Vivakor, Inc. 10-Q

Item 1. Legal Proceedings None. Item 2. Unregistered Sale of Equity Securities and Use of Proceeds During August, 2009, we issued 50,000 unregistered shares of common stock valued at $11,500 in exchange for services. In July 2010, we issued 5,000,000 unregistered shares of common stock valued at $75,000 in exchange for services. In October 2010, we issued 4,000,000 unregistered shares of common stock valued at $16,000 in exchange for services. Item 3. Defaults Upon Senior Securities We had a note payable that was incurred in connection with the acquisition of 84% of HealthAmerica’s outstanding shares on October 20, 2008, that was non-recourse and was secured by the acquired HealthAmerica shares and all of HealthAmerica’s assets. The note bore interest at 4% per annum and required the Company to make monthly payments of $25,000. In addition, every 90 days, the Company is required to make additional note payments equal to 10% of the gross proceeds received from any sales of equity or debt securities, or any sale or licensing of products or technology until all outstanding principal and interest are repaid. As of March 31, 2010 the Company had not made all of the required monthly payments under the agreement and the Company remained in arrears subsequent to March 31, 2010. In May 2010, the Company and note holder agreed to convert the entire note payable balance into 12,770,975 shares of common stock at $0.04 per share. Item 4 . (Removed and Reserved)