10-Q

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended June 30, 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 No. 001-13869

TONNER-ONE WORLD HOLDINGS, INC.

(Exact Name of Registrant as Specified in Its Charter)

Nevada	87-0429198
(State or Other Jurisdiction Of Incorporation or Organization)	(I.R.S. Employer Identification Number)
14515 Briarhills Parkway, Suite 105, Houston, Texas	77077
(Address of Principal Executive Offices)	(Zip Code)

Registrant's telephone number, including area code (281) 940-8534

Formerly One World Holdings, Inc.

(Former Name)

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 preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒No ☐

Indicate by checkmark 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 ☒No ☐

Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, 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-3 of the Exchange Act.  (Check one):

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☒
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐No ☒

As of August 19, 2016 there were 506,117,010 shares of the registrant's common stock outstanding.

TONNER-ONE WORLD HOLDINGS, INC.

(Formerly One World Holdings, Inc.)

FORM 10-Q INDEX

QUARTER ENDED JUNE 30, 2016

	Page Number
PART I – FINANCIAL INFORMATION
Item 1.  Financial Statements
Condensed Consolidated Balance Sheets as of June 30, 2016 (Unaudited) and December 31, 2015	3
Condensed Consolidated Statements of Operations for the Three Months and Six Months Ended June 30, 2016 and 2015 (Unaudited)	4
Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2016 and 2015 (Unaudited)	5
Notes to Condensed Consolidated Financial Statements (Unaudited)	6
Item 2.  Management's Discussion and Analysis of Financial Condition and Results of Operations	19
Item 3.  Quantitative and Qualitative Disclosures About Market Risk	26
Item 4.  Controls and Procedures	26
PART II – OTHER INFORMATION
Item 1.  Legal Proceedings	26
Item 1A.  Risk Factors	27
Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds	27
Item 3.  Defaults Upon Senior Securities	28
Item 4.  Mine Safety Disclosures	28
Item 5.  Other Information	28
Item 6.  Exhibits	28
Signature Page

2

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

TONNER-ONE WORLD HOLDINGS, INC.

(Formerly One World Holdings, Inc.)

Condensed Consolidated Balance Sheets

	June 30, 2016
	(Unaudited)			December 31, 2015
ASSETS
Current assets:
Cash	$	2,664		$	5,932
Accounts receivable		6,012			3,022
Inventories, net		-			20,785
Prepaid expenses and other current assets		-			13,666
Prepaid consulting services		-			22,500
Total current assets		8,676			65,905
Property and equipment, net		46,608			55,458
Other assets		2,701			2,701
Total	$	57,985		$	124,064
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable and accrued expenses	$	2,085,576		$	2,187,475
Accrued interest and penalties payable		2,142,928			1,265,270
Convertible debentures, net of discount		2,748,116			2,387,981
Derivative liability		4,394,475			10,852,906
Notes payable		540,328			459,801
Current portion of long-term debt, net of discount		29,977			29,409
Stockholder advances		505,548			456,376
Total current liabilities		12,446,948			17,639,218
Long-term debt, net of current portion and discount		216,550			62,361
Total liabilities		12,663,498			17,701,579
Commitments and contingencies
Stockholders' deficit:
Preferred stock, $0.001 par value, 10,000,000 shares authorized:Series AA, 60,000 and 80,000 shares issued and outstanding,    respectively		60			80
Series BB, 186,000 shares issued and outstanding		186			186
Common stock; $0.0025 par value, 2,000,000,000 shares authorized, 487,753,010 and 422,125,005 shares issued and outstanding, respectively		1,219,383			1,055,313
Additional paid-in capital		11,317,926			11,299,059
Accumulated deficit		(25,143,068	)		(29,932,153	)
Total stockholders' deficit		(12,605,513	)		(17,577,515	)
Total	$	57,985		$	124,064

See accompanying notes to condensed consolidated financial statements

3

TONNER-ONE WORLD HOLDINGS, INC.

(Formerly One World Holdings, Inc.)

Condensed Consolidated Statements of Operations

(Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
	2016			2015			2016			2015
Sales	$	3,424		$	833		$	60,092		$	1,572
Cost of sales		6,827			836			26,669			1,904
Gross margin (deficit)		(3,403	)		(3	)		33,423			(332	)
Operating expenses:
Selling, general and administrative		503,710			451,550			995,761			943,373
Research and development		4,210			3,981			21,432			6,393
Depreciation		4,425			3,500			8,850			7,000
Total operating expenses		512,345			459,031			1,026,043			956,766
Loss from operations		(515,748	)		(459,034	)		(992,620	)		(957,098	)
Other income (expense):
Interest expense		(712,795	)		(451,566	)		(1,477,282	)		(1,118,515	)
Gain (loss) on derivative liability		2,828,704			(7,126,383	)		6,694,891			(17,068,588	)
Gain on debt payable in shares		222,416			-			577,265			-
Gain (loss) on debt settlement		1,951			31,616			(13,169	)		11,855
Total other income (expense)		2,340,276			(7,546,333	)		5,781,705			(18,175,248	)
Income (loss) before income taxes		1,824,528			(8,005,367	)		4,789,085			(19,132,346	)
Provision for income taxes		-			-			-			-
Net income (loss)	$	1,824,528		$	(8,005,367	)	$	4,789,085		$	(19,132,346	)
Net income (loss) per common share:
Basic	$	0.00		$	(0.03	)	$	0.01		$	(0.08	)
Diluted	$	0.00		$	(0.03	)	$	0.00		$	(0.08	)
Weighted average number of    common shares outstanding:
Basic		460,164,835			279,277,078			448,365,845			253,103,538
Diluted		1,656,720,994			279,277,078			1,346,154,565			253,103,538

See accompanying notes to condensed consolidated financial statements

4

TONNER-ONE WORLD HOLDINGS, INC.

(Formerly One World Holdings, Inc.)

Condensed Consolidated Statements of Cash Flows

(Unaudited)

	Six Months Ended June 30,
	2016			2015
Cash flows from operating activities:
Net income (loss)	$	4,789,085		$	(19,132,346	)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation expense		8,850			7,000
Amortization of debt discount to interest expense		580,171			808,293
(Gain) loss on derivative liability		(6,694,891	)		17,068,588
(Gain) on debt payable in shares		(577,265	)		-
(Gain) on debt settlement		(7,831	)		(11,855	)
Interest expense added to stockholder advances		-			28,460
Common stock issued for services		-			2,400
Changes in operating assets and liabilities:
Accounts receivable		(2,990	)		7,949
Inventories		20,785			(4,852	)
Prepaid expenses and other current assets		22,500			(238,600	)
Accounts payable and accrued expenses		475,366			215,532
Accrued interest and penalties payable		880,753			165,585
Net cash used in operating activities		(505,467	)		(1,083,846	)
Cash flows from investing activities:
Increase in note receivable		(70,000	)		-
Repayment of note receivable		70,000			-
Net cash provided by investing activities		-			-
Cash flows from financing activities:
Proceeds from convertible debentures		375,000			853,547
Proceeds from notes payable		128,722			468,500
Proceeds from stockholder advances		44,199			15,000
Payment of debt issuance costs		(2,500	)		-
Payments on notes payable		(43,222	)		(25,000	)
Payments on convertible debentures		-			(214,850	)
Payments on stockholder advances		-			(13,955	)
Net cash provided by financing activities		502,199			1,083,242
Net decrease in cash		(3,268	)		(604	)
Cash, beginning of the period		5,932			604
Cash, end of the period	$	2,664		$	-

See accompanying notes to condensed consolidated financial statements

5

TONNER-ONE WORLD HOLDINGS, INC.

(Formerly One World Holdings, Inc.)

Notes to Condensed Consolidated Financial Statements

Six Months Ended June 30, 2016

(Unaudited)

NOTE 1 – DESCRIPTION OF BUSINESS AND BASIS OF FINANCIAL STATEMENT PRESENTATION

Organization, Nature of Business

Tonner-One World Holdings, Inc. (the "Company"), a Nevada Corporation, is a Houston-based company focused on doll design and marketing.  Substantially all of the Company's operations are conducted through its wholly owned subsidiary, The One World Doll Project, Inc. (a Texas Corporation - "OWDPI"). OWDPI began operations on October 1, 2010.  On January 20, 2016, the Company created Tonner-One World, Inc. ("TOW"), another wholly owned subsidiary, for the purpose of taking initial steps to begin production of dolls under the combined Tonner-One World name.  Effective April 8, 2016, the name of the Company was changed from One World Holdings, Inc. to Tonner-One World Holdings, Inc.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, OWDPI, TOW and National Fuel and Energy, Inc. All significant intercompany accounts and transactions have been eliminated in consolidation.

Interim Financial Information

The interim financial information of the Company as of June 30, 2016 and for the three months and six months ended June 30, 2016 and 2015 is unaudited, and the balance sheet as of December 31, 2015 is derived from audited financial statements.  The accompanying condensed consolidated financial statements have been prepared in accordance with U. S. generally accepted accounting principles for interim financial statements.  Accordingly, they omit or condense notes and certain other information normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles.  The accounting policies followed for quarterly financial reporting conform with the accounting policies disclosed in Note 2 to the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2015.  In the opinion of management, all adjustments necessary for a fair presentation of the financial information for the interim periods reported have been made.  All such adjustments are of a normal recurring nature.  The results of operations for any interim period are not necessarily indicative of the results that can be expected for a full fiscal year.  The unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2015.

Certain amounts in the condensed consolidated financial statements for the three months and six months ended June 30, 2015 have been reclassified to conform to the current year presentation.

NOTE 2 – GOING CONCERN

The Company has incurred operating losses since inception, has limited financial resources and a working capital deficit of $12,438,272 at June 30, 2016. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company's condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.  In addition, the Company had an accumulated deficit of $25,143,068, and a total stockholders' deficit of $12,605,513 at June 30, 2016.  The working capital deficit, accumulated deficit and total stockholders' deficit were negatively impacted by a significant derivative liability and debt recorded through June 30, 2016.  The Company's ability to continue as a going concern is dependent upon its ability to develop additional sources of capital and, ultimately, achieve profitable operations.  Management's plans to address the Company's continuing existence include obtaining debt or equity funding from private or institutional sources or obtaining loans from financial institutions and individuals, where possible.  The accompanying condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

6

NOTE 3 – FAIR VALUE OF FINANCIAL INSTRUMENTS

Disclosures about fair value of financial instruments require disclosure of the fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value.  As of June 30, 2016 and December 31, 2015, we believe the amounts reported for cash, accounts payable and accrued expenses, accrued interest and penalties payable, notes payable and stockholder advances approximate fair value because of the short-term nature of these financial instruments.

We adopted ASC Topic 820 (originally issued as SFAS 157, "Fair Value Measurements") for financial instruments measured as fair value on a recurring basis.  ASC Topic 820 defines fair value, established a framework for measuring fair value in accordance with accounting principles generally accepted in the United States, and expands disclosures about fair value measurements.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  ASC Topic 820 established a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.  The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements).  These tiers include:

· Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;

· Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and

· Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

Liabilities measured at fair value on a recurring basis were as follows at June 30, 2016:

	Total		Level 1		Level 2		Level 3
Derivative liability	$	4,394,475	$	-	$	-	$	4,394,475
Convertible debentures, net of discount		2,748,116		-		-		2,748,116
Current portion of long-term debt, net    of discount		29,977		-		-		29,977
Long-term debt, net of current portion    and discount		216,550		-		-		216,550
Total liabilities measured at fair value	$	7,389,118	$	-	$	-	$	7,389,118

7

NOTE 4 – INCOME (LOSS) PER SHARE

The computation of basic income (loss) per common share is based on the weighted average number of shares outstanding during each period.

The computation of diluted earnings per common share is based on the weighted average number of shares outstanding during the period plus the common stock equivalents that would arise from the exercise of stock options and warrants outstanding and conversion of debt, using the treasury stock method and the average market price per share during the period.  Common stock equivalents are not included in the diluted loss per share calculation when their effect is anti-dilutive.

The common shares used in the computation of our basic and diluted net income (loss) per share are reconciled as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
	2016		2015		2016		2015
Weighted average number of shares    outstanding - basic		460,164,835		279,277,078		448,365,845		253,103,538
Dilutive effect of shares issuable for    convertible debt		1,196,556,159		-		897,788,720		-
Weighted average number of shares    outstanding - dilutive		1,656,720,994		279,277,078		1,346,154,565		253,103,538

NOTE 5 – CONVERTIBLE DEBENTURES

Through June 30, 2016, we have financed our operations primarily through the issuance of various convertible debentures.  For the six months ended June 30, 2016, we received cash proceeds of $375,000 from the issuance of new convertible debentures.  Convertible debentures, net of discount, included in current liabilities totaled $2,760,088 and $2,387,981 as of June 30, 2016 and December 31, 2015, respectively.

The following is a schedule of short-term convertible debentures outstanding as of June 30, 2016:

8

Description	Date	Conversion Price	Original Principal Amount	Unpaid  Principal Balance	Term	Interest Rate
Debenture 1	10/10/11	$30.00	$        25,000	$        25,000	12 months	14%
Debenture 3	2/17/12	$30.00	10,000	10,000	12 months	14%
Debenture 4	3/9/12	$30.00	5,000	5,000	12 months	14%
Debenture 5	3/19/12	$30.00	5,000	5,000	12 months	14%
Debenture 6	4/29/12	$30.00	5,000	5,000	12 months	14%
Debenture 7	4/25/12	$30.00	10,000	10,000	12 months	14%
Debenture 8	10/9/12	$30.00	5,000	5,000	12 months	14%
Debenture 10	11/15/12	$30.00	5,000	5,000	12 months	14%
Debenture 11	11/20/12	$30.00	2,000	2,000	12 months	14%
Debenture 12	12/11/12	$30.00	2,500	2,500	12 months	14%
Debenture 14	1/5/13	$30.00	2,500	2,500	12 months	14%
Debenture 15	2/5/13	$30.00	2,500	2,500	12 months	14%
Debenture 17	7/23/13	Variable	62,000	62,000	9 months	8%
Debenture 19	7/29/13	$30.00	10,000	10,000	12 months	14%
Debenture 22	9/4/13	Variable	50,000	50,000	12 months	8%
Debenture 31	10/3/13	Variable	3,750	3,750	12 months	8%
Debenture 33	10/25/13	Variable	52,000	52,000	9 months	8%
Debenture 34	10/25/13	Variable	30,000	47,455	9 months	8%
Debenture 36	11/29/13	Variable	30,000	22,800	6 months	15%
Debenture 37	11/29/13	Variable	25,000	25,000	6 months	15%
Debenture 39	12/2/13	Variable	25,000	15,000	6 months	15%
Debenture 47	6/23/13	Variable	35,000	17,500	7 months	10%
Debenture 48	6/23/13	Variable	12,500	12,500	7 months	10%
Debenture 49	1/12/14	Variable	26,000	26,000	12 months	22%
Debenture 50	1/12/14	Variable	60,000	60,000	12 months	12%
Debenture 51	2/3/14	$0.06	50,000	46,600	2 months	14%
Debenture 52	2/18/14	$0.06	5,000	5,000	12 months	14%
Debenture 53	3/17/14	Variable	25,000	23,500	12 months	18%
Debenture 54	3/20/14	Variable	10,000	10,000	12 months	18%
Debenture 55	3/25/14	Variable	10,000	10,000	12 months	18%
Debenture 56	3/28/14	Variable	55,000	55,000	12 months	18%
Debenture 57	4/1/14	$0.0025	50,000	800	6 months	14%
Debenture 58	4/9/14	Variable	75,000	75,000	11 months	18%
Debenture 59	4/10/14	Variable	60,000	60,000	11 months	18%
Debenture 60	4/11/14	Variable	2,272	2,272	11 months	18%
Debenture 61	4/11/14	Variable	40,000	19,475	12 months	15%
Debenture 62	4/16/14	Variable	30,000	8,503	24 months	12%
Debenture 63	4/23/14	$0.04	10,500	10,500	12 months	14%
Debenture 64	5/8/14	$0.06	4,000	4,000	12 months	14%
Debenture 65	5/21/14	Variable	50,000	50,000	12 months	15%
Debenture 68	7/11/14	$0.01	25,000	7,500	12 months	14%
Debenture 70	7/24/14	$0.06	48,360	48,360	12 months	14%

9

Debenture 73	8/29/14	Variable	67,595	19,966	6 months	5%
Debenture 74	9/3/14	Variable	37,520	37,520	24 months	12%
Debenture 75	9/8/14	$0.01	25,000	25,000	12 months	14%
Debenture 76	9/9/14	$0.01	36,359	36,359	12 months	14%
Debenture 77	9/9/14	$0.0025	8,641	811	12 months	14%
Debenture 78	9/9/14	$0.0025	10,000	10,000	12 months	14%
Debenture 79	9/9/14	$0.0025	10,000	10,000	12 months	14%
Debenture 80	9/9/14	$0.0025	10,000	10,000	12 months	14%
Debenture 81	9/9/14	$0.0025	77,595	73,845	12 months	14%
Debenture 82	9/10/14	$0.01	8,000	8,000	12 months	14%
Debenture 83	9/10/14	$0.01	15,000	15,000	12 months	14%
Debenture 85	9/17/14	Variable	5,000	5,000	6 months	5%
Debenture 87	9/24/14	Variable	140,995	140,995	6 months	5%
Debenture 88	10/1/14	$0.00025	16,378	13,878	12 months	14%
Debenture 90	10/27/14	$0.01	50,000	50,000	12 months	14%
Debenture 92	10/31/14	$0.0025	63,097	63,097	12 months	16%
Debenture 96	3/27/15	Variable	128,460	111,670	12 months	8%
Debenture 97	1/18/15	Variable	7,500	7,500	12 months	14%
Debenture 98	2/12/15	$0.0145	12,500	12,500	12 months	14%
Debenture 99	3/31/15	$0.01	112,972	112,972	12 months	14%
Debenture 100	2/2/15	Variable	79,115	79,115	12 months	12%
Debenture 101	2/2/15	Variable	45,000	45,000	12 months	12%
Debenture 102	2/24/15	$0.0025	10,000	9,000	12 months	14%
Debenture 104	3/12/15	Variable	25,000	25,000	12 months	14%
Debenture 105	3/21/15	$0.0025	30,000	30,000	12 months	14%
Debenture 106	1/5/15	Variable	15,000	15,000	6 months	15%
Debenture 107	1/5/15	Variable	15,000	5,300	6 months	15%
Debenture 109	2/11/15	Variable	25,000	25,000	12 months	8%
Debenture 110	2/26/15	Variable	16,000	16,000	12 months	8%
Debenture 111	3/4/15	Variable	27,500	27,500	12 months	8%
Debenture 112	3/1/15	$0.0015	10,000	10,000	12 months	14%
Debenture 114	4/2/15	Variable	26,947	24,447	12 months	8%
Debenture 115	4/2/15	$0.001	23,660	23,660	12 months	14%
Debenture 116	3/31/15	Variable	14,000	14,000	6 months	15%
Debenture 117	4/14/15	Variable	20,000	20,000	6 months	15%
Debenture 118	4/27/15	Variable	25,000	25,000	12 months	14%
Debenture 119	3/31/15	Variable	14,000	14,000	6 months	15%
Debenture 120	5/27/15	$0.0025	7,500	7,500	12 months	14%
Debenture 121	7/2/15	$0.0025	175,000	175,000	12 months	14%
Debenture 122	7/3/15	Variable	238,894	221,894	12 months	8%
Debenture 126	9/8/15	$0.0025	112,663	112,663	12 months	14%
Debenture 128	9/15/15	$0.0025	10,000	10,000	12 months	14%
Debenture 129	9/8/15	$0.0050	2,000	2,000	12 months	14%
Debenture 130	10/12/15	$0.0050	15,000	15,000	12 months	14%
Debenture 131	10/12/15	$0.0050	20,000	20,000	12 months	14%
Debenture 132	10/15/15	$0.0025	10,750	10,750	12 months	14%
Debenture 134	10/20/15	$0.0050	10,000	10,000	12 months	14%
Debenture 135	12/5/15	$0.0050	10,000	10,000	12 months	14%
Debenture 137	12/18/15	$0.0050	20,000	20,000	12 months	14%
Debenture 138	1/7/16	Variable	50,000	50,000	12 months	14%
Debenture 139	1/11/16	Variable	25,000	25,000	12 months	14%
Debenture 140	1/25/16	Variable	10,000	10,000	12 months	14%
Debenture 141	1/29/16	Variable	125,000	125,000	12 months	16%
Debenture 146	5/10/16	Variable	50,000	50,000	12 months	14%
Total			$      3,206,523	2,966,957
Less discount				(218,841)
Net				$      2,748,116

10

The following is a schedule of long-term convertible debentures outstanding as of June 30, 2016:

Description	Date	Conversion Price	Original Principal Amount	Unpaid Principal Balance	Term	Interest Rate
Debenture 123	8/24/15	Variable	$        34,650	$        24,650	24 months	8%
Debenture 125	9/4/15	Variable	105,000	105,000	24 months	8%
Debenture 127	9/25/15	Variable	50,000	50,000	24 months	8%
Debenture 133	10/20/15	Variable	100,000	100,000	24 months	8%
Debenture 136	12/4/15	Variable	160,000	160,000	24 months	8%
Debenture 142	1/29/16	Variable	20,000	20,000	20 months	8%
Debenture 143	3/3/16	Variable	30,000	30,000	18 months	8%
Debenture 144	4/15/16	Variable	15,000	15,000	17 months	8%
Debenture 145	4/18/16	Variable	50,000	50,000	17 months	8%
Total			$     564,650	554,650
Less discount				(338,100)
Net				$     216,550

The convertible debentures are generally unsecured and bear interest ranging from 5% to 22% per annum, with maturities ranging from six months to two years.  The outstanding principal and accrued interest of the debentures are convertible into shares of the Company's common stock at a fixed conversion price ranging from $0.00025 to $30.00 per share or variable discounted pricing based on the market price of the Company's common stock as defined in the debt agreement.

We evaluated the convertible debentures in accordance with ASC Topic 815, "Derivatives and Hedging," and determined that the conversion feature of the convertible promissory notes with variable conversion prices were not afforded the exemption for conventional convertible instruments due to their variable conversion rates.  The notes have no explicit limit on the number of shares issuable so they did not meet the conditions set forth in current accounting standards for equity classification. We elected to recognize the notes under paragraph 815-15-25-4, whereby there would be a separation into a host contract and derivative instrument. We elected to initially and subsequently measure the notes in their entirety at fair value, with changes in fair value recognized in earnings.  We recorded a derivative liability and debt discount representing the imputed interest associated with the embedded derivative.

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For those convertible debentures with fixed conversion prices, we recorded a beneficial conversion feature at the inception of the debt to additional paid-in capital and to debt discount where the conversion price was less that the market price of the stock.

At June 30, 2016, the convertible debentures and related accrued interest payable were convertible into approximately 6,698,670,000 shares of our common stock.  Based on the assumptions used to estimate the fair value of the derivative liability at June 30, 2016 and assuming all lenders convert the notes payable at the June 30, 2016 conversion prices, the Company would have insufficient authorized shares of common stock to complete the debt conversions.

As of June 30, 2016, $2,062,129 of the convertible debentures were delinquent.  We believe we have good relationships with the holders of the delinquent debentures, and we continue to have discussions with them regarding the extension of maturity dates or settlement of amounts due.  Several of the convertible debentures have default interest rates that apply when the debentures are delinquent, and we have accrued default interest where applicable.  In addition, we have been unable to complete certain conversions of convertible debentures during the year ended December 31, 2015, pending an increase in the number of authorized shares of our common stock, and have accrued applicable penalties as of June 30, 2016 and December 31, 2015.

Accrued interest payable for the convertible debentures, including accrued default interest and penalties, where applicable, totaled $1,982,955 and $1,141,478 as of June 30, 2016 and December 31, 2015, respectively.

NOTE 6 – DERIVATIVE LIABILITY

As discussed in Note 5 above, we have recorded a derivative liability and a debt discount representing the imputed interest associated with the embedded derivative associated with our convertible debentures.  In addition, we have recorded a derivative liability for the variable conversion feature of certain outstanding warrants to purchase shares of our common stock.

The debt discount is amortized over the life of the note and recognized as interest expense. For the three months ended June 30, 2016 and 2015, we amortized debt discount of $270,128 and $327,955 to interest expense, respectively.  For the six months ended June, 2016 and 2015, we amortized debt discount of $580,171 and $808,293 to interest expense, respectively.  The derivative liability is adjusted at each reporting date according to stock price fluctuations and other inputs and was $4,394,475 and $10,852,906 at June 30, 2016 and December 31, 2015, respectively.

At June 30, 2016, the convertible debentures and related accrued interest payable were convertible into approximately 6,698,670,000 shares of our common stock.  Based on the assumptions used to estimate the fair value of the derivative liability at June 30, 2016, and assuming all lenders converted the notes payable at the June 30, 2016 conversion prices, the Company would have had insufficient authorized shares of common stock to complete the debt conversions.

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During the six months ended June 30, 2016, the Company had the following activity in its derivative liability:

Derivative liability at December 31, 2015	$	10,852,906
Addition to liability for new debt issued		375,000
Elimination of liability on conversion		(138,540	)
Change in fair value		(6,694,891	)
Derivative liability at June 30, 2016	$	4,394,475

For purpose of determining the fair market value of the derivative liability, we used the Black Scholes option valuation model.  The significant assumptions used in the Black Scholes valuation of the derivative liability at June 30, 2016 are as follows:

Stock price on the valuation date	$	0.0009
Conversion price for the debt	$	0.00025- $0.00068
Dividend yield		0.00	%
Years to maturity		0.186 – 1.43
Risk free rate		0.36% - 0.52	%
Expected volatility		165.21%% - 259.99	%

These assumptions are subject to significant changes and market fluctuations from period to period; therefore, the estimated fair value of the derivative liability will fluctuate from period to period and the fluctuation may be material.

NOTE 7 – NOTES PAYABLE

We had short-term notes payable to certain individuals and companies totaling $540,328 and $459,801 as of June 30, 2016 and December 31, 2015, respectively.  As of June 30, 2016, the notes are unsecured and bear interest at rates ranging from 0% to 18%.  As of June 30, 2016, several of the notes payable were delinquent.  We believe we have good relationships with the note holders, and we continue to have discussions with them regarding the extension of maturity dates or settlement of amounts due.  Several of the convertible debentures have default interest rates that apply when the debentures are delinquent.

Accrued interest payable for the short-term notes payable, including accrued default interest where applicable, was $116,231 and $82,144 as of June 30, 2016 and December 31, 2015, respectively.

NOTE 8 – STOCKHOLDER ADVANCES

Since the inception of the Company, we have relied on cash advances from certain stockholders to fund our operations.  These advances generally have no specified repayment terms and no stated rate of interest.  All advances are considered by us to be due on demand until such time as the advances are converted into notes payable, issuances of shares of our common stock or other formal repayment arrangements.  At June 30, 2016 and December 31, 2015, stockholder advances totalled  $505,548 and $456,376, respectively.

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NOTE 9 – LONG-TERM DEBT

Our long-term debt consisted of the following at June 30, 2016:

Long-term convertible debentures,   net of discount of $338,100 (see Note 5)	$	216,550
Long-term note payable, net of discount of $23		29,977
Total		246,527
Current portion		29,977
Long-term debt	$	216,550

 The long-term note payable is an unsecured note payable of $30,000 to an individual due July 30, 2016, with interest at 14% per annum.  Payment terms for the note payable are $350 per month for six months and $698 per month for sixty months, including interest. We are in default on the note payable at June 30, 2016 due to our failure to make timely payments in accordance with the terms of the note agreement.

Accrued interest payable for long-term debt was $43,742 and $41,648 as of June 30, 2016 and December 31, 2015, respectively.

NOTE 10 – STOCKHOLDERS' DEFICIT

As of June 30, 2016, we had 10,000,000 shares of $0.001 par value preferred stock authorized and 2,000,000,000 shares of $0.0025 par value common stock authorized, retroactively restated for the increase in authorized shares.

On March 3, 2016, the holders with the power to vote more than a majority of the outstanding common stock of the Company approved an amendment to the Company's Articles of Incorporation to effect an authorized share increase in our common stock from 500,000,000 shares to 2,000,000,000 shares of common stock.  The amendment became effective on April 8, 2016.

We have authorized the issuance of up to 1,000,000 shares of Series AA Preferred Stock.  Among other things, the Series AA Preferred Stock allows holders thereof enhanced voting rights based on ten thousand (10,000) votes per share of the Company's common stock held by such holders of Series AA Preferred Stock.  The Series AA Preferred Stock is not convertible into common stock, does not pay dividends, and does not include a liquidation preference.  In June 2014, 20,000 shares of Series AA Preferred Stock were issued to each of the four members of the Company's Board of Directors and valued at par value of $80.  On January 29, 2016, Robert Hines resigned from the Board of Directors, effective December 31, 2015, at which time he returned the 20,000 shares of Series AA Preferred Stock, which were valued at par value of $20 and canceled.

We have also authorized the issuance of up to 1,000,000 shares of Series BB Preferred Stock.  Among other things, the Series BB Preferred Stock allows holders thereof voting rights equal to holders of common stock as a single class with respect to all matters submitted to holders of common stock, quarterly dividends payable in arrears in either cash or in kind, liquidation preferences, and is convertible at the option of the holder into 50 shares of common stock of the Company. As of June 30, 2016, 186,000 shares of Series BB Preferred Stock were issued and outstanding.

During the six months ended June 30, 2016, we issued a total of 65,628,005 shares of our common stock with a total value of $182,917 for conversion of debt.

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During the six months ended June 30, 2015, we issued a total of 167,395,050 shares of our common stock with a total value of $711,522 for conversion of debt.

As of June 30, 2016, we had several convertible debentures and related accrued interest payable that were convertible into approximately 6,698,670,000 shares of our common stock.  We have 2,000,000,000 common shares authorized and we will be required to again increase the number of authorized shares of common stock in the event all convertible debt is converted into shares of our common stock.

As of June 30, 2016, we had certain penalties on delinquent convertible debentures and pending debenture conversions that are payable in shares of our common stock.  We record these obligations at the current market value of our common stock, marking the obligations to market at each reporting date.  We recognize the change in the market value as gain or loss on debt payable in shares in other income (expense) in our consolidated statements of operations.  For the three months and six months ended June 30, 2016, we recognized a gain on debt payable in shares of $222,416 and $577,265, respectively.

NOTE 11 – STOCK OPTIONS AND WARRANTS

During the six months ended June 30, 2016, we did not issue any new stock options or warrants.

The following table summarizes the stock option and warrant activity during the six months ended June 30, 2016:

	Shares		Weighted AverageExercise Price		Weighted Average Remaining Contract Term
Outstanding at December 31, 2015		4,977,267	$	0.03		3.25
Granted		-
Exercised		-
Expired or cancelled		-
Outstanding, vested and exercisable   at June 30, 2016		4,977,267	$	0.03		2.75

In May 2014, the Board of Directors of the Company adopted and approved the One World Holdings Inc. 2014 Stock Option and Stock Award Plan (the "Plan").  Also, the holders of a majority of the Company's outstanding common stock voted to approve and authorize adoption of the Plan.  A total of 2,000,000 shares of our common stock are available for issuance under the Plan.  Under the Plan, we may issue options, including incentive stock options and non-statutory stock options, restricted stock grants, or stock appreciation rights.  Awards under the Plan may be granted to employees, consultants, directors and individuals who meet the requirements defined in the Plan.

NOTE 12 – CONSULTING AGREEMENTS

We have entered into various consulting agreements for financial and business development services to the Company.  Certain of these consulting agreements provide for cash compensation to the consultants; however, several are based on issuances of shares of our common stock in exchange for services.

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Under the consulting agreements that provide for share issuances, shares were generally issued at the inception of the agreements for services provided.  There generally are no specified performance requirements and no provision in the agreements for return of the shares.  Compensation expense is calculated based on the market price of the stock on the effective date of agreement and amortized over the period over which the services are provided to the Company.  During the three months ended June 30, 2016 and 2015, total compensation expense included in selling, general and administrative expense was $0 and $22,500, respectively.  During the six months ended June 30, 2016 and 2015, total compensation expense included in selling, general and administrative expense was $22,500 and $48,442, respectively.  As of June 30, 2016, we had no unamortized compensation paid in common shares.

NOTE 13 – RELATED PARTY TRANSACTIONS

Certain of the consulting agreements discussed in Note 12 are with related parties.  Related parties consist primarily of our executive officers, directors, significant shareholders and individuals affiliated through family relationships with these individuals.  There was no compensation expense paid in common shares to related parties during the three months and six months ended June 30, 2016 and 2015.

We paid consulting and other fees to related parties totaling $45,902 and $38,672 during the three months ended June 30, 2016 and 2015, respectively, and $125,178 and $134,847 during the six months ended June 30, 2016 and 2015, respectively.

As of June 30, 2016 and December 31, 2015, we had convertible debentures of $5,000 and $46,600 payable to related parties. The outstanding principal and interest are convertible into shares of our common stock at a conversion prices ranging from $0.06 to $30 per share.

Accrued interest payable to these related parties totaled $30,766 and $24,341 at June 30, 2016 and December 31, 2015, respectively.

As of June 30, 2016 and December 31, 2015, we had stockholder advances payable to related parties totaling $83,023.

NOTE 14 – SUPPLEMENTAL STATEMENT OF CASH FLOWS INFORMATION

During the six months ended June 30, 2016 and 2015, we made no cash payments for income taxes.

During the six months ended June 30, 2016 and 2015, we made cash payments for interest totaling $17,480 and $78,552.

During the six months ended June 30, 2016, we had the following non-cash financing and investing activities:

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· Increased debt discount and derivative liability by $375,000.

· Decreased accrued interest payable by $3,095, decreased convertible debentures by $68,289, decreased debt discount by $19,176, decreased derivative liability by $138,540, increased common stock by $164,070 and increased additional paid-in capital by $18,847 for common shares issued in conversion of debt.

· Increased stockholder advances and decreased notes payable by $4,973.

· Decreased Series AA preferred stock and increased additional paid-in capital by $20.

· Decreased prepaid expenses and other current assets and increased debt discount by $13,666.

During the six months ended June 30, 2015, we had the following non-cash financing and investing activities:

· Increased additional paid-in capital and debt discount by $71,760 for beneficial conversion feature of convertible notes payable.

· Increased debt discount and derivative liability by $812,321.

· Decreased stockholder advances and increased convertible debentures by $128,460.

· Decreased accrued interest payable by $11,547, decreased convertible debentures by $127,085, decreased debt discount by $47,839, decreased derivative liability by $630,184, increased common stock by $418,487 and increased additional paid-in capital by $293,035 for common shares issued in conversion of debt.

· Decreased accrued interest payable by $1,947 and increased convertible debentures by $1,947.

NOTE 15 – RECENT ACCOUNTING PRONOUNCEMENTS

In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, "Leases (Topic 842)". The amendments in this ASU revise the accounting related to lessee accounting. Under the new guidance, lessees will be required to recognize a lease liability and a right-of-use asset for all leases. The new lease guidance also simplifies the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and lease liabilities. The amendments in this ASU are effective for public companies for fiscal years beginning after December 15, 2018 and are to be applied through a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. Early adoption is permitted. We are currently unable to determine the impact on our consolidated financial statements of the adoption of this new accounting pronouncement.

In March 2016, the FASB issued ASU No. 2016-09, "Stock Compensation (Topic 718)", which is intended to simplify several aspects of the accounting for share-based payment award transactions, including the income tax impacts, the classification on the statement of cash flows, and forfeitures. The amendments in this ASU are effective for fiscal years beginning after December 15, 2016, including interim periods. We are currently unable to determine the impact on our consolidated financial statements of the adoption of this new accounting pronouncement.

In April 2015, the FASB issued ASU No. 2015-03, "Interest – Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs." To simplify presentation of debt issuance costs, the amendments in this Update require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this Update. For public companies, the amendments in this Update are effective for financial statements issued for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years. We adopted the new guidance effective January 1, 2016. Our prior period consolidated financial statements were not impacted by the adoption of this Update.

Although there are several other new accounting pronouncements issued or proposed by the FASB, which the Company has adopted or will adopt, as applicable, we do not believe any of these accounting pronouncements has had or will have a material impact on our consolidated financial position or results of operations.

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NOTE 16 – CONTINGENCIES

From time to time, we may be involved in various claims and legal actions arising in the ordinary course of business.  Management, along with the assistance of counsel, will determine the ultimate disposition and potential impact of these matters on our financial condition, liquidity or results of operations.

On November 4, 2014, we were named as a defendant in a civil lawsuit filed by Darling Capital, LLC, ("Darling") a creditor of the Company, in the New York Supreme Court, County of New York.  The plaintiff filed a Motion For Summary Judgment in Lieu of Complaint the same day. The plaintiff alleges, among other things, that we defaulted on our obligations under a Convertible Promissory Note held by Darling. The complaint sought, among other relief, judgment against us in the amount of $57,627.  A settlement was reached on September 3, 2015 for the sum of $70,000 consisting of four payments with the final payment due on November 20, 2015.  The first payment of $10,000 was made on September 9, 2015.  No other payments have been made.

On December 3, 2014, WHC Capital, LLC filed a complaint against the Company, demanding $416,000 and alleging the Company's breach of contract and failure to deliver 22,545,900 shares of common stock pursuant to requested conversions of two promissory notes totaling $65,403.  On September 9, 2015, both parties agreed to a settlement of $130,000 in the form of seven payments.  There are currently two remaining payments due under the agreement.

NOTE 17 – SUBSEQUENT EVENTS

To fund our operations subsequent to June 30, 2016, we incurred additional indebtedness totaling $6,500, consisting of proceeds from short-term notes payable

Subsequent to June 30, 2016, we issued a total of 18,364,000 shares of our common stock for conversion of debt principal of $6,000 and accrued interest payable of $427.

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

As used in this Quarterly Report on Form 10-Q, references to the "Company," "Tonner-One World," "TOW," "we," "our" or "us" refer to Tonner-One World Holdings, Inc., unless the context otherwise indicates.

Introduction

Management's discussion and analysis of financial condition and results of operations is provided as a supplement to the accompanying condensed consolidated financial statements and related notes to help provide an understanding of our financial condition, the changes in our financial condition and the results of our operations.

Some of the key factors that could cause our future financial results and performance to vary from our expectations include:

· our ability to meet production and sales goals;

· our ability to raise adequate capital to fund operations;

· market developments affecting, and other changes in, the demand for our products or the introduction of competing products;

· increases in the price of raw materials used in the production of our dolls;

· our ability to develop and market our businesses at a level necessary to implement our business strategy and our ability to finance our development;

· the condition of the capital markets generally, which will be affected by interest rates, foreign currency fluctuations and general economic conditions;

· the political and economic climate in the foreign or domestic jurisdictions in which we conduct business; and

· other United States or foreign regulatory or legislative developments which affect the demand for our products generally or increase the cost for our products.

The information contained in this Quarterly Report identifies additional factors that could cause our results or performance to differ materially from those we express in our forward-looking statements.  Although we believe that the assumptions underlying our forward-looking statements are reasonable, any of these assumptions and, therefore, the forward-looking statements based on these assumptions, could themselves prove to be inaccurate.  In light of the significant uncertainties inherent in the forward-looking statements that are included in this Quarterly Report and the exhibits and other documents incorporated herein by reference, our inclusion of this information is not a representation by us or any other person that our objectives and plans will be achieved.

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General

Tonner-One World Holdings, Inc. ("Holdings"), a Nevada Corporation, formerly known as One World Holdings, Inc.), is a Houston-based company that recently released a line of mainstream multicultural dolls aimed at high-end collectors and young pre-teen girls.  Our operations are conducted through our wholly owned subsidiary, The One World Doll Project, Inc., a Texas Corporation ("OWDPI").  In this discussion Holdings and OWDPI are collectively referred to as "One World" or the "Company."  We commenced sales in October 2013.  Through the year ended December 31, 2015, we focused on direct sales and Internet sales and did not require a storefront for operations.  Manufacturing of our dolls is outsourced to physical plant facilities in the People's Republic of China owned by a third-party manufacturers we have selected.  We have purchased the requisite molds and equipment to manufacture our dolls and their accessories.  Warehousing of our merchandise inventories and fulfillment of orders here in the United States will be handled by a third-party center in Houston, Texas.  We also may have our manufacturers ship dolls directly to our major retail customers.

The Company had previously announced a proposed merger transaction whereby OWDPI would merge with Tonner Doll Company, Inc. ("Tonner"), a New York corporation with a successful history of marketing and sales of collectible dolls.  The Company formed TOW for the purpose of taking initial steps to begin production of dolls under the combined Tonner-One World banner.  Following the formation of TOW, and prior to the closing of the proposed merger transaction, management of the Company and of Tonner determined it to be in the best interests of the parties to terminate the merger and explore other opportunities.  Through the formation of TOW, the Company and Tonner have increasing opportunities to work together, and the Board of Directors of the Company has determined it to be in the best interest of the Company to change its name to Tonner-One World Holdings, Inc. to better reflect the combined focuses and prior historical successes of the two companies.

Going Concern Uncertainty

The Company has incurred operating losses since inception, has limited financial resources and a working capital deficit of $12,438,272 at June 30, 2016. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company's condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.  In addition, the Company had an accumulated deficit of $25,143,068 and a total stockholders' deficit of $12,605,513 at June 30, 2016.  The working capital deficit, accumulated deficit and total stockholders' deficit were negatively impacted by a significant derivative liability and debt recorded at June 30, 2016.  The Company's ability to continue as a going concern is dependent upon its ability to develop additional sources of capital and, ultimately, achieve profitable operations.  Management's plans to address the Company's continuing existence include obtaining debt or equity funding from private or institutional sources or obtaining loans from financial institutions and individuals, where possible.  The accompanying condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Results of Operations

Sales

We had total sales of $3,424 and $833 for the three months ended June 30, 2016 and 2015 and $60,092 and $1,572 for the six months ended June 30, 2016 and 2015, respectively. The sales of our dolls are seasonal, with lower sales levels expected for the first few months of each calendar year.  The increase in sales in the current year is due to the successful 2015 introduction of our new line of Tween Scene dolls, with significant orders from a major retailer during the latter part of 2015.  We believe sales in the current year will continue to increase for seasonal buying and for our new line of Tween Scene dolls.

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Cost of Sales

Our cost of sales includes the cost to manufacture our dolls, inbound shipping costs to the United States and handling, fulfillment and outbound shipping costs incurred by our warehouse and fulfillment center.  Low levels of sales or promotional pricing of our dolls can result in these costs exceeding our sales in any particular period.  Cost of sales were $6,827 and $836 for the three months ended June 30, 2016 and 2015 and $26,669 and $1,904 for the six months ended June 30, 2016 and 2015, respectively.  The increase in cost of sales in the current year is due to the increase in sales of dolls discussed above.  Because of the lower levels of sales, we reported a gross deficit on sales for the three months ended June 30, 2016 and 2015 and the six months ended June 30, 2015.

Operating Expenses

Our selling, general and administrative expenses increased $52,161, or approximately 12%, to $503,711 for the three months ended June 30, 2016 from $451,550 for the three months ended June 30, 2015, and increased $52,388, or approximately 6%, to $995,761 for the six months ended June 30, 2016 from $943,373 for the six months ended June 30, 2015.  We continue to incur substantial sales and marketing expenses related to our new line of Tween Scene dolls. In addition, we have hired several consultants to help us establish and market the Company and our products and incurred increased levels of professional fees in the first six months of 2016.  

The services of a variety of consultants have been integral in developing our business model, furthering our business and ensuring the successful pursuit of our goals.  Our consultants have contributed a wide variety of different services to us.  These services can be classified into several different categories, as follows:

· Business model development and implementation, which consists of advice, counseland services in the areas of fund raising strategy, corporate structure, hiring needs, office space acquisition and corporate governance;

· Financial and accounting which consists of advice, counsel and services in the areasof developing financial models and corporate accounting systems, corporate structure, quarterly reviews, various day to day accounting and bookkeeping;

· Product development which consists of advice and counsel in the areas of manufacturerselections, development process, engineering reviews, prototype development and testing, quality control, logistical support, safety standards compliance and physical packaging design; and

· Marketing and promotions which consists of advice, counsel and services in the areas ofvideography, photography, graphic design, printing, marketing and public relations activities, strategic market research and planning, website development and IT support.

Our research and development expenses were $4,210 and $3,981 for the three months ended June 30, 2016 and 2015 and $21,432 and $6,393 for the six months ended June 30, 2016 and 2015, respectively.  Research and development expenses have increased in the current year as we work to complete the design and manufacturing processes for our current lines of dolls and explore opportunities to develop new lines.

Depreciation expense is currently not material to our operations.  Currently, our only depreciable assets are our molds and equipment to manufacture our dolls and their accessories.  Depreciation expense was $4,425 and $3,500 for the three months ended June 30, 2016 and 2015 and $8,850 and $7,000 for the six months ended June 30, 2016 and 2015, respectively.

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Other Income (Expense)

Our other expense is comprised of interest expense, gains or losses for the change in fair value of our derivative liability associated with our convertible debentures, gains or losses on recording certain obligations payable in shares of our common stock and for the loss on debt settlement calculated upon conversion of debt to shares of our common stock.  Our interest expense also includes the amortization of debt discount calculated at the inception of the convertible debentures and recorded with the related derivative liability.

Interest expense increased to $712,795 in the three months ended June 30, 2016 from $451,566 in the three months ended June 30, 2015 and increased to $1,477,282 in the six months ended June 30, 2016 from $1,118,515 in the six months ended June 30, 2015. This increase is due primarily to the amortization of debt discount, additional interest expense on new indebtedness and default interest and penalties calculated on several delinquent convertible debentures.

Gain on derivative liability was $2,828,705 for the three months ended June 30, 2016 compared to a loss of $7,126,383 for the three months ended June 30, 2015.  Similarly, gain on derivative liability was $6,694,891 for the six months ended June 30, 2016 compared to a loss of $17,068,588 for the six months ended June 30, 2015. The gain or loss on derivative liability will fluctuate each period depending on the market price of our common stock, volatility, conversion prices, and other valuation inputs, and the fluctuation may be material.

We reported a gain on debt payable in shares of $222,416 and $577,265 during the three months and six months ended June 30, 2016, respectively.  Certain obligations payable in our common stock for consulting services and debt conversions not completed are recorded at the market value of the shares of our common stock to be issued.  At each report date, we re-measure the market value of the common stock to be issued, recording a gain or loss on debt payable in shares.

 We reported a gain on debt settlement of $1,951 and $31,616 for the three months ended June 30, 2016 and 2015, respectively.  We reported a loss on debt settlement of $13,169 and a gain on debt settlement of $11,855 for the six months ended June 30, 2016 and 2015, respectively.  The gain or loss on debt settlement results from issuing our common shares in conversion of debt and eliminating corresponding derivative liabilities and debt discount.  The gain or loss on debt settlement will fluctuate each period depending on the amount of debt settled through conversion to common stock, the market price of our common stock, volatility, conversion prices, and other valuation inputs, and the fluctuation may be material.

Net Income (Loss)

As a result of the factors discussed above, we reported net income of $1,824,528 and $4,789,085 for the three months and six months ended June 30, 2016, respectively, and a net loss of $8,005,367 and $19,132,346 for the three months and six months ended June 30, 2015, respectively.

Liquidity and Capital Resources

As of June 30, 2016, we had total current assets of $8,676, including cash of $2,664 and accounts receivable of $6,012.

We had total current liabilities of $12,446,948 and a working capital deficit of $12,438,272 at June 30, 2016.  In addition, we had accumulated losses from inception of $25,143,068 and had a total stockholders' deficit of $12,605,513 at June 30, 2016.  Our working capital deficit, accumulated deficit and total stockholders' deficit as of June 30, 2016 were materially impacted by our non-cash derivative liability of $4,394,475.

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We did not have sufficient cash at June 30, 2016 to fund future operations. Until our sales increase and stabilize, we will continue to rely on cash provided by financing activities, primarily in the form of convertible debentures, and notes and advances from our stockholders. We also have paid substantial consulting fees through the issuance of shares of our common stock, reducing the need for cash to pay these obligations. We believe, however, that we will be required to pay our consultants more in cash as we move forward with our operating plan.

Net cash used in operating activities was $505,467 for the six months ended June 30, 2016 as a result of our net income of $4,789,085, non-cash expenses totaling $589,021, decreases in inventories of $20,785 and prepaid expenses and other current assets of $22,500, and increases in accounts payable and accrued expenses of $475,366 and accrued interest and penalties payable of $880,753, offset by non cash gains totaling $7,279,987 and an increase in accounts receivable of $2,990.

Net cash used in operating activities was $1,083,846 for the six months ended June 30, 2015 as a result of our net loss of $19,132,346, non-cash gain of $11,855, increases in inventories of $4,852 and prepaid expenses and other current assets of $238,600, partially offset by non-cash expenses totaling $17,914,741, decrease in accounts receivable of $7,949 and an increases in accounts payable and accrued expenses of $215,532 and accrued interest and penalties payable of $165,585.

Net cash used in investing activities during the six months ended June 30, 2016 was $0 comprised of the increase in note receivable of $70,000, offset by the repayment of note receivable of $70,000.  During the six months ended June 30, 2015, we had no net cash provided by or used in investing activities.

During the six months ended June 30, 2016, net cash provided by financing activities was $502,199, comprised of proceeds from convertible debentures of $375,000, proceeds from notes payable of $128,722, and proceeds from stockholder advances of $44,199, partially offset by payment of debt issuance costs of $2,500 and payments on notes payable of $43,222.

During the six months ended June 30, 2015, net cash provided by financing activities was $1,083,242, comprised of proceeds from convertible debentures of $853,547, proceeds from notes payable of $468,500 and proceeds from stockholder advances of $15,000, partially offset by payments on notes payable of $25,000, payments on convertible debentures of $214,850 and payments on stockholder advances of $13,955.

We have incurred losses from operations since inception, have limited financial resources, and at June 30, 2016, had a negative working capital position and a total stockholders' deficit of $12,605,513.  The losses to date represent costs incurred primarily to pay the management team and individuals engaged by us to design and develop our dolls, to negotiate and coordinate the production of the dolls, secure financing, and to develop the marketing strategy to promote the doll line to doll collectors and public markets.  We have also incurred significant administrative expenses, consisting primarily of professional fees and management and consulting services. While professional fees have been paid substantially in cash, a significant portion of our management and consulting costs have been paid through the issuance of shares of our common stock.

We believe that our operating expenses may increase over the next 12 months and estimate that our capital requirements for the next 12 months may approximate $2.0 million.  Our estimated capital requirements include manufacturing costs, marketing, public relations, and general and administrative expenses.  We anticipate meeting our capital requirements by raising funds through a combination of private placements of our common stock and/or issuances of convertible notes payable to private investors.  We currently depend primarily on in-kind arrangements and proceeds from the sale of convertible debentures for our month-to-month capital needs.

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Since inception, we have been significantly dependent on third party funding and capital raised through private placements and through the issuance of convertible debt.  We secured contracts with several large retailers; however, we will continue to be dependent on third party funders until our operations generate sufficient revenue to support our operating expenses.

Should we be unable to obtain the capital necessary to fund our expected future working capital needs, we would scale back on marketing, operational and administrative requirements, resulting in slower growth. The amount that we would have to scale back spending would correlate to any deficiency in funding. Such a funding shortage would likely result in an extremely limited budget for advertising and non-essential staff and consultants; however, we would still anticipate meeting our production and product launch deadlines, but we would produce less product initially.

Since inception we have primarily relied upon in-kind arrangements with various consultants pursuant to which we agreed to issue such consultants shares of common stock in lieu of payment of cash consideration. Services provided by such consultants include media and public relations, business development, product fulfillment, television advertising production, financial, management, corporate compliance, business advisory and employment recruitment consulting services.  We also previously issued certain of our officers and Directors shares of common stock in lieu of the payment of cash consideration.  

As of June 30, 2016, we had several convertible debentures and related accrued interest payable that were convertible into approximately 6,698,670,000 shares of our common stock.  Notwithstanding the recent increase in the number of authorized common shares, based on the assumptions used to estimate the fair value of our derivative liability at June 30, 2016 and assuming all lenders convert the notes payable at the June 30, 2016 conversion prices, the Company would have had insufficient authorized shares of common stock to complete the debt conversions.  This factor has hampered our fund raising efforts.

Critical Accounting Policies

Our consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. The preparation of these consolidated financial statements requires the use of estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. The significant accounting policies that we believe are the most important to aid in fully understanding our financial results are the following:

Inventories

Inventories, consisting primarily of dolls manufactured for resale, are stated at the lower of cost or market, with cost determined using primarily the first-in-first-out (FIFO) method.  We maintain a reserve for obsolete inventories to reduce excess and obsolete inventories to their estimated net realizable value.  The reserve was $150,000 as of June 30, 2016 and December 31, 2015.  We currently purchase all inventories from a limited number of foreign suppliers, and are dependent on those suppliers for substantially all merchandise inventory purchases since we commenced operations.

Revenue Recognition

We record revenue from the sales of dolls and accessories in accordance with the underlying sales agreements when the products are shipped, the selling price is fixed and determinable, and collection is reasonably assured.  Our revenues are recorded net of returns and allowances.

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Fair Value of Financial Instruments

Disclosures about fair value of financial instruments require disclosure of the fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value.  As of June 30, 2016, we believe the amounts reported for cash, accounts payable and accrued expenses, accrued interest payable, and notes payable approximate fair value because of the short-term nature of these financial instruments.

We adopted ASC Topic 820 (originally issued as SFAS 157, "Fair Value Measurements") for financial instruments measured as fair value on a recurring basis.  ASC Topic 820 defines fair value, established a framework for measuring fair value in accordance with accounting principles generally accepted in the United States, and expands disclosures about fair value measurements.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  ASC Topic 820 established a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.  The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements).  These tiers include:

· Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;

· Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and

· Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

Liabilities measured at fair value on a recurring basis are as follows at June 30, 2016:

	Total		Level 1		Level 2		Level 3
Derivative liability	$	4,394,475	$	-	$	-	$	4,394,475
Convertible debentures, net of discount		2,748,116		-		-		2,748,116
Current portion of long-term debt, net    of discount		29,977		-		-		29,977
Long-term debt, net of current portion    and discount		216,550		-		-		216,550
Total liabilities measured at fair value	$	7,389,118	$	-	$	-	$	7,389,118

Off Balance Sheet Commitments

We lease approximately 2,882 square feet of office space in one building located at 14515 Briar Hills Parkway, Suite 105, Houston, Texas 77077.  The lease currently has a monthly payment of $4,214 and expires in December 2019.  Beginning on December 1, 2015, the monthly payment increased to $4,407, and will increase incrementally through the end of the term.  We expect that the current leased premises will be satisfactory until the future growth of our business operations necessitates an increase in office space.

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Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Not Applicable.

Item 4.  Controls and Procedures

Disclosure Controls and Procedures

Our management, under the supervision and with the participation of our principal executive officer and chief financial officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of June 30, 2016.  Based on that evaluation, our principal executive officer and chief financial officer concluded that the disclosure controls and procedures employed at the Company were not effective to provide reasonable assurance that the information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

We continue to operate with a limited number of accounting and financial personnel. Although we added the services of a contract Chief Financial Officer during 2014, we have been unable to implement proper segregation of duties over certain accounting and financial reporting processes, including review procedures for key accounting schedules and timely and proper documentation of material transactions and agreements.  We believe these control deficiencies represent material weaknesses in internal control over financial reporting.

Despite the material weaknesses in financial reporting noted above, we believe that our consolidated financial statements included in this report fairly present our financial position, results of operations and cash flows as of and for the periods presented in all material respects.

We are committed to the establishment of effective internal controls over financial reporting and will place emphasis on quarterly and year-end closing procedures, timely documentation and internal review of accounting and financial reporting consequences of material contracts and agreements, and enhanced review of all schedules and account analyses by experienced accounting department personnel or independent consultants.

Changes in Internal Control Over Financial Reporting

There was no change in our internal control over financial reporting during the fiscal quarter ended June 30, 2016 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

From time to time, we may be involved in various claims and legal actions arising in the ordinary course of business.  Management, along with the assistance of counsel, will determine the ultimate disposition and potential impact of these matters on our financial condition, liquidity or results of operations.

On November 4, 2014, we were named as a defendant in a civil lawsuit filed by Darling Capital, LLC, ("Darling") a creditor of the Company, in the New York Supreme Court, County of New York.  The plaintiff filed a Motion For Summary Judgment in Lieu of Complaint the same day. The plaintiff alleges, among other things, that we defaulted on our obligations under a Convertible Promissory Note held by Darling. The complaint sought, among other relief, judgment against us in the amount of $57,627.  A settlement was reached on September 3, 2015 for the sum of $70,000 consisting of four payments with the final payment due on November 20, 2015.  The first payment of $10,000 was made on September 9, 2015.  No other payments have been made.

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On December 3, 2014, WHC Capital, LLC filed a complaint against the Company, demanding $416,000 and alleging the Company's breach of contract and failure to deliver 22,545,900 shares of common stock pursuant to requested conversions of two promissory notes totaling $65,403.  On September 9, 2015, both parties agreed to a settlement of $130,000 in the form of seven payments.  There are currently two remaining payments due under the agreement.

Item 1A.  Risk Factors

As of June 30, 2016, we had several convertible debentures and related accrued interest payable that were convertible into approximately 6,698,670,000 shares of our common stock.  Therefore, if all holders of convertible debentures elected to convert, we would be unable to honor such conversions and would thus be in default.  On March 3, 2016, the holders with the power to vote more than a majority of the outstanding common stock of the Company approved an amendment to the Company's Articles of Incorporation to effect an authorized share increase in our common stock from 500,000,000 shares to 2,000,000,000 shares of common stock.  The amendment became effective on April 8, 2016.  We will be required to increase the number of authorized shares of common stock in the event all convertible debt is converted into shares of our common stock.

As of the date of this filing, other than discussed above, there have been no material changes to the Risk Factors included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2015, filed with the SEC on April 14, 2016 (the "2015 Form 10-K").  The Risk Factors set forth in the 2015 Form 10-K should be read carefully in connection with evaluating our business and in connection with the forward-looking statements contained in this Quarterly Report on Form 10-Q.  Any of the risks described in the 2015 Form 10-K could materially adversely affect our business, financial condition or future results and the actual outcome of matters as to which forward-looking statements are made.  These are not the only risks we face.  Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

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

Recent Sales of Unregistered Securities

On April 15 and April 18, 2016, we received proceeds of $15,000 and $50,000, respectively, from an institutional investor pursuant to a convertible back end note (the "Back End Note") dated September 4, 2015.  The Back End Note matures in September 2017 and bears interest at 8% per annum.  The Back End Note is convertible into shares of the Company's common stock at a Conversion Price equal to 50% of the lowest closing bid price of the Company's common stock for the ten prior trading days including the day upon which a Notice of Conversion is received by the Company or its transfer agent (subject to equitable adjustments for capital reorganization or other change, consolidation or merger).

On May 10, 2016, we issued a convertible debenture (the "Debenture") with a principal balance of $50,000 to an individual who is a related party. The Debenture matures in May 2017 and bears interest at 14% per annum.  The Debenture is convertible into shares of the Company's common stock at a Variable Conversion Price equal to 50% of the closing market price of the Company's common stock one day prior to the conversion date (subject to equitable adjustments for stock splits, stock dividends or rights offerings by the Company relating to the Company's securities or the securities of any subsidiary of the Company, combinations, recapitalization, reclassifications, extraordinary distributions and similar events).

During the three months ended June 30, 2016, we issued a total of 40,342,403 unregistered shares of our common stock to an institutional lender in the conversion of debenture principal of $29,289 and accrued interest payable of $1,740.

The issuances of securities described above were restricted share issuances and deemed to be exempt from registration in reliance on Section 4(a)(2) of the Securities Act as transactions by an issuer not involving a public offering.  Each investor represented that they were accredited investors, as defined in Rule 501 of Regulation D and there was no general solicitation or general advertising used to market the securities.  We made available to each investor with disclosure of all aspects of our business, including providing the investor with press releases, access to our auditors, and other financial, business, and corporate information.  All securities issued were restricted with an appropriate restrictive legend on certificates for notes and warrants issued stating that the securities (and underlying shares) have not been registered under the Securities Act and cannot be sold or otherwise transferred without an effective registration or an exemption therefrom

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Item 3.  Defaults Upon Senior Securities

As indicated in Notes 5 and 7 to our condensed consolidated financial statements, several of our convertible debentures and notes payable are delinquent as of June 30, 2016.  We believe we have good relationships with most debenture holders, and continue to have discussions with them regarding the extension of maturity dates or settlement of amounts due.  Several of the convertible debentures and notes have default interest rates that apply when the debentures are delinquent, and we have accrued default interest where applicable.  In addition, we have been unable to complete certain conversions of convertible debentures during the year ended December 31, 2015, pending the increase in the number of authorized shares of our common stock, and have accrued applicable penalties as of June 30, 2016.

Item 4.  Mine Safety Disclosures

Not applicable.

Item 5.  Other Information

None.

Item 6.  Exhibits

Exhibit No.	Description
10.1	Form of Convertible Debenture (incorporated by reference to Exhibit 10.7 to our Form 10-K filed on April 14, 2014).
10.2	Form of Convertible Back End Note*
31.1	Certification of Chief Executive Officer Pursuant to Rule 13a-14.*
31.2	Certification of Chief Financial Officer Pursuant to Rule 13a-14*
32.1	Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350.*
101.INS	XBRL Instance**
101.SCH	XBRL Schema**
101.CAL	XBRL Calculations**
101.DEF	XBRL Definitions**
101.LAB	XBRL Label**
101.PRE	XBRL Presentation**

^*Filed herewith.

** The XBRL related information in Exhibit 101 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability of that section and shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

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SIGNATURES

Pursuant to 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.

	ONE WORLD HOLDINGS, INC.
Date:August 19, 2016	By:	/s/ Corinda Joanne Melton
		Name:  Corinda Joanne Melton
		Title:  President and Chief Executive Officer
Date:August 19, 2016	By:	/s/ Dennis P. Gauger
		Name:  Dennis P. Gauger
		Title:  Chief Financial Officer

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EX-10.1

Exhibit 10.1

Form of Back End Convertible Note

THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "1933 ACT")

  US $________

ONE WORLD HOLDINGS, INC.

8% CONVERTIBLE REDEEMABLE NOTE

DUE ___________

BACK END NOTE

FOR VALUE RECEIVED, One World Holdings, Inc. (the "Company") promises to pay to the order of _________ and its authorized successors and permitted assigns ("Holder"), the aggregate principal face amount of __________ dollars exactly (U.S. $________) on ________ ("Maturity Date") and to pay interest on the principal amount outstanding hereunder at the rate of 8% per annum commencing on _________. The interest will be paid to the Holder in whose name this Note is registered on the records of the Company regarding registration and transfers of this Note.  The principal of, and interest on, this Note are payable at __________, initially, and if changed, last appearing on the records of the Company as designated in writing by the Holder hereof from time to time.  The Company will pay each interest payment and the outstanding principal due upon this Note before or on the Maturity Date, less any amounts required by law to be deducted or withheld, to the Holder of this Note by check or wire transfer addressed to such Holder at the last address appearing on the records of the Company.  The forwarding of such check or wire transfer shall constitute a payment of outstanding principal hereunder and shall satisfy and discharge the liability for principal on this Note to the extent of the sum represented by such check or wire transfer.  Interest shall be payable in Common Stock (as defined below) pursuant to paragraph 4(b) herein.

This Note is subject to the following additional provisions:

1.This Note is exchangeable for an equal aggregate principal amount of Notes of different authorized denominations, as requested by the Holder surrendering the same.  No service charge will be made for such registration or transfer or exchange, except that Holder shall pay any tax or other governmental charges payable in connection therewith.

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2.The Company shall be entitled to withhold from all payments any amounts required to be withheld under applicable laws.

3.This Note may be transferred or exchanged only in compliance with the Securities Act of 1933, as amended ("Act"), and applicable state securities laws.  Any attempted transfer to a non-qualifying party shall be treated by the Company as void.  Prior to due presentment for transfer of this Note, the Company and any agent of the Company may treat the person in whose name this Note is duly registered on the Company's records as the owner hereof for all other purposes, whether or not this Note be overdue, and neither the Company nor any such agent shall be affected or bound by notice to the contrary.  Any Holder of this Note electing to exercise the right of conversion set forth in Section 4(a) hereof, in addition to the requirements set forth in Section 4(a), and any prospective transferee of this Note, also is required to give the Company written confirmation that this Note is being converted ("Notice of Conversion") in the form annexed hereto as Exhibit A. The date of receipt (including receipt by telecopy) of such Notice of Conversion shall be the Conversion Date.

4.(a)The Holder of this Note is entitled, at its option, at any time to convert all or any amount of the principal face amount of this Note then outstanding into shares of the Company's common stock (the "Common Stock"), at a price ("Conversion Price") for each share of Common Stock equal to 50% of the lowest closing bid price of the Common Stock as reported on the OTCQB marketplace which the Company's shares are traded or any market upon which the Common Stock may be traded in the future ("Exchange") for the tenpriortrading days including the day upon which a Notice of Conversion is received by the Company or its transfer agent (provided such Notice of Conversion is delivered by fax or other electronic method of communication to the Company or its transfer agent after 4 P.M. Eastern Standard or Daylight Savings Time if the Holder wishes to include the same day closing price). If the shares have not been delivered within 3 business days, the Notice of Conversion may be rescinded. Such conversion shall be effectuated by the Company delivering the shares of Common Stock to the Holder within 3 business days of receipt by the Company of the Notice of Conversion. Accrued but unpaid interest shall be subject to conversion.  No fractional shares or scrip representing fractions of shares will be issued on conversion, but the number of shares issuable shall be rounded to the nearest whole share. To the extent the Conversion Price of the Company's Common Stock closes below the par value per share, the Company will take all steps necessary to solicit the consent of the stockholders to reduce the par value to the lowest value possible under law.  The Company agrees to honor all conversions submitted pending this increase.  In the event the Company experiences a DTC "Chill" on its shares, the conversion price shall be decreased to 40% instead of 50% while that "Chill" is in effect. In no event shall the Holder be allowed to effect a conversion if such conversion, along with all other shares of Company Common Stock beneficially owned by the Holder and its affiliates would exceed 9.9% of the outstanding shares of the Common Stock of the Company.

(b)Interest on any unpaid principal balance of this Note shall be paid at the rate of 8% per annum.  Interest shall be paid by the Company in Common Stock ("Interest Shares").  The Holder may, at any time, send in a Notice of Conversion to the Company for Interest Shares based on the formula provided in Section 4(a) above.  The dollar amount converted into Interest Shares shall be all or a portion of the accrued interest calculated on the unpaid principal balance of this Note to the date of such notice.

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(c)This Note may not be prepaid, except that if the $105,000 Rule 144 convertible redeemable note issued by the Company of even date herewith is redeemed by the Company within 6 months of the issuance date of such Note, all obligations of the Company under this Note and all obligations of the Holder under the Holder issued Back End Note will be automatically be deemed satisfied and this Note and the Holder issued Back End Note will be automatically be deemed cancelled and of no further force or effect.

(d)Upon (i) a transfer of all or substantially all of the assets of the Company to any person in a single transaction or series of related transactions, (ii) a reclassification, capital reorganization or other change or exchange of outstanding shares of the Common Stock, other than a forward or reverse stock split or stock dividend, or (iii) any consolidation or merger of the Company with or into another person or entity in which the Company is not the surviving entity (other than a merger which is effected solely to change the jurisdiction of incorporation of the Company and results in a reclassification, conversion or exchange of outstanding shares of Common Stock solely into shares of Common Stock) (each of items (i), (ii) and (iii) being referred to as a "Sale Event"), then, in each case, the Company shall, upon request of the Holder, redeem this Note in cash for 150% of the principal amount, plus accrued but unpaid interest through the date of redemption, or at the election of the Holder, such Holder may convert the unpaid principal amount of this Note (together with the amount of accrued but unpaid interest) into shares of Common Stock immediately prior to such Sale Event at the Conversion Price.

(e)In case of any Sale Event (not to include a sale of all or substantially all of the Company's assets) in connection with which this Note is not redeemed or converted, the Company shall cause effective provision to be made so that the Holder of this Note shall have the right thereafter, by converting this Note, to purchase or convert this Note into the kind and number of shares of stock or other securities or property (including cash) receivable upon such reclassification, capital reorganization or other change, consolidation or merger by a holder of the number of shares of Common Stock that could have been purchased upon exercise of the Note and at the same Conversion Price, as defined in this Note, immediately prior to such Sale Event. The foregoing provisions shall similarly apply to successive Sale Events. If the consideration received by the holders of Common Stock is other than cash, the value shall be as determined by the Board of Directors of the Company or successor person or entity acting in good faith.

5.No provision of this Note shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay the principal of, and interest on, this Note at the time, place, and rate, and in the form, herein prescribed.

6.The Company hereby expressly waives demand and presentment for payment, notice of non-payment, protest, notice of protest, notice of dishonor, notice of acceleration or intent to accelerate, and diligence in taking any action to collect amounts called for hereunder and shall be directly and primarily liable for the payment of all sums owing and to be owing hereto.

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7.The Company agrees to pay all costs and expenses, including reasonable attorneys' fees and expenses, which may be incurred by the Holder in collecting any amount due under this Note.

8.If one or more of the following described "Events of Default" shall occur:

(a)The Company shall default in the payment of principal or interest on this Note or any other note issued to the Holder by the Company; or

(b)Any of the representations or warranties made by the Company herein or in any certificate or financial or other written statements heretofore or hereafter furnished by or on behalf of the Company in connection with the execution and delivery of this Note shall be false or misleading in any respect; or

(c)The Company shall fail to perform or observe, in any respect, any covenant, term, provision, condition, agreement or obligation of the Company under this Note or any other note issued to the Holder and not cure such breach within 10 days; or

(d)The Company shall (1) become insolvent; (2) admit in writing its inability to pay its debts generally as they mature; (3) make an assignment for the benefit of creditors or commence proceedings for its dissolution; (4) apply for or consent to the appointment of a trustee, liquidator or receiver for its or for a substantial part of its property or business; (5) file a petition for  bankruptcy relief, consent to the filing of such petition or have filed against it an involuntary petition for bankruptcy relief, all under federal or state laws as applicable; or

(e)A trustee, liquidator or receiver shall be appointed for the Company or for a substantial part of its property or business without its consent and shall not be discharged within sixty (60) days after such appointment; or

(f)Any governmental agency or any court of competent jurisdiction at the instance of any governmental agency shall assume custody or control of the whole or any substantial portion of the properties or assets of the Company; or

(g)One or more money judgments, writs or warrants of attachment, or similar process, in excess of one hundred thousand dollars ($100,000) in the aggregate, shall be entered or filed against the Company or any of its properties or other assets and shall remain unpaid, unvacated, unbonded or unstayed for a period of fifteen (15) days or in any event later than five (5) days prior to the date of any proposed sale thereunder; or

(h)The Company shall have defaulted on or breached any term of any other note of similar debt instrument into which the Company has entered and failed to cure such default within the appropriate grace period; or

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(i)The Company shall have its Common Stock delisted from a market (including the OTCQB marketplace) or, if the Common Stock trades on an exchange, then trading in the Common Stock shall be suspended for more than 10 consecutive days;

(j)Intentionally Deleted;

(k)The Company shall not deliver to the Holder the Common Stock pursuant to paragraph 4 herein without restrictive legend within 3 business days of its receipt of a Notice of Conversion; or

(l)The Company shall not replenish the reserve set forth in Section 12, within 5 business days of the request of the Holder ; or

(m) The Company's Common Stock has a closing bid price of less than $0.005 per share for at least 5 consecutive trading days; or

(n)The aggregate dollar trading volume of the Company's Common Stock is less than forty thousand dollars ($40,000.00) in any 5 consecutive trading days; or

(o)The Company shall cease to be "current" in its filings with the Securities and Exchange Commission; or.

(p) The Company shall lose the "bid" price for its stock and a market (including the OTCBB marketplace or other exchange)

Then, or at any time thereafter, unless cured (except for  8(m) and 8(n) which are incurable defaults, the sole remedy of which is to  allow the Holder to cancel both this Note and the Holder Issued Note, and in each and every such case, unless such Event of Default shall have been waived in writing by the Holder (which waiver shall not be deemed to be a waiver of any subsequent default) at the option of the Holder and in the Holder's sole discretion, the Holder may consider this Note immediately due and payable, without presentment, demand, protest or (further) notice of any kind (other than notice of acceleration), all of which are hereby expressly waived, anything herein or in any note or other instruments contained to the contrary notwithstanding, and the Holder may immediately, and without expiration of any period of grace, enforce any and all of the Holder's rights and remedies provided herein or any other rights or remedies afforded by law.  Upon an Event of Default, interest shall accrue at a default interest rate of 24% per annum or, if such rate is usurious or not permitted by current law, then at the highest rate of interest permitted by law.  In the event of a breach of Section 8(k) the penalty shall be $250 per day the shares are not issued beginning on the 4^th day after the conversion notice was delivered to the Company.  This penalty shall increase to $500 per day beginning on the 10^th day.  The penalty for a breach of Section 8(n) shall be an increase of the outstanding principal amounts by 20%.  In case of a breach of Section 8(i), the outstanding principal due under this Note shall increase by 50%. Further, if a breach of Section 8(m) occurs or is continuing after the 6 month anniversary of the Note, then the Holder shall be entitled to use the lowest closing bid price during the delinquency period as a base price for the conversion. For example, if the lowest closing bid price during the delinquency period is $0.01 per share and the conversion discount is 50% the Holder may elect to convert future conversions at $0.005 per share. If this Note is not paid at maturity, the outstanding principal due under this Note shall increase by 10%.

5

If the Holder shall commence an action or proceeding to enforce any provisions of this Note, including, without limitation, engaging an attorney, then if the Holder prevails in such action, the Holder shall be reimbursed by the Company for its attorneys' fees and other costs and expenses incurred in the investigation, preparation and prosecution of such action or proceeding.

Make-Whole for Failure to Deliver Loss.  At the Holder's election, if the Company fails for any reason to deliver to the Holder the conversion shares by the by the 3rd business day following the delivery of a Notice of Conversion to the Company and if the Holder incurs a Failure to Deliver Loss, then at any time the Holder may provide the Company written notice indicating the amounts payable to the Holder in respect of the Failure to Deliver Loss and the Company must make the Holder whole as follows:

Failure to Deliver Loss = [(High trade price at any time on or after the day of exercise) x (Number of conversion shares)]

The Company must pay the Failure to Deliver Loss by cash payment, and any such cash payment must be made by the third business day from the time of the Holder's written notice to the Company.

9.In case any provision of this Note is held by a court of competent jurisdiction to be excessive in scope or otherwise invalid or unenforceable, such provision shall be adjusted rather than voided, if possible, so that it is enforceable to the maximum extent possible, and the validity and enforceability of the remaining provisions of this Note will not in any way be affected or impaired thereby.

10.Neither this Note nor any term hereof may be amended, waived, discharged or terminated other than by a written instrument signed by the Company and the Holder.

11.The Company represents that it is not a "shell" issuer and has never been a "shell" issuer or that if it previously has been a "shell" issuer that at least 12 months have passed since the Company has reported form 10 type information indicating it is no longer a "shell issuer.  Further. The Company will instruct its counsel to either (i) write a "144" opinion to allow for salability of the conversion shares or (ii) accept such opinion from Holder's counsel.

12.Prior to cash funding of this Note, The Company will issue irrevocable transfer agent instructions reserving 3x the number of shares of Common Stock necessary to allow the holder to convert this note based on the discounted conversion price set forth in Section 4(a) herewith.  The reserve shall be replenished as needed to allow for conversions of this Note.  Upon full conversion of this Note, the reserve representing this Note shall be cancelled.  The Company will pay all transfer agent costs associated with issuing and delivering the shares.

13.The Company will give the Holder direct notice of any corporate actions including but not limited to name changes, stock splits, recapitalizations etc.  This notice shall be given to the Holder as soon as possible under law.

14.This Note shall be governed by and construed in accordance with the laws of New York applicable to contracts made and wholly to be performed within the State of New York and shall be binding upon the successors and assigns of each party hereto.  The Holder and the Company hereby mutually waive trial by jury and consent to exclusive jurisdiction and venue in the courts of the State of New York.  This Agreement may be executed in counterparts, and the facsimile transmission of an executed counterpart to this Agreement shall be effective as an original.

6

IN WITNESS WHEREOF, the Company has caused this Note to be duly executed by an officer thereunto duly authorized.

Dated:
		ONE WORLD HOLDINGS, INC.
	By:
	Title:

7

EXHIBIT A

NOTICE OF CONVERSION

 (To be Executed by the Registered Holder in order to Convert the Note)

The undersigned hereby irrevocably elects to convert $___________ of the above Note into _________ Shares of Common Stock of One World Holdings, Inc.  ("Shares") according to the conditions set forth in such Note, as of the date written below.

If Shares are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer and other taxes and charges payable with respect thereto.

Date of Conversion:
Applicable Conversion Price:
Signature:
	[Print Name of Holder and Title of Signer]
Address:
SSN or EIN:
Shares are to be registered in the following name:
Name:
Address:
Tel:
Fax:
SSN or EIN:
Shares are to be sent or delivered to the following account:
Account Name:
Address:

8

EX-31.1

EXHIBIT 31.1

CERTIFICATION

I, Corinda J. Melton, certify that:

1.   I have reviewed this Quarterly Report of One World Holdings, Inc. on Form 10-Q for the period ending June 30, 2016;

2.  Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.  Based on my knowledge, the financial statements and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, and cash flows of the registrant as of, and for, the periods presented in this report;

4.  The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)  Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)  Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.  The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a)  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b)  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:August 19, 2016	By: /s/ Corinda Joanne Melton
	Corinda Joanne Melton
	President and Chief Executive Officer       (Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

CERTIFICATION

I, Dennis P. Gauger, certify that:

1.   I have reviewed this Quarterly Report of One World Holdings, Inc. on Form 10-Q for the period ending June 30, 2016;

2.  Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.  Based on my knowledge, the financial statements and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, and cash flows of the registrant as of, and for, the periods presented in this report;

4.  The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)  Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)  Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.  The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a)  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b)  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:August 19, 2016	By: /s/ Dennis P. Gauger
	Dennis P. Gauger
	Chief Financial Officer
	(Principal Accounting and Financial Officer)

EX-32

EXHIBIT 32

CERTIFICATION PURSUANT TO18 U.S.C. SECTION 1350AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of One World Holdings, Inc. (the "Company") on Form 10-Q for the period ended June 30, 2016, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), we, Corinda Joanne Melton, Chief Executive Officer, and Dennis P. Gauger, Chief Financial Officer, on the date indicated below, hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of our knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company.

Date:  August 19, 2016	By: /s/ Corinda Joanne Melton
	Corinda Joanne Melton
	President and Chief Executive Officer
	(Principal Executive Officer)

Date:  August 19, 2016	By: /s/ Dennis P. Gauger
	Dennis P. Gauger
	Chief Financial Officer
	(Principal Accounting and Financial Officer)

A signed original of this written statement required by Section 906, or other document authentications, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to One World Holdings, Inc. and will be retained by One World Holdings, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2016	Aug. 19, 2016
Document and Entity Information:
Entity Registrant Name	TONNER-ONE WORLD HOLDINGS, INC.
Document Type	10-Q
Document Period End Date	Jun. 30, 2016
Amendment Flag	false
Entity Central Index Key	0001017616
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	Q2
Entity Common Stock, Shares Outstanding		506,117,010
Trading Symbol	owoo

XML

Condensed Consolidated Balance Sheets - USD ($)		Jun. 30, 2016	Dec. 31, 2015
Current assets:
Cash		$ 2,664	$ 5,932
Accounts receivable		6,012	3,022
Inventories, net			20,785
Prepaid expenses and other current assets			13,666
Prepaid consulting services			22,500
Total current assets		8,676	65,905
Property and equipment, net		46,608	55,458
Other assets		2,701	2,701
Total		57,985	124,064
Current liabilities:
Accounts payable and accrued expenses		2,085,576	2,187,475
Accrued interest and penalties payable		2,142,928	1,265,270
Convertible debentures, net of discount		2,748,116	2,387,981
Derivative liability		4,394,475	10,852,906
Notes payable		540,328	459,801
Current portion of long-term debt, net of discount		29,977	29,409
Stockholder advances		505,548	456,376
Total current liabilities		12,446,948	17,639,218
Long-term debt, net of current portion and discount		216,550	62,361
Total liabilities		12,663,498	17,701,579
Commitments and contingencies
Stockholders' deficit:
Preferred stock, $0.001 par value, 10,000,000 shares authorized		246	246
Common stock; $0.0025 par value, 2,000,000,000 shares authorized, 487,753,010 and 422,125,005 shares issued and outstanding, respectively		1,219,383	1,055,313
Additional paid-in capital		11,317,926	11,299,059
Accumulated deficit		(25,143,068)	(29,932,153)
Total stockholders' deficit		(12,605,513)	(17,577,515)
Total		57,985	124,064
Series AA Preferred Stock
Stockholders' deficit:
Preferred stock, $0.001 par value, 10,000,000 shares authorized	[1]	60	80
Series BB Preferred Stock
Stockholders' deficit:
Preferred stock, $0.001 par value, 10,000,000 shares authorized	[2]	$ 186	$ 186

[1] Series AA, 60,000 and 80,000 shares issued and outstanding

[2] Series BB, 186,000 shares issued and outstanding

XML

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2016	Dec. 31, 2015
Common Stock, par or stated value	$ 0.0025	$ 0.0025
Common Stock, shares authorized	2,000,000,000	2,000,000,000
Common Stock, shares issued	487,753,010	422,125,005
Common Stock, shares outstanding	487,753,010	422,125,005
Common Stock, unissued	0	0
Preferred Stock, Par Value	$ 0.001	$ 0.001
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Series AA Preferred Stock
Preferred Stock, Par Value	$ 0.001	$ 0.001
Preferred Stock, shares issued	60,000	80,000
Preferred Stock, shares outstanding	60,000	80,000
Series BB Preferred Stock
Preferred Stock, Par Value	$ 0.001	$ 0.001
Preferred Stock, shares issued	186,000	186,000
Preferred Stock, shares outstanding	186,000	186,000

XML

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Income Statement
Sales	$ 3,424	$ 833	$ 60,092	$ 1,572
Cost of sales	6,827	836	26,669	1,904
Gross margin (deficit)	(3,403)	(3)	33,423	(332)
Operating expenses:
Selling, general and administrative	503,710	451,550	995,761	943,373
Research and development	4,210	3,981	21,432	6,393
Depreciation	4,425	3,500	8,850	7,000
Total operating expenses	512,345	459,031	1,026,043	956,766
Loss from operations	(515,748)	(459,034)	(992,620)	(957,098)
Other income (expense):
Interest expense	(712,795)	(451,566)	(1,477,282)	(1,118,515)
Gain (loss) on derivative liability	2,828,704	(7,126,383)	6,694,891	(17,068,588)
Gain on debt payable in shares	222,416		577,265	0
Gain (loss) on debt settlement	1,951	31,616	(13,169)	11,855
Total other income (expense)	2,340,276	(7,546,333)	5,781,705	(18,175,248)
Income (loss) before income taxes	1,824,528	(8,005,367)	4,789,085	(19,132,346)
Provision for income taxes
Net income (loss)	$ 1,824,528	$ (8,005,367)	$ 4,789,085	$ (19,132,346)
Net income (loss) per common share:
Basic	$ 0.00	$ (0.03)	$ 0.01	$ (0.08)
Diluted	$ 0.00	$ (0.03)	$ 0.00	$ (0.08)
Weighted average number of common shares outstanding:
Basic	460,164,835	279,277,078	448,365,845	253,103,538
Diluted	1,656,720,994	279,277,078	1,346,154,565	253,103,538

XML

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Cash flows from operating activities:
Net income (loss)	$ 4,789,085	$ (19,132,346)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation expense	8,850	7,000
Amortization of debt discount to interest expense	580,171	808,293
(Gain) loss on derivative liability	(6,694,891)	17,068,588
(Gain) on debt payable in shares	(577,265)	0
(Gain) on debt settlement	(7,831)	(11,855)
Interest expense added to stockholder advances	0	28,460
Common stock issued for services	0	2,400
Changes in operating assets and liabilities:
Accounts receivable	(2,990)	7,949
Inventories	20,785	(4,852)
Prepaid expenses and other current assets	22,500	(238,600)
Accounts payable and accrued expenses	475,366	215,532
Accrued interest and penalties payable	880,753	165,585
Net cash used in operating activities	(505,467)	(1,083,846)
Cash flows from investing activities:
Increase in note receivable	(70,000)	0
Repayment of note receivable	70,000	0
Net cash provided by investing activities
Cash flows from financing activities:
Proceeds from convertible debentures	375,000	853,547
Proceeds from notes payable	128,722	468,500
Proceeds from stockholder advances	44,199	15,000
Payment of debt issuance costs	(2,500)	0
Payments on notes payable	(43,222)	(25,000)
Payments on convertible debentures	0	(214,850)
Payments on stockholder advances	0	(13,955)
Net cash provided by financing activities	502,199	1,083,242
Net decrease in cash	(3,268)	(604)
Cash, beginning of the period	5,932	604
Cash, end of the period	$ 2,664	$ 0

XML

Note 1 - Description of Business and Basis of Financial Statement Presentation

6 Months Ended

Jun. 30, 2016

Notes

Note 1 - Description of Business and Basis of Financial Statement Presentation

NOTE 1 – DESCRIPTION OF BUSINESS AND BASIS OF FINANCIAL STATEMENT PRESENTATION

Organization, Nature of Business

Tonner-One World Holdings, Inc. (the "Company"), a Nevada Corporation, is a Houston-based company focused on doll design and marketing.  Substantially all of the Company's operations are conducted through its wholly owned subsidiary, The One World Doll Project, Inc. (a Texas Corporation - "OWDPI"). OWDPI began operations on October 1, 2010.  On January 20, 2016, the Company created Tonner-One World, Inc. ("TOW"), another wholly owned subsidiary, for the purpose of taking initial steps to begin production of dolls under the combined Tonner-One World name.  Effective April 8, 2016, the name of the Company was changed from One World Holdings, Inc. to Tonner-One World Holdings, Inc.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, OWDPI, TOW and National Fuel and Energy, Inc. All significant intercompany accounts and transactions have been eliminated in consolidation.

Interim Financial Information

The interim financial information of the Company as of June 30, 2016 and for the three months and six months ended June 30, 2016 and 2015 is unaudited, and the balance sheet as of December 31, 2015 is derived from audited financial statements.  The accompanying condensed consolidated financial statements have been prepared in accordance with U. S. generally accepted accounting principles for interim financial statements.  Accordingly, they omit or condense notes and certain other information normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles.  The accounting policies followed for quarterly financial reporting conform with the accounting policies disclosed in Note 2 to the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2015.  In the opinion of management, all adjustments necessary for a fair presentation of the financial information for the interim periods reported have been made.  All such adjustments are of a normal recurring nature.  The results of operations for any interim period are not necessarily indicative of the results that can be expected for a full fiscal year.  The unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2015.

Certain amounts in the condensed consolidated financial statements for the three months and six months ended June 30, 2015 have been reclassified to conform to the current year presentation.

XML

Note 2 - Going Concern

6 Months Ended

Jun. 30, 2016

Notes

Note 2 - Going Concern

NOTE 2 – GOING CONCERN

The Company has incurred operating losses since inception, has limited financial resources and a working capital deficit of $12,438,272 at June 30, 2016. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company's condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.  In addition, the Company had an accumulated deficit of $25,143,068, and a total stockholders' deficit of $12,605,513 at June 30, 2016.  The working capital deficit, accumulated deficit and total stockholders' deficit were negatively impacted by a significant derivative liability and debt recorded through June 30, 2016.  The Company's ability to continue as a going concern is dependent upon its ability to develop additional sources of capital and, ultimately, achieve profitable operations.  Management's plans to address the Company's continuing existence include obtaining debt or equity funding from private or institutional sources or obtaining loans from financial institutions and individuals, where possible.  The accompanying condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

XML

Note 3 - Fair Value of Financial Instruments

6 Months Ended

Jun. 30, 2016

Notes

Note 3 - Fair Value of Financial Instruments

NOTE 3 – FAIR VALUE OF FINANCIAL INSTRUMENTS

Disclosures about fair value of financial instruments require disclosure of the fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value.  As of June 30, 2016 and December 31, 2015, we believe the amounts reported for cash, accounts payable and accrued expenses, accrued interest and penalties payable, notes payable and stockholder advances approximate fair value because of the short-term nature of these financial instruments.

We adopted ASC Topic 820 (originally issued as SFAS 157, "Fair Value Measurements") for financial instruments measured as fair value on a recurring basis.  ASC Topic 820 defines fair value, established a framework for measuring fair value in accordance with accounting principles generally accepted in the United States, and expands disclosures about fair value measurements.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  ASC Topic 820 established a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.  The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements).  These tiers include:

·          Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;

·          Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and

·          Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

Liabilities measured at fair value on a recurring basis were as follows at June 30, 2016:

	Total	Level 1	Level 2	Level 3
Derivative liability	$4,394,475	$-	$-	$4,394,475
Convertible debentures, net of discount	2,748,116	-	-	2,748,116
Current portion of long-term debt, net     of discount	29,977	-	-	29,977
Long-term debt, net of current portion     and discount	216,550	-	-	216,550
Total liabilities measured at fair value	$7,389,118	$-	$-	$7,389,118

XML

Note 4 - Income (loss) Per Share

6 Months Ended

Jun. 30, 2016

Notes

Note 4 - Income (loss) Per Share

NOTE 4 – INCOME (LOSS) PER SHARE

The computation of basic income (loss) per common share is based on the weighted average number of shares outstanding during each period.

The computation of diluted earnings per common share is based on the weighted average number of shares outstanding during the period plus the common stock equivalents that would arise from the exercise of stock options and warrants outstanding and conversion of debt, using the treasury stock method and the average market price per share during the period.  Common stock equivalents are not included in the diluted loss per share calculation when their effect is anti-dilutive.

The common shares used in the computation of our basic and diluted net income (loss) per share are reconciled as follows:

	Three Months Ended June 30,		Six Months Ended June 30,
	2016	2015	2016	2015
Weighted average number of shares     outstanding - basic	460,164,835	279,277,078	448,365,845	253,103,538
Dilutive effect of shares issuable for     convertible debt	1,196,556,159	-	897,788,720	-
Weighted average number of shares     outstanding - dilutive	1,656,720,994	279,277,078	1,346,154,565	253,103,538

XML

Note 5 - Convertible Debentures

6 Months Ended

Jun. 30, 2016

Notes

Note 5 - Convertible Debentures

NOTE 5 – CONVERTIBLE DEBENTURES

Through June 30, 2016, we have financed our operations primarily through the issuance of various convertible debentures.  For the six months ended June 30, 2016, we received cash proceeds of $375,000 from the issuance of new convertible debentures.  Convertible debentures, net of discount, included in current liabilities totaled $2,760,088 and $2,387,981 as of June 30, 2016 and December 31, 2015, respectively.

The following is a schedule of short-term convertible debentures outstanding as of June 30, 2016:

Description	Date	Conversion Price		Original Principal Amount	Unpaid   Principal Balance	Term	Interest Rate
Debenture 1	10/10/11	$30.00		$        25,000	$        25,000	12 months	14%
Debenture 3	2/17/12	$30.00		10,000	10,000	12 months	14%
Debenture 4	3/9/12	$30.00		5,000	5,000	12 months	14%
Debenture 5	3/19/12	$30.00		5,000	5,000	12 months	14%
Debenture 6	4/29/12	$30.00		5,000	5,000	12 months	14%
Debenture 7	4/25/12	$30.00		10,000	10,000	12 months	14%
Debenture 8	10/9/12	$30.00		5,000	5,000	12 months	14%
Debenture 10	11/15/12	$30.00		5,000	5,000	12 months	14%
Debenture 11	11/20/12	$30.00		2,000	2,000	12 months	14%
Debenture 12	12/11/12	$30.00		2,500	2,500	12 months	14%
Debenture 14	1/5/13	$30.00		2,500	2,500	12 months	14%
Debenture 15	2/5/13	$30.00		2,500	2,500	12 months	14%
Debenture 17	7/23/13	Variable		62,000	62,000	9 months	8%
Debenture 19	7/29/13	$30.00		10,000	10,000	12 months	14%
Debenture 22	9/4/13	Variable		50,000	50,000	12 months	8%
Debenture 31	10/3/13	Variable		3,750	3,750	12 months	8%
Debenture 33	10/25/13	Variable		52,000	52,000	9 months	8%
Debenture 34	10/25/13	Variable		30,000	47,455	9 months	8%
Debenture 36	11/29/13	Variable		30,000	22,800	6 months	15%
Debenture 37	11/29/13	Variable		25,000	25,000	6 months	15%
Debenture 39	12/2/13	Variable		25,000	15,000	6 months	15%
Debenture 47	6/23/13	Variable		35,000	17,500	7 months	10%
Debenture 48	6/23/13	Variable		12,500	12,500	7 months	10%
Debenture 49	1/12/14	Variable		26,000	26,000	12 months	22%
Debenture 50	1/12/14	Variable		60,000	60,000	12 months	12%
Debenture 51	2/3/14	$0.06		50,000	46,600	2 months	14%
Debenture 52	2/18/14	$0.06		5,000	5,000	12 months	14%
Debenture 53	3/17/14	Variable		25,000	23,500	12 months	18%
Debenture 54	3/20/14	Variable		10,000	10,000	12 months	18%
Debenture 55	3/25/14	Variable		10,000	10,000	12 months	18%
Debenture 56	3/28/14	Variable		55,000	55,000	12 months	18%
Debenture 57	4/1/14	$0.0025		50,000	800	6 months	14%
Debenture 58	4/9/14	Variable		75,000	75,000	11 months	18%
Debenture 59	4/10/14	Variable		60,000	60,000	11 months	18%
Debenture 60	4/11/14	Variable		2,272	2,272	11 months	18%
Debenture 61	4/11/14	Variable		40,000	19,475	12 months	15%
Debenture 62	4/16/14	Variable		30,000	8,503	24 months	12%
Debenture 63	4/23/14	$0.04		10,500	10,500	12 months	14%
Debenture 64	5/8/14	$0.06		4,000	4,000	12 months	14%
Debenture 65	5/21/14	Variable		50,000	50,000	12 months	15%
Debenture 68	7/11/14	$0.01		25,000	7,500	12 months	14%
Debenture 70	7/24/14	$0.06		48,360	48,360	12 months	14%
Debenture 73	8/29/14	Variable	67,595		19,966	6 months	5%
Debenture 74	9/3/14	Variable	37,520		37,520	24 months	12%
Debenture 75	9/8/14	$0.01	25,000		25,000	12 months	14%
Debenture 76	9/9/14	$0.01	36,359		36,359	12 months	14%
Debenture 77	9/9/14	$0.0025	8,641		811	12 months	14%
Debenture 78	9/9/14	$0.0025	10,000		10,000	12 months	14%
Debenture 79	9/9/14	$0.0025	10,000		10,000	12 months	14%
Debenture 80	9/9/14	$0.0025	10,000		10,000	12 months	14%
Debenture 81	9/9/14	$0.0025	77,595		73,845	12 months	14%
Debenture 82	9/10/14	$0.01	8,000		8,000	12 months	14%
Debenture 83	9/10/14	$0.01	15,000		15,000	12 months	14%
Debenture 85	9/17/14	Variable	5,000		5,000	6 months	5%
Debenture 87	9/24/14	Variable	140,995		140,995	6 months	5%
Debenture 88	10/1/14	$0.00025	16,378		13,878	12 months	14%
Debenture 90	10/27/14	$0.01	50,000		50,000	12 months	14%
Debenture 92	10/31/14	$0.0025	63,097		63,097	12 months	16%
Debenture 96	3/27/15	Variable	128,460		111,670	12 months	8%
Debenture 97	1/18/15	Variable	7,500		7,500	12 months	14%
Debenture 98	2/12/15	$0.0145	12,500		12,500	12 months	14%
Debenture 99	3/31/15	$0.01	112,972		112,972	12 months	14%
Debenture 100	2/2/15	Variable	79,115		79,115	12 months	12%
Debenture 101	2/2/15	Variable	45,000		45,000	12 months	12%
Debenture 102	2/24/15	$0.0025	10,000		9,000	12 months	14%
Debenture 104	3/12/15	Variable	25,000		25,000	12 months	14%
Debenture 105	3/21/15	$0.0025	30,000		30,000	12 months	14%
Debenture 106	1/5/15	Variable	15,000		15,000	6 months	15%
Debenture 107	1/5/15	Variable	15,000		5,300	6 months	15%
Debenture 109	2/11/15	Variable	25,000		25,000	12 months	8%
Debenture 110	2/26/15	Variable	16,000		16,000	12 months	8%
Debenture 111	3/4/15	Variable	27,500		27,500	12 months	8%
Debenture 112	3/1/15	$0.0015	10,000		10,000	12 months	14%
Debenture 114	4/2/15	Variable	26,947		24,447	12 months	8%
Debenture 115	4/2/15	$0.001	23,660		23,660	12 months	14%
Debenture 116	3/31/15	Variable	14,000		14,000	6 months	15%
Debenture 117	4/14/15	Variable	20,000		20,000	6 months	15%
Debenture 118	4/27/15	Variable	25,000		25,000	12 months	14%
Debenture 119	3/31/15	Variable	14,000		14,000	6 months	15%
Debenture 120	5/27/15	$0.0025	7,500		7,500	12 months	14%
Debenture 121	7/2/15	$0.0025	175,000		175,000	12 months	14%
Debenture 122	7/3/15	Variable	238,894		221,894	12 months	8%
Debenture 126	9/8/15	$0.0025	112,663		112,663	12 months	14%
Debenture 128	9/15/15	$0.0025	10,000		10,000	12 months	14%
Debenture 129	9/8/15	$0.0050	2,000		2,000	12 months	14%
Debenture 130	10/12/15	$0.0050	15,000		15,000	12 months	14%
Debenture 131	10/12/15	$0.0050	20,000		20,000	12 months	14%
Debenture 132	10/15/15	$0.0025	10,750		10,750	12 months	14%
Debenture 134	10/20/15	$0.0050	10,000		10,000	12 months	14%
Debenture 135	12/5/15	$0.0050	10,000		10,000	12 months	14%
Debenture 137	12/18/15	$0.0050	20,000		20,000	12 months	14%
Debenture 138	1/7/16	Variable	50,000		50,000	12 months	14%
Debenture 139	1/11/16	Variable	25,000		25,000	12 months	14%
Debenture 140	1/25/16	Variable	10,000		10,000	12 months	14%
Debenture 141	1/29/16	Variable	125,000		125,000	12 months	16%
Debenture 146	5/10/16	Variable	50,000		50,000	12 months	14%
Total			$      3,206,523		2,966,957
Less discount					(218,841)
Net					$      2,748,116

The following is a schedule of long-term convertible debentures outstanding as of June 30, 2016:

Description	Date	Conversion Price	Original Principal Amount	Unpaid Principal Balance	Term	Interest Rate
Debenture 123	8/24/15	Variable	$        34,650	$        24,650	24 months	8%
Debenture 125	9/4/15	Variable	105,000	105,000	24 months	8%
Debenture 127	9/25/15	Variable	50,000	50,000	24 months	8%
Debenture 133	10/20/15	Variable	100,000	100,000	24 months	8%
Debenture 136	12/4/15	Variable	160,000	160,000	24 months	8%
Debenture 142	1/29/16	Variable	20,000	20,000	20 months	8%
Debenture 143	3/3/16	Variable	30,000	30,000	18 months	8%
Debenture 144	4/15/16	Variable	15,000	15,000	17 months	8%
Debenture 145	4/18/16	Variable	50,000	50,000	17 months	8%
Total			$     564,650	554,650
Less discount				(338,100)
Net				$     216,550

The convertible debentures are generally unsecured and bear interest ranging from 5% to 22% per annum, with maturities ranging from six months to two years.  The outstanding principal and accrued interest of the debentures are convertible into shares of the Company's common stock at a fixed conversion price ranging from $0.00025 to $30.00 per share or variable discounted pricing based on the market price of the Company's common stock as defined in the debt agreement.

We evaluated the convertible debentures in accordance with ASC Topic 815, "Derivatives and Hedging," and determined that the conversion feature of the convertible promissory notes with variable conversion prices were not afforded the exemption for conventional convertible instruments due to their variable conversion rates.  The notes have no explicit limit on the number of shares issuable so they did not meet the conditions set forth in current accounting standards for equity classification. We elected to recognize the notes under paragraph 815-15-25-4, whereby there would be a separation into a host contract and derivative instrument. We elected to initially and subsequently measure the notes in their entirety at fair value, with changes in fair value recognized in earnings.  We recorded a derivative liability and debt discount representing the imputed interest associated with the embedded derivative.

For those convertible debentures with fixed conversion prices, we recorded a beneficial conversion feature at the inception of the debt to additional paid-in capital and to debt discount where the conversion price was less that the market price of the stock.

At June 30, 2016, the convertible debentures and related accrued interest payable were convertible into approximately 6,698,670,000 shares of our common stock.  Based on the assumptions used to estimate the fair value of the derivative liability at June 30, 2016 and assuming all lenders convert the notes payable at the June 30, 2016 conversion prices, the Company would have insufficient authorized shares of common stock to complete the debt conversions.

As of June 30, 2016, $2,062,129 of the convertible debentures were delinquent.  We believe we have good relationships with the holders of the delinquent debentures, and we continue to have discussions with them regarding the extension of maturity dates or settlement of amounts due.  Several of the convertible debentures have default interest rates that apply when the debentures are delinquent, and we have accrued default interest where applicable.  In addition, we have been unable to complete certain conversions of convertible debentures during the year ended December 31, 2015, pending an increase in the number of authorized shares of our common stock, and have accrued applicable penalties as of June 30, 2016 and December 31, 2015.

Accrued interest payable for the convertible debentures, including accrued default interest and penalties, where applicable, totaled $1,982,955 and $1,141,478 as of June 30, 2016 and December 31, 2015, respectively.

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Note 6 - Derivative Liability

6 Months Ended

Jun. 30, 2016

Notes

Note 6 - Derivative Liability

NOTE 6 – DERIVATIVE LIABILITY

As discussed in Note 5 above, we have recorded a derivative liability and a debt discount representing the imputed interest associated with the embedded derivative associated with our convertible debentures.  In addition, we have recorded a derivative liability for the variable conversion feature of certain outstanding warrants to purchase shares of our common stock.

The debt discount is amortized over the life of the note and recognized as interest expense. For the three months ended June 30, 2016 and 2015, we amortized debt discount of $270,128 and $327,955 to interest expense, respectively.  For the six months ended June, 2016 and 2015, we amortized debt discount of $580,171 and $808,293 to interest expense, respectively.  The derivative liability is adjusted at each reporting date according to stock price fluctuations and other inputs and was $4,394,475 and $10,852,906 at June 30, 2016 and December 31, 2015, respectively.

At June 30, 2016, the convertible debentures and related accrued interest payable were convertible into approximately 6,698,670,000 shares of our common stock.  Based on the assumptions used to estimate the fair value of the derivative liability at June 30, 2016, and assuming all lenders converted the notes payable at the June 30, 2016 conversion prices, the Company would have had insufficient authorized shares of common stock to complete the debt conversions.

During the six months ended June 30, 2016, the Company had the following activity in its derivative liability:

Derivative liability at December 31, 2015	$10,852,906
Addition to liability for new debt issued	375,000
Elimination of liability on conversion	(138,540)
Change in fair value	(6,694,891)
Derivative liability at June 30, 2016	$4,394,475

For purpose of determining the fair market value of the derivative liability, we used the Black Scholes option valuation model. 

The significant assumptions used in the Black Scholes valuation of the derivative liability at June 30, 2016 are as follows:

Stock price on the valuation date	$0.0009
Conversion price for the debt	$0.00025- $0.00068
Dividend yield	0.00%
Years to maturity	0.186-1.43
Risk free rate	0.36% - 0.52%
Expected volatility	165.21%% - 259.99%

These assumptions are subject to significant changes and market fluctuations from period to period; therefore, the estimated fair value of the derivative liability will fluctuate from period to period and the fluctuation may be material.

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Note 7 - Notes Payable

6 Months Ended

Jun. 30, 2016

Notes

Note 7 - Notes Payable

NOTE 7 – NOTES PAYABLE

We had short-term notes payable to certain individuals and companies totaling $540,328 and $459,801 as of June 30, 2016 and December 31, 2015, respectively.  As of June 30, 2016, the notes are unsecured and bear interest at rates ranging from 0% to 18%.  As of June 30, 2016, several of the notes payable were delinquent.  We believe we have good relationships with the note holders, and we continue to have discussions with them regarding the extension of maturity dates or settlement of amounts due.  Several of the convertible debentures have default interest rates that apply when the debentures are delinquent.

Accrued interest payable for the short-term notes payable, including accrued default interest where applicable, was $116,231 and $82,144 as of June 30, 2016 and December 31, 2015, respectively.

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Note 8 - Stockholder Advances

6 Months Ended

Jun. 30, 2016

Notes

Note 8 - Stockholder Advances

NOTE 8 – STOCKHOLDER ADVANCES

Since the inception of the Company, we have relied on cash advances from certain stockholders to fund our operations.  These advances generally have no specified repayment terms and no stated rate of interest.  All advances are considered by us to be due on demand until such time as the advances are converted into notes payable, issuances of shares of our common stock or other formal repayment arrangements.  At June 30, 2016 and December 31, 2015, stockholder advances totalled  $505,548 and $456,376, respectively.

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Note 9 - Long-term Debt

6 Months Ended

Jun. 30, 2016

Notes

Note 9 - Long-term Debt

NOTE 9 – LONG-TERM DEBT

Our long-term debt consisted of the following at June 30, 2016:

Long-term convertible debentures,   net of discount of $338,100 (see Note 5)	$216,550
Long-term note payable, net of discount of $23	29,977
Total	246,527
Current portion	29,977
Long-term debt	$216,550

 The long-term note payable is an unsecured note payable of $30,000 to an individual due July 30, 2016, with interest at 14% per annum.  Payment terms for the note payable are $350 per month for six months and $698 per month for sixty months, including interest. We are in default on the note payable at June 30, 2016 due to our failure to make timely payments in accordance with the terms of the note agreement.

Accrued interest payable for long-term debt was $43,742 and $41,648 as of June 30, 2016 and December 31, 2015, respectively.

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Note 10 - Stockholders' Deficit

6 Months Ended

Jun. 30, 2016

Notes

Note 10 - Stockholders' Deficit

NOTE 10 – STOCKHOLDERS' DEFICIT

As of June 30, 2016, we had 10,000,000 shares of $0.001 par value preferred stock authorized and 2,000,000,000 shares of $0.0025 par value common stock authorized, retroactively restated for the increase in authorized shares.

On March 3, 2016, the holders with the power to vote more than a majority of the outstanding common stock of the Company approved an amendment to the Company's Articles of Incorporation to effect an authorized share increase in our common stock from 500,000,000 shares to 2,000,000,000 shares of common stock.  The amendment became effective on April 8, 2016.

We have authorized the issuance of up to 1,000,000 shares of Series AA Preferred Stock.  Among other things, the Series AA Preferred Stock allows holders thereof enhanced voting rights based on ten thousand (10,000) votes per share of the Company's common stock held by such holders of Series AA Preferred Stock.  The Series AA Preferred Stock is not convertible into common stock, does not pay dividends, and does not include a liquidation preference.  In June 2014, 20,000 shares of Series AA Preferred Stock were issued to each of the four members of the Company's Board of Directors and valued at par value of $80.  On January 29, 2016, Robert Hines resigned from the Board of Directors, effective December 31, 2015, at which time he returned the 20,000 shares of Series AA Preferred Stock, which were valued at par value of $20 and  then canceled.

We have also authorized the issuance of up to 1,000,000 shares of Series BB Preferred Stock.  Among other things, the Series BB Preferred Stock allows holders thereof voting rights equal to holders of common stock as a single class with respect to all matters submitted to holders of common stock, quarterly dividends payable in arrears in either cash or in kind, liquidation preferences, and is convertible at the option of the holder into 50 shares of common stock of the Company. As of June 30, 2016, 186,000 shares of Series BB Preferred Stock were issued and outstanding.

During the six months ended June 30, 2016, we issued a total of 65,628,005 shares of our common stock with a total value of $182,917 for conversion of debt.

During the six months ended June 30, 2015, we issued a total of 167,395,050 shares of our common stock with a total value of $711,522 for conversion of debt.

As of June 30, 2016, we had several convertible debentures and related accrued interest payable that were convertible into approximately 6,698,670,000 shares of our common stock.  We have 2,000,000,000 common shares authorized and we will be required to again increase the number of authorized shares of common stock in the event all convertible debt is converted into shares of our common stock.

As of June 30, 2016, we had certain penalties on delinquent convertible debentures and pending debenture conversions that are payable in shares of our common stock.  We record these obligations at the current market value of our common stock, marking the obligations to market at each reporting date.  We recognize the change in the market value as gain or loss on debt payable in shares in other income (expense) in our consolidated statements of operations.  For the three months and six months ended June 30, 2016, we recognized a gain on debt payable in shares of $222,416 and $577,265, respectively.

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Note 11 - Stock Options and Warrants

6 Months Ended

Jun. 30, 2016

Notes

Note 11 - Stock Options and Warrants

NOTE 11 – STOCK OPTIONS AND WARRANTS

During the six months ended June 30, 2016, we did not issue any new stock options or warrants.

The following table summarizes the stock option and warrant activity during the six months ended June 30, 2016:

	Shares	Weighted Average Exercise Price	Weighted Average Remaining Contract Term
Outstanding at December 31, 2015	4,977,267	$0.03	3.25
Granted	-
Exercised	-
Expired or cancelled	-
Outstanding, vested and exercisable   at June 30, 2016	4,977,267	$0.03	2.75

In May 2014, the Board of Directors of the Company adopted and approved the One World Holdings Inc. 2014 Stock Option and Stock Award Plan (the "Plan").  Also, the holders of a majority of the Company's outstanding common stock voted to approve and authorize adoption of the Plan.  A total of 2,000,000 shares of our common stock are available for issuance under the Plan.  Under the Plan, we may issue options, including incentive stock options and non-statutory stock options, restricted stock grants, or stock appreciation rights.  Awards under the Plan may be granted to employees, consultants, directors and individuals who meet the requirements defined in the Plan.

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Note 12 - Consulting Agreements

6 Months Ended

Jun. 30, 2016

Notes

Note 12 - Consulting Agreements

NOTE 12 – CONSULTING AGREEMENTS

We have entered into various consulting agreements for financial and business development services to the Company.  Certain of these consulting agreements provide for cash compensation to the consultants; however, several are based on issuances of shares of our common stock in exchange for services.

Under the consulting agreements that provide for share issuances, shares were generally issued at the inception of the agreements for services provided.  There generally are no specified performance requirements and no provision in the agreements for return of the shares.  Compensation expense is calculated based on the market price of the stock on the effective date of agreement and amortized over the period over which the services are provided to the Company.  During the three months ended June 30, 2016 and 2015, total compensation expense included in selling, general and administrative expense was $0 and $22,500, respectively.  During the six months ended June 30, 2016 and 2015, total compensation expense included in selling, general and administrative expense was $22,500 and $48,442, respectively.  As of June 30, 2016, we had no unamortized compensation paid in common shares.

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Note 13- Related Party Transactions

6 Months Ended

Jun. 30, 2016

Notes

Note 13- Related Party Transactions

NOTE 13 – RELATED PARTY TRANSACTIONS

Certain of the consulting agreements discussed in Note 12 are with related parties.  Related parties consist primarily of our executive officers, directors, significant shareholders and individuals affiliated through family relationships with these individuals.  There was no compensation expense paid in common shares to related parties during the three months and six months ended June 30, 2016 and 2015.

We paid consulting and other fees to related parties totaling $45,902 and $38,672 during the three months ended June 30, 2016 and 2015, respectively, and $125,178 and $134,847 during the six months ended June 30, 2016 and 2015, respectively.

As of June 30, 2016 and December 31, 2015, we had convertible debentures of $5,000 and $46,600 payable to related parties. The outstanding principal and interest are convertible into shares of our common stock at a conversion prices ranging from $0.06 to $30 per share.

Accrued interest payable to these related parties totaled $30,766 and $24,341 at June 30, 2016 and December 31, 2015, respectively.

As of June 30, 2016 and December 31, 2015, we had stockholder advances payable to related parties totaling $83,023.

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Note 14 - Supplemental Statement of Cash Flows Information

6 Months Ended

Jun. 30, 2016

Notes

Note 14 - Supplemental Statement of Cash Flows Information

NOTE 14 – SUPPLEMENTAL STATEMENT OF CASH FLOWS INFORMATION

During the six months ended June 30, 2016 and 2015, we made no cash payments for income taxes.

During the six months ended June 30, 2016 and 2015, we made cash payments for interest totaling $17,480 and $78,552.

During the six months ended June 30, 2016, we had the following non-cash financing and investing activities:

·          Increased debt discount and derivative liability by $375,000.

·          Decreased accrued interest payable by $3,095, decreased convertible debentures by $68,289, decreased debt discount by $19,176, decreased derivative liability by $138,540, increased common stock by $164,070 and increased additional paid-in capital by $18,847 for common shares issued in conversion of debt.

·          Increased stockholder advances and decreased notes payable by $4,973.

·          Decreased Series AA preferred stock and increased additional paid-in capital by $20.

·          Decreased prepaid expenses and other current assets and increased debt discount by $13,666.

During the six months ended June 30, 2015, we had the following non-cash financing and investing activities:

·          Increased additional paid-in capital and debt discount by $71,760 for beneficial conversion feature of convertible notes payable.

·          Increased debt discount and derivative liability by $812,321.

·          Decreased stockholder advances and increased convertible debentures by $128,460.

·          Decreased accrued interest payable by $11,547, decreased convertible debentures by $127,085, decreased debt discount by $47,839, decreased derivative liability by $630,184, increased common stock by $418,487 and increased additional paid-in capital by $293,035 for common shares issued in conversion of debt.

·          Decreased accrued interest payable by $1,947 and increased convertible debentures by $1,947.

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Note 15 - Recent Accounting Pronouncements

6 Months Ended

Jun. 30, 2016

Notes

Note 15 - Recent Accounting Pronouncements

NOTE 15 – RECENT ACCOUNTING PRONOUNCEMENTS

In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, "Leases (Topic 842)". The amendments in this ASU revise the accounting related to lessee accounting. Under the new guidance, lessees will be required to recognize a lease liability and a right-of-use asset for all leases. The new lease guidance also simplifies the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and lease liabilities. The amendments in this ASU are effective for public companies for fiscal years beginning after December 15, 2018 and are to be applied through a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. Early adoption is permitted. We are currently unable to determine the impact on our consolidated financial statements of the adoption of this new accounting pronouncement.

In March 2016, the FASB issued ASU No. 2016-09, "Stock Compensation (Topic 718)", which is intended to simplify several aspects of the accounting for share-based payment award transactions, including the income tax impacts, the classification on the statement of cash flows, and forfeitures. The amendments in this ASU are effective for fiscal years beginning after December 15, 2016, including interim periods. We are currently unable to determine the impact on our consolidated financial statements of the adoption of this new accounting pronouncement.

In April 2015, the FASB issued ASU No. 2015-03, "Interest – Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs." To simplify presentation of debt issuance costs, the amendments in this Update require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this Update. For public companies, the amendments in this Update are effective for financial statements issued for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years. We adopted the new guidance effective January 1, 2016. Our prior period consolidated financial statements were not impacted by the adoption of this Update.

Although there are several other new accounting pronouncements issued or proposed by the FASB, which the Company has adopted or will adopt, as applicable, we do not believe any of these accounting pronouncements has had or will have a material impact on our consolidated financial position or results of operations.

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Note 16 - Contingencies

6 Months Ended

Jun. 30, 2016

Notes

Note 16 - Contingencies

NOTE 16 – CONTINGENCIES

From time to time, we may be involved in various claims and legal actions arising in the ordinary course of business.  Management, along with the assistance of counsel, will determine the ultimate disposition and potential impact of these matters on our financial condition, liquidity or results of operations.

On November 4, 2014, we were named as a defendant in a civil lawsuit filed by Darling Capital, LLC, ("Darling") a creditor of the Company, in the New York Supreme Court, County of New York.  The plaintiff filed a Motion For Summary Judgment in Lieu of Complaint the same day. The plaintiff alleges, among other things, that we defaulted on our obligations under a Convertible Promissory Note held by Darling. The complaint sought, among other relief, judgment against us in the amount of $57,627.  A settlement was reached on September 3, 2015 for the sum of $70,000 consisting of four payments with the final payment due on November 20, 2015.  The first payment of $10,000 was made on September 9, 2015.  No other payments have been made.

On December 3, 2014, WHC Capital, LLC filed a complaint against the Company, demanding $416,000 and alleging the Company's breach of contract and failure to deliver 22,545,900 shares of common stock pursuant to requested conversions of two promissory notes totaling $65,403.  On September 9, 2015, both parties agreed to a settlement of $130,000 in the form of seven payments.  There are currently two remaining payments due under the agreement.

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Note 17 - Subsequent Events

6 Months Ended

Jun. 30, 2016

Notes

Note 17 - Subsequent Events

NOTE 17 – SUBSEQUENT EVENTS

To fund our operations subsequent to June 30, 2016, we incurred additional indebtedness totaling $6,500, consisting of proceeds from short-term notes payable

Subsequent to June 30, 2016, we issued a total of 18,364,000 shares of our common stock for conversion of debt principal of $6,000 and accrued interest payable of $427.

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Note 1 - Description of Business and Basis of Financial Statement Presentation (Policies)

6 Months Ended

Jun. 30, 2016

Policies

Principles of Consolidation

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, OWDPI, TOW and National Fuel and Energy, Inc. All significant intercompany accounts and transactions have been eliminated in consolidation.

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Note 3 - Fair Value of Financial Instruments (Tables)

6 Months Ended

Jun. 30, 2016

Tables/Schedules

Schedule of Fair Value of Liabilities Measured on Recurring Basis

Liabilities measured at fair value on a recurring basis were as follows at June 30, 2016:

	Total	Level 1	Level 2	Level 3
Derivative liability	$4,394,475	$-	$-	$4,394,475
Convertible debentures, net of discount	2,748,116	-	-	2,748,116
Current portion of long-term debt, net     of discount	29,977	-	-	29,977
Long-term debt, net of current portion     and discount	216,550	-	-	216,550
Total liabilities measured at fair value	$7,389,118	$-	$-	$7,389,118

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Note 4 - Income (loss) Per Share (Tables)

6 Months Ended

Jun. 30, 2016

Tables/Schedules

Schedule of Earnings Per Share, Basic and Diluted

The common shares used in the computation of our basic and diluted net income (loss) per share are reconciled as follows:

	Three Months Ended June 30,		Six Months Ended June 30,
	2016	2015	2016	2015
Weighted average number of shares     outstanding - basic	460,164,835	279,277,078	448,365,845	253,103,538
Dilutive effect of shares issuable for     convertible debt	1,196,556,159	-	897,788,720	-
Weighted average number of shares     outstanding - dilutive	1,656,720,994	279,277,078	1,346,154,565	253,103,538

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Note 5 - Convertible Debentures (Tables)

6 Months Ended

Jun. 30, 2016

Tables/Schedules

Schedule of Convertible Debentures Outstanding

The following is a schedule of short-term convertible debentures outstanding as of June 30, 2016:

Description	Date	Conversion Price		Original Principal Amount	Unpaid   Principal Balance	Term	Interest Rate
Debenture 1	10/10/11	$30.00		$        25,000	$        25,000	12 months	14%
Debenture 3	2/17/12	$30.00		10,000	10,000	12 months	14%
Debenture 4	3/9/12	$30.00		5,000	5,000	12 months	14%
Debenture 5	3/19/12	$30.00		5,000	5,000	12 months	14%
Debenture 6	4/29/12	$30.00		5,000	5,000	12 months	14%
Debenture 7	4/25/12	$30.00		10,000	10,000	12 months	14%
Debenture 8	10/9/12	$30.00		5,000	5,000	12 months	14%
Debenture 10	11/15/12	$30.00		5,000	5,000	12 months	14%
Debenture 11	11/20/12	$30.00		2,000	2,000	12 months	14%
Debenture 12	12/11/12	$30.00		2,500	2,500	12 months	14%
Debenture 14	1/5/13	$30.00		2,500	2,500	12 months	14%
Debenture 15	2/5/13	$30.00		2,500	2,500	12 months	14%
Debenture 17	7/23/13	Variable		62,000	62,000	9 months	8%
Debenture 19	7/29/13	$30.00		10,000	10,000	12 months	14%
Debenture 22	9/4/13	Variable		50,000	50,000	12 months	8%
Debenture 31	10/3/13	Variable		3,750	3,750	12 months	8%
Debenture 33	10/25/13	Variable		52,000	52,000	9 months	8%
Debenture 34	10/25/13	Variable		30,000	47,455	9 months	8%
Debenture 36	11/29/13	Variable		30,000	22,800	6 months	15%
Debenture 37	11/29/13	Variable		25,000	25,000	6 months	15%
Debenture 39	12/2/13	Variable		25,000	15,000	6 months	15%
Debenture 47	6/23/13	Variable		35,000	17,500	7 months	10%
Debenture 48	6/23/13	Variable		12,500	12,500	7 months	10%
Debenture 49	1/12/14	Variable		26,000	26,000	12 months	22%
Debenture 50	1/12/14	Variable		60,000	60,000	12 months	12%
Debenture 51	2/3/14	$0.06		50,000	46,600	2 months	14%
Debenture 52	2/18/14	$0.06		5,000	5,000	12 months	14%
Debenture 53	3/17/14	Variable		25,000	23,500	12 months	18%
Debenture 54	3/20/14	Variable		10,000	10,000	12 months	18%
Debenture 55	3/25/14	Variable		10,000	10,000	12 months	18%
Debenture 56	3/28/14	Variable		55,000	55,000	12 months	18%
Debenture 57	4/1/14	$0.0025		50,000	800	6 months	14%
Debenture 58	4/9/14	Variable		75,000	75,000	11 months	18%
Debenture 59	4/10/14	Variable		60,000	60,000	11 months	18%
Debenture 60	4/11/14	Variable		2,272	2,272	11 months	18%
Debenture 61	4/11/14	Variable		40,000	19,475	12 months	15%
Debenture 62	4/16/14	Variable		30,000	8,503	24 months	12%
Debenture 63	4/23/14	$0.04		10,500	10,500	12 months	14%
Debenture 64	5/8/14	$0.06		4,000	4,000	12 months	14%
Debenture 65	5/21/14	Variable		50,000	50,000	12 months	15%
Debenture 68	7/11/14	$0.01		25,000	7,500	12 months	14%
Debenture 70	7/24/14	$0.06		48,360	48,360	12 months	14%
Debenture 73	8/29/14	Variable	67,595		19,966	6 months	5%
Debenture 74	9/3/14	Variable	37,520		37,520	24 months	12%
Debenture 75	9/8/14	$0.01	25,000		25,000	12 months	14%
Debenture 76	9/9/14	$0.01	36,359		36,359	12 months	14%
Debenture 77	9/9/14	$0.0025	8,641		811	12 months	14%
Debenture 78	9/9/14	$0.0025	10,000		10,000	12 months	14%
Debenture 79	9/9/14	$0.0025	10,000		10,000	12 months	14%
Debenture 80	9/9/14	$0.0025	10,000		10,000	12 months	14%
Debenture 81	9/9/14	$0.0025	77,595		73,845	12 months	14%
Debenture 82	9/10/14	$0.01	8,000		8,000	12 months	14%
Debenture 83	9/10/14	$0.01	15,000		15,000	12 months	14%
Debenture 85	9/17/14	Variable	5,000		5,000	6 months	5%
Debenture 87	9/24/14	Variable	140,995		140,995	6 months	5%
Debenture 88	10/1/14	$0.00025	16,378		13,878	12 months	14%
Debenture 90	10/27/14	$0.01	50,000		50,000	12 months	14%
Debenture 92	10/31/14	$0.0025	63,097		63,097	12 months	16%
Debenture 96	3/27/15	Variable	128,460		111,670	12 months	8%
Debenture 97	1/18/15	Variable	7,500		7,500	12 months	14%
Debenture 98	2/12/15	$0.0145	12,500		12,500	12 months	14%
Debenture 99	3/31/15	$0.01	112,972		112,972	12 months	14%
Debenture 100	2/2/15	Variable	79,115		79,115	12 months	12%
Debenture 101	2/2/15	Variable	45,000		45,000	12 months	12%
Debenture 102	2/24/15	$0.0025	10,000		9,000	12 months	14%
Debenture 104	3/12/15	Variable	25,000		25,000	12 months	14%
Debenture 105	3/21/15	$0.0025	30,000		30,000	12 months	14%
Debenture 106	1/5/15	Variable	15,000		15,000	6 months	15%
Debenture 107	1/5/15	Variable	15,000		5,300	6 months	15%
Debenture 109	2/11/15	Variable	25,000		25,000	12 months	8%
Debenture 110	2/26/15	Variable	16,000		16,000	12 months	8%
Debenture 111	3/4/15	Variable	27,500		27,500	12 months	8%
Debenture 112	3/1/15	$0.0015	10,000		10,000	12 months	14%
Debenture 114	4/2/15	Variable	26,947		24,447	12 months	8%
Debenture 115	4/2/15	$0.001	23,660		23,660	12 months	14%
Debenture 116	3/31/15	Variable	14,000		14,000	6 months	15%
Debenture 117	4/14/15	Variable	20,000		20,000	6 months	15%
Debenture 118	4/27/15	Variable	25,000		25,000	12 months	14%
Debenture 119	3/31/15	Variable	14,000		14,000	6 months	15%
Debenture 120	5/27/15	$0.0025	7,500		7,500	12 months	14%
Debenture 121	7/2/15	$0.0025	175,000		175,000	12 months	14%
Debenture 122	7/3/15	Variable	238,894		221,894	12 months	8%
Debenture 126	9/8/15	$0.0025	112,663		112,663	12 months	14%
Debenture 128	9/15/15	$0.0025	10,000		10,000	12 months	14%
Debenture 129	9/8/15	$0.0050	2,000		2,000	12 months	14%
Debenture 130	10/12/15	$0.0050	15,000		15,000	12 months	14%
Debenture 131	10/12/15	$0.0050	20,000		20,000	12 months	14%
Debenture 132	10/15/15	$0.0025	10,750		10,750	12 months	14%
Debenture 134	10/20/15	$0.0050	10,000		10,000	12 months	14%
Debenture 135	12/5/15	$0.0050	10,000		10,000	12 months	14%
Debenture 137	12/18/15	$0.0050	20,000		20,000	12 months	14%
Debenture 138	1/7/16	Variable	50,000		50,000	12 months	14%
Debenture 139	1/11/16	Variable	25,000		25,000	12 months	14%
Debenture 140	1/25/16	Variable	10,000		10,000	12 months	14%
Debenture 141	1/29/16	Variable	125,000		125,000	12 months	16%
Debenture 146	5/10/16	Variable	50,000		50,000	12 months	14%
Total			$      3,206,523		2,966,957
Less discount					(218,841)
Net					$      2,748,116

The following is a schedule of long-term convertible debentures outstanding as of June 30, 2016:

Description	Date	Conversion Price	Original Principal Amount	Unpaid Principal Balance	Term	Interest Rate
Debenture 123	8/24/15	Variable	$        34,650	$        24,650	24 months	8%
Debenture 125	9/4/15	Variable	105,000	105,000	24 months	8%
Debenture 127	9/25/15	Variable	50,000	50,000	24 months	8%
Debenture 133	10/20/15	Variable	100,000	100,000	24 months	8%
Debenture 136	12/4/15	Variable	160,000	160,000	24 months	8%
Debenture 142	1/29/16	Variable	20,000	20,000	20 months	8%
Debenture 143	3/3/16	Variable	30,000	30,000	18 months	8%
Debenture 144	4/15/16	Variable	15,000	15,000	17 months	8%
Debenture 145	4/18/16	Variable	50,000	50,000	17 months	8%
Total			$     564,650	554,650
Less discount				(338,100)
Net				$     216,550

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Note 6 - Derivative Liability (Tables)

6 Months Ended

Jun. 30, 2016

Tables/Schedules

Schedule of Derivative Liabilities at Fair Value

During the six months ended June 30, 2016, the Company had the following activity in its derivative liability:

Derivative liability at December 31, 2015	$10,852,906
Addition to liability for new debt issued	375,000
Elimination of liability on conversion	(138,540)
Change in fair value	(6,694,891)
Derivative liability at June 30, 2016	$4,394,475

Schedule of Fair Value Assumptions

The significant assumptions used in the Black Scholes valuation of the derivative liability at June 30, 2016 are as follows:

Stock price on the valuation date	$0.0009
Conversion price for the debt	$0.00025- $0.00068
Dividend yield	0.00%
Years to maturity	0.186-1.43
Risk free rate	0.36% - 0.52%
Expected volatility	165.21%% - 259.99%

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Note 9 - Long-term Debt (Tables)

6 Months Ended

Jun. 30, 2016

Tables/Schedules

Schedule of Long-term Debt

Our long-term debt consisted of the following at June 30, 2016:

Long-term convertible debentures,   net of discount of $338,100 (see Note 5)	$216,550
Long-term note payable, net of discount of $23	29,977
Total	246,527
Current portion	29,977
Long-term debt	$216,550

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Note 11 - Stock Options and Warrants (Tables)

6 Months Ended

Jun. 30, 2016

Tables/Schedules

Schedule of Stock Option and Warrant, Activity

The following table summarizes the stock option and warrant activity during the six months ended June 30, 2016:

	Shares	Weighted Average Exercise Price	Weighted Average Remaining Contract Term
Outstanding at December 31, 2015	4,977,267	$0.03	3.25
Granted	-
Exercised	-
Expired or cancelled	-
Outstanding, vested and exercisable   at June 30, 2016	4,977,267	$0.03	2.75

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Note 2 - Going Concern (Details) - USD ($)	Jun. 30, 2016	Dec. 31, 2015
Details
Working Capital Deficit	$ (12,438,272)
Accumulated deficit	(25,143,068)	$ (29,932,153)
Total stockholders' deficit	$ (12,605,513)	$ (17,577,515)

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Note 3 - Fair Value of Financial Instruments: Schedule of Fair Value of Liabilities Measured on Recurring Basis (Details) - USD ($)	Jun. 30, 2016	Dec. 31, 2015
Derivative liability	$ 4,394,475	$ 10,852,906
Convertible debentures	2,748,116	2,387,981
Current portion of long-term debt	29,977	29,409
Long-term debt, net of current portion	216,550	$ 62,361
Total liabilities measured at fair value	7,389,118
Fair Value, Inputs, Level 1
Derivative liability	0
Convertible debentures	0
Current portion of long-term debt	0
Long-term debt, net of current portion	0
Total liabilities measured at fair value	0
Fair Value, Inputs, Level 2
Derivative liability	0
Convertible debentures	0
Current portion of long-term debt	0
Long-term debt, net of current portion	0
Total liabilities measured at fair value	0
Fair Value, Inputs, Level 3
Derivative liability	4,394,475
Convertible debentures	2,748,116
Current portion of long-term debt	29,977
Long-term debt, net of current portion	216,550
Total liabilities measured at fair value	$ 7,389,118

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Note 4 - Income (loss) Per Share: Schedule of Earnings Per Share, Basic and Diluted (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Details
Weighted average number of shares outstanding - basic	460,164,835	279,277,078	448,365,845	253,103,538
Dilutive effect of shares issuable for convertible debt	1,196,556,159	0	897,788,720	0
Weighted Average Number of Shares Outstanding, Diluted, Total	1,656,720,994	279,277,078	1,346,154,565	253,103,538

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Note 5 - Convertible Debentures (Details)	6 Months Ended
	Jun. 30, 2016 USD ($) $ / shares	Jun. 30, 2015 USD ($)	Dec. 31, 2015 USD ($)
Proceeds from convertible debentures	$ 375,000	$ 853,547
Convertible debentures, net of discount	2,748,116		$ 2,387,981
Accrued interest and penalties payable	$ 2,142,928		1,265,270
Common Stock
Debt Instrument, Convertible, Number of Equity Instruments	6,698,670,000
Convertible debentures
Convertible debentures, net of discount	$ 2,760,088		2,387,981
Convertible debentures amount that is delinquent	2,062,129
Accrued interest and penalties payable	$ 1,982,955		$ 1,141,478
Convertible debentures | Minimum
Interest Rate	5.00%
Debt Instrument, Term	6 months
Conversion Price | $ / shares	$ 0.00025
Convertible debentures | Maximum
Interest Rate	22.00%
Debt Instrument, Term	2 years
Conversion Price | $ / shares	$ 30.00

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Note 5 - Convertible Debentures: Schedule of Convertible Debentures Outstanding (Details) - USD ($)	6 Months Ended
	Jun. 30, 2016	Dec. 31, 2015
Convertible debentures, net of discount	$ 2,748,116	$ 2,387,981
Long-term debt, net of current portion and discount	$ 216,550	$ 62,361
Debenture 1
Date	Oct. 10, 2011
Original Principal Amount	$ 25,000
Unpaid Principal Balance	$ 25,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 30.00
Debenture 3
Date	Feb. 17, 2012
Original Principal Amount	$ 10,000
Unpaid Principal Balance	$ 10,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 30.00
Debenture 4
Date	Mar. 09, 2012
Original Principal Amount	$ 5,000
Unpaid Principal Balance	$ 5,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 30.00
Debenture 5
Date	Mar. 19, 2012
Original Principal Amount	$ 5,000
Unpaid Principal Balance	$ 5,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 30.00
Debenture 6
Date	Apr. 29, 2012
Original Principal Amount	$ 5,000
Unpaid Principal Balance	$ 5,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 30.00
Debenture 7
Date	Apr. 25, 2012
Original Principal Amount	$ 10,000
Unpaid Principal Balance	$ 10,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 30.00
Debenture 8
Date	Oct. 09, 2012
Original Principal Amount	$ 5,000
Unpaid Principal Balance	$ 5,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 30.00
Debenture 10
Date	Nov. 15, 2012
Original Principal Amount	$ 5,000
Unpaid Principal Balance	$ 5,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 30.00
Debenture 11
Date	Nov. 20, 2012
Original Principal Amount	$ 2,000
Unpaid Principal Balance	$ 2,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 30.00
Debenture 12
Date	Dec. 11, 2012
Original Principal Amount	$ 2,500
Unpaid Principal Balance	$ 2,500
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 30.00
Debenture 14
Date	Jan. 05, 2013
Original Principal Amount	$ 2,500
Unpaid Principal Balance	$ 2,500
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 30.00
Debenture 15
Date	Feb. 05, 2013
Original Principal Amount	$ 2,500
Unpaid Principal Balance	$ 2,500
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 30.00
Debenture 17
Date	Jul. 23, 2013
Original Principal Amount	$ 62,000
Unpaid Principal Balance	$ 62,000
Term	9 months
Interest Rate	8.00%
Debenture 19
Date	Jul. 29, 2013
Original Principal Amount	$ 10,000
Unpaid Principal Balance	$ 10,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 30.00
Debenture 22
Date	Sep. 04, 2013
Original Principal Amount	$ 50,000
Unpaid Principal Balance	$ 50,000
Term	12 months
Interest Rate	8.00%
Debenture 31
Date	Oct. 03, 2013
Original Principal Amount	$ 3,750
Unpaid Principal Balance	$ 3,750
Term	12 months
Interest Rate	8.00%
Debenture 33
Date	Oct. 25, 2013
Original Principal Amount	$ 52,000
Unpaid Principal Balance	$ 52,000
Term	9 months
Interest Rate	8.00%
Debenture 34
Date	Oct. 25, 2013
Original Principal Amount	$ 30,000
Unpaid Principal Balance	$ 47,455
Term	9 months
Interest Rate	8.00%
Debenture 36
Date	Nov. 29, 2013
Original Principal Amount	$ 30,000
Unpaid Principal Balance	$ 22,800
Term	6 months
Interest Rate	15.00%
Debenture 37
Date	Nov. 29, 2013
Original Principal Amount	$ 25,000
Unpaid Principal Balance	$ 25,000
Term	6 months
Interest Rate	15.00%
Debenture 39
Date	Dec. 02, 2013
Original Principal Amount	$ 25,000
Unpaid Principal Balance	$ 15,000
Term	6 months
Interest Rate	15.00%
Debenture 47
Date	Jun. 23, 2013
Original Principal Amount	$ 35,000
Unpaid Principal Balance	$ 17,500
Term	7 months
Interest Rate	10.00%
Debenture 48
Date	Jun. 23, 2013
Original Principal Amount	$ 12,500
Unpaid Principal Balance	$ 12,500
Term	7 months
Interest Rate	10.00%
Debenture 49
Date	Jan. 12, 2014
Original Principal Amount	$ 26,000
Unpaid Principal Balance	$ 26,000
Term	12 months
Interest Rate	22.00%
Debenture 50
Date	Jan. 12, 2014
Original Principal Amount	$ 60,000
Unpaid Principal Balance	$ 60,000
Term	12 months
Interest Rate	12.00%
Debenture 51
Date	Feb. 03, 2014
Original Principal Amount	$ 50,000
Unpaid Principal Balance	$ 46,600
Term	2 months
Interest Rate	14.00%
Conversion Price	$ 0.06
Debenture 52
Date	Feb. 18, 2014
Original Principal Amount	$ 5,000
Unpaid Principal Balance	$ 5,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.06
Debenture 53
Date	Mar. 17, 2014
Original Principal Amount	$ 25,000
Unpaid Principal Balance	$ 23,500
Term	12 months
Interest Rate	18.00%
Debenture 54
Date	Mar. 20, 2014
Original Principal Amount	$ 10,000
Unpaid Principal Balance	$ 10,000
Term	12 months
Interest Rate	18.00%
Debenture 55
Date	Mar. 25, 2014
Original Principal Amount	$ 10,000
Unpaid Principal Balance	$ 10,000
Term	12 months
Interest Rate	18.00%
Debenture 56
Date	Mar. 28, 2014
Original Principal Amount	$ 55,000
Unpaid Principal Balance	$ 55,000
Term	12 months
Interest Rate	18.00%
Debenture 57
Date	Apr. 01, 2014
Original Principal Amount	$ 50,000
Unpaid Principal Balance	$ 800
Term	6 months
Interest Rate	14.00%
Conversion Price	$ 0.0025
Debenture 58
Date	Apr. 09, 2014
Original Principal Amount	$ 75,000
Unpaid Principal Balance	$ 75,000
Term	11 months
Interest Rate	18.00%
Debenture 59
Date	Apr. 10, 2014
Original Principal Amount	$ 60,000
Unpaid Principal Balance	$ 60,000
Term	11 months
Interest Rate	18.00%
Debenture 60
Date	Apr. 11, 2014
Original Principal Amount	$ 2,272
Unpaid Principal Balance	$ 2,272
Term	11 months
Interest Rate	18.00%
Debenture 61
Date	Apr. 11, 2014
Original Principal Amount	$ 40,000
Unpaid Principal Balance	$ 19,475
Term	12 months
Interest Rate	15.00%
Debenture 62
Date	Apr. 16, 2014
Original Principal Amount	$ 30,000
Unpaid Principal Balance	$ 8,503
Term	24 months
Interest Rate	12.00%
Debenture 63
Date	Apr. 23, 2014
Original Principal Amount	$ 10,500
Unpaid Principal Balance	$ 10,500
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.04
Debenture 64
Date	May 08, 2014
Original Principal Amount	$ 4,000
Unpaid Principal Balance	$ 4,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.06
Debenture 65
Date	May 21, 2014
Original Principal Amount	$ 50,000
Unpaid Principal Balance	$ 50,000
Term	12 months
Interest Rate	15.00%
Debenture 68
Date	Jul. 11, 2014
Original Principal Amount	$ 25,000
Unpaid Principal Balance	$ 7,500
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.01
Debenture 70
Date	Jul. 24, 2014
Original Principal Amount	$ 48,360
Unpaid Principal Balance	$ 48,360
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.06
Debenture 73
Date	Aug. 29, 2014
Unpaid Principal Balance	$ 19,966
Term	6 months
Interest Rate	5.00%
Debenture 74
Date	Sep. 03, 2014
Unpaid Principal Balance	$ 37,520
Term	24 months
Interest Rate	12.00%
Debenture 75
Date	Sep. 08, 2014
Unpaid Principal Balance	$ 25,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.01
Debenture 76
Date	Sep. 09, 2014
Unpaid Principal Balance	$ 36,359
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.01
Debenture 77
Date	Sep. 09, 2014
Unpaid Principal Balance	$ 811
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0025
Debenture 78
Date	Sep. 09, 2014
Unpaid Principal Balance	$ 10,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0025
Debenture 79
Date	Sep. 09, 2014
Unpaid Principal Balance	$ 10,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0025
Debenture 80
Date	Sep. 09, 2014
Unpaid Principal Balance	$ 10,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0025
Debenture 81
Date	Sep. 09, 2014
Unpaid Principal Balance	$ 73,845
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0025
Debenture 82
Date	Sep. 10, 2014
Unpaid Principal Balance	$ 8,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.01
Debenture 83
Date	Sep. 10, 2014
Unpaid Principal Balance	$ 15,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.01
Debenture 85
Date	Sep. 17, 2014
Unpaid Principal Balance	$ 5,000
Term	6 months
Interest Rate	5.00%
Debenture 87
Date	Sep. 24, 2014
Unpaid Principal Balance	$ 140,995
Term	6 months
Interest Rate	5.00%
Debenture 88
Date	Oct. 01, 2014
Unpaid Principal Balance	$ 13,878
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.00025
Debenture 90
Date	Oct. 27, 2014
Unpaid Principal Balance	$ 50,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.01
Debenture 92
Date	Oct. 31, 2014
Unpaid Principal Balance	$ 63,097
Term	12 months
Interest Rate	16.00%
Conversion Price	$ 0.0025
Debenture 97
Date	Mar. 27, 2015
Unpaid Principal Balance	$ 111,670
Term	12 months
Interest Rate	8.00%
Debenture 97
Date	Jan. 18, 2015
Unpaid Principal Balance	$ 7,500
Term	12 months
Interest Rate	14.00%
Debenture 98
Date	Feb. 12, 2015
Unpaid Principal Balance	$ 12,500
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0145
Debenture 99
Date	Mar. 31, 2015
Unpaid Principal Balance	$ 112,972
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.01
Debenture 100
Date	Feb. 02, 2015
Unpaid Principal Balance	$ 79,115
Term	12 months
Interest Rate	12.00%
Debenture 101
Date	Feb. 02, 2015
Unpaid Principal Balance	$ 45,000
Term	12 months
Interest Rate	12.00%
Debenture 102
Date	Feb. 24, 2015
Unpaid Principal Balance	$ 9,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0025
Debenture 104
Date	Mar. 12, 2015
Unpaid Principal Balance	$ 25,000
Term	12 months
Interest Rate	14.00%
Debenture 105
Date	Mar. 21, 2015
Unpaid Principal Balance	$ 30,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0025
Debenture 106
Date	Jan. 05, 2015
Unpaid Principal Balance	$ 15,000
Term	6 months
Interest Rate	15.00%
Debenture 107
Date	Jan. 05, 2015
Unpaid Principal Balance	$ 5,300
Term	6 months
Interest Rate	15.00%
Debenture 109
Date	Feb. 11, 2015
Unpaid Principal Balance	$ 25,000
Term	12 months
Interest Rate	8.00%
Debenture 110
Date	Feb. 26, 2015
Unpaid Principal Balance	$ 16,000
Term	12 months
Interest Rate	8.00%
Debenture 111
Date	Mar. 04, 2015
Unpaid Principal Balance	$ 27,500
Term	12 months
Interest Rate	8.00%
Debenture 112
Date	Mar. 01, 2015
Unpaid Principal Balance	$ 10,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0015
Debenture 114
Date	Apr. 02, 2015
Unpaid Principal Balance	$ 24,447
Term	12 months
Interest Rate	8.00%
Debenture 115
Date	Apr. 02, 2015
Unpaid Principal Balance	$ 23,660
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.001
Debenture 116
Date	Mar. 31, 2015
Unpaid Principal Balance	$ 14,000
Term	6 months
Interest Rate	15.00%
Debenture 117
Date	Apr. 14, 2015
Unpaid Principal Balance	$ 20,000
Term	6 months
Interest Rate	15.00%
Debenture 118
Date	Apr. 27, 2015
Unpaid Principal Balance	$ 25,000
Term	12 months
Interest Rate	14.00%
Debenture 119
Date	Mar. 31, 2015
Unpaid Principal Balance	$ 14,000
Term	6 months
Interest Rate	15.00%
Debenture 120
Date	May 27, 2015
Unpaid Principal Balance	$ 7,500
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0025
Debenture 121
Date	Jul. 02, 2015
Unpaid Principal Balance	$ 175,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0025
Debenture 122
Date	Jul. 03, 2015
Unpaid Principal Balance	$ 221,894
Term	12 months
Interest Rate	8.00%
Debenture 126
Date	Sep. 08, 2015
Unpaid Principal Balance	$ 112,663
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0025
Debenture 128
Date	Sep. 15, 2015
Unpaid Principal Balance	$ 10,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0025
Debenture 129
Date	Sep. 08, 2015
Unpaid Principal Balance	$ 2,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0050
Debenture 130
Date	Oct. 12, 2015
Unpaid Principal Balance	$ 15,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0050
Debenture 131
Date	Oct. 12, 2015
Unpaid Principal Balance	$ 20,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0050
Debenture 132
Date	Oct. 15, 2015
Unpaid Principal Balance	$ 10,750
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0025
Debenture 134
Date	Oct. 20, 2015
Unpaid Principal Balance	$ 10,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0050
Debenture 135
Date	Dec. 05, 2015
Unpaid Principal Balance	$ 10,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0050
Debenture 137
Date	Dec. 18, 2015
Unpaid Principal Balance	$ 20,000
Term	12 months
Interest Rate	14.00%
Conversion Price	$ 0.0050
Debenture 138
Date	Jan. 07, 2016
Unpaid Principal Balance	$ 50,000
Term	12 months
Interest Rate	14.00%
Debenture 139
Date	Jan. 11, 2016
Unpaid Principal Balance	$ 25,000
Term	12 months
Interest Rate	14.00%
Debenture 140
Date	Jan. 25, 2016
Unpaid Principal Balance	$ 10,000
Term	12 months
Interest Rate	14.00%
Debenture 141
Date	Jan. 29, 2016
Unpaid Principal Balance	$ 125,000
Term	12 months
Interest Rate	16.00%
Debenture 146
Date	May 10, 2016
Unpaid Principal Balance	$ 50,000
Term	12 months
Interest Rate	14.00%
Convertible debentures
Original Principal Amount	$ 3,206,523
Unpaid Principal Balance	2,966,957
Debt Instrument, Unamortized Discount	(218,841)
Debt Instrument, Unamortized Discount	$ 218,841
Debenture 123
Date	Aug. 24, 2015
Original Principal Amount	$ 34,650
Unpaid Principal Balance	$ 24,650
Term	24 months
Interest Rate	8.00%
Debenture 125
Date	Sep. 04, 2015
Original Principal Amount	$ 105,000
Unpaid Principal Balance	$ 105,000
Term	24 months
Interest Rate	8.00%
Debenture 127
Date	Sep. 25, 2015
Original Principal Amount	$ 50,000
Unpaid Principal Balance	$ 50,000
Term	24 months
Interest Rate	8.00%
Debenture 133
Date	Oct. 20, 2015
Original Principal Amount	$ 100,000
Unpaid Principal Balance	$ 100,000
Term	24 months
Interest Rate	8.00%
Debenture 136
Date	Dec. 04, 2015
Original Principal Amount	$ 160,000
Unpaid Principal Balance	$ 160,000
Term	24 months
Interest Rate	8.00%
Debenture 142
Date	Jan. 29, 2016
Original Principal Amount	$ 20,000
Unpaid Principal Balance	$ 20,000
Term	20 months
Interest Rate	8.00%
Debenture 143
Date	Mar. 03, 2016
Original Principal Amount	$ 30,000
Unpaid Principal Balance	$ 30,000
Term	18 months
Interest Rate	8.00%
Debenture 144
Date	Apr. 15, 2016
Original Principal Amount	$ 15,000
Unpaid Principal Balance	$ 15,000
Term	17 months
Interest Rate	8.00%
Debenture 145
Date	Apr. 18, 2016
Original Principal Amount	$ 50,000
Unpaid Principal Balance	$ 50,000
Term	17 months
Interest Rate	8.00%
Long-term Convertible Debentures
Original Principal Amount	$ 564,650
Unpaid Principal Balance	554,650
Debt Instrument, Unamortized Discount	338,100
Debt Instrument, Unamortized Discount	(338,100)
Long-term debt, net of current portion and discount	$ 216,550

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Note 6 - Derivative Liability (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2016 USD ($)	Jun. 30, 2015 USD ($)	Jun. 30, 2016 USD ($)	Jun. 30, 2015 USD ($)	Dec. 31, 2015 USD ($)
Amortization of debt discount to interest expense	$ 270,128	$ 327,955	$ 580,171	$ 808,293
Derivative liability	$ 4,394,475		$ 4,394,475		$ 10,852,906
Common Stock
Debt Instrument, Convertible, Number of Equity Instruments			6,698,670,000

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Note 6 - Derivative Liability: Schedule of Derivative Liabilities at Fair Value (Details)	6 Months Ended
	Jun. 30, 2016 USD ($)
Details
Derivative liability, beginning balance	$ 10,852,906
Addition to liability for new debt issued	375,000
Elimination of liability on conversion	(138,540)
Change in fair value	(6,694,891)
Derivative liability, ending balance	$ 4,394,475

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Note 6 - Derivative Liability: Schedule of Fair Value Assumptions (Details)	6 Months Ended
	Jun. 30, 2016 $ / shares
Stock price on the valuation date	$ 0.0009
Dividend yield	0.00%
Minimum
Conversion price for the debt	$ 0.00025
Years to maturity	2 months 7 days
Risk free rate	0.36%
Expected volatility	165.21%
Maximum
Conversion price for the debt	$ 0.00068
Years to maturity	1 year 5 months 5 days
Risk free rate	0.52%
Expected volatility	259.99%

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Note 7 - Notes Payable (Details) - USD ($)	Jun. 30, 2016	Dec. 31, 2015
Notes payable	$ 540,328	$ 459,801
Accrued interest and penalties payable	2,142,928	1,265,270
Note Payable
Accrued interest and penalties payable	$ 116,231	$ 82,144
Note Payable | Minimum
Interest Rate	0.00%
Note Payable | Maximum
Interest Rate	18.00%

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Note 8 - Stockholder Advances (Details) - USD ($)	Jun. 30, 2016	Dec. 31, 2015
Details
Stockholder advances	$ 505,548	$ 456,376

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Note 9 - Long-term Debt: Schedule of Long-term Debt (Details) - USD ($)	Jun. 30, 2016	Dec. 31, 2015
Long-term convertible debentures, net of discount of $364,757 (see Note 5)	$ 216,550
Long-term note payable, net of discount of $223	29,977
Total	246,527
Current portion	29,977	$ 29,409
Long-term debt	216,550	$ 62,361
Long-term Convertible Debentures
Debt Instrument, Unamortized Discount	338,100
Long-term debt	216,550
Long Term Note Payable
Debt Instrument, Unamortized Discount	$ 23

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Note 9 - Long-term Debt (Details) - USD ($)	6 Months Ended
	Jun. 30, 2016	Dec. 31, 2015
Convertible debentures
Interest Payable	$ 43,742
Long Term Note Payable
Original Principal Amount	$ 30,000
Debt Instrument, Maturity Date	Jul. 30, 2016
Interest Rate	14.00%
Debt Instrument, Payment Terms	Payment terms for the note payable are $350 per month for six months and $698 per month for sixty months, including interest.
Interest Payable		$ 41,648

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Note 10 - Stockholders' Deficit (Details)		1 Months Ended	3 Months Ended	6 Months Ended
	Dec. 31, 2015 $ / shares shares	Jun. 30, 2014 shares	Jun. 30, 2016 USD ($) $ / shares shares	Jun. 30, 2016 USD ($) $ / shares shares	Jun. 30, 2015 USD ($) shares
Preferred Stock, Shares Authorized	10,000,000		10,000,000	10,000,000
Preferred Stock, Par Value | $ / shares	$ 0.001		$ 0.001	$ 0.001
Common Stock, shares authorized	2,000,000,000		2,000,000,000	2,000,000,000
Common Stock, par or stated value | $ / shares	$ 0.0025		$ 0.0025	$ 0.0025
Amendment date				Apr. 08, 2016
Debt Conversion, Original Debt, Amount | $				$ 182,917	$ 711,522
Gain on debt payable in shares | $			$ 222,416	$ 577,265	$ 0
Series AA Preferred Stock
Preferred Stock, Par Value | $ / shares	$ 0.001		$ 0.001	$ 0.001
Preferred Stock, shares outstanding	80,000		60,000	60,000
Series BB Preferred Stock
Preferred Stock, Par Value | $ / shares	$ 0.001		$ 0.001	$ 0.001
Preferred Stock, shares outstanding	186,000		186,000	186,000
Preferred Stock | Series AA Preferred Stock
Preferred Stock, Shares Authorized			1,000,000	1,000,000
Preferred Stock, Terms				the Series AA Preferred Stock allows holders thereof enhanced voting rights based on ten thousand (10,000) votes per share of the Company's common stock held by such holders of Series AA Preferred Stock. The Series AA Preferred Stock is not convertible into common stock, does not pay dividends, and does not include a liquidation preference.
Stock Issued During Period, Shares, New Issues		20,000
Represents the PreferredStockCancelled (number of shares), during the indicated time period.	20,000
Preferred Stock | Series BB Preferred Stock
Preferred Stock, Shares Authorized			1,000,000	1,000,000
Preferred Stock, Terms				convertible at the option of the holder into 50 shares of common stock of the Company.
Preferred Stock, shares outstanding			186,000	186,000
Common Stock
Debt Conversion, Converted Instrument, Shares Issued				65,628,005	167,395,050
Debt Instrument, Convertible, Number of Equity Instruments				6,698,670,000
Pre-amendment
Common Stock, shares authorized			500,000,000	500,000,000

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Note 11 - Stock Options and Warrants: Schedule of Stock Option and Warrant, Activity (Details) - Stock Options and Warrants - $ / shares	6 Months Ended	12 Months Ended
	Jun. 30, 2016	Dec. 31, 2015
Outstanding, Beginning Balance	4,977,267
Outstanding, Vested and Exercisable, Weighted Average Exercise Price, Ending Balance	$ 0.03
Outstanding, Vested and Exercisable, Weighted Average Remaining Term in Years	2 years 9 months	3 years 3 months
Granted	0
Exercised	0
Expired or cancelled	0
Outstanding, Vested and Exercisable, Ending Balance	4,977,267	4,977,267
Outstanding, Vested and Exercisable, Weighted Average Exercise Price, Ending Balance	$ 0.03	$ 0.03

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Note 11 - Stock Options and Warrants (Details)	Jun. 30, 2016 shares
Stock Options and Warrants
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized	2,000,000

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Note 12 - Consulting Agreements (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Selling, general and administrative	$ 503,710	$ 451,550	$ 995,761	$ 943,373
Consulting Agreements
Selling, general and administrative	$ 0	$ 22,500	$ 22,500	$ 48,442

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Note 13- Related Party Transactions (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Accrued interest and penalties payable	$ 2,142,928		$ 2,142,928		$ 1,265,270
Stockholder advances	505,548		505,548		456,376
Convertible debentures
Accrued interest and penalties payable	$ 1,982,955		$ 1,982,955		1,141,478
Minimum | Convertible debentures
Conversion Price	$ 0.00025		$ 0.00025
Maximum | Convertible debentures
Conversion Price	$ 30.00		$ 30.00
Total related parties
Consulting fees	$ 45,902	$ 38,672	$ 125,178	$ 134,847
Original Principal Amount	5,000		5,000		46,600
Stockholder advances	83,023		83,023		83,023
Total related parties | Convertible debentures
Accrued interest and penalties payable	$ 30,766		$ 30,766		$ 24,341
Total related parties | Minimum | Convertible debentures
Conversion Price	$ 0.06		$ 0.06
Total related parties | Maximum | Convertible debentures
Conversion Price	$ 30		$ 30

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Note 14 - Supplemental Statement of Cash Flows Information (Details) - USD ($)	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Income Taxes Paid	$ 0	$ 0
Interest Paid	17,480	78,552
Accrued interest and penalties payable	880,753	165,585
Prepaid expenses and other current assets	(22,500)	238,600
Transaction 1
Increase (decrease) in debt discount	375,000	71,760
Increase (Decrease) in Derivative Liabilities	375,000
Transaction 1 | Additional Paid-In Capital
Adjustments to Additional Paid in Capital, Convertible Debt with Conversion Feature		71,760
Transaction 2
Increase (decrease) in debt discount	(19,176)	812,321
Increase (Decrease) in Derivative Liabilities	(138,540)	812,321
Debt Instrument, Increase (Decrease), Net	(68,289)
Transaction 2 | Common Stock
Common stock issued for conversion of debt, Value	164,070
Transaction 2 | Additional Paid-In Capital
Common stock issued for conversion of debt, Value	18,847
Transaction 2 | Convertible debentures
Accrued interest and penalties payable	(3,095)
Transaction 3 | Convertible debentures
Debt Instrument, Increase (Decrease), Net		128,460
Increase (decrease) in stockholder advances		(128,460)
Transaction 3 | Note Payable
Debt Instrument, Increase (Decrease), Net	(4,973)
Increase (decrease) in stockholder advances	4,973
Transaction 4
Increase (decrease) in debt discount		(47,839)
Increase (Decrease) in Derivative Liabilities		(630,184)
Transaction 4 | Common Stock
Common stock issued for conversion of debt, Value		418,487
Transaction 4 | Additional Paid-In Capital
Common stock issued for conversion of debt, Value	20	293,035
Transaction 4 | Preferred Stock | Series AA Preferred Stock
Debt Instrument, Increase (Decrease), Net	(20)
Transaction 4 | Convertible debentures
Accrued interest and penalties payable		(11,547)
Debt Instrument, Increase (Decrease), Net		(127,085)
Transaction 5
Increase (decrease) in debt discount	13,666
Prepaid expenses and other current assets	$ (13,666)
Transaction 5 | Convertible debentures
Accrued interest and penalties payable		(1,947)
Debt Instrument, Increase (Decrease), Net		$ (1,947)

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Note 16 - Contingencies (Details) - USD ($)	1 Months Ended		6 Months Ended
	Dec. 31, 2014	Nov. 30, 2014	Jun. 30, 2016
Darling Capital LLC
Loss Contingency, Damages Sought, Value		$ 57,627
Litigation Settlement, Amount			$ 70,000
Payments for Legal Settlements			10,000
WHC Capital LLC
Loss Contingency, Damages Sought, Value	$ 416,000
Litigation Settlement, Amount			$ 130,000
Loss Contingency, Allegations	alleging the Company's breach of contract and failure to deliver 22,545,900 shares of common stock pursuant to requested conversions of two promissory notes totaling $65,403.

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Note 17 - Subsequent Events (Details) - USD ($)	2 Months Ended	6 Months Ended
	Aug. 19, 2016	Jun. 30, 2016	Jun. 30, 2015	Aug. 01, 2016
Debt Conversion, Original Debt, Amount		$ 182,917	$ 711,522
Common Stock
Debt Conversion, Converted Instrument, Shares Issued		65,628,005	167,395,050
Subsequent Event | Principal
Debt Conversion, Original Debt, Amount	$ 6,000
Subsequent Event | Interest
Debt Conversion, Original Debt, Amount	$ 427
Subsequent Event | Common Stock
Debt Conversion, Converted Instrument, Shares Issued	18,364,000
Subsequent Event | Note Payable
Original Principal Amount				$ 6,500