10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X]

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

For the quarterly period ended June 30, 2012

[  ]

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

For the transition period from ___ to ___

Commission file number: 000-26973

FOREVERGREEN WORLDWIDE CORPORATION

(Exact name of registrant as specified in its charter)

Nevada                                                                                     (State or other jurisdiction of incorporation or organization)	87-0621709                                         (I.R.S. Employer Identification No.)
972 North 1430 West, Orem, Utah          (Address of principal executive offices)	84057        (Zip Code)

(801) 655-5500

(Registrant’s telephone number, including area code)

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 [X]   No [  ]

Indicate by check mark 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 [X]    No [   ]

Indicate by check mark 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-2 of the Exchange Act.:

Large accelerated filer [  ] Non-accelerated filer [  ] Accelerated filer [  ] Smaller reporting company [X]

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

Yes [   ]   No [X]

The number of shares outstanding of the registrant’s common stock as of August 8, 2012 was 14,892,141.

1

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION

Item 1.  Financial Statements

2

Condensed Consolidated Balance Sheets

3

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

4

Condensed Consolidated Statements of Cash Flows

5

Notes to the Condensed Consolidated Financial Statements

6

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

11

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

15

Item 4.  Controls and Procedures

15

PART II – OTHER INFORMATION

Item 1.  Legal Proceedings

15

Item 1A.  Risk Factors

16

Item 6.  Exhibits

16

Signatures

17

PART I – FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

The financial information set forth below with respect to our statements of operations for the three and six month periods ended June 30, 2012 and 2011 is unaudited.  This financial information, in the opinion of management, includes all adjustments consisting of normal recurring entries necessary for the fair presentation of such data.  The results of operations for the six month periods ended June 30, 2012, are not necessarily indicative of results to be expected for any subsequent period.  

2

ForeverGreen Worldwide Corporation

Condensed Consolidated Balance Sheets

		June 30, 2012			December 31, 2011
		(Unaudited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	215,655	$		223,099
Accounts Receivable		129,957			103,770
Prepaid expenses		153,378			158,714
Inventory		1,018,484			1,145,560
Total Current Assets		1,517,474			1,631,143
PROPERTY AND EQUIPMENT, net		127,456			151,144
OTHER ASSETS
Deposits and other assets		64,525			64,454
Trademarks, net		48,865			51,319
Customer base, net		385,154			427,950
Total Other Assets		498,544			543,723
TOTAL ASSETS	$	2,143,474	$		2,326,010
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Bank overdraft	$	174,113	$		179,586
Accounts payable		917,108			1,183,101
Accrued expenses		2,359,797			2,110,674
Due to related parties		117,174			178,127
Banking line of credit		85,417			100,420
Current portion of long-term debt		2,135			1,945
Notes payable, related parties		952,478			922,478
Convertible notes payable, related parties		245,000			245,000
Notes payable, unrelated parties		1,008,476			1,008,476
Total Current Liabilities		5,861,698			5,929,807
LONG-TERM DEBT
Notes payable		19,460			21,147
Total Long-Term Debt		19,460			21,147
Total Liabilities		5,881,158			5,950,954
STOCKHOLDERS' DEFICIT
Preferred stock; no stated par value; authorized 10,000,000 shares; no shares issued or outstanding		-			-
Common stock, par value $0.001 per share;          authorized 100,000,000 shares;14,892,141 and       14,892,141 shares respectively issued and outstanding		14,892			14,892
Additional paid-in capital		30,934,109		30,934,109
Other comprehensive loss		52,473		(450)
Accumulated deficit		(34,739,158)		(34,573,495)
Total Stockholders' Deficit		(3,737,684)		(3,624,944)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	2,143,474	$	2,326,010

The accompanying notes are an integral part of these condensed consolidated financial statements.

3

ForeverGreen Worldwide Corporation

Condensed Consolidated Statement of Operations and Comprehensive Loss

(Unaudited)

		Three months ended June 30,				Six months ended June 30,
		2012		2011		2012		2011
		(Unaudited)				(Unaudited)
REVENUES, net	$	3,120,897	$	3,481,814	$	6,721,254	$	6,304,015
COST OF SALES, net		2,041,704		2,641,037		4,698,041		4,836,935
GROSS PROFIT		1,079,193		840,777		2,023,213		1,467,080
OPERATING EXPENSES
Salaries and wages		546,331		553,722		1,102,927		1,049,890
Professional fees		121,987		195,921		260,979		287,002
General and administrative		389,486		244,536		699,831		578,202
Total Operating Expenses		1,057,804		994,179		2,063,737		1,915,094
NET OPERATING LOSS		21,389		(153,402)		(40,524)		(448,014)
OTHER EXPENSE
Interest expense		(60,215)		(52,066)		(125,193)		(100,237)
Other Income		54		-		54		-
Total Other Expense		(60,161)		(52,066)		(125,139)		(100,237)
Loss from continuing operations before income tax provision		(38,772)		(205,468)		(165,663)		(548,251)
Income Tax Benefit		-		-		-		-
NET LOSS	$	(38,772)	$	(205,468)	$	(165,663)	$	(548,251)
BASIC AND DILUTED LOSS
PER COMMON SHARE	$	(0.00)	$	(0.01)	$	(0.01)	$	(0.04)
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING		14,892,141		14,892,141		14,892,141		14,892,141
COMPREHENSIVE INCOME (LOSS)
A Summary of the components of other     comprehensive income (loss) for the fiscal     years ended June 30, 2012  and 2011 are     as follows:
Net Loss	$	(38,772)	$	(205,468)	$	(165,663)	$	(548,251)
Other Comprehensive Income (Loss)		93,224		(35,704)		52,471		(43,465)
Comprehensive Income (Loss)	$	54,452	$	(241,172)	$	(113,192)	$	(591,716)

The accompanying notes are an integral part of these condensed consolidated financial statements.

4

ForeverGreen Worldwide Corporation

Condensed Consolidated Statement of Cash Flows

(Unaudited)

		For the Six Months June 30,
		2012		2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss	$	(165,663)	$	(548,251)
Adjustments to reconcile net loss to net cash used in        operating activities:
Depreciation and amortization		106,370		133,280
Changes in operating assets and liabilities:
Accounts receivable		(26,187)		(56,497)
Prepaid expenses		5,338		(119,096)
Inventory		127,077		(222,036)
Deposits		(71)		(938)
Accounts payable		(265,993)		(31,005)
Accrued expenses		250,089		-
Net Cash Used in Operating Activities		30,960		(844,543)
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid for trademarks		(1,083)		(550)
Purchases of property and equipment		-		(3,536)
Net Cash Used in Investing Activities		(1,083)		(4,086)
CASH FLOWS FROM FINANCING ACTIVITIES:
Bank overdraft		(5,473)		156,540
Net proceeds from revolving bank line of credit		(15,003)		9,618
Payments on notes payable		(1,496)		(1,352)
Proceeds from notes payable		-		694,963
Proceeds from notes payable - related parties		100,000		200,000
Payments on notes payable -related parties		(128,452)		(267,500)
Net Cash Provided by (Used in) Financing Activities		(50,424)		792,269
Effect of Foreign Currency on Cash		13,103		(43,466)
NET DECREASE IN CASH		(7,444)		(99,826)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		223,099		178,124
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	215,655	$	78,298
SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid for interest	$	-	$	7,210
Cash paid for income taxes	$	-	$	-

The accompanying notes are an integral part of these condensed consolidated financial statements.

5

FOREVERGREEN WORLDWIDE CORPORATION

Notes to the Condensed Consolidated Financial Statements

 (Unaudited)

NOTE 1 – CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The accompanying consolidated financial statements have been prepared by the Company without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows as of and for the period ended June 30, 2012 and for all periods presented have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted.  It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2011 audited financial statements as reported in its Form 10-K.  The results of operations for the six month period ended June 30, 2012 are not necessarily indicative of the operating results for the full year ended December 31, 2012.

NOTE 2 – GOING CONCERN

The Company's financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern.  The Company has incurred operating losses during the six months ended June 30, 2012 of $165,663 and has an accumulated net loss totaling $34,739,158.  The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying consolidated financial statements are prepared on the basis of accounting principles generally accepted in the United States of America.

Use of Estimates

The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

6

FOREVERGREEN WORLDWIDE CORPORATION

Notes to the Condensed Consolidated Financial Statements

 (Unaudited)

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

Fair Value of Financial Instruments

The carrying amounts reported in the balance sheets for accounts receivable, accounts payable and accrued liabilities approximate fair value because of the immediate or short-term nature of these financial instruments. The carrying amounts reported for notes payable approximate fair value because the underlying instruments are at interest rates which approximate current market rates.

Basic and Diluted Loss Per Share

Basic loss per share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period.  Diluted loss per share is computed by dividing net loss by the weighted-average number of common shares and dilutive potential common shares outstanding during the period.  Our potentially dilutive shares, which include outstanding common stock options, common stock warrants and convertible debentures, have not been included in the computation of diluted net loss per share attributable to common stockholders for all periods presented, as the results would be anti-dilutive.  Such potentially dilutive shares are excluded when the effect would be to reduce net loss per share.  There were 6,083,590 and 4,933,590 such potentially dilutive shares excluded as of June 30, 2011 and 2011.

New Accounting Pronouncements

After evaluating the recent accounting pronouncements through the date of this filing, the Company has concluded that application of these pronouncements will have no material impact on the Company’s financial results.

Reclassification

Certain prior year balances and amounts in these financial statements have been reclassified in order to conform to the presentation of current year balances and amounts.

Subsequent Events

The Company paid off the $30,000 note dated June 14, 2012 (See Note 5, below) on August 6, 2012.

NOTE 4 – NOTES PAYABLE

Long-term debt is detailed as follows:

		June 30, 2012		December 31, 2011
Note payable to Wells Fargo Bank bearing interest   at 7%, principle and interest due monthly,   matures  August, 2019, secured by equipment	$		21,595		$    23,092
Less current portion of notes payable			(2,135)		(1,945)
Net Long-Term Debt	$		19,460		$     21,147

7

FOREVERGREEN WORLDWIDE CORPORATION

Notes to the Condensed Consolidated Financial Statements

 (Unaudited)

NOTE 4 – NOTES PAYABLE - CONTINUED

Other current notes payable are detailed in the following table:

Type	Collateral	Origination Date	Interest Rate	Due Date	Original Amount	Balance at June 30, 2012	Balance at December 31, 2011
Not Convertible Related	Inventory and Business Assets	12/9/2008	10%	Due on Demand	$485,000	$485,000	$485,000
Not Convertible Related	Inventory and Business Assets	7/31/2009	10%	7/31/2012	$437,478	$437,478	$437,478
Convertible Related	Inventory and Business Assets	10/7/2010	10%	9/30/2012	$45,000	$45,000	$45,000
Convertible Related	Inventory and Business Assets	1/19/2011	10%	7/31/2012	$200,000	$200,000	$200,000
Convertible Related	Inventory and Business Assets	6/14/2012	10%	7/31/2012	$30,000	$30,000	$0
Total Related						$1,197,478	$1,167,478
Convertible Unrelated	Inventory and Business Assets	1/19/2011	10%	7/31/2012	$394,962	$394,962	$394,962
Convertible Unrelated	Inventory and Business Assets	3/14/2011	10%	7/31/2012	$100,000	$100,000	$100,000
Convertible Unrelated	Inventory and Business Assets	5/26/2011	10%	12/31/2012	$281,758	$281,758	$281,758
Convertible Unrelated	Inventory and Business Assets	3/9/2010	15%	Due on Demand	$231,756	$231,756	$231,756
Banking Line of Credit	None	7/9/2005	7%	Revolving	$85,417	$85,417	$100,420
Total Unrelated						$1,093,893	$1,108,896

8

FOREVERGREEN WORLDWIDE CORPORATION

Notes to the Condensed Consolidated Financial Statements

 (Unaudited)

NOTE 5 – RECOGNITION OF REVENUE

Revenues and costs of revenues from services are recognized during the period in which the services are provided. The Company applies the provisions of FASB Accounting Standards Codification (“ASC”) 605-10, Revenue Recognition in Financial Statements ASC 605-10, which provides guidance on the recognition, presentation, and disclosure of revenue in financial statements filed with the SEC.  ASC 605-10 outlines the basic criteria that must be met to recognize revenue and provides guidance for disclosure related to revenue recognition policies. In general, the Company recognizes revenue related to monthly contracted amounts for services provided when (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services have been rendered, (iii) the fee is fixed or determinable, and (iv) collectability is reasonably assured.

The Company’s source of revenue is from the sale of various food and other natural products.  The Company recognizes the sale upon shipment of such goods.  The Company offers a 100% satisfaction guarantee against defects for 30 days after the sale of their product except for a few circumstances.  The Company extends this return policy to its distributors for a 30 day period and the consumer has the same return policy in effect against the distributor.  Returns are less than 2% of sales for both years presented.  Revenues are reported net of returns.  All conditions of ASC 605-10 are met and the revenue is recorded upon sale, with an estimated accrual for returns where material.   

NOTE 6 - COMMITMENTS AND CONTINGENCIES

UTI United States, Inc. (“UTI”) filed a complaint against ForeverGreen International, L.L.C. on August 27, 2009 in the Third District Court, State of Utah Salt Lake County, West Jordan Department.  UTI alleges that it has not been paid $31,172 for shipping and freight services provided to ForeverGreen International and is seeking that amount, plus interest and costs of the action.   The Company is aggressively defending its position and feels strongly that this claim will not result in a liability.

On June 13, 2012, Environmental Research Center, a non-profit corporation, filed a complaint in the Superior Court of California, County of Orange, against ForeverGreen Worldwide Corporation and ForeverGreen International, LLC.  The complaint alleges that the Company failed to provide health hazard warnings related to lead to consumers of its products in California.  Environmental Research Center is seeking injunctive relief, an order compelling the Company to provide the health hazard warnings to past consumers and unspecified civil penalties. The Company plans to aggressively defend its position and feels strongly that this claim will not result in a liability.

NOTE 7 – INVENTORY

Inventories for June 30, 2012 and December 31, 2011 were classified as follows:

	2012	2011
Raw Materials	$    349,514	$       42,147
Finished Goods	696,049	730,492
Total Inventory	1,045,563	1,172,639
Less Reserve for Obsolete Inventory	(27,079)	(27,079)
Total Inventory (net of  reserve)	$  1,018,484	$   1,145,560

9

FOREVERGREEN WORLDWIDE CORPORATION

Notes to the Condensed Consolidated Financial Statements

 (Unaudited)

NOTE 8 – RELATED PARTY TRANSACTIONS

As of December 31, 2010 the Company owed $1,234,978 to related parties. During the year ended December 31, 2011, the Company borrowed an additional $200,000 in secured notes payable, bearing interest at 10% with a maturity date of July 31, 2012. The Company repaid $267,500 of the related party notes payable during 2011, leaving a balance owing of $1,167,478.

During the six month period ended June 30, 2012 the Company borrowed a total of $100,000 from a related party for operating expenses. These notes had an interest rate of 10%, were secured with business assets, and had maturity dates ranging from February 3, 2012 to July 30, 2012.  The Company re-paid $70,000 of these notes leaving a balance of $1,197,478 in related party notes payable as of June 30, 2012. Subsequently, the Company re-paid the final $30,000 on July 30, 2012.  

Company officers have paid for expenses on behalf of the Company from time to time, which amounts are non-interest bearing and are due on demand. These amounts are recorded as due to related parties amounting to $117,174 and $178,127 at June 30, 2012 and December 31, 2011, respectively.

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In this report references to “ForeverGreen,” “we,” “us,” “our” and “the Company” refer to ForeverGreen Worldwide Corp. and its subsidiary.

NOTE REGARDING FORWARD LOOKING STATEMENTS

The U.S. Securities and Exchange Commission (“SEC”) encourages reporting companies to disclose forward-looking information so that investors can better understand future prospects and make informed investment decisions.  This report contains these types of statements.  Words such as “may,” “expect,” “believe,” “anticipate,” “estimate,” “project,” or “continue” or comparable terminology used in connection with any discussion of future operating results or financial performance identify forward-looking statements.  You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report.  All forward-looking statements reflect our present expectation of future events and are subject to a number of important factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements.

ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Executive Overview

ForeverGreen Worldwide is a holding company that operates through its wholly owned subsidiary, ForeverGreen International, LLC.  Our product philosophy is to develop, manufacture and market the best of science and nature through innovative formulations as we produce and manufacture a wide array of whole foods, nutritional supplements, personal care products and essential oils.

We believe that consuming healthy and natural whole foods and beverages is the basis of health and longevity. We provide health answers, not only through exclusive nutritional whole food beverages, but also by providing a broad product line of delicious whole foods that can be eaten for every meal, instead of the processed, fatty and preservative-laden synthetic meals prevalent in society today. Many competing companies provide capsules, powders, pills or tablets as nutritional supplements, but we believe these generally fail to provide an every-meal alternative to the processed and nutrient depleted foods found in the three main daily meals of most common consumers. We provide the every-meal answer with a variety of appetizing healthy food products that allow our Members and customers to eat healthy for every meal and snack throughout the day. In addition, we provide healthy personal care products as an alternative to the chemical-laden and synthetic products in the marketplace that may potentially negatively impact our health.

During the six month period ended June 30, 2012 we experienced a sales growth of 6.6% compared to the six month period ended June 30, 2011 primarily as the result of the introduction of our new brand philosophy “RESTORATION90”. In an effort to simplify the products available from ForeverGreen, the products are all now branded under the philosophy of Restoration Biology, branded as RESTORATION90.

We define RESTORATION90 as the simple concept that the body doesn’t know its chronological age, but knows it’s biological age. If the body is given the proper raw materials the body can work miracles and the body can restore itself to a more youthful biological age. ForeverGreen specializes in providing excellent raw materials.

ForeverGreen introduced the raw promise with a new product called “E2L” in May 2012. The raw promise pack and its products are designed to support the company’s philosophy of Restoration Biology. The product “E2L” stands for “eat to live” instead of the more common habit of “live to eat”. The proprietary formula contains ingredients that help the body manage cravings and in turn helps the consumer become a more decisive eater. The raw promise pack also include’s other ForeverGreen top selling products, FrequenSea, Inspirin, FIXX, Pulse 8, Pulse bars and bags and kale chips and green roll- up smoothies; a complete program to support proper weight management.  This pack and program focus on the current epidemic of weight management challenges and obesity

throughout the world.

11

In response to ForeverGreen’s distributor leadership and the current economic conditions, ForeverGreen introduced a new compensation plan: “The People’s Plan” which started on July 27, 2011.  The People’s Plan is very simple to learn, which in turn means it is simple to teach and duplicate with our current Members and new Members. Part of the simplicity of the new People’s Plan is it incorporates the People’s Pack.  In March of 2012 we updated our compensation plan to pay 9 generations, along with a 5 level fast start payout.

Our major challenge for the next twelve months will be to respond to the economic conditions and properly manage our systems and logistics centers around the world to support the demand for our products and the business opportunity.  Included in this challenge is the need to continue to create a customer service and Member satisfaction level at the highest quality.  Overcoming economic down turns will require skilled personnel, and manufacturing and shipping facilities.  Management intends to modify our operating activities, especially production and order fulfillment, for the current economic environment as well as prepare the Company for the upturn of demand as people continue to look for other income opportunities and choose ForeverGreen as the company they can align with for their future.

We are expanding our markets and exclusive products and we anticipate the need to expand our international logistics centers.  For example, in August 2012 we completed the registration of our natural products in Russia and intend to expand into that market.  The rewards include increased sales and diversified market incomes.  However, international expansion is very expensive and key Members must experience rapid growth to be profitable in a foreign country.

Liquidity and Capital Resources

During the six month period ended June 30, 2012 (“2012 six month period”) we invested in marketing and advertising to facilitate our expected growth.  At June 30, 2012, cash decreased to $215,655 and we recorded a net loss of $165,663 for the 2012 six month period.  We also had negative working capital of $4,344,224 at June 30, 2012. Our net loss decrease for the 2012 six month period compared to the 2011 six month period was directly related to the sales growth and cost of goods cost reduction.  The loss was expected as we continued to invest in international expansion in our Latin American markets and specific Eastern European countries with incorporations, product registrations and operational needs. The losses and negative working capital for the 2012 six month period raise doubt as to our ability to continue as a going concern.  In this regard, management intends to continue to increase revenues and manage expenses, improving profitability and the liquidity of ForeverGreen.

During the 2012 six month period we relied on our revenues and additional funding to fund operations. We relied upon two short term loans from related parties of $40,000 in January, $30,000 in March, and $30,000 in June. The January and March short term loans were paid back in full, including interest, in the 2012 six month period; the June short term loan was paid back on July 30, 2012 with interest. We are currently looking forward to and investing in the growth of our Company due to the signing of several top industry leading entrepreneurs and their down-lines.  Management will continue to scrutinize expenses related to our operating activities and order fulfillment to determine appropriate actions to take to reduce these costs.

Management anticipates that any cash shortfalls will be covered by debt financing.  We may pay these loans with cash, if available, or convert these loans into common stock.  We may also issue private placements of stock to raise additional funding or to pay for services provided to us.  Any private placement likely will rely upon exemptions from the registration requirements provided by federal and state securities laws.  The purchasers and manner of issuance will be determined according to our financial needs and the available options.  We also note that if we issue more shares of our common stock, our shareholders may experience dilution in the value per share of their common stock.

Commitments and Contingent Liabilities

Our total liabilities at June 30, 2012 were $5,881,158 compared to $5,950,954 at December 31, 2011.  The majority

12

of the decrease is reflected in a decrease in accounts payable.

The Company has two building leases for office, production and warehouse space in Orem, Utah.  The Company signed a new lease in 2011 for the office space at a monthly rent of $9,750.  The production warehouse lease for $10,061 per month began September 1, 2006 and expires August 31, 2013 with provisions for an automatic five year extension.  All leases have a provision for an annual increase of 3%.  The Company has an office in Mexico with a one year lease paying $2,000 per month and an office in Colombia with a one year lease paying $840 per month. The Company added offices in Chile and Costa Rica in 2011.  The Chile office has a one year lease and is paying $1,390 per month, and the Costa Rica office has a 3 year lease and is paying $1,500.  All rent amounts above are in USD. The buildings ForeverGreen leases are sufficiently large enough to accommodate all of our administrative, warehouse and production needs.

Our total current liabilities at June 30, 2012 reflect the continued use of a line of credit and bank overdraft, along with accounts payable and notes payable.   Our accounts payable of $917,108 were primarily related to vendor purchases.  Our accrued expenses of $2,359,797 were related to commissions payable, sales tax payable, foreign GST and VAT taxes payable, interest payable and payroll taxes payable.  We also carry notes payable and lines of credit of $2,205,954 related to loans from related parties, as well as third parties.  These notes carry 10% interest and have due dates through September 30, 2012.

Results of Operations

The following chart summarizes the unaudited consolidated financial statements of ForeverGreen Worldwide at June 30, 2012 and December 31, 2011.  The consolidated unaudited balance sheets and unaudited statements of operations include the books of ForeverGreen Worldwide and its wholly-owned subsidiary, ForeverGreen International, LLC.  The following chart is a summary of our financial statements for the periods noted and should be read in conjunction with the financial statements, and notes thereto, included with this report at Part I, Item 1, above.

SUMMARY OF BALANCE SHEET		Six month period ended June 30, 2012		Year ended Dec. 31, 2011
		(Unaudited)
Cash and cash equivalents	$	215,655	$	223,099
Total current assets		1,517,474		1,631,143
Total assets		2,143,474		2,326,010
Total current liabilities		5,861,698		5,929,807
Long-term debt		19,460		21,147
Total liabilities		5,881,158		5,950,954
Accumulated deficit		(34,739,158)		(34,573,495)
Total stockholders’ equity	$	(3,737,684)	$	(3,624,944)

13

SUMMARY OF OPERATIONS	Three month period ended June 30,				Six month period ended June 30,
	2012		2011		2012		2011
	(Unaudited)				(Unaudited)
Revenues, net	$   3,120,897	$	3,481,814	$	6,721,254	$	6,304,015
Cost of sales	2,041,704		2,641,037		4,698,041		4,836,935
Gross profit	1,079,193		840,777		2,023,213		1,467,080
Total operating expenses	1,057,804		994,179		2,063,737		1,915,094
Net income (loss) from continuing operations	21,389		(153,402)		(40,524)		(448,014)
Total other income (expense)	(60,161)		(52,066)		(125,139)		(100,237)
Net earnings (loss)	(38,772)		(205,468)		(165,663)		(548,251)
Net earnings (loss) per share (basic)	(0.00)		(0.01)		(0.01)		(0.04)

Our source of revenue is from the sale of various foods, other natural products, distributor sign ups and kits and freight and handling.  Sales are net of returns, which have historically averaged 1.6% of sales; however, for the 2012 six month period returns were 1.415%, up from .868% in the 2011 comparable period.  Sales for the 2012 six month period increased 6.6% compared to the same period in 2011, but sales for the three month period ended June 30, 2012 (“2012 second quarter”) decreased in comparison to the 2011 second quarter.  We attribute these increases to the introduction of our new brand RESORATION90 and having several top industry leaders join as distributors.

Cost of sales consists primarily of sales commissions paid to our distributors, the cost of procuring and packaging products, and the cost of shipping product to Members, plus credit card sales processing fees.  Cost of sales was approximately 69.9% of revenues for the 2012 six month period and was 65.4% of revenues for the 2012 second quarter compared to 76.8% of revenues for the 2011 six month period and 75.8% of revenues for the 2011 second quarter.  The decrease in the 2012 interim periods was mostly attributable to the decrease costs paid in our distributor commissions plan as transitional payments ended in 2011.

Total operating expenses increased in the 2012 six month period by $148,643 and by $63,625 for the 2012 second quarter compared to the 2011 interim periods.  Due to the completion of our customized point of sale and commission software we were able to reduce our professional fees by $26,023 in the 2012 six month period and by $73,934 for the 2012 second quarter in comparison to the 2011 interim periods.  General and administrative expenses increased by $121,629 for the 2012 six month period and by $144,950 for the 2012 second quarter as compared to the 2011 interim periods.  Salaries and wages increased in the 2012 six month period by $53,037 and by $7,391 for the 2012 second quarter compared to the 2011 interim periods. These increases are due to the opening of our new Latin markets in the second half of 2011.

With increased revenues for the 2012 six month period compared to the 2011 six month period and with the reduction in our cost of goods sold, our net loss for the 2012 six month period was $165,663 compared to a $548,251 net loss for the 2011 six month period.  Revenues decreased for the 2012 second quarter compared to the 2011 second quarter; however, we reduced our cost of goods sold for the 2012 second quarter and our net loss for that period was $38,772 compared to a $205,468 loss for the comparable second quarter in 2011.

14

Off-balance Sheet Arrangements

We have not entered into any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources and would be considered material to investors.

Critical Accounting Estimates

We account for our investments in our subsidiary using the purchase method of accounting.  The excess of the consideration paid for a subsidiary over the fair value of acquired tangible assets less the fair value of acquired liabilities is assigned to intangible assets and goodwill.  We rely on an independent third party valuation to ascertain the amount to allocate to identifiable intangible assets, and the useful lives of those assets.  We amortize identifiable intangible assets over their useful life unless that life is determined to be indefinite.  The useful life of an intangible asset that is being amortized is evaluated each reporting period as to whether events and circumstances warrant a revision to the remaining period of amortization.  Goodwill is not amortized, but is tested for impairment on an annual basis.  The implied fair value of goodwill is determined by allocating fair value to all assets and liabilities acquired; the excess of the price paid over the amounts assigned to assets and liabilities acquired is the implied fair value of goodwill.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable to smaller reporting companies.

ITEM 4.  CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) or 15d-15(e) under the Exchange Act) that are designed to ensure that information required to be disclosed in our filings under the Exchange Act is recorded, processed, summarized and reported within the periods specified in the rules and forms of the SEC.  This information is accumulated to allow timely decisions regarding required disclosure.  Our Chief Executive Officer and Chief Financial Officer evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report and concluded that our disclosure controls and procedures were not effective.  In April 2012 we reevaluated our policies and methods related to impairment of goodwill and determined that an adjustment to the value of goodwill was required for the year ended December 31, 2009.  Accordingly, we restated our financial statements for the period ended December 31, 2009 and 2010 and have instituted new policies and methods for determination of impairment of goodwill for future reports.  

Changes to Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act).  Management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the criteria set forth in “Internal Control - Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Management determined that there were no changes made in our internal control over financial reporting during the quarter ended June 30, 2012 that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting.

15

PART II – OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

On June 13, 2012, Environmental Research Center, a non-profit corporation, filed a complaint in the Superior Court of California, County of Orange, against ForeverGreen Worldwide Corporation and ForeverGreen International, LLC.  ForeverGreen Worldwide received service of the complaint on July 29, 2012.  The complaint alleges that the Company failed to provide health hazard warnings related to lead to consumers of its products in California. Environmental Research Center is seeking injunctive relief, an order compelling the Company to provide the health hazard warnings to past consumers and unspecified civil penalties.  The Company has engaged legal counsel to vigorously defend against these allegations.

ITEM 1A.  RISK FACTORS

Factors Affecting Future Performance

Actual costs and revenues could vary from the amounts we expect or budget, possibly materially, and those variations are likely to affect how much additional financing we will need for our operations.  

Management plans to increase sales and decrease expenses where appropriate to improve profitability.  Our future internal cash flows will be dependent on a number of factors, including:

•

The growth of the United States and the global economy;

•

Our ability to encourage our Members to sponsor new Members and increase their own personal sales;

•

Our ability to promote our product lines with our Members and customers;

•

Our ability to develop successful new exclusive product lines;

•

Our ability to obtain essential oil raw materials for some of our products;

•

Effects of future regulatory changes in the area of direct marketing, if any;

•

Our ability to remain competitive in our domestic and international markets; and

•

Our ability to decrease shipping time and expense.

Our expansion into foreign markets exposes our business to risks related to those economies which may result in loss of revenues.

We have entered into agreements with Members and suppliers in foreign countries and we may establish similar arrangements in other countries in the future.  As a result, our future revenues may be affected by the economies of these countries.  Our international operations are subject to a number of risks, such as, longer payment cycles, unexpected changes in regulatory environments, import and export restrictions and tariffs, difficulties in staffing and managing international operations, potentially adverse recessionary environments and economies outside the United States, and possible political and economic instability.

ITEM 6.  EXHIBITS

Part I Exhibits

No.	Description
31.1	Chief Executive Officer Certification
31.2	Chief Financial Officer Certification
32	Section 1350 Certification

Part II Exhibits

No.	Description
3(i)	Articles of incorporation, as revised (Incorporated by reference to exhibit 3.1 for Form 8-K, as amended, filed December 18, 2006)
3(ii)	Bylaws, as revised (Incorporated by reference to exhibit 3.2 for Form 8-K, as amended, filed December 18, 2006)
10.1	Lease agreement between ForeverGreen International LLC and Rocky Mountain Development, LLC,  dated July 1, 2011 (Incorporated by reference to exhibit 10.1 to Form 10-K, filed May 18, 2012)

16

Part II Exhibits- continued

No.	Description
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Label Linkbase Document.
101.PRE	XBRL Taxonomy Presentation Linkbase Document.

SIGNATURES

Pursuant to the requirements of 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.

FOREVERGREEN WORLDWIDE CORPORATION By:  /s/Ronald K. Williams         Ronald K. Williams         Chairman of the Board, President         and Chief Executive Officer	Date:  August 13, 2012
By:  /s/Paul T. Frampton         Paul T. Frampton         Chief Financial Officer and Treasurer	Date:  August 13, 2012

17

EX-31

Exhibit 31.1

CHIEF EXECUTIVE OFFICER CERTIFICATION

I, Ronald K. Williams, certify that:

1.

I have reviewed this quarterly report on Form 10-Q of ForeverGreen Worldwide Corporation;

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 statement made, in light of the circumstances under which 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 registrant’s board of directors (or persons performing the equivalent function):

(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 13, 2012
/s/ Ronald K. Williams Ronald K. Williams Chief Executive Officer

EX-31

Exhibit 31.2

CHIEF FINANCIAL OFFICER CERTIFICATION

I, Paul T. Frampton, certify that:

1.

I have reviewed this quarterly report on Form 10-Q of ForeverGreen Worldwide Corporation;

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 statement made, in light of the circumstances under which 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 registrant’s board of directors (or persons performing the equivalent function):

(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 13, 2012
/s/ Paul T. Frampton Paul T. Frampton Chief Financial Officer

EX-32

Exhibit 32.1

FOREVERGREEN WORLDWIDE CORPORATION

CERTIFICATION OF PERIODIC REPORT

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

18 U.S.C. Section 1350

The undersigned executive officers of ForeverGreen Worldwide Corporation certify pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that:

a.

the quarterly report on Form 10-Q of ForeverGreen Worldwide Corporation for the quarter ended June 30, 2012 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

b.

the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of ForeverGreen Worldwide Corporation.

Date:  August 13, 2012	/s/ Ronald K. Williams Ronald K. Williams Chief Executive Officer
Date:  August 13, 2012	/s/ Paul T. Frampton Paul T. Frampton Chief Financial Officer

XML

NOTES PAYABLE

6 Months Ended

Jun. 30, 2012

NOTES PAYABLE [Abstract]

NOTES PAYABLE

NOTE 4 - NOTES PAYABLE

Long-term debt is detailed as follows:

		June 30, 2012		December 31, 2011
Note payable to Wells Fargo Bank bearing interest at 7%, principle and interest due monthly, matures August, 2019, secured by equipment	$		21,595		$ 23,092
Less current portion of notes payable			(2,135)		(1,945)
Net Long-Term Debt	$		19,460		$ 21,147

Other current notes payable are detailed in the following table:

Type	Collateral	Origination Date	Interest Rate	Due Date	Original Amount	Balance at June 30, 2012	Balance at December 31, 2011
Not Convertible Related	Inventory and Business Assets	12/9/2008	10%	Due on Demand	$485,000	$485,000	$485,000
Not Convertible Related	Inventory and Business Assets	7/31/2009	10%	7/31/2012	$437,478	$437,478	$437,478
Convertible Related	Inventory and Business Assets	10/7/2010	10%	9/30/2012	$45,000	$45,000	$45,000
Convertible Related	Inventory and Business Assets	1/19/2011	10%	7/31/2012	$200,000	$200,000	$200,000
Convertible Related	Inventory and Business Assets	6/14/2012	10%	7/31/2012	$30,000	$30,000	$0
Total Related						$1,197,478	$1,167,478
Convertible Unrelated	Inventory and Business Assets	1/19/2011	10%	7/31/2012	$394,962	$394,962	$394,962
Convertible Unrelated	Inventory and Business Assets	3/14/2011	10%	7/31/2012	$100,000	$100,000	$100,000
Convertible Unrelated	Inventory and Business Assets	5/26/2011	10%	12/31/2012	$281,758	$281,758	$281,758
Convertible Unrelated	Inventory and Business Assets	3/9/2010	15%	Due on Demand	$231,756	$231,756	$231,756
Banking Line of Credit	None	7/9/2005	7%	Revolving	$85,417	$85,417	$100,420
Total Unrelated						$1,093,893	$1,108,896

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2012

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying consolidated financial statements are prepared on the basis of accounting principles generally accepted in the United States of America.

Use of Estimates

The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Fair Value of Financial Instruments

The carrying amounts reported in the balance sheets for accounts receivable, accounts payable and accrued liabilities approximate fair value because of the immediate or short-term nature of these financial instruments. The carrying amounts reported for notes payable approximate fair value because the underlying instruments are at interest rates which approximate current market rates.

Basic and Diluted Loss Per Share

Basic loss per share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted loss per share is computed by dividing net loss by the weighted-average number of common shares and dilutive potential common shares outstanding during the period. Our potentially dilutive shares, which include outstanding common stock options, common stock warrants and convertible debentures, have not been included in the computation of diluted net loss per share attributable to common stockholders for all periods presented, as the results would be anti-dilutive. Such potentially dilutive shares are excluded when the effect would be to reduce net loss per share. There were 6,083,590 and 4,933,590 such potentially dilutive shares excluded as of June 30, 2011 and 2011.

New Accounting Pronouncements

After evaluating the recent accounting pronouncements through the date of this filing, the Company has concluded that application of these pronouncements will have no material impact on the Company's financial results.

Reclassification

Certain prior year balances and amounts in these financial statements have been reclassified in order to conform to the presentation of current year balances and amounts.

Subsequent Events

The Company paid off the $30,000 note dated June 14, 2012 (See Note 5, below) on August 6, 2012.

XML

Condensed Consolidated Balance Sheets (USD $)	Jun. 30, 2012	Dec. 31, 2011
CURRENT ASSETS
Cash and cash equivalents	$ 215,655	$ 223,099
Accounts Receivable	129,957	103,770
Prepaid expenses	153,378	158,714
Inventory	1,018,484	1,145,560
Total Current Assets	1,517,474	1,631,143
PROPERTY AND EQUIPMENT, net	127,456	151,144
OTHER ASSETS
Deposits and other assets	64,525	64,454
Trademarks, net	48,865	51,319
Customer base, net	385,154	427,950
Total Other Assets	498,544	543,723
TOTAL ASSETS	2,143,474	2,326,010
CURRENT LIABILITIES
Bank overdraft	174,113	179,586
Accounts payable	917,108	1,183,101
Accrued expenses	2,359,797	2,110,674
Due to related parties	117,174	178,127
Banking line of credit	85,417	100,420
Current portion of long-term debt	2,135	1,945
Notes payable, related parties	952,478	922,478
Convertible notes payable, related parties	245,000	245,000
Notes payable, unrelated parties	1,008,476	1,008,476
Total Current Liabilities	5,861,698	5,929,807
LONG-TERM DEBT
Net Long-Term Liabilities	19,460	21,147
Total Long-Term Debt	19,460	21,147
Total Liabilities	5,881,158	5,950,954
STOCKHOLDERS' EQUITY
Preferred stock; no stated par value; authorized 10,000,000 shares; no shares issued or outstanding
Common stock, par value $0.001 per share; authorized 100,000,000 shares; 14,892,141 and 14,892,141 shares respectively issued and outstanding	14,892	14,892
Additional paid-in capital	30,934,109	30,934,109
Other comprehensive loss	52,473	(450)
Accumulated deficit	(34,739,158)	(34,573,495)
Total Stockholders' Deficit	(3,737,684)	(3,624,944)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 2,143,474	$ 2,326,010

XML

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

6 Months Ended

Jun. 30, 2012

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS [Abstract]

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The accompanying consolidated financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows as of and for the period ended June 30, 2012 and for all periods presented have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's December 31, 2011 audited financial statements as reported in its Form 10-K. The results of operations for the six month period ended June 30, 2012 are not necessarily indicative of the operating results for the full year ended December 31, 2012.

XML

INVENTORY (Details) (USD $)	Jun. 30, 2012	Dec. 31, 2011
INVENTORY [Abstract]
Raw Materials	$ 349,514	$ 442,147
Finished Goods	696,049	730,492
Total Inventory	1,045,563	1,172,639
Less Reserve for Obsolete Inventory	(27,079)	(27,079)
Total Inventory (net of reserve)	$ 1,018,484	$ 1,145,560

XML

GOING CONCERN

6 Months Ended

Jun. 30, 2012

GOING CONCERN [Abstract]

GOING CONCERN

NOTE 2 - GOING CONCERN

The Company's financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern. The Company has incurred operating losses during the six months ended June 30, 2012 of $165,663 and has an accumulated net loss totaling $34,739,158. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

XML

Condensed Consolidated Balance Sheets (Parenthetical) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Consolidated Balance Sheets [Abstract]
Preferred stock, no stated par value per share
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value per share	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	14,892,141	14,392,141
Common stock, shares outstanding	14,892,141	14,892,141

XML

GOING CONCERN (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Dec. 31, 2011
GOING CONCERN [Abstract]
Net Loss	$ (38,772)	$ (205,468)	$ (165,663)	$ (548,251)
Accumulated deficit	$ (34,739,158)		$ (34,739,158)		$ (34,573,495)

XML

Document and Entity Information	6 Months Ended
	Jun. 30, 2012	Aug. 08, 2012
Document and Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2012
Entity Registrant Name	FOREVERGREEN WORLDWIDE CORPORATION
Entity Central Index Key	0001091983
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2012
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		14,892,141

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
Basic and Diluted Loss Per Share
Potentially dilutive shares excluded from computation of diluted net loss per share	6,083,590	4,933,590

XML

Condensed Consolidated Statement of Operations and Comprehensive Loss (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Consolidated Statement of Operations and Comprehensive Loss [Abstract]
REVENUES, net	$ 3,120,897	$ 3,481,814	$ 6,721,254	$ 6,304,015
COST OF SALES, net	2,041,704	2,641,037	4,698,041	4,836,935
GROSS PROFIT	1,079,193	840,777	2,023,213	1,467,080
OPERATING EXPENSES
Salaries and wages	546,331	553,722	1,102,927	1,049,890
Professional fees	121,987	195,921	260,979	287,002
General and administrative	389,486	244,536	699,831	578,202
Total Operating Expenses	1,057,804	994,179	2,063,737	1,915,094
NET OPERATING LOSS	21,389	(153,402)	(40,524)	(448,014)
OTHER EXPENSE
Interest expense	(60,215)	(52,066)	(125,193)	(100,237)
Other Income	54		54
Total Other Expense	(60,161)	(52,066)	(125,139)	(100,237)
Loss from continuing operations before income tax provision	(38,772)	(205,468)	(165,663)	(548,251)
Income Tax Benefit
NET LOSS	(38,772)	(205,468)	(165,663)	(548,251)
BASIC AND DILUTED LOSS PER COMMON SHARE	$ 0.0	$ (0.01)	$ (0.01)	$ (0.04)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING	14,892,141	14,892,141	14,892,141	14,892,141
COMPREHENSIVE INCOME (LOSS) A Summary of the components of other comprehensive income (loss) for the fiscal years ended June 30, 2012 and 2011 are as follows:
Other Comprehensive Income (Loss)	93,224	(35,704)	52,471	(43,465)
Comprehensive Income (Loss)	$ 54,452	$ (241,172)	$ (113,192)	$ (591,716)

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INVENTORY

6 Months Ended

Jun. 30, 2012

INVENTORY [Abstract]

INVENTORY

NOTE 7 - INVENTORY

Inventories for June 30, 2012 and December 31, 2011 were classified as follows:

	2012	2011
Raw Materials	349,514	442,147
Finished Goods	696,049	730,492
Total Inventory	1,045,563	1,172,639
Less Reserve for Obsolete Inventory	(27,079)	(27,079)
Total Inventory (net of reserve)	1,018,484	1,145,560

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COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2012

COMMITMENTS AND CONTINGENCIES [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE 6 - COMMITMENTS AND CONTINGENCIES

UTI United States, Inc. ("UTI") filed a complaint against ForeverGreen International, L.L.C. on August 27, 2009 in the Third District Court, State of Utah Salt Lake County, West Jordan Department. UTI alleges that it has not been paid $31,172 for shipping and freight services provided to ForeverGreen International and is seeking that amount, plus interest and costs of the action. The Company is aggressively defending its position and feels strongly that this claim will not result in a liability.

On June 13, 2012, Environmental Research Center, a non-profit corporation, filed a complaint in the Superior Court of California, County of Orange, against ForeverGreen Worldwide Corporation and ForeverGreen International, LLC. The complaint alleges that the Company failed to provide health hazard warnings related to lead to consumers of its products in California. Environmental Research Center is seeking injunctive relief, an order compelling the Company to provide the health hazard warnings to past consumers and unspecified civil penalties. The Company plans to aggressively defend its position and feels strongly that this claim will not result in a liability.

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RELATED PARTY TRANSACTIONS (Details) (USD $)	1 Months Ended	6 Months Ended		12 Months Ended
	Jul. 30, 2012	Jun. 30, 2012	Jun. 30, 2011	Dec. 31, 2011	Dec. 31, 2010
RELATED PARTY TRANSACTIONS [Abstract]
Proceeds from notes payable - related parties		$ 100,000	$ 200,000	$ 200,000
Repayments of related party		128,452	267,500	267,500
Notes payable, related parties		952,478		922,478
Repayments of related party notes payable borrowed in current time period for operating expenses	30,000	70,000
Amounts due to officers of the company as reimbursement for expenses paid		117,174		178,127
Total debt current and noncurrent, excluding related parties		1,093,893		1,108,896
Total related party debt, current and noncurrent		$ 1,197,478		$ 1,167,478	$ 1,234,978

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NOTES PAYABLE (Details) (USD $)	6 Months Ended
	Jun. 30, 2012	Dec. 31, 2011	Dec. 31, 2010
Debt Instrument [Line Items]
Convertible notes payable, related parties	$ 245,000	$ 245,000
Notes payable, related parties	952,478	922,478
Notes payable, unrelated parties	1,008,476	1,008,476
Banking line of credit	85,417	100,420
Line of credit interest rate	7.00%
Total related party debt, current and noncurrent	1,197,478	1,167,478	1,234,978
Total debt current and noncurrent, excluding related parties	1,093,893	1,108,896
Notes payable to bank, current and non-current	21,595	23,092
Less current portion of Notes payable	(2,135)	(1,945)
Net Long-Term Liabilities	19,460	21,147
Debt Instrument One [Member]
Debt Instrument [Line Items]
Notes payable, related parties	485,000	485,000
Debt instrument collateral	Inventory and Business Assets
Debt instrument, origination date	Dec. 09, 2008
Interest rate	10.00%
Original amount	485,000
Debt Instrument Two [Member]
Debt Instrument [Line Items]
Notes payable, related parties	437,478	437,478
Debt instrument collateral	Inventory and Business Assets
Debt instrument, origination date	Jul. 31, 2009
Interest rate	10.00%
Maturity date	Jul. 31, 2012
Original amount	437,478
Debt Instrument Three [Member]
Debt Instrument [Line Items]
Convertible notes payable, related parties	45,000	45,000
Debt instrument collateral	Inventory and Business Assets
Debt instrument, origination date	Oct. 07, 2010
Interest rate	10.00%
Maturity date	Sep. 30, 2012
Original amount	45,000
Debt Instrument Four [Member]
Debt Instrument [Line Items]
Convertible notes payable, related parties	200,000	200,000
Debt instrument collateral	Inventory and Business Assets
Debt instrument, origination date	Jan. 19, 2011
Interest rate	10.00%
Maturity date	Jul. 31, 2012
Original amount	200,000
Debt Instrument Five [Member]
Debt Instrument [Line Items]
Convertible notes payable, related parties	30,000	0
Debt instrument collateral	Inventory and Business Assets
Debt instrument, origination date	Jun. 14, 2012
Interest rate	10.00%
Maturity date	Jul. 31, 2012
Original amount	30,000
Debt Instrument Six [Member]
Debt Instrument [Line Items]
Notes payable, unrelated parties	394,962	394,962
Debt instrument collateral	Inventory and Business Assets
Debt instrument, origination date	Jan. 19, 2011
Interest rate	10.00%
Maturity date	Jul. 31, 2012
Original amount	394,962
Debt Instrument Seven [Member]
Debt Instrument [Line Items]
Notes payable, unrelated parties	100,000	100,000
Debt instrument collateral	Inventory and Business Assets
Debt instrument, origination date	Mar. 14, 2011
Interest rate	10.00%
Maturity date	Jul. 31, 2012
Original amount	100,000
Debt Instrument Eight [Member]
Debt Instrument [Line Items]
Notes payable, unrelated parties	281,758	281,758
Debt instrument collateral	Inventory and Business Assets
Debt instrument, origination date	May 26, 2011
Interest rate	10.00%
Maturity date	Dec. 31, 2012
Original amount	281,758
Debt Instrument Nine [Member]
Debt Instrument [Line Items]
Notes payable, unrelated parties	231,756	231,756
Debt instrument collateral	Inventory and Business Assets
Debt instrument, origination date	Mar. 09, 2010
Interest rate	15.00%
Original amount	$ 231,756
Notes Payable to Wells Fargo [Member]
Debt Instrument [Line Items]
Interest rate	7.00%

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NOTES PAYABLE (Tables)

6 Months Ended

Jun. 30, 2012

NOTES PAYABLE [Abstract]

Schedule of Debt

Long-term debt is detailed as follows:

		June 30, 2012		December 31, 2011
Note payable to Wells Fargo Bank bearing interest at 7%, principle and interest due monthly, matures August, 2019, secured by equipment	$		21,595		$ 23,092
Less current portion of notes payable			(2,135)		(1,945)
Net Long-Term Debt	$		19,460		$ 21,147

Other current notes payable are detailed in the following table:

Type	Collateral	Origination Date	Interest Rate	Due Date	Original Amount	Balance at June 30, 2012	Balance at December 31, 2011
Not Convertible Related	Inventory and Business Assets	12/9/2008	10%	Due on Demand	$485,000	$485,000	$485,000
Not Convertible Related	Inventory and Business Assets	7/31/2009	10%	7/31/2012	$437,478	$437,478	$437,478
Convertible Related	Inventory and Business Assets	10/7/2010	10%	9/30/2012	$45,000	$45,000	$45,000
Convertible Related	Inventory and Business Assets	1/19/2011	10%	7/31/2012	$200,000	$200,000	$200,000
Convertible Related	Inventory and Business Assets	6/14/2012	10%	7/31/2012	$30,000	$30,000	$0
Total Related						$1,197,478	$1,167,478
Convertible Unrelated	Inventory and Business Assets	1/19/2011	10%	7/31/2012	$394,962	$394,962	$394,962
Convertible Unrelated	Inventory and Business Assets	3/14/2011	10%	7/31/2012	$100,000	$100,000	$100,000
Convertible Unrelated	Inventory and Business Assets	5/26/2011	10%	12/31/2012	$281,758	$281,758	$281,758
Convertible Unrelated	Inventory and Business Assets	3/9/2010	15%	Due on Demand	$231,756	$231,756	$231,756
Banking Line of Credit	None	7/9/2005	7%	Revolving	$85,417	$85,417	$100,420
Total Unrelated						$1,093,893	$1,108,896

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RELATED PARTY TRANSACTIONS

6 Months Ended

Jun. 30, 2012

RELATED PARTY TRANSACTIONS [Abstract]

RELATED PARTY TRANSACTIONS

NOTE 8 - RELATED PARTY TRANSACTIONS

As of December 31, 2010 the Company owed $1,234,978 to related parties. During the year ended December 31, 2011, the Company borrowed an additional $200,000 in secured notes payable, bearing interest at 10% with a maturity date of July 31, 2012. The Company repaid $267,500 of the related party notes payable during 2011, leaving a balance owing of $1,167,478.

During the six month period ended June 30, 2012 the Company borrowed a total of $100,000 from a related party for operating expenses. These notes had an interest rate of 10%, were secured with business assets, and had maturity dates ranging from February 3, 2012 to July 30, ^, 2012. The Company re-paid $70,000 of these notes leaving a balance of $1,197,478 in related party notes payable as of June 30, 2012. Subsequently, the Company re-paid the final $30,000 on July 30, 2012.

Company officers have paid for expenses on behalf of the Company from time to time, which amounts are non-interest bearing and are due on demand. These amounts are recorded as due to related parties amounting to $117,174 and $178,127 at June 30, 2012 and December 31, 2011, respectively.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policy)

6 Months Ended

Jun. 30, 2012

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying consolidated financial statements are prepared on the basis of accounting principles generally accepted in the United States of America.

Use of Estimates

Use of Estimates

The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

The carrying amounts reported in the balance sheets for accounts receivable, accounts payable and accrued liabilities approximate fair value because of the immediate or short-term nature of these financial instruments. The carrying amounts reported for notes payable approximate fair value because the underlying instruments are at interest rates which approximate current market rates.

Basic and Diluted Loss Per Share

Basic and Diluted Loss Per Share

Basic loss per share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted loss per share is computed by dividing net loss by the weighted-average number of common shares and dilutive potential common shares outstanding during the period. Our potentially dilutive shares, which include outstanding common stock options, common stock warrants and convertible debentures, have not been included in the computation of diluted net loss per share attributable to common stockholders for all periods presented, as the results would be anti-dilutive. Such potentially dilutive shares are excluded when the effect would be to reduce net loss per share. There were 6,083,590 and 4,933,590 such potentially dilutive shares excluded as of June 30, 2011 and 2011.

New Accounting Pronouncements

New Accounting Pronouncements

After evaluating the recent accounting pronouncements through the date of this filing, the Company has concluded that application of these pronouncements will have no material impact on the Company's financial results.

Reclassification

Reclassification

Certain prior year balances and amounts in these financial statements have been reclassified in order to conform to the presentation of current year balances and amounts.

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INVENTORY (Tables)

6 Months Ended

Jun. 30, 2012

INVENTORY [Abstract]

Schedule of Inventories

Inventories for June 30, 2012 and December 31, 2011 were classified as follows:

	2012	2011
Raw Materials	349,514	442,147
Finished Goods	696,049	730,492
Total Inventory	1,045,563	1,172,639
Less Reserve for Obsolete Inventory	(27,079)	(27,079)
Total Inventory (net of reserve)	1,018,484	1,145,560

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COMMITMENTS AND CONTINGENCIES (Details) (USD $)	6 Months Ended
	Jun. 30, 2012
COMMITMENTS AND CONTINGENCIES [Abstract]
Damages being sought in litigation matter	$ 31,172

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Condensed Consolidated Statement of Cash Flows (USD $)	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss	$ (165,663)	$ (548,251)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	106,370	133,280
Changes in operating assets and liabilities :
Accounts receivable	(26,187)	(56,497)
Prepaid expenses	5,338	(119,096)
Inventory	127,077	(222,036)
Deposits	(71)	(938)
Accounts payable	(265,993)	(31,005)
Accrued expenses	250,089
Net Cash Used in Operating Activities	30,960	(844,543)
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid for trademarks	(1,083)	(550)
Purchases of property and equipment		(3,536)
Net Cash Used in Investing Activities	(1,083)	(4,086)
CASH FLOWS FROM FINANCING ACTIVITIES:
Bank overdraft	(5,473)	156,540
Net proceeds from revolving bank line of credit	(15,003)	9,618
Accrued Interest Included in Related Party Not Consolidation
Payments on notes payable	(1,496)	(1,352)
Proceeds from notes payable		694,963
Proceeds from notes payable - related parties	100,000	200,000
Payments on notes payable - related parties	(128,452)	(267,500)
Net Cash Provided by (Used in) Financing Activities	(50,424)	792,269
Effect of Foreign Currency on Cash	13,103	(43,466)
NET DECREASE IN CASH	(7,444)	(99,826)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	223,099	178,124
CASH AND CASH EQUIVALENTS AT END OF PERIOD	215,655	78,298
SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid for interest		7,210
Cash paid for income taxes

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RECOGNITION OF REVENUE

6 Months Ended

Jun. 30, 2012

RECOGNITION OF REVENUE [Abstract]

RECOGNITION OF REVENUE

NOTE 5 - RECOGNITION OF REVENUE

Revenues and costs of revenues from services are recognized during the period in which the services are provided. The Company applies the provisions of FASB Accounting Standards Codification ("ASC") 605-10, Revenue Recognition in Financial Statements ASC 605-10, which provides guidance on the recognition, presentation, and disclosure of revenue in financial statements filed with the SEC. ASC 605-10 outlines the basic criteria that must be met to recognize revenue and provides guidance for disclosure related to revenue recognition policies. In general, the Company recognizes revenue related to monthly contracted amounts for services provided when (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services have been rendered, (iii) the fee is fixed or determinable, and (iv) collectability is reasonably assured.

The Company's source of revenue is from the sale of various food and other natural products. The Company recognizes the sale upon shipment of such goods. The Company offers a 100% satisfaction guarantee against defects for 30 days after the sale of their product except for a few circumstances. The Company extends this return policy to its distributors for a 30 day period and the consumer has the same return policy in effect against the distributor. Returns are less than 2% of sales for both years presented. Revenues are reported net of returns. All conditions of ASC 605-10 are met and the revenue is recorded upon sale, with an estimated accrual for returns where material.

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RECOGNITION OF REVENUE (Details)	6 Months Ended
	Jun. 30, 2012
RECOGNITION OF REVENUE [Abstract]
Maximum annual sales returns, expressed as a percentage of annual revenues	2.00%