Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

On July 11, 2018, Northsight Capital, Inc. (the “Company”) borrowed $50,000 from a third-party pursuant to a convertible promissory note. The note bears interest at 10% annually and matures on or about October 10, 2019.

Repayment of the note is subject to acceleration in the following circumstances:

 in the event of a breach of the Note, including the repayment provisions 

 if a bankruptcy or similar proceeding for the benefit of our creditors is instituted against the Company 

 if a judgment in excess of $50,000 is entered against the company 

 if the company defaults on any other note’ indebtedness 

 if the company’s common stock is no longer quoted on the OTC market  

 if the Company’s common stock no longer has a bid price 

 if the Company fails to comply with its SEC reporting obligations 

In the event of a default under the Note, the interest rate per annum increase to 24%.  If the default relates to a loss of the bid price, the Company is required to pay an amount equal to 120% of the amount due under the Note (principal, interest, penalties, costs, etc.). If the company breaches the conversion provisions of the note, there is in addition a per day penalty ranging between $250 - $500.

The Note is convertible into Company common stock, commencing 6 months after the issue date, at a variable conversion price equal to a 39% discount to the market price of the common stock (as defined).

The note may be prepaid at any time during the 180 day period following issuance, subject to payment of a variable premium ranging between 12% to 37% for redemptions between 30 and 180 days after the issuance date.  After 180 days, the Note may not be prepaid.