Face Up Entertainment Group, Inc. received a loan in the amount of $27,000 and $73,000, respectively, from DCO Capital Group LLC. Pursuant to the letter agreement dated as of May 29, 2012, DCO agreed to lend the company a total of $200,000, giving the company the right to request the last amount of $100,000 on or after July 2, 2012. Each loan is represented by a promissory note and each amount borrowed, along with accrued interest at the annual rate of 5%, is due and payable on the earlier of (i) the 6 month anniversary of the date the loan is made or (ii) from the first proceeds the Company receives from the sale of any class of securities through a private offering or through an effective registration statement. The company has to repay the note following a capital raise from any source, through the sale of equity of any class and or any convertible instrument, totaling $1,000,000 from the date of the loan. If there is a default, DCO has the right to convert the principal amount of the loan and all accrued interest and any expenses incurred in attempting to collect the amount owed into shares of common stock of the company at a conversion rate of $0.001 per share. A default includes the failure to pay the principal or interest when due, if the company does not deliver the shares to DCO and if the Company omits DCO from a registration statement. In connection with the issuance of first loan and the letter agreement with DCO, the company issued DCO 500,000 shares of common stock. DCO was also granted piggyback registration rights with respect to these shares and demand registration after the company raises at least $1,000,000 of capital.