(7,482,221	)	$	(6,047,343	)

Shares issued for conversion of notes payable		-		-		-		-		85,088,539		85,089		(73,206	)		-			11,883
Net Loss		-		-		-		-		-		-		-			(29,945	)		(29,945	)
Balance March 31, 2016 (Unaudited)		1,800,000	$	1,800,000		1,400,000,000	$	1,400,000		995,394,273	$	995,394	$	(2,748,633	)	$	(7,512,166	)	$	(6,065,405	)

See accompanying notes

STL Marketing Group, Inc. & Subsidiaries

Condensed Consolidated Statements of Cash Flows

	For the Nine Months Ended
	For the Three Months Ended
	September 30, 2015			September 30, 2014
	March 31, 2016			March 31, 2015
	(Unaudited)			(Unaudited)
Cash Flows From Operating Activities:
Net Loss	$	(129,~~327,103~~945	)	$	(~~521~~310,~~138~~988	)
Adjustments to reconcile net loss to net cash used in operating activities
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		1,643			1,568
Depreciation		-			548
Stock based compensation		-			66,500
Amortization of debt discount		10,592			56,066
Deferred offering costs		84,070			-
Change in fair value of derivative liabilities		(108,092	)		(31,759	)
Amortization of debt discount		136,069			349,940
Private placement costs		-			99,644
Change in fair value of derivative liabilities		870,433			(1,170,770	)
Interest of debt converted below par		-			53,399
Private placement costs		154,577			509,902
Gain on extinguishment of derivative liabilities		(7,490	)		-
Amortization of deferred offering costs		-			15,864
Financing fees		-			78,193
Gain on extinguishment of derivative liabilites		(287,635	)		-
Debt converted below par		-			143,816
Changes in operating assets and liabilities:
Security deposits		-			-
Accounts payable and accrued liabilities		88,268			79,071
Accounts payable and accrued liabilities		194,926			147,047
Accounts payable - related party		9,957			(1,479	)
Accounts payable - related party		40,184			66,906
Net Cash Used in Operating Activities		(36,710	)		(55,498	)
Net Cash Used in Operating Activities		(132,836	)		(312,172	)
Cash Flows From Investing Activities:
Purchase of property and equipment		-			(640	)
Security deposits		-			3,398
Net Cash Provided by Investing Activities		-			2,758
Cash Flows From Financing Activities:
Proceeds from related party notes payable		8348,~~695~~834			-23,695
Payment of related party notes payable		(5,000	)		-
Proceeds from convertible notes		-			34,000
Proceeds from convertible notes		59,000			314,000
Net Cash Provided by Financing Activities		48,834			57,695
Net Cash Provided by Financing Activities		137,695			314,000
Net increase cash		12,124			2,197
Net increase cash		4,859			4,586
Cash at beginning of period		793			102
Cash at beginning of period		102			717
Cash at end of period	$	12,917		$	2,299
Cash at end of period	$	4,961		$	5,303
Supplemental disclosure of cash flow information:
Cash paid during the period for interest	$	-		$	-
Cash paid during the period for income taxes	$	-		$	-
Supplemental disclosure of non-cash investing and financing activities:
Conversion of convertible notes into common stock	$	9811,~~580~~791		$	~~116~~31,~~860~~246
Conversion of accrued interest on convertible note into common stock	$	~~2,288~~92		$	-
Note payable issued for deferred offering costs	$	-		$	25,000
Common stock issued for deferred offering costs	$	-		$	50,000
Liabilities settled in connection with the Liabilities Purchase Agreement	$	-		$	164,758

See accompanying notes ~~to the condensed consolidated financial statements~~

STL Marketing Group, Inc. & Subsidiaries

Notes to the Condensed Consolidated Financial Statements

~~For~~Three ~~the~~Months ~~three~~Ended ~~and~~March ~~nine months ended September 30~~31, ~~2015~~2016 and ~~2014~~2015

(Unaudited)

Note 1 – Nature of Operations ~~and Summary of Significant Accounting Policies~~

Nature of Operations

~~The~~STL Marketing Group, Inc., (the “Company”) has ~~recently~~several ~~added~~business ~~the~~operations. ~~sale~~The ~~and~~Company’s ~~distribution~~initial offocus, ~~PBX~~renewable energy, ~~equipment~~is ~~(VoIP~~currently ~~technology)~~on tohold ~~its~~due ~~original~~to ~~focus~~political delays in ~~the~~this ~~development of~~industry ~~renewable~~in ~~energy~~Costa ~~projects~~Rica. AsThe aCompany ~~result~~has pivoted to technology, ~~our~~a core ~~business~~competency isof ~~the~~its ~~sales~~senior ~~and~~management ~~distribution~~team. ofThe ~~VoIP~~Company ~~PBXs~~has ~~under~~sales ~~the~~and ~~brand~~marketing ~~name~~operations in: (1) PhoneSuite Solutions, an asIP ~~well~~PBX asproduct for the ~~prospective~~hospitality ~~sale~~industry ofand ~~electricity~~(2) ~~through~~F3TCH, a ~~wind~~patent ~~park~~pending totechnology, athat ~~government~~virtualizes ~~owned~~the ~~utility~~hotel ~~company~~guest inroom telephone ~~Costa~~to ~~Rica~~a guest’s smart phone or device.

~~On October 15, 2012,~~ STL Marketing Group, Inc. (the “~~STLK~~Company,” “our Company,” ~~the~~“we,” “~~Company~~us,” “our,” or “STL,”) ~~entered~~was ~~into~~incorporated aunder ~~merger~~the ~~agreement with~~laws ~~Versant~~of ~~Corporation,~~the aState ~~Delaware~~of ~~corporation~~Colorado ~~(“Versant”).~~on InFebruary ~~January~~16, ~~2013~~1999 under the ~~respective~~original ~~Boards~~name of ~~Versant and~~ ~~STLK~~Fountain ~~approved~~Colony aVentures, ~~Share~~Inc. ~~Exchange~~Fountain ~~Plan~~Colony ~~(“SEP”)~~Ventures, ~~and~~Inc. aschanged aits ~~result,~~name onto ~~February~~SGT 4Ventures, ~~2013:~~Inc. ~~(1)~~in ~~the~~March ~~holders~~2006. ofIn ~~STLK~~June ~~Preferred~~2006, ASGT ~~and~~Ventures, ~~Preferred~~Inc. Cchanged ~~Series~~its ~~stock~~name ~~returned~~to ~~their~~Stronghold ~~shares~~Industries, toInc. ~~treasury;~~On ~~(2)~~October ~~STLK’s~~30, ~~Preferred~~2007, ~~Series~~Stronghold AIndustries, BInc. ~~and~~entered Cinto a ~~were~~share ~~restructured~~ purchase and ~~amended~~exchange toagreement ~~reflect~~with ~~the~~Image ~~SEP;~~Worldwide, ~~(3)~~Inc. ~~Versant~~The ~~Class~~Company Aname ~~shareholders~~was ~~exchanged~~officially ~~1,800,000~~changed ~~shares~~with the Secretary of ~~Versant~~State ~~Class~~to AImage ~~shares~~Worldwide, ~~for~~Inc. 1(“Image Worldwide”) on November 21,~~800,000 shares~~ of2007. ~~STLK~~Image ~~Series~~Worldwide Aentered ~~Preferred~~into ~~Convertible~~a ~~Stock;~~share ~~(4)~~exchange agreement ~~Versant’s~~with ~~shareholders~~St. ~~exchanged~~Louis ~~1,000~~Packaging ~~shares~~Inc. ofand ~~Versant~~Image ~~Class X~~Worldwide ~~common~~Marketing, ~~shares~~Inc., ~~for~~a 1Delaware corporation,~~400~~ on January 31,~~000~~ 2009. On November 27,~~000~~ ~~shares~~2009 ofthe ~~STLK~~Company ~~Series~~entered Binto ~~Preferred~~an ~~Stock;~~asset ~~(5)~~purchase ~~Versant’s~~agreement ~~shareholders~~to ~~exchanged~~sell ~~200,003 shares~~all of ~~Class~~its Bassets ~~common~~to ~~stock~~Invicta ~~for~~Group, ~~convertible~~Inc., ~~notes~~a inNevada ~~STLK~~corporation. In ~~and~~April 62009,~~666,667~~ ~~shares~~the ofCompany ~~STLK’s~~changed ~~common~~its ~~stock;~~name ~~and~~to ~~(6)~~STL ~~Versant issued~~Marketing 7Group,~~500,000~~ ~~shares~~Inc. ofOn ~~Class~~October B15, ~~common~~2012, ~~shares~~the Company transferred ownership to ~~STLK~~Versant ~~shareholders~~I, ~~granting~~Inc., ~~them~~a ~~100%~~Panamanian ofcompany ~~the~~owned ~~common~~by ~~shares~~the incurrent ~~Versant~~CEO. ~~Upon finalization~~On ofFebruary 4, 2013 the ~~merger~~Company entered into a share exchange and merged with Versant Corporation, a Delaware company whereby Versant became the Company’s ~~shareholders~~wholly ~~held~~owned ~~100,120,000~~operating ~~shares~~subsidiary. The ortransaction ~~98.26%~~was ofaccounted ~~the~~for ~~combined~~as ~~entity~~a reverse merger.

AsGoing the owners and management of Versant had voting and operating control of the Company after the merger, the transaction was accounted for as a recapitalization with Versant deemed the acquiring company for accounting purposes, and the Company deemed the legal acquirer. Due to the change in control, the consolidated financial statements reflect the historical results of Versant prior to the merger and that of the consolidated Company following the merger. Common Stock and the corresponding capital amounts of the Company pre-merger have been retroactively restated as of the earliest periods presented as capital stock reflecting the exchange ratio in the merger.Concern

~~STLK~~The ~~was~~accompanying consolidated financial statements have been prepared on a ~~“shell~~going ~~company”~~concern ~~prior~~basis, towhich contemplates the ~~merger~~realization of assets and ~~did~~the ~~not~~settlement ~~conduct~~of anliabilities ~~active~~and ~~trade~~commitments orin the normal course of business. ~~Because~~As itreflected ~~was~~in athe ~~shell~~accompanying ~~company~~consolidated atfinancial statements, during the ~~time~~three ofmonths ended March 31, 2016, the ~~Merger~~Company incurred a net loss of $29,945, weused cash ~~filed~~in operations of $36,710, and had a ~~general~~stockholders’ ~~form~~deficit ~~for~~of ~~registration~~$6,065,405. ~~under~~These ~~Form~~factors 10raise ~~under~~substantial doubt about the ~~Securities~~Company’s ~~Exchange~~ability ~~Act~~to ofcontinue as a going concern. In addition, the Company’s independent registered public accounting ~~1934~~firm, in its report on the Company’s December 31, 2015 financial statements, has raised substantial doubt about the Company’s ability to continue as ~~amended~~a going concern. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to raise additional funds and implement its business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

~~Summary~~At March 31, 2016, the Company had cash on hand in the amount of ~~Significant~~$12,917. ~~Accounting~~Management ~~Policies~~estimates that the current funds on hand will not be sufficient to continue operations. Management is currently seeking additional funds, primarily through the issuance of debt and equity securities for cash to operate our business, and estimates that a significant amount of capital will be necessary to advance the development of our projects to the point at which they will become commercially viable.

~~Basis~~No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of ~~Presentation~~debt financing or cause substantial dilution for our stockholders, in case of ~~Unaudited~~equity ~~Condensed~~financing. ~~Financial~~The ~~Information~~ability of the Company to continue as a going concern is dependent on management’s plans, which include further implementation of its business plan and continuing to raise funds through debt and/or equity raises.

The unaudited condensed financial statements of the Company for the nine months ended September 30, 2015 and 2014 have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Regulation S-K. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. However, such information reflects all adjustments (consisting solely of normal recurring adjustments), which are, in the opinion of management, necessary for the fair presentation of the financial position and the results of operations. Results shown for interim periods are not necessarily indicative of the results to be obtained for a full fiscal year. The balance sheet information as of December 31, 2014 was derived from the audited financial statements included in the Company’s financial statements as of and for the year ended December 31, 2014 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on April 22, 2015. These financial statements should be read in conjunction with that report.

~~STL~~Note ~~Marketing~~2 ~~Group,~~– ~~Inc.~~Summary &of ~~Subsidiaries~~Significant Accounting Policies

~~Notes~~Principles toof ~~the Condensed Consolidated Financial Statements~~Consolidation

~~For~~The ~~the~~financial ~~three~~statements ~~and~~include ~~nine~~the ~~months~~accounts ~~ended~~of ~~September~~STL 30Marketing Inc., ~~2015~~and its wholly-owned subsidiaries. Intercompany balances and transactions ~~2014~~have been eliminated in consolidation.

~~(Unaudited)~~Estimates

~~Use~~The preparation of ~~Estimates~~financial statements in conformity with generally accepted accounting principles requires management to make estimates and ~~Assumptions~~assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The more significant estimates and assumptions by management include, among others, the accrual of potential liabilities, and the assumptions used in valuing derivatives and share-based instruments issued for services and financing. Actual results could differ from those estimates.

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The more significant estimates and assumptions by management include, among others, the accrual of potential liabilities, and the assumptions used in valuing derivatives and share-based instruments issued for services and financing. Actual results could differ from those estimates.

Fair Value of Financial Instruments

The fair value of our financial assets and liabilities reflects our estimate of amounts that we would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of our assets and liabilities, we seek to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities:

Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.
Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.
Level 3		Pricing inputs that are generally unobservable inputs based on the Company’s assumptions and not corroborated by market data.

The Company’s financial instruments consist principally of cash, accounts payable, accrued liabilities, and notes payable. The carrying amounts of such financial instruments in the accompanying balance sheets approximate their fair values due to their relatively short-term nature. It is management’s opinion that the Company is not exposed to any significant currency or credit risks arising from these financial instruments.

As of September 30, 2015 and December 31, 2014, the Company’s condensed consolidated balance sheets included the fair value of derivative liabilities of $3,236,372 and $2,439,998, respectively, which was based on Level 2 measurements.

Share-Based Compensation

The Company periodically issues stock options and warrants to employees and non-employees in non-capital raising transactions for services and for financing costs. The Company accounts for stock option and warrant grants issued and vesting to employees based on the authoritative guidance provided by the Financial Accounting Standards Board (FASB) whereas the value of the award is measured on the date of grant and recognized over the vesting period. The Company accounts for stock option and warrant grants issued and vesting to non-employees in accordance with the authoritative guidance of the FASB whereas the value of the stock compensation is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested and the total stock-based compensation charge is recorded in the period of the measurement date.

Derivative Financial Instruments

The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then revalued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. To determine the number of authorized but unissued shares available to satisfy outstanding convertible securities, the Company uses a sequencing method to prioritize its convertible securities as prescribed by ASC 815-40-35. At each reporting date, the Company reviews its convertible securities to determine their classification is appropriate.

Fair Value of Financial Instruments

Under current accounting guidance, fair value is defined as the price at which an asset could be exchanged or a liability transferred in a transaction between knowledgeable, willing parties in the principal or most advantageous market for the asset or liability. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or parameters are not available, valuation models are applied. A fair value hierarchy prioritizes the inputs used in measuring fair value into three broad levels as follows:

Level 1 – Quoted prices in active markets for identical assets or liabilities.

Level 2 – Inputs, other than the quoted prices in active markets, are observable either directly or indirectly.

Level 3 – Unobservable inputs based on the Company’s assumptions.

~~STL~~The ~~Marketing~~Company ~~Group,~~is ~~Inc~~required to use observable market data if such data is available without undue cost and effort. &As ~~Subsidiaries~~of March 31, 2016, the amounts reported for cash, accounts payable and accrued liabilities approximated fair value because of their short-term maturities.

~~Notes~~At toMarch ~~the~~31, ~~Condensed~~2016 ~~Consolidated~~and ~~Financial~~December ~~Statements~~31, 2015, derivative liabilities of $2,921,919 and $3,037,500, respectively, were valued using Level 2 inputs.

For the three and nine months ended September 30, 2015 and 2014

(Unaudited)

Reverse Stock Split

In October 2014, the Company’s board of directors and stockholders approved an amended and restated certificate of incorporation to affect a reverse split of shares of our common stock at a 1-for-15 ratio. The reverse split became effective in March 2015. The par value and the authorized shares of the common and convertible preferred stock were not adjusted as a result of the reverse split. All issued and outstanding common stock and per share amounts contained in the financial statements have been retroactively adjusted to reflect this reverse split for all periods presented.

Net ~~Income/(~~Loss) per Common Share

Basic ~~earnings~~loss per share ~~(“EPS”)~~ is computed by dividing net loss ~~available~~applicable to common stockholders by the weighted average number of outstanding common shares ~~outstanding~~ during the period~~, excluding the effects of any potentially dilutive securities~~. Diluted ~~EPS gives~~loss ~~effect~~per toshare ~~all~~is ~~potentially~~computed ~~dilutive~~by ~~shares~~dividing ~~of common stock outstanding during~~ the ~~period~~net ~~including~~loss ~~stock~~applicable ~~options~~to orcommon ~~warrants,~~stockholders ~~using the treasury stock method (~~by ~~using~~ the weighted average ~~stock~~number ~~price~~of ~~for~~common ~~the~~shares ~~period~~outstanding toplus ~~determine~~ the number of additional common shares ~~assumed~~that ~~to be~~would ~~purchased~~have ~~from~~been ~~the~~outstanding if ~~exercise~~all ofdilutive ~~stock~~potential ~~options~~common orshares ~~warrants),~~had ~~and~~been ~~convertible~~issued. ~~debt~~Potential orcommon ~~convertible~~shares ~~preferred~~are ~~stock,~~excluded ~~using~~from the ~~if-converted~~computation when their ~~method~~effect is anti-dilutive.

At September 30, 2015 and 2014, we excluded the outstanding securities summarized below, which entitle the holders thereof to acquire shares of common stock as their effect would have been anti-dilutive:

Common stock equivalents are as follows:

	September 30, 2015		September 30, 2014
	March 31, 2016		March 31, 2015
Convertible Debt		3129,~~546~~513,~~431~~440,~~115~~733		94,~~292~~034,~~898~~389,~~942~~339
Liability to be paid in shares		~~545~~395,~~000~~872,~~000~~093		~~872~~68,~~093~~125,000
Liability to be paid in shares (30% discount)		1,~~003~~029,~~812~~526,~~571~~857		~~285~~139,~~715~~728,~~200~~327
Common stock equivalents		3330,~~095~~938,~~243~~839,~~686~~683		94,~~579~~242,~~486~~242,~~235~~666

Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers. ASU 2014-09 is a comprehensive revenue recognition standard that will supersede nearly all existing revenue recognition guidance under current U.S. GAAP and replace it with a principle based approach for determining revenue recognition. ASU 2014-09 will require that companies recognize revenue based on the value of transferred goods or services as they occur in the contract. The ASU also will require additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 is effective for interim and annual periods beginning after December 15, 2017. Early adoption is permitted only in annual reporting periods beginning after December 15, 2016, including interim periods therein. Entities will be able to transition to the standard either retrospectively or as a cumulative-effect adjustment as of the date of adoption. The Company is in the process of evaluating the impact of ASU 2014-09 on the Company’s financial statements and disclosures.

In August 2014, the FASB issued Accounting Standards Update No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which provides guidance on determining when and how to disclose going-concern uncertainties in the financial statements. ASU 2014-15 requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. An entity must provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impact the adoption of ASU 2014-15 on the Company’s financial statements and disclosures.

~~STL~~In ~~Marketing~~February ~~Group~~2016, ~~Inc~~the FASB issued Accounting Standards Update (ASU) No. &2016-02, ~~Subsidiaries~~Leases. ASU 2016-02 requires a lessee to record a right of use asset and a corresponding lease liability on the balance sheet for all leases with terms longer than 12 months. ASU 2016-02 is effective for all interim and annual reporting periods beginning after December 15, 2018. Early adoption is permitted. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company is in the process of evaluating the impact of ASU 2016-02 on the Company’s financial statements and disclosures.

Notes to the Condensed Consolidated Financial Statements

For the three and nine months ended September 30, 2015 and 2014

(Unaudited)

Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements.

Note 2 – Going Concern

The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying consolidated financial statements, the Company has not yet generated significant revenues and has incurred recurring net losses. During the nine month period ended September 30, 2015, the Company incurred a net loss of $1,327,103 and used cash in operations of $132,836. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to raise additional funds and implement its business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. In addition, the Company’s independent registered public accounting firm, in its report on the Company’s December 31, 2014 financial statements, has raised substantial doubt about the Company’s ability to continue as a going concern.

At September 30, 2015, the Company had cash on hand in the amount of $4,961. Management estimates that the current funds on hand will not be sufficient to continue operations. Management is currently seeking additional funds, primarily through the issuance of debt and equity securities for cash to operate our business, and estimates that a significant amount of capital will be necessary to advance the development of our projects to the point at which they will become commercially viable.

No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing or cause substantial dilution for our stock holders, in case of equity financing. The ability of the Company to continue as a going concern is dependent on management’s plans, which include further implementation of its business plan and continuing to raise funds through debt and/or equity raises.

Note 3 – Notes Payable

	September 30, 2015		December 31, 2014
	March 31, 2016		December 31, 2015
In October 2010, a third party loaned the Company $50,000 under a demand note bearing zero interest. This note is in default.	$	50,000	$	50,000
In October 2010, a third party loaned the Company $50,000 under a demand note bearing zero interest. At March 31, 2016 and December 31, 2015, this note is in default.	$	50,000	$	50,000
In March 2011, third parties loaned the Company $10,000 under a demand note bearing zero interest. The note were acquired in the merger and is in default.		10,000		10,000
In March 2011, third parties loaned the Company $10,000 under a demand note bearing zero interest. The note was acquired in the merger. At March 31, 2016 and December 31, 2015, this note is in default.		10,000		10,000
	$	60,000	$	60,000

10Note 4 – Notes Payable-Related Party

STL Marketing Group, Inc. & Subsidiaries

		March 31, 2016				December 31, 2015
The Company’s officers and shareholders have made various promissory notes to the Company to fund operations. During the three months ended March 31, 2016, three notes were issued for $48,834 to related parties. The notes are unsecured, and bear interest at 6% per annum. At March 31, 2016, $121,446 of the notes are past due and in default, and the balance of $77,710 are due through September 1, 2016.		$	199,156			$	150,322

Notes to the Condensed Consolidated Financial Statements

For the three and nine months ended September 30, 2015 and 2014

(Unaudited)

Note 4 – Liabilities payable in shares and settlement liability

Liabilities payable in shares

In August 2012, the Company executed a consulting agreement with a third party to provide various services. Under the terms of the agreement, the consultant would be paid $10,000 per month for six months in the form of free trading shares. The share total is computed as follows: earned compensation will accrue interest at 6%, and accrued compensation will be convertible into 70% of the average of the lowest three closing bid prices of the 20 days preceding any conversion. At September 30, 2015, a balance of $60,000 remains outstanding and at September 30, 2015, is convertible into 1,003,812,571 shares of Common Stock.

In January 2014, the Company executed a three-month consulting agreement with a third party to provide strategic planning matters. The consultant would be paid $15,000 per month for three months in the form of restricted common stock, using the average of the last five trading days of the month. As of September 30, 2015, a balance of $15,000 remains outstanding and at September 30, 2015, is convertible into 150,000,000 shares of Common Stock.

In February 2014, the Company engaged an attorney as counsel. According to the engagement contract, a portion of the fees due to the attorney would be paid in restricted common shares. As of September 30, 2015 the Company has fees payable in the amount of $39,500, which at September 30, 2015 is convertible into 395,000,000 shares of Common Stock.

Settlement liability

In March 2008, the Company entered into an asset purchase agreement to purchase assets for $65,000 in STLK common stock. At December 31, 2013, the liability related to this asset purchase totaled $43,333. In 2014, the Company agreed to a settlement to pay the $43,333, and payments of $24,652 were made in 2014. At September 30, 2015 and December 31, 2014, respectively, the balance of $18,681 remains outstanding.

Note 5 – Convertible Notes Payable

At ~~September~~March 3031, ~~2015~~2016 and December 31, ~~2014~~2015, convertible notes consisted of the following:

	September 30, 2015			December 31, 2014
	March 31, 2016			December 31, 2015
Unsecured convertible notes payable.	$	1,044,739		$	1,084,319
Unsecured convertible notes payable	$	930,352		$	942,144
Debt discount		(293,~~181~~560	)		(~~106~~14,~~250~~152	)
Notes payable, net of discount	$	1926,~~015,558~~792		$	~~978~~927,~~069~~992

From ~~2007~~2009 to 2015, the Company issued Convertible Promissory Notes (“Notes”) ~~in the aggregate principal amount of $1,087,073~~ to various accredited investors. The Notes bear interest ranging from 8% to 12% per annum and mature on various dates from ~~March 2008~~February 2010 to September 2016. The Company is currently in default of payment for Notes ~~that matured~~ in ~~March 2008 through April 2015 in~~ the aggregate principal amount of $~~959~~884,~~330~~133.

The Notes are convertible into shares of Common Stock of the Company at the option of the holder commencing on various dates following the issuance date of the Notes and ending on the later of the maturity date or date of full payment of principal and interest. The principal amount of the Notes along with, at the holder’s option, any unpaid interest and penalties, are convertible at price per share at discounts ranging from 10% to 75% of the Company’s Common Stock trading market price during a certain time period, as defined in the agreements. Further, the conversion prices for three notes are subject to a floor such that the conversion prices will not be less than a certain price, as defined in the agreement, with such floor prices ranging from $0.004 to $0.015 per share. In addition, the conversion prices are subject to adjustment in certain events, such as in conjunction with any sale, conveyance or disposition of all or substantially all of the Company’s assets or consummation of a transaction or series of related transactions in which the Company is not the surviving entity.

AsAt ofMarch ~~December~~ 31, ~~2014~~2016, the ~~balance~~notes are convertible into shares of common stock of the ~~Notes~~Company ~~was~~at ~~$1,084,319.~~the ~~During~~option of the ~~nine~~holder ~~month~~at ~~ended~~price ~~September~~per share ~~30,~~discounts ~~2015,~~ranging from 10% to 75% of the Company’s ~~issued~~common stock trading market price during a certain time period ~~$59,000~~(usually of10-20 ~~new~~days) ~~unsecured~~as ~~convertible~~defined in the notes. ~~During~~In addition, the ~~nine~~conversion ~~months~~prices ~~ended~~are ~~September~~subject ~~30,~~to ~~2015~~adjustment in certain events, such ~~note~~as ~~holders~~in ~~converted~~conjunction ~~$98~~with any sale,~~580~~ ~~of principal~~conveyance ~~and~~or ~~$2,287~~disposition of ~~accrued~~all ~~interest~~or ~~into~~substantially ~~806,743,562~~all ~~shares~~ of the Company’s ~~common~~assets ~~stock.~~or Atconsummation of ~~September~~a ~~30,~~transaction ~~2015,~~or ~~the principal~~series ~~balance~~ of related transactions in which the ~~Notes~~Company ~~was~~is ~~$1,044,739~~not the surviving entity.

As of December 31, ~~2014~~2015, the ~~debt~~balance ~~discount related to issuance~~ of the Notes was $~~106~~942,~~250~~144. During the ~~nine~~three months ended ~~September 30~~March 31, ~~2015~~2016, the Company ~~recorded~~did ~~debt~~not issue ~~discounts~~any ofnew ~~$59,000,~~unsecured ~~and~~convertible ~~recorded~~notes. ~~discount~~During ~~amortization~~the ofthree ~~$136,069.~~months Asended ofMarch ~~September~~31, 302016, ~~2015,~~ ~~debt~~note ~~discount~~holders ~~was~~converted $2911,~~181.~~791 ~~The~~of ~~remainder~~principal and $92 of ~~the~~accrued ~~valuation~~interest ~~discount~~into ~~will~~85,088,539 beshares ~~amortized~~of asthe ~~interest~~Company’s ~~expense~~common ~~over~~stock. At March 31, 2016, the ~~remaining term~~principal balance of the Notes was $930,352.

11As of December 31, 2015, the debt discount related to issuance of the Notes was $14,152. During the three months ended March 31, 2016, the Company recorded discount amortization of $10,592. As of March 31, 2016, debt discount was $3,560. The remainder of the valuation discount will be amortized as interest expense over the remaining term of the note of approximately six months.

~~STL~~The ~~Marketing~~Company ~~Group,~~considered ~~Inc~~the current FASB guidance on derivative accounting. &As ~~Subsidiaries~~the ultimate determination of shares to be issued upon conversion of these notes could exceed the current number of available authorized shares, the conversion feature of these notes is recorded as a derivative liability (See Note 7).

~~Notes~~Management and legal counsel have reviewed previous agreements and believe, pursuant to the ~~Condensed~~Stock ~~Consolidated~~Purchase ~~Financial~~and ~~Statements~~Share Exchange Agreement effective as of January 31, 2009 (the “2009 Agreement”) entered into by the Company (then known as Image Worldwide, Inc., a Colorado corporation). Image Worldwide Marketing, Inc., a Delaware corporation and subsidiary of the Company (“Image Worldwide Marketing Delaware”), and St. Louis Packaging, Inc., an Illinois corporation, that Image Worldwide Delaware should have assumed all liabilities of the Company as of or prior to the 2009 Agreement. Management believes this amounts to $308,333 of debt (including $265,000 of convertible debt), plus its related interest and derivatives. The Company is currently reviewing and weighing its options and will proceed accordingly. At March 31, 2016 and December 31, 2015, this debt is included on the accompanying consolidated financial statements.

~~For~~Note ~~the~~6 ~~three~~– ~~and~~Liabilities ~~nine~~Payable ~~months~~in ~~ended September 30, 2015 and 2014~~Shares

~~(Unaudited)~~At March 31, 2016 and December 31, 2016, the Company has recorded $114,500 of liabilities payable in shares of its Common Stock for services received from three unrelated parties in 2012 and 2014. Of the total, $60,000 is payable in shares at a price at 70% of the average of the lowest three closing bid prices, as defined, $15,000 is payable in shares using the average of the last five trading days from date of service, as defined, and $39,500 is payable at the current price of the Company shares, as defined. At March 31, 2016, the balance of $114,500 is convertible into 1,425,398,950 shares of Common Stock.

The Company considered the current FASB guidance ofon ~~“Contracts~~derivative inaccounting. ~~Entity’s~~As ~~Own Stock” which indicates that any adjustment to~~ the ~~fixed~~ultimate ~~amount~~determination ~~(either conversion price or number~~ of shares) ~~of the instrument regardless of the probability of whether or not within the issuers’ control means the instrument is not indexed~~ to ~~the~~be ~~issuers~~issued ~~own stock. Accordingly, the Company determined~~upon ~~that~~payment ~~the conversion prices~~ of ~~the~~these ~~Notes~~liabilities ~~were~~could ~~not~~exceed athe ~~fixed~~current ~~amount~~number ~~because they were subject to an adjustment based on the occurrence~~ of ~~future~~available ~~offerings~~authorized ~~or events. In addition~~shares, the Company determined that instruments with floor prices ranging from $0.004 to $0.015 were de minimus and in substance not indexed to the Company’s own stock. As a result, the Company determined that the conversion ~~features~~ offeature ~~the Notes were not considered indexed to the Company’s own stock and characterized the fair value~~ of ~~the~~these ~~conversion features as derivative~~ liabilities ~~upon issuance. The Company records debt discount to the face amount of the notes, and any excess~~ is recorded as a derivative liability (See Note 7).

Note 67 – Derivative ~~liabilities~~ Liabilities

Under authoritative guidance issued by the FASB debt instruments, which do not have fixed settlement provisions, are deemed to be derivative instruments. The conversion feature of the Company’s convertible notes payable and liabilities payable in shares (described in Note 45 and 56 above) did not have fixed settlement provisions because the ultimate determination of shares to be issued could exceed current available authorized shares.

In accordance with the FASB authoritative guidance, the conversion feature of the financial instruments was separated from the host contract and recognized as a derivative instrument. The conversion feature of the financial instruments had been characterized as a derivative liability and was re-measured at the end of every reporting period with the change in value reported in the statement of operations.

~~The derivative liability was valued at the following dates using a Black-Scholes-Merton model with the following assumptions:~~11

	September 30, 2015			January to September, 2015 (Dates of Inception)			December 31, 2014
Conversion feature:
Risk-free interest rate		0.33	%		.11	%		0.03	%
Expected volatility		511	%		636%-756%			290%-959	%
Expected life (in years)		0.25 -1 year			0.33-1 year			0.1-1.68 years
Expected dividend yield		-			-			-
Fair Value:
Conversion feature	$	3,236,372		$	213,577		$	2,439,998

The derivative liability was valued at the following dates using a probability weighted Black-Scholes-Merton model with the following assumptions:

The risk-free interest rate was based on rates established by the Federal Reserve Bank. The Company used its own stock’s volatility as the estimated volatility. The expected life of the conversion feature of the notes was based on the remaining terms of the financial instruments. The expected dividend yield was based on the fact that the Company has not customarily paid dividends to its common stockholders in the past and does not expect to pay dividends to its common stockholders in the future.

	March 31, 2016			December 31, 2015
Conversion feature:
Risk-free interest rate		0.21	%		0.03	%
Expected volatility		244	%		290%-959	%
Expected life (in years)		1 year			1 year
Expected dividend yield		-			-

Fair Value:
Conversion feature	$	2,921,919		$	3,037,500

AtThe ~~December~~risk-free ~~31,~~interest ~~2014,~~rate ~~the balance of the derivative liabilities~~ was ~~$2,439,998.~~based Ason ofrates ~~September~~established ~~30,~~by ~~2015,~~ the ~~Company~~Federal ~~re-measured the~~Reserve ~~derivative~~Bank. ~~liabilities~~The ~~and~~expected ~~determined~~life ~~the~~of ~~fair value to be $3,236,372. For~~ the ~~nine~~conversion ~~months~~feature of ~~ended September 30, 2015,~~ the ~~Company recorded~~notes awas ~~loss~~based on the ~~change~~remaining interms ~~fair value~~ of ~~derivatives~~the offinancial ~~$870,433~~instruments. InThe ~~addition,~~expected ~~during~~dividend ~~the~~yield ~~nine~~was ~~months~~based ~~ended~~on ~~September~~the ~~30,~~fact ~~2015,~~that ~~convertible~~the ~~notes~~Company ~~and~~has ~~accrued~~not ~~interest~~customarily ~~totaling~~paid ~~$100,867~~dividends ~~were~~to ~~converted~~its ~~into shares of~~ common ~~stock~~stockholders ~~and~~in the ~~Company~~past ~~recorded a~~and ~~gain~~does ofnot ~~$287,635~~expect ~~related~~ to ~~the~~pay ~~extinguishment~~dividends to ofits ~~the~~common ~~corresponding~~stockholders ~~derivative~~in ~~liability~~the future.

~~Note~~At December 31, 2015, the balance of the derivative liabilities was $3,037,500. During the three months ended March 31, 2016, convertible notes and accrued interest totaling $11,883 were converted into shares of common stock and the Company recorded a gain of $7,490 related –to ~~Related~~the ~~Party~~extinguishment ~~Transactions~~of the corresponding derivative liability. As of March 31, 2016, the Company re-measured the derivative liabilities and determined the fair value to be $2,921,919, and for the three months ended March 31, 2016, recorded a gain on the change in fair value of derivatives of $108,092.

Note 8 – Common Stock

For the three months ended March 31 2016, 85,088,539 shares of common stock were issued to holders of various convertible notes that converted $11,883 of principal and accrued interest.

Note 9 – Related Party Transactions

(A) Accounts Payable and Accrued Liabilities – Related Party

Since April 8, 2010 through ~~September~~March 3031, ~~2015~~2016, management and board members have been advancing funds to the Company, paying expenses on on behalf of the Company, and deferring salaries and consulting fees. As of ~~September~~March 3031, ~~2015~~2016 and December 31, ~~2014~~2015, accounts ~~payable~~ payable and accrued liabilities due to board members and companies owned by board members totaled $~~425~~446,~~861~~080 and $~~385~~436,~~677~~123, respectively. These amounts are unsecured, non-interest bearing, and due on demand.

(B) Related Party Consulting Services

The Company incurred consulting expenses to a company that is owned by a board member, and for the ~~nine~~three months ending ~~September~~March 3031, ~~2015~~ 2016 and ~~2014~~2015 the amounts were $227,500 and $757,~~000~~500 respectively.

The Company executed various promissory notes to related parties since inception. The balance of the outstanding notes at December 31, 2014 was $42,751. During the nine months ended September 30, 2015, notes were issued in the amount of $83,695 to related parties. The notes mature in 3 months to 1 year, are unsecured, and have interest rate at 6%, per annum. During the nine months ended September 30, 2015, the Company repaid $5,000 on notes to related parties. The balance of the outstanding notes at September 30, 2015 was $121,446. At September 30, 2015, the Company is in default on $61,446 of these notes.

Note 8 – Foreign Operations

Costa Rica

Operations outside the U.S. include subsidiaries in Costa Rica. Foreign operations are subject to risks inherent in operating under different legal systems and various political and economic environments. Among the risks are changes in existing tax laws, possible limitations on foreign investment and income repatriation, government price or foreign exchange controls, and restrictions on currency exchange. These subsidiaries are still in the development stage and have not generated any revenues.

Note 9 – Stockholders Deficit

Common Stock –

For the nine months ended September 30, 2015, 806,743,563 of Common Stock has been issued to the Holders of various convertible notes that converted $98,580 in principal and $2,288 in accrued interest.

STL Marketing Group, Inc. & Subsidiaries

Notes to the Condensed Consolidated Financial Statements

For the three and nine months ended September 30, 2015 and 2014

(Unaudited)

Note 10 – Commitments and Contingencies

Payable to Tarpon Bay Partners LLC

In 2014, Tarpon Bay Partners LLC (Tarpon) assumed $519,282 of past due accounts payable of the Company from various creditors of the Company. Tarpon then commenced an action against the Company to recover the aggregate of the past due accounts. On March 19, 2014, the Circuit Court of the Second Judicial Circuit for Leon County, Florida approved an agreement between the Company and Tarpon, in which the Company agreed to issue shares of the Company’s common stock to Tarpon sufficient to generate proceeds equal to the aggregate of the past due accounts. In addition, Tarpon will receive a fee of approximately 33% based on the proceeds. The Company will record the fees as the shares are issued and the past due accounts are paid. The past due amounts assumed are recorded as current liabilities of the Company until settled under the assignment agreement.

During the nine months ended September 30, 2015, the Company did not issue any shares of common stock to Tarpon in connection with the agreement. During the nine months ended September 30, 2014, the Company issued 176,088,000 shares of common stock to Tarpon valued at $245,550, of which Tarpon received fees of $80,793 and $164,757 reduced past due accounts payable, leaving a balance owed to vendors of $354,525. At September 30, 2015 and December 31, 2014, the balance due of $354,525 is included in accounts payable and accrued liabilities on the accompanying balance sheets.12

AsDuring ~~part~~the ofthree ~~the~~months ~~agreement~~ended ~~with~~March ~~Tarpon~~31, 2016 and 2015, the Company ~~issued~~did tonot ~~Tarpon~~issue ~~two~~any ~~convertible~~shares ~~notes~~of ~~aggregating~~common ~~$50,000,~~stock ~~which~~to ~~were~~Tarpon ~~due~~ in ~~May~~connection with ~~2014~~the ~~and September 2014~~agreement. At ~~September~~March 3031, ~~2015~~2016 and December 31, ~~2014~~2015, the ~~notes~~balance ~~total~~due of $41354,~~680~~525 ~~and~~is ~~are~~ included in ~~the~~accounts ~~balance of convertible notes~~ payable, ~~net~~and ofaccrued liabilities ~~discount~~ on the accompanying balance sheets. ~~The~~A ~~notes~~portion ~~are~~of ~~currently~~the infees ~~default.~~that AtTarpon ~~September 30,~~has ~~2015~~received in 2014, ~~the~~has ~~amounts~~not ~~outstanding~~been onfully ~~the~~documented by ~~notes~~Tarpon ~~plus~~to ~~accrued~~the ~~interest~~Company ~~was~~as ~~$47~~requested,~~134,~~ and ~~were~~therefore ~~convertible~~are ~~into~~in ~~942,670,800~~dispute ~~shares~~ and are pending. For purposes of presentation in the ~~Company’s~~accompanying financial ~~common~~statements, ~~stock~~we have recorded these fees as fees paid to Tarpon.

As part of the agreement with Tarpon, the Company issued to Tarpon two convertible notes aggregating $50,000, which were due in May 2014 and September 2014. At March 31, 2016 and December 31, 2015, the notes total $41,680 and are included in the balance of convertible notes payable, net of discount on the accompanying balance sheets. The notes are currently in default. At March 31, 2016, the amounts outstanding on the notes plus accrued interest was $49,218, and are convertible into 984,350,800 shares of the Company’s common stock.

Litigations, Claims and Assessments

The Company may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise that may harm its business. Other than the below litigation with the Costa Rican Investment Bank, the Company is currently not aware of any such legal proceedings or claims that they believe will have, individually or in the aggregate, a material adverse affect on its business, financial condition or operating results.

In 2012, the Company filed an arbitration claim with the “Centro Internacional de Conciliacion y Arbitraje” or “CICA” alleging that Grupo Aldesa, S.A., its then investment bank, withheld $195,400 of investor funds from the Company in mid-2011 for its own use and benefit and contrary to the executed agreement between the companies. The case claims that Aldesa received funds from two investors and remitted 50% of those funds and keeping the balance without authorization. Additionally, the Company did notify the Federal Bureau of Investigation (FBI), as well as, the State Attorney General of both Delaware and Colorado in mid-2012. Grupo Aldesa appealed to the Sala Primera de la Corte Suprema (the Supreme Court over these types of legal matters) in October of 2012 claiming CICA did not have subject matter jurisdiction or the right to adjudicate the case. In a strongly worded opinion Sala Primera rejected Aldesa’s appeal in the Company’s favor. CICA has received the official notice from the Sala Primera regarding the opinion and has taken up the case from where we were before the appeal.

The CICA process has reached its final legal stage, and we are awaiting the final judgment ~~which is expected this year~~.

Note 11 – Subsequent Events

On November 5, 2015 the Company signed a binding Letter of Intent with Camposagrado, Inc., the inventor of a hotel communications systems application or “App” under the trademark “F3TCH”. Under the terms of the binding Letter of Intent, STLK will license, on an exclusive basis, Camposagrado’s App to the hospitality industry worldwide. Camposagrado, Inc. is majority owned by Jose P. Quiros, the Company’s Chief Executive Officer. A definitive agreement should be reached by mid December 2015.

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

Forward Looking Statements

~~This~~Included ~~quarterly~~in ~~report~~this on Form 10-Q ~~and~~are ~~other~~“forward-looking” ~~reports (collectively~~statements, ~~the~~as ~~“Filings”)~~well ~~filed~~as byhistorical ~~STL~~information. ~~Marketing~~Although ~~Group,~~we ~~Inc.~~believe ~~(“STL” or~~that the expectations ~~“Company”)~~reflected ~~from~~in ~~time~~these toforward-looking ~~time~~statements ~~with~~are ~~the~~reasonable, ~~U.S.~~we ~~Securities~~cannot ~~and~~assure ~~Exchange~~you ~~Commission~~that (the ~~“SEC”)~~expectations ~~contain~~reflected orin ~~may~~these ~~contain~~ forward-looking statements ~~and~~will ~~information~~prove ~~that~~to ~~are~~be ~~based~~correct. ~~upon~~Our ~~beliefs~~actual ~~of,~~results ~~and~~could ~~information~~differ ~~currently~~materially ~~available to,~~from ~~the~~those ~~Company’s~~anticipated in ~~management~~forward-looking asstatements ~~well~~ as ~~estimates~~a ~~and~~result ~~assumptions~~of ~~made~~certain byfactors, ~~Company’s~~including ~~management.~~matters ~~Readers~~described ~~are~~in ~~cautioned not~~the tosection ~~place~~titled ~~undue~~“Risk ~~reliance on these forward~~Factors.” Forward-looking statements, ~~which~~include ~~are~~those ~~only~~that ~~predictions~~use ~~and~~forward-looking ~~speak~~terminology, ~~only~~such as of the ~~date hereof. When used in the Filings, the~~ words “anticipate,” “believe,” “estimate,” “expect,” “~~future~~intend,” “~~intend~~may,” “project,” “plan,” “will,” or“shall,” ~~the~~“should,” ~~negative of these terms~~ and similar expressions, asincluding ~~they relate~~when toused ~~the~~in ~~Company or~~ the ~~Company’s management identify forward-looking statements~~negative. ~~Such~~Although we ~~statements~~believe ~~reflect~~that the ~~current view~~expectations ofreflected ~~the~~in ~~Company~~these ~~with~~forward-looking ~~respect~~statements toare ~~future~~reasonable ~~events~~ and ~~are~~achievable, ~~subject~~these tostatements involve risks, and uncertainties, ~~assumptions,~~ and ~~other~~we ~~factors,~~cannot ~~including the~~assure ~~risks~~you ~~contained~~that inactual ~~the~~results ~~“Risk~~will ~~Factors”~~be ~~section~~consistent ofwith ~~the~~these ~~Company’s Annual Report on Form 10~~forward-K,looking ~~filed with the~~statements. ~~SEC~~We onundertake ~~April~~no ~~22,~~obligation ~~2015, relating~~ to ~~the~~update ~~Company’s~~or ~~industry,~~revise ~~the~~these ~~Company’s~~forward-looking ~~operations~~statements, ~~and~~whether ~~results~~to ofreflect ~~operations,~~events ~~and any~~or ~~businesses~~circumstances ~~that~~ after the ~~Company~~date ~~may~~initially ~~acquire.~~filed ~~Should one~~ or ~~more of these risks or uncertainties materialize~~published, orto ~~should~~reflect the ~~underlying assumptions~~occurrence ~~prove~~of ~~incorrect,~~unanticipated ~~actual~~events ~~results may differ significantly from those anticipated, believed, estimated, expected, intended,~~ or ~~planned~~otherwise.

~~Although~~Results ~~the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee future results, levels~~ of activity, performance, or achievements. Except as required by applicable law, including the securities laws of the United States, the Company does not intend to update any of the forward-looking statements to conform these statements to actual results.Operations

~~Our~~THE ~~financial~~FOLLOWING ~~statements~~DISCUSSION ~~are~~OF ~~prepared~~OUR inPLAN ~~accordance~~OF ~~with~~OPERATION ~~accounting~~AND ~~principles~~RESULTS ~~generally~~OF ~~accepted~~OPERATIONS inSHOULD ~~the~~BE ~~United~~READ ~~States~~IN ~~(“GAAP”). These~~CONJUNCTION ~~accounting~~WITH ~~principles~~THE ~~require~~FINANCIAL ~~us to make certain estimates, judgments and assumptions. We believe that the estimates, judgments~~STATEMENTS ~~and~~AND ~~assumptions~~RELATED ~~upon~~NOTES ~~which~~TO weTHE ~~rely~~FINANCIAL ~~are~~STATEMENTS ~~reasonable~~INCLUDED ~~based~~ELSEWHERE ~~upon~~IN ~~information~~THIS ~~available~~ANNUAL toREPORT. usTHIS atDISCUSSION ~~the~~CONTAINS ~~time that these estimates, judgments~~FORWARD-LOOKING ~~and~~STATEMENTS ~~assumptions~~THAT ~~are~~RELATE ~~made.~~TO ~~These~~FUTURE ~~estimates,~~EVENTS ~~judgments~~OR ~~and~~OUR ~~assumptions~~FUTURE ~~can~~FINANCIAL ~~affect~~PERFORMANCE. ~~the~~THESE ~~reported~~STATEMENTS ~~amounts~~INVOLVE ofKNOWN ~~assets~~AND ~~and~~UNKNOWN ~~liabilities~~RISKS, asUNCERTAINTIES ofAND ~~the~~OTHER ~~date~~FACTORS ofTHAT ~~the~~MAY ~~financial~~CAUSE ~~statements~~OUR asACTUAL ~~well~~RESULTS, asLEVELS ~~the~~OF ~~reported~~ACTIVITY, ~~amounts~~PERFORMANCE ofOR ~~revenues~~ACHIEVEMENTS ~~and~~TO ~~expenses~~BE ~~during the periods presented.~~MATERIALLY ~~Our~~DIFFERENT ~~financial~~FROM ~~statements~~ANY ~~would~~FUTURE beRESULTS, ~~affected~~LEVELS toOF ~~the extent there are material differences between these estimates and actual results. In many cases~~ACTIVITY, ~~the~~PERFORMANCE ~~accounting~~OR ~~treatment~~ACHIEVEMENTS ofEXPRESSED aOR ~~particular~~IMPLIED ~~transaction~~BY isTHESE ~~specifically dictated by GAAP and does not require management’s~~FORWARD-LOOKING ~~judgment in its application~~STATEMENTS. ~~There~~THESE ~~are~~RISKS ~~also~~AND ~~areas~~OTHER inFACTORS ~~which~~INCLUDE, ~~management’s~~AMONG ~~judgment~~OTHERS, inTHOSE ~~selecting~~LISTED ~~any~~UNDER ~~available~~“FORWARD-LOOKING ~~alternative would~~STATEMENTS” ~~not produce a materially different result. The following discussion should be read in conjunction with our consolidated~~AND ~~financial~~“RISK ~~statements~~FACTORS” ~~and~~AND ~~notes~~THOSE ~~thereto~~INCLUDED ~~appearing~~ELSEWHERE ~~elsewhere~~IN inTHIS ~~this~~ANNUAL ~~report~~REPORT.

Plan of Operation

The Company’s ~~efforts~~has ~~for~~reported the ~~next~~delays 12in ~~months~~private ~~are~~power ~~focused~~generation in Costa Rica and its effects on the ~~following~~Company. ~~three~~At ~~areas:~~this ~~(i)~~time, ~~continuing~~there is ~~efforts~~no toclear ~~pursue~~timing on when the ~~proposed~~ ~~Power~~government’s ~~Purchase~~policies ~~Agreement~~and ~~(“PPA”)~~views towill ~~begin~~change, ~~generating~~if ~~renewable~~ever. ~~wind~~As ~~energy~~previously reported, the Company has significantly reduced or eliminated any expenditures or work in Costa Rica,. ~~(ii)~~If the ~~development~~delays in Costa Rica take much more time ofto ~~our~~resolve ~~telecommunications~~themselves, ~~business~~it ~~focused~~is onentirely possible that the ~~distribution~~Company ~~and~~will ~~sales~~cease ofpursuing ~~VoIP~~the ~~telecommunications~~Power ~~equipment~~Purchase ~~(“PBX~~Agreement. ~~Systems”);~~Information ~~and~~pertaining ~~(iii)~~to ~~the~~these ~~sale~~efforts ~~and~~can ~~commercialization~~be offound ~~new~~in ~~software~~previous ~~products~~filings.

~~Efforts~~As a result of the delays in Costa Rica, the Company has pivoted to ~~Finalize~~technology, an area where executive management has significant expertise and sales experience. The Company’s efforts for the ~~Power~~next ~~Purchase~~12 ~~Agreement~~months are focused on software applications in the following three areas: (i) PhoneSuite Solutions overseas sale of VoIP telecommunications equipment (“PBX Systems”); (ii) the commercialization, sale and adoption of F3TCH, a mobile APP designed to enhance a hotel guests interaction within the hotel services worldwide; and (iii) the sale and commercialization of the Hound Software branded software platform comprised of Data Wrangling, Analytics, Automated Workflow and Telecommunications modules.

In December 2012, we received an official letter affirming our PPA proposal from the Compañia Nacional de Fuerza y Luz (“CNFL”) issued and signed by its General Manager and filed with the Securities and Exchange Commission on July 30, 2013 (the “PPA Letter”). In 2013, based on the PPA Letter and ongoing meetings with the CNFL, the Company had its personnel in Costa Rica providing additional technical and tender information in an effort to finalize the PPA. However, since November 2013, the Costa Rica presidential elections were in process and our progress was delayed.

The Costa Rica presidential elections resulted in Mr. Luis Guillermo Solis becoming the President of Costa Rica (as the candidate from the Partido Accion Ciudadana or PAC). We believed Mr. Solis, as a candidate, took a very favorable position to the generation of electricity by private enterprises as part of an overall solution to the energy crisis of the country. However, since his election, President Solis has since appointed the new Grupo ICE Chairman and CEO whom we believe opposes any private generation of electricity. Further complicating matters, the General Manager who issued us the PPA Letter from CNFL, was unexpectedly removed from office. In fact, a great majority of the CNFL executive staff, who the Company believes was key in its efforts to finalize the PPA have been removed and replaced.

As a result, the Board has reached out to CNFL and requested a meeting with the new General Manager to move forward on our PPA proposal as reflected in the PPA Letter. The Company will also be exploring alternatives to CNFL, including the possibility of a 7200/7508 license (maximum of 20MW).

In the interim, the Company has cut its operating costs in Costa Rica by approximately $13,000 per month. Most of the professional studies and technical assessments for the PPA have been paid for and will continue to be applicable in the future leaving minimal costs for us to continue pursuing the PPA. Additionally, the Company believes that all of the services related to the PPA can be easily reinstated or expanded as needed.

At the time of this filing, there has been no movement from the government to allow any new private generation projects. The moratorium for the “study” is still in place with little hope of a fast resolution. This industry wide hold affects all companies, not just our project

PhoneSuite Solutions, Inc.

OnWe ~~May~~are ~~29,~~currently ~~2014,~~working ~~the~~to ~~Board~~create ofa ~~Directors~~structure ~~(the~~that ~~“Board”)~~will ofhelp ~~STL~~garner ~~Marketing~~more ~~Group,~~sales ~~Inc.~~activity ~~(the~~from ~~“Company”)~~our ~~approved the~~existing ~~formation~~dealer ofbase ~~PhoneSuite~~e.g. ~~Solutions~~quotes, meetings, ~~Inc~~demos etc. ~~(“PSS”)~~As reference, asour aPBX ~~Delaware~~manufacturer ~~corporation~~recently ~~and~~stated athat ~~wholly~~is ~~owned~~has ~~subsidiary~~its offive ~~the Company.~~thousandth OnPBX ~~June~~system ~~16,~~since ~~2014,~~its ~~the~~inception (North ~~Board~~America). ~~approved~~This ~~the~~is ~~issuance~~a ofsignificant ~~one-hundred~~amount ~~(100) shares~~ of ~~common~~market ~~stock~~share ofin ~~PSS~~North toAmerica ~~the~~and ~~Company~~we ~~(the “Subsidiary~~continue ~~Shares”).~~to ~~The~~try ~~Subsidiary~~and ~~Shares~~leverage ~~represent~~this ~~100%~~as ofwe expand the ~~authorized~~brand’s ~~and~~presence ~~outstanding shares of common stock of PSS~~overseas.

On June 24, 2014, PSS, as the Company’s wholly owned subsidiary, entered into a Strategic Alliance and Distribution Agreement (the “Agreement”) with Call Management Products, Inc. (“CMP”), a Colorado corporation in the business of designing, manufacturing, marketing, and selling telecommunications products. The Agreement provides that PSS will establish a dealer network and market and sell CMP’s products both internationally and in the United States (the “Territory”). In the domestic market PSS will market to the general business market, excluding the hospitality and assisted living verticals. Internationally, PSS may sell to all markets and develop both the hospitality and general business marketplaces.14

~~Our~~On ~~progress on PhoneSuite was delayed for~~ the ~~better~~technology ~~part~~front, ofwe ~~six~~have ~~months~~successfully ~~due~~implemented tothe ~~personal~~PhoneSuite ~~tragedies~~Voiceware ~~that~~offering ~~affected~~on our ~~CEO,~~own ~~namely~~cloud ~~the death~~infrastructure ofto ~~his~~be able ~~eldest~~to ~~son~~provide onthe ~~April~~contracted 2features ~~and~~to ~~his~~overseas ~~wife~~properties onas ~~April~~required ~~15.~~by ~~However,~~one ~~this~~of ~~past~~Call ~~October,~~Management ~~the~~Products’ ~~Company~~(“CMP”) contracted ~~did~~customer- ~~meet with~~ a major ~~chain to~~worldwide ~~work~~hotel onchain. ~~the~~We ~~overseas~~chose ~~expansion~~a ~~and~~premier ~~sale~~provider of ~~the~~cloud ~~PhoneSuite~~infrastructure ~~branded~~services ~~equipment, equipment that has been approved~~ for ~~sale~~this ~~as an~~deployment ~~endorsed~~and ~~solution~~look byforward ~~that chain. The Company hopes~~ to ~~meet~~pursuing ~~with~~new ~~CMP~~business toopportunities ~~better~~for ~~understand~~this, ~~the~~and ~~technical~~other ~~parameters~~chains, ~~to duplicate the approved solution~~ overseas. ~~and~~Our ~~work~~cloud oninfrastructure ~~developing~~is ~~this~~a ~~overseas~~very reliable, ~~relationship~~redundant ~~through 2015~~ and ~~2016.~~powerful ~~Assuming~~network ~~the~~from ~~solution is~~which ~~transferable~~ to ~~overseas~~deliver ~~data centers, it is anticipated that~~ the ~~Company will begin quoting~~ PhoneSuite’s ~~cloud based solution for various projects in its assigned territory by year-end~~product.

~~KINETOS~~We ~~Letter~~feel ofconfident ~~Intent~~on this solution, however we caution that adoption by hotels for a cloud based service has not gained as much momentum as in the generic business community. However, in order to pursue the major chains overseas, we did need to have this offering in place. We also do have a premise-based solution from CMP running Voiceware on a server or its Series2 configuration, which gives a potential client more choices.1

OnF3TCH- ~~August~~“Hotel 3,Phones ~~2015~~Just ~~the~~Got ~~Company entered into~~ a ~~Letter~~Whole ofLot Intent with a software developer, Kinetos, S.A.. The Company is exploring a variety of approaches to the US market for Kinetos’ products. Kinetos is a software developer that has been in business for several decades and has a long list of clients in Central America for its goods and services. The parties have agreed to attempt to complete a definitive agreement by year end.Smarter”

~~Kinetos’~~On ~~core~~February ~~product~~11, is2016, anthe ~~automated~~Company ~~real~~entered ~~time~~into ~~communications~~an ~~system~~agreement ~~driven~~with byCamposagrado, aInc. ~~smart~~to ~~flow~~exclusively ~~algorithm~~license ~~with~~and ~~enhanced~~commercialize ~~CRM like functions~~Camposagrado’s ~~that~~patent ~~automatically~~pending ~~assist~~Application ~~the~~or ~~client~~“App” ~~Company’s efforts~~ to ~~maintain~~the aworldwide ~~close~~hospitality ~~intelligent~~industry ~~relationship~~(U.S. ~~with~~Pat. ~~the~~Application ~~customer~~No. ~~This~~14/877,595). ~~solution~~This isApplication, ~~both~~trademarked ~~automated~~as ~~and~~F3TCH, ~~scalable~~migrates ~~and~~the ~~includes~~hotel ~~push~~guestroom telephone to ~~text,~~a ~~email,~~user’s ~~call~~smart ~~scheduling~~device, ~~mobile~~including ~~app~~their smartphone ~~push~~or ~~messages~~tablet, and ~~full~~will ~~interaction etc.~~allow ~~based~~the onguest ato ~~Company’s~~utilize ~~business~~their ~~and~~own ~~processes. Kinetos’~~ smart ~~flow~~device ~~follow-up~~as ~~system~~their ~~can~~point beof ~~implemented~~contact inwithin ~~combination~~the hotel’s ~~with~~communications ~~its~~platform ~~analytics~~during ~~product,~~their ~~integrated~~stay toat ~~other~~a ~~applications,~~“F3TCH orcompatible” ~~as a stand-alone~~hotel. ~~Kinetos~~The ~~also~~App ~~has~~is ~~some~~intended ~~more~~to ~~“main~~be ~~stream” products~~free ~~ranging~~to ~~from~~users ~~Automated~~and hotels ~~Campaign~~and ~~Managers,~~is ~~IVRs,~~monetized ~~Banking~~through ~~Call~~the ~~Logging,~~placement ~~Contact~~of ~~Centers~~advertisements oron ~~Debt~~the ~~Collection Systems~~Application.

InThis ~~addition~~past toquarter, ~~this~~we ~~core~~designed ~~product,~~and ~~Kinetos~~implemented ~~has~~the ~~developed~~cloud ~~disruptive~~infrastructure ~~new~~for ~~software~~F3TCH ~~that~~to ~~integrates~~work ~~its~~as ~~existing~~intended ~~products~~(same ~~with~~infrastructure ~~a new~~provider ~~and~~for ~~powerful~~F3TCH ~~Big~~as ~~Data~~for ~~algorithm~~the ~~based~~PhoneSuite ~~on machine learning~~offering). ~~This~~We ~~combined~~are ~~suite~~now ofglobal ~~product~~and ~~sorts~~fully ~~through~~scalable from a ~~Company’s~~technology ~~own metadata~~perspective and ~~predicts~~can ~~with~~be ~~very~~deployed as ~~high~~rapidly ~~accuracy,~~as ~~for~~needed. ~~instance,~~On the ~~cancellation~~product ~~of a service by an existing customer~~side, ~~and~~F3TCH ~~then~~is ~~takes proactive~~working ~~“intelligent”~~as ~~action~~a ~~through~~proof ~~Kinetos’~~of ~~follow~~concept upon ~~system.~~Android In(will ~~short,~~expand ~~the~~to ~~software~~iOS ~~can~~soon) ~~predict~~and ~~when a~~once ~~customer~~our isinteroperability ~~going~~work tois ~~cancel~~completed awith ~~service~~our ~~(e.g.~~PBX ~~cellular~~manufacturer, ~~service)~~we ~~well~~will ~~before~~be ~~they~~able doto ~~and~~demo ~~give~~ the ~~service~~APP ~~provider an opportunity~~ to ~~retain~~hotel ~~said~~chains ~~customer~~as operational.

15To complement our technical efforts, the Company has invested in the development of a website for F3TCH that is fully interactive. Logos have been developed and our tag line is “Hotel Phones Just Got a Whole Lot Smarter”. We have also completed and made public two videos that emphasize some of the benefits of the APP to both potential APP users, as well as the hotel chains. More on F3TCH may be found at www.F3TCH.com.

~~Camposagrado,~~Hound ~~Inc. Binding Letter of Intent~~Software

On ~~November~~August 3, 2015, the Company entered into a ~~binding~~ Letter of Intent with ~~Camposagrado~~Kinetos, ~~Inc. to exclusively license and commercialize Camposagrado’s patent pending Application or “App” to the worldwide hospitality industry (U.~~S. ~~Pat~~A. ~~Application No. 14/877~~,~~595).~~ ~~This~~a ~~Application,~~software ~~trademarked~~developer. asThe ~~F3TCH,~~Board ~~migrates~~of ~~the~~Directors ~~hotel guestroom telephone to a user’s smart device,~~has ~~including~~completed ~~their~~its ~~smartphone~~review orof ~~tablet,~~how ~~and~~to ~~will~~implement ~~allow~~ the ~~guest~~Letter toof ~~utilize~~Intent ~~their~~in ~~own~~a ~~smart~~more ~~device~~formal asmanner ~~their~~between ~~point of contact within~~ the ~~hotel’s communications platform during their stay at a “F3TCH compatible” hotel~~partners. The ~~App~~software ~~is free to users~~platform ~~and hotels and~~ is ~~monetized~~being ~~through~~branded under the ~~use~~name ofHound ~~advertisements on the Application~~Software. The Company ~~believes~~will ~~that~~release ~~this~~information ~~Application~~on ~~has a strong potential for revenue generation and plans to launch~~ this ~~product~~as insoon ~~the~~as ~~first~~it ~~half~~is ~~of 2016~~available. ~~This~~We ~~Letter of Intent, as~~look ~~well~~forward asto ~~any~~making ~~subsequent agreement, is a related party transaction (please see~~ the ~~Notes~~details ~~section~~of ~~for~~this ~~more information)~~public.

~~For~~Hound’s ~~the~~core product is a complete software platform that is currently comprised of three ~~months~~distinct ~~ended~~modules- ~~September~~Data 30Wrangling, ~~2015~~Analytics, and ~~compared~~Automated toWork ~~the~~Flow. ~~three~~These ~~months~~products ~~ended~~can ~~September~~be 30sold as stand alone, ~~2014~~or as a suite, and have powerful Big Data and Machine Learning components.

For the three months ended ~~September~~March 3031, ~~2015~~2016 ~~and~~compared ~~2014,~~to the ~~Company~~three ~~reported~~months ~~a net loss of $(169,147) and $(152,282), respectively. The change in net loss between the periods~~ ended ~~June~~March 3031, 2015 ~~and 2014 is primarily due to the derivative liabilities.~~

~~Operating~~Revenue expenses decreased by roughly 40% during the three months ended September 30, 2015, as compared to the three months ended September 30, 2014. The $61,890 decrease in operating expenses is primarily attributed to the following changes in operating expenses: increase in professional fees of $1,304 and decrease in general and administrative of $63,674 primarily related to the write off of deferred offering costs.

The Company has no revenues to date.

~~For~~Operating ~~the~~expenses ~~nine months ended September 30, 2015 compared to the nine months ended September 30, 2014~~

~~For~~Operating expenses increased by roughly 8% during the ~~nine~~three months ended ~~September~~March 3031, ~~2015~~2016, ~~and~~as ~~2014,~~compared to the ~~Company~~three ~~reported~~months aended ~~net~~March ~~loss~~31, 2015. ofThe $(18,~~327,103)~~627 ~~and~~increase ~~$(521,138),~~in ~~respectively. The~~operating ~~change~~expenses inis ~~net~~primarily ~~loss~~attributed ~~between~~to the ~~periods~~following ~~ended~~changes ~~June~~in ~~30,~~operating ~~2015~~expenses: ~~and~~increase in ~~2014~~professional isfees ~~primarily~~of ~~due~~$6,728 toand an increase in ~~the~~general ~~derivative~~and ~~liabilities~~administrative of $1,899 primarily related to travel expenses.

~~Operating~~1 ~~expenses~~Please ~~decreased~~note bythat ~~roughly~~CMP ~~26% during the nine months ended September 30, 2015, as compared to the nine months ended September 30, 2014. The $133,623 decrease in operating expenses~~ is ~~primarily attributed to the following changes in operating expenses: decrease in professional fees of $139,833 due~~ a ~~decrease~~separate incompany ~~outside services~~ and ~~increase~~not ~~in general and administrative of $5,730 primarily~~ related to ~~the~~STL ~~write~~Marketing ~~off~~Group, ~~of deferred offering costs and a decrease in overall operating expenses~~Inc.

~~The Company has no revenues to date.~~15

Other income (expense)

We had other income (expense) of $89,531 for the three months ended March 31, 2016 compared to $(200,139) for the three months ended March 31, 2015. The change in the periods ended March 31, 2016 and 2015 is due to a decrease in interest expense of $106,203, a decrease of private placement costs of $99,644, and an increase in change in fair value and gain on extinguishment of derivative liabilities of $83,823.

Net loss

As a result of the foregoing, for the three months ended March 31, 2016 the Company recorded a net loss of $29,945 compared and a net loss of $310,988 for the three months ended March 31, 2015.

Liquidity and Capital Resources

AsDuring ofthe ~~September~~three 30months ended March 31, ~~2015~~2016, wethe ~~had~~Company incurred a ~~working~~net ~~deficit~~loss of $629,~~242~~945,~~268~~ asused ~~compared~~cash toin ~~December~~operations ~~31, 2014~~ of $536,~~017~~710,~~677,~~ anand ~~increase~~had a stockholders’ deficit of $16,~~224~~065,~~591~~405. ~~The~~ ~~increase~~These infactors ~~working~~raise ~~capital~~substantial ~~deficit~~doubt ~~for~~about the ~~period~~Company’s ~~ended~~ability ~~September~~to ~~30,~~continue as ~~2015~~a going concern. In addition, isthe ~~primarily~~Company’s ~~attributed~~independent toregistered anpublic ~~increase~~accounting firm, in ~~derivative liabilities~~its ofreport ~~$796~~on the Company’s December 31,~~374.~~ In2015 ~~addition~~financial statements, ~~the~~has ~~Company~~raised ~~had~~substantial andoubt ~~increase~~about inthe ~~liabilities~~Company’s ~~related~~ability to ~~accrued~~continue ~~payables~~as ~~and~~a ~~expenses~~going concern. The ability of ~~$192,638, additional~~the ~~convertible~~Company ~~notes,~~to ~~net~~continue ofas ~~discount~~a ofgoing ~~$37,489~~concern ~~and~~is independent ~~notes~~upon ~~payable~~the –Company’s ~~related~~ability ~~party~~to ofraise ~~$78,695~~additional funds and implement its business plan.

~~Net~~As ~~cash~~of ~~used~~March in31, ~~operating~~2016, ~~activities~~we ~~for~~had ~~the~~a ~~nine~~working ~~months~~deficit ~~ended~~of ~~September 30~~$6,066,540, ~~2015~~as ~~and~~compared ~~2014,~~to ~~was~~ $~~(132~~6,~~836)~~048,478 ~~and~~at ~~$(312~~December 31,~~172)~~ 2015, ~~respectively.~~or an increase in working ~~The~~capital ~~Net~~deficit ~~Loss~~of $18,062 for the ~~nine~~period ~~months~~ ended ~~September~~March 3031, ~~2015~~2016. The Company had an increase in liabilities related to accrued payables and ~~2014~~expenses ~~was~~of $(188,~~327,103)~~176 and in notes payable – related party of $~~(521~~48,~~138),~~834. ~~respectively~~Derivative liabilities for the Company decreased by $115,581.

Net cash ~~provided~~used byin ~~investing~~operating activities for the ~~nine~~three months ended ~~September~~March 3031, 2016 and 2015, was $0(36,710) asand ~~compared~~$(55,498), torespectively. The Net Loss for the ~~nine~~three months ended ~~September~~ 30March 31, ~~2014~~2016 ofand 2015 was $2(29,~~758~~945) and $(310,988), respectively.

~~Net~~No net cash was provided by ~~all~~investing ~~financing~~ activities for the ~~nine~~three months ended ~~September~~March 3031, ~~2015~~2016 ~~was~~and ~~$137,695, as compared to $314,000 for the nine months ended September 30, 2014. During the nine month period ended September 30,~~ 2015~~, the Company sold notes for the proceeds of $59,000~~.

AsNet ~~reflected~~cash inprovided ~~the~~by ~~accompanying~~all ~~financial~~financing ~~statements,~~activities for the ~~Company~~three ~~has~~months aended ~~net~~March ~~loss~~31, ~~and~~2016 ~~net~~was ~~cash~~$48,834, ~~used~~as incompared ~~operations~~to of $157,~~327,103~~695 ~~and~~for the ~~$135,124,~~three ~~respectively~~months ended March 31, ~~for~~2015. During the ~~nine~~three ~~months~~month period ended ~~September~~March 3031, ~~2015~~2016, the Company an increase of related party notes of $25,139.

16At March 31, 2016, the Company had cash on hand for $12,917. Management estimates that the current funds on hand will not be sufficient to continue operations through December 31, 2016. Management is currently seeking additional funds, primarily through the issuance of debt and equity securities for cash to operate our business, and estimates that a significant amount of capital will be necessary to advance the development of our projects to the point at which they will become commercially viable.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

We do not hold any derivative instruments and do not engage in any hedging activities.

Item 4. Controls and Procedures.

(a) Evaluation of Disclosure Controls and Procedures

Based on their evaluation as of the end of the period covered by this Quarterly Report on Form 10-Q, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures (as defined in Rules 13a-15(c) and 15d-15(e) under the Exchange Act) are not effective to ensure that information required to be disclosed by us in report that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the U.S.> Securities and Exchange Commission’s rules and forms and to ensure that information required to be disclosed by us us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

(b) Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~PART II - OTHER INFORMATION~~16

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

~~From~~Arbitration- ~~time~~Grupo to time, we may become involved in various lawsuits and legal proceedings, which arise, in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. Other than disclosed below, we are currently not involved in any litigation that we believe could have a material adverse effect on our financial condition or results of operations. Other than described below, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, selfAldesa-~~regulatory organization~~ or body pending or, to the knowledge of the executive officers of our company or any of our subsidiaries, threatened against or affecting our company, our common stock, any of our subsidiaries or of our companies or our subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.(Pending)

Arbitration- Grupo Aldesa - (Pending)

The ~~CICA~~legal process has ~~reached~~taken ~~its~~much ~~final~~longer ~~legal~~than ~~stage,~~anticipated wedue to structural changes in the courts themselves. We do expect to be notified of a resolution soon. The funds in question are ~~awaiting~~investor funds, so any funds returned would be returned to the ~~final~~investors ~~judgment~~themselves. This ~~which~~action iswas ~~expected~~taken by the Company to try and resolve this ~~year~~overcharge of its subscription to Preferred Class A, while a private Company, on behalf of the investors.

17Exchange Under Section 3(a)(10)

~~Exchange~~On ~~Under~~March ~~Section~~19, -2014, the Circuit Court of the Second Judicial Circuit in and for Leon County, Florida (the “Court”), entered an order (the “Order”) approving, among other things, the fairness of the terms and conditions of an exchange pursuant to Section 3(a)(10) of the Securities Act of 1933, as amended (the “Securities Act”), in accordance with a stipulation of settlement (the “Settlement Agreement”) between STL Marketing Group, Inc., a Colorado corporation (the “Company”), and Tarpon Bay Partners, LLC, a Florida limited liability company (“Tarpon”), in the matter entitled Tarpon Bay Partners, LLC v. STL Marketing Group, Inc., Case No. 2014-CA-278 (the “Action”). Tarpon commenced the Action against the Company on February 6, 2014 to recover an aggregate of $519,281.96 of past-due accounts payable of the Company, which Tarpon had purchased from certain service providers of the Company pursuant to the terms of separate receivable purchase agreements between Tarpon and each of such vendors (the “Assigned Accounts”), plus fees and costs (the “Claim”). The Assigned Accounts relate to certain legal, accounting, and financial services. The Order provides for the full and final settlement of the Claim and the Action. The Settlement Agreement became effective and binding upon the Company and Tarpon upon execution of the Order by the Court on March 19, 2014. Please see the current report on Form 8-K filed with the Securities and Exchange Commission on March 25, 2014.

OnFrom ~~March~~time ~~19,~~to ~~2014~~time, ~~the~~we ~~Circuit~~may ~~Court~~become ofinvolved ~~the~~in ~~Second~~various ~~Judicial~~lawsuits ~~Circuit in~~ and ~~for~~legal ~~Leon County~~proceedings, ~~Florida~~which ~~(the “Court”)~~arise, ~~entered~~ anin ~~order (~~the ~~“Order”)~~ordinary ~~approving,~~course ~~among~~of ~~other things~~business. However, ~~the~~litigation ~~fairness of~~is ~~the~~subject ~~terms~~to ~~and~~inherent ~~conditions~~uncertainties, ofand an ~~exchange~~adverse ~~pursuant~~result toin ~~Section~~these ~~3(a)(10)~~or ofother ~~the~~matters ~~Securities~~may ~~Act~~arise offrom ~~1933, as amended (the “Securities~~time ~~Act”),~~to intime ~~accordance~~that ~~with~~may aharm ~~stipulation~~our ofbusiness. ~~settlement~~Except ~~(the~~for ~~“Settlement Agreement”) between~~ the ~~Company~~foregoing, ~~and Tarpon~~we ~~Bay~~are ~~Partners,~~not ~~LLC,~~currently ainvolved ~~Florida~~in ~~limited~~any ~~liability~~litigation ~~company~~that ~~(“Tarpon”),~~we believe incould ~~the~~have ~~matter~~a ~~entitled~~materially ~~Tarpon~~adverse ~~Bay~~effect ~~Partners,~~on ~~LLC~~our v.financial ~~STL~~condition ~~Marketing~~or ~~Group,~~results ~~Inc., Case~~of Nooperations. ~~2014-CA-278~~There ~~(the~~is ~~“Action”).~~no ~~Tarpon~~action, ~~commenced~~suit, ~~the Action against~~proceeding, ~~the~~inquiry ~~Company~~or oninvestigation ~~February~~before 6,or ~~2014~~by toany ~~recover~~court, anpublic ~~aggregate~~board, ofgovernment ~~$519~~agency,~~281.96~~ ~~of past~~self-~~due~~regulatory ~~accounts~~organization ~~payable~~or ofbody ~~the Company~~pending or, ~~which~~to ~~Tarpon had~~the ~~purchased~~knowledge ~~from certain service providers~~ of the ~~Company~~executive ~~pursuant~~officers ~~to the terms~~ of ~~separate~~our ~~receivable~~Company ~~purchase~~or ~~agreements~~any ~~between Tarpon and each~~ of ~~such~~our ~~vendors (the “Assigned Accounts”)~~subsidiaries, ~~plus~~threatened ~~fees and~~against ~~costs~~or ~~(the~~affecting ~~“Claim”). The Assigned Accounts relate to certain legal,~~our ~~accounting~~Company, ~~and~~our ~~financial~~common ~~services.~~stock, ~~The~~any ~~Order~~of ~~provides~~our ~~for~~subsidiaries ~~the~~or ~~full and final settlement~~ of ~~the~~our ~~Claim~~Company’s ~~and~~or ~~the~~our ~~Action.~~Company’s ~~The~~subsidiaries’ ~~Settlement~~officers ~~Agreement~~or ~~became~~directors ~~effective~~in ~~and~~their ~~binding~~capacities ~~upon~~as ~~the Company and Tarpon upon execution of the Order by the Court on March 19~~such, ~~2014. Please~~in ~~see~~which ~~the~~an ~~current~~adverse ~~report~~decision oncould ~~Form~~have ~~8-K~~a ~~filed~~material ~~with~~adverse ~~the Securities and Exchange Commission on March 25, 2014~~effect.

SEC Subpoena

On, or about, July 22, 2014 the United States Securities Commission (“SEC”) delivered a subpoena to the Company for all information regarding an investigation of Tarpon Bay Partners, LLC. The Company provided the SEC with the requested material as directed.

Item 1A. Risk Factors.

As a smaller reporting company, we are not required to provide the information required by the item.

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

For ~~the~~ ~~nine~~the three months ended ~~September~~March 3031 2016, ~~2015~~85,088,539 ~~the~~shares ~~Company~~of common stock were issued ~~the~~to ~~following~~holders ~~shares~~of various convertible notes that converted $11,883 of ~~Common~~principal ~~Stock:~~and accrued interest.

● 129,272,559 of Common Stock to the Holder of a convertible note that converted $10,859 in principal and $0 in accrued interest for a convertible note with the maturity date of September 2014. All stock was issued during the second quarter.17

●The ~~272,148,657~~issuances of ~~Common~~these ~~Stock~~shares towere made in reliance on the ~~Holder~~exemption offrom registration provided by Sections 3(a)(9) ~~convertible~~and ~~note~~4(a)(2) ~~that~~of the ~~converted~~Securities ~~$25,000~~Act inas ~~principal~~the ~~and~~common ~~$1411~~stock was issued in ~~accrued~~exchange ~~interest~~ for adebt ~~convertible~~securities ~~note~~of ~~with~~ the ~~maturity~~registrant ~~date~~held ofby ~~August~~each ~~2015.~~shareholder, there Ofwas ~~which,~~no 19additional consideration for the exchange,~~127,704~~ ~~shares~~there ~~were~~was ~~issued~~no ~~during~~remuneration for the ~~first~~solicitation ~~quarter~~of the exchange, there ~~and~~was ~~253~~no general solicitation,~~148,657~~ ~~during~~and ~~second~~the ~~quarter.~~transactions did not involve a public offering

● 243,341,755 of Common Stock to the Holder of various convertible notes that converted $43,530 in principal and $0 in accrued interest for a convertible note with the maturity date of March 2015. Of which, 43,180,986 shares were issued during the first quarter and 20,160,769 during second quarter.

● 62,700,592 of Common Stock to the Holder of various convertible notes that converted $10,100 in principal and $877 in accrued interest for a convertible note with the maturity date of March 2015. Of which, 14,626,426 shares were issued during the first quarter and 48,074,166 during second quarter.

● 99,280,000 of Common Stock to the Holder of various convertible notes that converted $9,091 in principal and $0 in accrued interest for a convertible note with the maturity date of May 2016. Of which, 8,450,000 shares were issued during the first quarter and 90,830,000 during second quarter.

The issuances of these shares were made in reliance on the exemption from registration provided by Sections 3(a)(9) and 4(a)(2) of the Securities Act as the common stock was issued in exchange for debt securities of the registrant held by each shareholder, there was no additional consideration for the exchange, there was no remuneration for the solicitation of the exchange, there was no general solicitation, and the transactions did not involve a public offering.

These securities were not registered under the Securities Act of 1933 (the “Securities Act”). Unless otherwise noted, such issuance of securities was exempt from registration under the safe harbor provided by Regulation D Rule 506 and/or Section 4(a)(2) of the Securities Act. We made this determination in part based on the representations of investors, which included, in pertinent part, that such investors were sophisticated as defined in Rule 506(b)(2)(ii) of Regulation D, and upon such further representations from the investors that (a) the Investor is acquiring the securities for his, her or its own account for investment and not for the account of any other person and not with a view to or for distribution, assignment or resale in connection with any distribution within the meaning of the Securities Act, (b) the Investor agrees not to sell or otherwise transfer the purchased securities unless they are registered under the Securities Act and any applicable state securities laws, or an exemption or exemptions from such registration are available, (c) the Investor either alone or together with its representatives has knowledge and experience in financial and business matters such that he, she or it is capable of evaluating the merits and risks of an investment in us, and (d) the Investor has no need for the liquidity in its investment in us and could afford the complete loss of such investment. Our determination is made based further upon our action of (a) making written disclosure to each Investor in the Subscription Agreement prior to the closing of sale that the securities have not been registered under the Securities Act and therefore cannot be resold unless they are registered or unless an exemption from registration is available, (b) making written descriptions of the securities being offered, the use of the proceeds from the offering and any material changes in the Company’s affairs that are not disclosed in the documents furnished, and (c) placement of a legend on the certificate that evidences the securities stating that the securities have not been registered under the Securities Act and setting forth the restrictions on transferability and sale of the securities, and upon such inaction of the Company of any general solicitation or advertising for securities herein issued in reliance upon Regulation D Rule 506 and Section 4(a)(2) of the Securities Act.

Item 3. Defaults upon Senior Securities.

There has been no default in payment of principal, interest, sinking or purchase fund installment, or any other material default, with respect to any indebtedness of the Company.

Item 4. Mine Safety ~~Disclosure~~Disclosures.

Not applicable.

Item 5. Other Information.

~~There~~Not ~~is no other information required to be disclosed under this item which was not previously disclosed~~applicable.

Item 6. Exhibits., Financial Statement Schedules

Exhibit No.		Description
3.1		Amended and restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Form 10 registration statement filed with the Securities and Exchange Commission on July 30, 2013)
31.1		Certification of Principal Executive Officer, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 302 of 2002
3.2		By-Laws (incorporated by reference to Exhibit 3.2 to the Company’s Form 10 registration statement filed with the Securities and Exchange Commission on July 30, 2013)
31.2		Certification of Principal Financial Officer, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 302 of 2002
31.1		Certification by the Principal Executive Officer of Registrant pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Rule 13a-14(a) or Rule 15d-14(a)).*
32.1		Certification of Principal Executive Officer, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
31.2		Certification by the Principal Financial Officer of Registrant pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Rule 13a-14(a) or Rule 15d-14(a)).*
32.2		Certification of Principal Financial Officer, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.1		Certification by the Principal Executive Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
101.INS		XBRL Instance Document
32.2		Certification by the Principal Financial Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
101.SCH		XBRL Taxonomy Extension Schema Document
101.INS		XBRL Instance Document**
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.SCH		XBRL Taxonomy Extension Schema Document**
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document**
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document**
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document**
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document**

19* Filed Herewith.

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

SIGNATURES

InPursuant ~~accordance~~to ~~with~~ 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.

	STL Marketing Group, Inc.
	STL MARKETING GROUP, INC.
Date: November 16, 2015	By:	/s/ Jose P. Quiros
Date: May 18, 2016	By:	/s/ Jose P. Quiros
	Name:	Jose P. Quiros
	Title:	~~Chief~~(Principal Executive Officer)
		(Principal Executive Officer)
		Chief Executive Officer
	By:	/s/ Jaime Kniep
Date: May 18, 2016	Name:	Jaime Kniep
	Title:	(Principal Financial Officer)
		(Principal Accounting Officer)
		Chief Financial Officer

20In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature	Title	Date

/s/ Jose P. Quiros	Chief Executive Officer, Chairman	May 18, 2016
Jose P. Quiros	(Principal Executive Officer)

/s/ Jaime Kniep	Chief Financial Officer, Director	May 18, 2016
Jaime Kniep	(Principal Financial Officer) (Principal Accounting Officer)

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