ALL FOR ONE MEDIA CORP. (Form: 10-Q, Received: 02/21/2023 11:12:02)

0001286459false--09-30Q120230.00119000000000803566583150000000.0010.0015151515120000075000.7P4DP4D0016500021880014500024000016300090000350000540000121518033055651000676501902480131500217000800084046240009000P5Y319673835615136151330837148220148220900000.120The 10% convertible promissory note and all accrued interest is due on January 7, 2022.The 10% convertible promissory note and all accrued interest is due on February 24, 2022.The 10% convertible promissory note and all accrued interest is due on April 1, 2022.The 10% convertible promissory note and all accrued interest is due on April 8, 2022.The 10% convertible promissory note and all accrued interest is due on July 12, 2022.The 10% convertible promissory note and all accrued interest is due on July 27, 2022.The 10% convertible promissory note and all accrued interest is due on September 17, 2022.The note is unsecured, bears an interest rate of 12% per annum and matured on February 20, 2020. The note is unsecured, bears an interest rate of 12% per annum (24% default rate) and matured in June 2018. The note holder had the right to convert beginning on the date which is the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is the lower of (1) 50% of the volume weighted average price of the Company’s common stock during the last 20 trading days prior to the date of conversion or (2) 50% of the lowest closing price during the last 20 trading days immediately preceding the conversion date. During the first 90 to 180 days following the date of this note, the Company had the right to prepay the principal and accrued but unpaid interest due under this note, together with any other amounts that the Company may owe the holder under the terms of this note, at a premium ranging from 135% to 150% as defined in the note agreement. After this initial 180-day period, the Company had no right to prepay the noteThe 10% convertible promissory notes and all accrued interest are due one year from the date of issuance. The note are unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the notes are paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 54% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. The Company does not have a right to prepay the note.The note holder had the right to convert beginning on the date which is the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is the lower of (1) 50% of the volume weighted average price of the Company’s common stock during the last 20 trading days prior to the date of conversion or (2) 50% of the lowest closing price during the last 20 trading days immediately preceding the conversion date. During the first 90 to 180 days following the date of this note, the Company had the right to prepay the principal and accrued but unpaid interest due under this note, together with any other amounts that the Company may owe the holder under the terms of this note, at a premium ranging from 135% to 150% as defined in the note agreement. After this initial 180-day period, the Company had no right to prepay the note.The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 55% of the lowest trading price during the 15 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 115% to 138% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 100% to 136% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 134% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The 10% convertible promissory notes and all accrued interest are due one year from the date of issuance. The note are unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the notes are paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 54% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. The Company does not have a right to prepay the note.The note is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 134% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note holder shall have the right to convert on the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 55% of the lowest trading price during the 20 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 130% to 145% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note holder shall have the right to convert on the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 55% of the lowest trading price during the 20 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 130% to 145% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note holder has the right to convert beginning on the date which is the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is the lesser of (1) lowest 25 trading days prior to the date of this note or (2) 50% of the lowest closing price during the last 25 trading days immediately preceding the conversion date. If the conversion price is less than $0.10 at any time after the issue date, the principal amount of the note shall increase by $15,000 and the conversion price shall decrease to 30% instead of 50%. During the first 90 to 180 days following the date of this note, the Company had the right to prepay the principal and accrued but unpaid interest due under this note, together with any other amounts that the Company may owe the holder under the terms of this note, at a premium ranging from 135% to 150% as defined in the note agreement. After this initial 180-day period, the Company had no right to prepay the note.The note is unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note is unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note is unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note is unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note is unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note are unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note holder shall have the right to convert beginning on the date which was 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of these notes, the Company had the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 100% to 136% as defined in the note agreement. After this initial 180-day period, the Company had no right to prepay the note.The note holder shall have the right to convert beginning on the date which was 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. The Company paid original issue discount and related loan fees of $20,750 in connection with this note payable which was amortized over the term of the note.The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 134% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. The Company paid original issue discount and related loan fees of $11,000 in connection with this note payable which was amortized over the term of the note.The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. The Company paid original issue discount and related loan fees of $8,000 in connection with this note payable which was amortized over the term of the note.The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 54% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. The Company does not have a right to prepay the note. Any amount of principal or interest on this note which is not paid when due shall bear interest at the rate of 18% per annum from the due date thereof until the same is paid. The Company paid total original issue discount and related loan fees of $14,000 in connection with these notes payable which was amortized over the term of the notes.The note is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company had the right to prepay the principal and accrued but unpaid interest due under the noteThe note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of the note, the Company had the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note holder shall have the right to convert on the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 55% of the lowest trading price during the 20 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company had the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 130% to 145% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company had the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company had the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company had the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company had the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.The note is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company had the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note.20750140001100060008800300060004000110002650650001165251165252480000.60.60.6100004525The note is unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the note is 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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 check mark whether the registrant has submitted electronically 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 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.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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 February 17, 2023, there were 8,562,553,996 of the registrant’s common stock issued and outstanding.

Utah		81-5006786
(State or Other Jurisdiction of Incorporation or Organization)		(IRS Employer Identification Number)

236 Sarles Street Mt. Kisco, New York		10549
(Address of Principal Executive Offices)		(Zip Code)

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

PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements- Unaudited	3
	Condensed Consolidated Balance Sheets as of December 31, 2022 (unaudited) and September 30, 2022	3
	Condensed Consolidated Statements of Operations for the Three Months Ended December 31, 2022 and 2021 (unaudited)	4
	Condensed Consolidated Statements of Changes in Stockholders’ Deficit for the Three Months Ended December 31, 2022 and 2021 (unaudited)	5
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended December 31, 2022 and 2021 (unaudited)	6
	Notes to Unaudited Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	33
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	39
Item 4.	Controls and Procedures	39

PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	40
Item 1A.	Risk Factors	40
Item 2.	Unregistered Sales of Equity Securities and use of Proceeds	40
Item 3.	Defaults Upon Senior Securities	41
Item 4.	Mine Safety Disclosures	42
Item 5.	Other Information	42
Item 6.	Exhibits	42
Signature		43

ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

	December 31,			September 30,
	2022			2022
	(Unaudited)
ASSETS

Current assets:
Cash	$	15,382		$	98,612
Prepaid expenses		6,531			6,863

Total current assets		21,913			105,475

TOTAL ASSETS	$	21,913		$	105,475

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
Accounts payable and accrued liabilities	$	64,142		$	37,982
Accounts payable and accrued liabilities - related party		234,556			234,556
Accrued interest		1,851,464			1,695,398
Convertible notes payable, net of unamortized debt discounts		2,675,134			2,628,177
Notes payable		2,260,235			2,257,673
Notes payable - related party		200,000			200,000
Loans payable		483,500			483,500
Due to related party		6,517			6,517
Derivative liabilities		7,016,885			8,149,517
Total current liabilities		14,792,433			15,693,320

Long-term liabilities:
Convertible note payable		137,500			137,500
Total liabilities		14,929,933			15,830,820

Commitments and contingencies (see Note 8)

Stockholders' deficit:
Preferred stock, $0.001 par value; 5,000,000 shares authorized Series A Preferred stock ($0.001 Par Value; 51 shares designated; 51 shares issued and outstanding on December 31, 2022 and September 30, 2022		-			-
Common stock, $0.001, 19,000,000,000 shares authorized: 8,495,863,329 and 8,035,665,831 shares issued and outstanding as of December 31, 2022 and September 30, 2022, respectively		8,495,870			8,035,671
Additional paid-in capital		1,947,211			2,347,420
Accumulated deficit		(24,949,796	)		(25,708,263	)
Total All For One Media Corp. Stockholders' deficit		(14,506,715	)		(15,325,172	)

Non-controlling interest in subsidiaries		(401,305	)		(400,173	)

Total Stockholders' deficit		(14,908,020	)		(15,725,345	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	21,913		$	105,475

See accompanying notes to unaudited consolidated financial statements.

ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

	For the Three Months Ended
	December 31,
	2022			2021

Revenues	$	2,402		$	2,313

Operating expenses:
Compensation expense		24,006			24,040
Professional and consulting expense		65,261			79,220
General and administrative expense		37,863			92,384

Total operating expense		127,130			195,644

Loss from operations		(124,728	)		(193,331	)

Other income (expense):
Initial derivative expense		-			(123,743	)
Gain on change in fair value of derivative liabilities		1,116,376			5,384,980
Loss from extinguishment of debt, net		(7,120	)		(48,570	)
Gain on debt modification		-			764,999
Interest expense		(227,193	)		(442,037	)

Total other income (expense), net		882,063			5,535,629

Net income		757,335			5,342,298

Loss attributable to non-controlling interest		1,132			1,119

Net income attributable to All For One Media Corp.	$	758,467		$	5,343,417

NET INCOME (LOSS) PER COMMON SHARE OUTSTANDING
Basic	$	0.00		$	0.00
Diluted	$	(0.00	)	$	(0.00	)

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic		8,265,965,907			4,391,606,717
Diluted		105,949,686,859			28,713,304,533

See accompanying notes to unaudited consolidated financial statements.

ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT
FOR THE THREE MONTHS ENDED DECEMBER 31, 2022 AND 2021
(Unaudited)

	Preferred Stock
	Series A				Common Stock				Additional						Non-			Total
	$0.001 Par Value				$0.001 Par Value				Paid-in			Accumulated			controlling			Stockholders'
	Shares		Amount		Shares		Amount		Capital			Deficit			Interest			Deficit

Balance, September 30, 2022		51	$	-		8,035,665,831	$	8,035,671	$	2,347,420		$	(25,708,263	)	$	(400,173	)	$	(15,725,345	)

Issuance of common stock for services		-		-		100,071,999		100,072		(85,066	)		-			-			15,006

Issuance of common stock in connection with conversion of principal amount and accrued interest on notes payable		-		-		360,125,499		360,127		(315,143	)		-			-			44,984

Net income for the period		-		-		-		-		-			758,467			(1,132	)		757,335

Balance, December 31, 2022		51	$	-		8,495,863,329	$	8,495,870	$	1,947,211		$	(24,949,796	)	$	(401,305	)	$	(14,908,020	)

ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

	For the Three Months Ended
	December 31,
	2022			2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	757,335		$	5,342,298
Adjustments to reconcile net income to net cash used in operating activities:
Amortization of debt discounts		64,519			273,310
Stock-based compensation		6			49
Stock-based professional fees from common stock issued to consultants		15,000			-
Loss on extinguishment of debt, net		7,120			48,570
Gain on debt modification		-			(764,999	)
Initial derivative expense		-			123,743
Gain from change in fair value of derivative liabilities		(1,116,376	)		(5,384,980	)
Non-cash conversion fee		700			2,100
Changes in assets and liabilities:
Prepaid expenses and other current assets		332			(12,168	)
Accounts payable and accrued liabilities		26,160			(6,877	)
Accounts payable and accrued liabilities - related party		-			500
Accrued interest		161,974			166,626
NET CASH USED IN OPERATING ACTIVITIES		(83,230	)		(211,828	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Advances from a related party		-			50,000
Proceeds from loan payable		-			224,000
Repayments of loan payable		-			(50,000	)
NET CASH PROVIDED BY FINANCING ACTIVITIES		-			224,000

NET CHANGE IN CASH		(83,230	)		12,172

CASH - beginning of period		98,612			101,431

CASH - end of period	$	15,382		$	113,603

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for:
Interest	$	-		$	-
Income taxes	$	-		$	-

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Initial valuation of derivative liabilities included in debt discount	$	-		$	224,000
Issuance of common stock in connection with conversion of note payable and accrued interest	$	20,908		$	159,010

See accompanying notes to unaudited consolidated financial statements.

	1.	An adverse change in the expected performance of the film prior to its release,
	2.	Actual costs substantially in excess of budgeted costs,
	3.	Substantial delays in completion or release schedules,
	4.	Changes in release plans, such as a reduction in the initial release pattern,
	5.	Insufficient funding or resources to complete the film and to market it effectively,
	6.	Actual performance subsequent to release fails to meet prerelease expectations. (ASC 926-20-35-12)

	December 31, 2022						September 30, 2022
Description	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Derivative liabilities	$	—	$	—	$	7,016,885	$	—	$	—	$	8,149,517

	For the Three Months Ended December 31,
	2022			2021
Balance at beginning of period	$	8,149,517		$	11,587,761
Initial valuation of derivative liabilities included in debt discount		-			224,000
Initial valuation of derivative liabilities included in derivative expense		-			123,743
Reclassification of derivative liabilities to gain on debt extinguishment		(16,256	)		(148,690	)
Change in fair value included in derivative expense		(1,116,376	)		(5,384,980	)
Balance at end of period	$	7,016,885		$	6,401,834

	Three Months Ended December 31,
	2022			2021
Income per common share - basic:
Net income attributable to All For One Media Corp.	$	758,467		$	5,343,417
Weighted average common shares outstanding - basic		8,265,965,907			4,391,606,717

Net income per common share - basic:	$	0.00		$	0.00

Income (Loss) per common share - diluted:
Net income (loss) attributable to All For One Media Corp.	$	758,467		$	5,343,417
Add: interest on debt		227,193			442,037
Add: initial derivative expense		-			123,743
Add: loss on extinguishment of debt, net		7,120			48,570
Less: gain from change in fair value of derivative liabilities		(1,116,376	)		(5,384,980	)
Less: gain debt modification		-			(764,999	)
Numerator for loss from operations per common share - diluted	$	(123,596	)	$	(192,212	)

Weighted average common shares outstanding - basic		8,265,965,907			4,391,606,717
Effect of dilutive securities:
Convertible notes payable		97,683,720,952			24,321,697,816
Weighted average common shares outstanding - diluted		105,949,686,859			28,713,304,533

Net loss per common share - diluted	$	(0.00	)	$	(0.00	)

	1.	An entity is required to maintain basis adjustments in an existing hedge on a closed portfolio basis (that is, not allocated to individual assets).

	2.	An entity is required to immediately recognize and present the basis adjustment associated with the amount of the dedesignated layer that was breached in interest income. In addition, an entity is required to disclose that amount and the circumstances that led to the breach.

	3.	An entity is required to disclose the total amount of the basis adjustments in existing hedges as a reconciling amount if other areas of GAAP require the disaggregated disclosure of the amortized cost basis of assets included in the closed portfolio.

	4.	An entity is prohibited from considering basis adjustments in an existing hedge when determining credit losses.

	December 31, 2022			September 30, 2022
Principal amount	$	2,832,637		$	2,847,637
Less: unamortized debt discount		(20,003	)		(81,960	)
Convertible notes payable, net		2,812,634			2,765,677
Less: current portion of convertible notes payable		(2,675,134	)		(2,628,177	)
Convertible notes payable – long-term portion	$	137,500		$	137,500

	2023		2022
Dividend rate	—	%	—	%
Term (in years)	0.01 to 6 months		0.01 to 1 year
Volatility	0% to 264.7	%	196% to 328	%
Risk-free interest rate	4.12% to 4.76	%	0.05% to 0.07	%

Fiscal year ended December 31,	Amount
2023	$	2,695,137
2024		137,500
Total principal amounts due	$	2,832,637

	December 31, 2022			September 30, 2022
Notes principal amount - related party	$	200,000		$	200,000
Notes principal amount - unrelated party		2,272,500			2,272,500
Less unamortized discount		(12,265	)		(14,827	)
Notes payable, net	$	2,460,235		$	2,457,673

	December 31, 2022		September 30, 2022
Loans principal amount	$	483,500	$	483,500

Loans payable	$	483,500	$	483,500

	·	During the three months ended December 31, 2021, the Company issued an aggregate of 60,000 shares of the Company’s common stock to the CEO as payment for services rendered pursuant to an Employment agreement (see Note 8). The Company valued these common shares at the fair value ranging from $0.0004 to $0.0008 per common share or $40 based on the quoted trading price on the dates of grants. The Company recorded stock-based compensation of $40 during the three months ended December 31, 2021.

	·	During the three months ended December 31, 2021, the Company issued an aggregate of 12,000 shares of the Company’s common stock to two directors of the Company as payment for services rendered pursuant to corporate director agreements (see Note 8). The Company valued these common shares at the fair value ranging from $0.0004 to $0.0008 per common share or $9 based on the quoted trading price on the dates of grants. The Company recorded stock-based compensation of $9 during the three months ended December 31, 2021.

	·	During the three months ended December 31, 2022, the Company issued an aggregate of 60,000 shares of the Company’s common stock to the CEO as payment for services rendered pursuant to an Employment agreement (see Note 8). The Company valued these common shares at the fair value of $0.0001 per common share or $6 based on the quoted trading price on the dates of grants. The Company recorded stock-based compensation of $6 during the three months ended December 31, 2022.

	·	During the three months ended December 31, 2022, the Company issued an aggregate of 12,000 shares of the Company’s common stock to two directors of the Company as payment for services rendered pursuant to corporate director agreements (see Note 8). The Company valued these common shares at the fair value ranging from $0.0001 to $0.0002 per common share or $0 based on the quoted trading price on the dates of grants. The Company recorded stock-based compensation of $0 during the three months ended December 31, 2022.

	Number of Warrants		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)
Balance on September 30, 2022		1,600,000	$	0.061		1.65
Granted		—		—		—
Balance on December 31, 2022		1,600,000	$	0.061		1.40

Warrants exercisable on December 31, 2022		1,600,000	$	0.061		1.40

Weighted average fair value of warrants granted during the period		-	$	0.00

	For the Three Months Ended December 31,
	2022		2021
Compensation expense	$	24,006	$	24,040
Professional and consulting expense		65,261		79,220
General and administrative expense		37,863		92,384
Total	$	127,130	$	195,644

	December 31, 2022			September 30, 2022			Change			Percentage Change
Working capital deficit:
Total current assets	$	21,913		$	105,475		$	(83,562	)		(79.2	)%
Total current liabilities		(14,792,433	)		(15,693,320	)		900,887			5.7	%
Working capital deficit:	$	(14,770,520	)	$	(15,587,845	)	$	817,325			5.2	%

·	Net cash used in operating activities for the three months ended December 31, 2022 primarily reflected our net income of $757,335 adjusted for the add-back on non-cash items such as amortization of debt discounts of $64,519, stock-based compensation expense of $6, stock-based professional fees of $15,000, loss from extinguishment of debt of $7,120, gain on change in fair value of derivative liabilities of $1,116,376, and non-cash interest expense of $700, and changes in operating asset and liabilities consisting primarily of a decrease in prepaid expenses of $332, increase in accounts payable and accrued liabilities of $26,160, and an increase in accrued interest of $161,974.

·	Net cash used in operating activities for the three months ended December 31, 2021 primarily reflected our net income of $5,342,298 adjusted for the add-back on non-cash items such as amortization of debt discounts of $273,310, stock-based compensation expense of $49, loss from extinguishment of debt of $48,570, gain on change in fair value of derivative liabilities of $5,384,980, gain on debt modification of $764,999, non-cash interest expense of $2,100, initial derivative expense of $123,743 and changes in operating asset and liabilities consisting primarily of an increase in prepaid and other current assets of $12,168, increase in accounts payable and accrued liabilities - related party of $500 and increase in accrued interest of $166,626 offset by a decrease in accounts payable and accrued liabilities of $6,877.

Exhibit Number		Description

31.1*		Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1**		Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS*		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101.SCH*		Inline XBRL Taxonomy Extension Schema Document.
101.CAL*		Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*		Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*		Inline XBRL Taxonomy Extension Labels Linkbase Document.
101.PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104*		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

	ALL FOR ONE MEDIA CORP.

Date: February 21, 2023	By:	/s/ Brian Lukow
	Name:	Brian Lukow
	Title:	Chief Executive Officer (Principal Executive Officer)
		Chief Financial Officer (Principal Financial and Accounting Officer)

1.	I have reviewed this Quarterly Report on Form 10-Q of All for One Media Corp.;

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.	I am 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 my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me 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 my 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 my 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

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

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