trtc_ex993b.htm

EXHIBIT 99.3b

Terra Tech Corp. and Blum
Pro Forma Balance Sheet
As of March 31, 2016

	Terra Tech						Pro Forma
	Corp			Blum			Adjustments			Pro Forma
Assets
Current Assets:
Cash	$	1,131,000		$	163,566		$	-		$	1,294,566
Accounts receivable, net		803,916			-			-			803,916
Prepaid expenses		19,368			525,217			-			544,585
Inventory		1,319,061			103,664			-			1,422,725
Total Current Assets		3,273,345			792,447			-			4,065,792

Property, equipment and leasehold improvements, net		7,314,449			681,896			-			7,996,345
Intangible assets, net		1,474,690			-			-			1,474,690
Intangible assets - Blum Oakland								25,000,000	(2)		25,000,000
Deposits		90,636			-			-			90,636
Total Assets	$	12,153,120		$	1,474,343		$	25,000,000		$	38,627,463

Liabilities and Stockholders' Equity
Current Liabilities
Accounts payable and accrued expenses	$	1,394,387		$	177,228		$	-		$	1,571,615
Derivative liability		1,334,000			-			-			1,334,000
Accrued liabilities		553,778			2,076,810			43,038	(1)		2,673,626
Total Current Liabilities		3,282,165			2,254,038			43,038			5,579,241

Long Term Liabilities
Long-term debt		1,250,000			-			-			1,250,000
Deferred tax liability, net		44,000			101,900			-			145,900
Total Long Term Liabilities		1,294,000			101,900			-			1,395,900

Commitment and Contingencies
Blum - Cash Contingency								2,088,000	(3)		2,088,000
Blum - Stock Contingency								8,512,000	(3)		8,512,000

Stockholders' Equity
Preferred stock, Convertible Series A, Par value $0.001;
authorized and issued 100 shares as of March 31, 2016		-			-			-			-
Preferred stock, Convertible Series B, Par value $0.001;
authorized 24,970,000 shares as of March 31, 2016;
issued and outstanding as of 21,867,172 as of March 31, 2016		16,150			-			5,717	(4)		21,867
Preferred stock, Convertible Series Q, Par value $0.001;
authorized 21,600 shares as of March 31, 2016;
12,639 shares outstanding as of March 31, 2016		-			-			13	(4)		13
Preferred stock, Convertible Series Z, Par value $0.001;
authorized 8,300 shares as of March 31, 2016;
5,385 shares outstanding as of March 31, 2016		-			-			5	(4)		5
Common stock, Par value $0.001; authorized 350,000,000
shares; issued 349,739,408 shares as of March 31, 2016		349,740			-						349,740
Additional paid-in capital		57,176,915			10,100			14,394,265	(4)		71,581,280
Accumulated Deficit		(50,078,173	)		(891,695	)		(43,038	)(1)		(51,012,906	)
Total Terra Tech Corp. stockholders' equity		7,464,632			(881,595	)		14,356,962			20,939,999
Non-controlling interest		112,323			-			-			112,323
Total Stockholders' Equity		7,576,955			(881,595	)		14,356,962			21,052,322

Total Liabilities and Stockholders' Equity	$	12,153,120		$	1,474,343		$	25,000,000		$	38,627,463

Terra Tech Corp. and Blum

Proforma Statement of Operations

For the Quarter Ended March 31, 2016

	Terra Tech						Pro Forma
	Corp			Blum			Adjustments			Pro Forma

Total Revenues	$	1,548,167		$	3,372,474		$	(16,076	)(5)	$	4,904,565
Cost of Goods Sold		1,414,193			2,912,104			(8,038	)(5)		4,318,259
		133,974			460,370			(8,038	)		586,306
Selling, general and administrative expenses		2,046,348			515,692			35,000	(6)		2,597,040
Loss from operations		(1,912,374	)		(55,322	)		(43,038	)		(2,010,734	)

Other Income (Expenses)
Amortization of debt discount		(94,406	)		-			-			(94,406	)
Loss on extinguishment of debt		(920,797	)		-			-			(920,797	)
Loss from derivatives issued with debt greater than debt carrying value		-			-			-			-
Gain (Loss) on fair market valuation of derivatives		(1,160,700	)		-			-			(1,160,700	)
Interest Expense		(55,995	)		-			-			(55,995	)
Total Other Income (Expense)		(2,231,898	)		-			-			(2,231,898	)

Loss before Provision of Income Taxes		(4,144,272	)		(55,322	)		(43,038	)		(4,242,632	)
Provision for income taxes		-			76,868			-			76,868
Net Loss		(4,144,272	)		(132,190	)		(43,038	)		(4,319,500	)
Net Loss attributable to non-controlling interest		18,208			-			-			18,208
Net Loss attributable to Terra Tech Corp.	$	(4,126,064	)	$	(132,190	)	$	(43,038	)	$	(4,301,292	)

____________

Note 1 - Adjustment from Pro Forma Statement of Operations.
Note 2 - Fair market value of assets acquired from Blum Oakland.
Note 3 - Cash and Stock Contingency expected to be paid and issued for Blum Oakland acquisition.
Note 4 - Preferred stock par value and additional paid in capital for the issuance of stock for the Blum acquisition.
Note 5 - Sales and cost of goods sold between Terra Tech Corp and Blum
Note 6 - Add new Platinum agreement less salaries paid to Blum partners.