TWO RIVERS WATER & FARMING (TURV) 10-K 26 Mar 15 2014 FY Annual report Financial data

Document_and_Entity_Informatio

Document and Entity Information (USD $)	12 Months Ended
	Dec. 31, 2014	Mar. 20, 2015	Jun. 30, 2014
Document and Entity Information:
Entity Registrant Name	TWO RIVERS WATER & FARMING Co
Document Type	10-K
Document Period End Date	31-Dec-14
Amendment Flag	FALSE
Entity Central Index Key	1302946
Current Fiscal Year End Date	-19
Entity Common Stock, Shares Outstanding		26,855,371
Entity Public Float			$22,580,000
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	FY

Statement_of_Financial_Positio

Statement of Financial Position (USD $)	Dec. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Balance Sheets
Cash and Cash Equivalents, at Carrying Value	$1,934	$2,069
Accounts Receivable, Net, Current	112	54
Farm Product	21	29
Other Assets, Current	61	108
Assets, Current	2,128	2,260
Property, Plant and Equipment, Gross	2,162	1,892
Land	5,281	4,978
Water assets	31,344	31,507
Construction in progress	1,081
Intangible assets, net	957	997
Other Assets, Noncurrent	77	68
Assets, Noncurrent	40,902	39,442
Assets	43,030	41,702
Accounts Payable, Current	165	47
Preferred Shares and Dividends Payable, Current	513
Notes Payable, Current	3,284	2,759
Accrued Liabilities, Current	286	317
Liabilities, Current	4,248	3,123
Other Long-term Debt, Noncurrent	10,087	12,961
Liabilities	14,335	16,084
Preferred Stock, Value, Issued		2,851
Common Stock, Value, Issued	27	25
Additional Paid in Capital, Common Stock	73,217	60,220
Retained Earnings (Accumulated Deficit)	-67,360	-47,449
Stockholders' Equity Attributable to Noncontrolling Interest	22,811	9,971
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	28,695	25,618
Liabilities and Equity	$43,030	$41,702

Statement_of_Financial_Positio1

Statement of Financial Position - Parenthetical (USD $)	Dec. 31, 2014	Dec. 31, 2013
Balance Sheets
Preferred Stock, Par Value	$0.00	$0.00
Preferred Stock, Shares Authorized	4,000,000	4,000,000
Preferred Stock, Shares Issued		3,794,000
Preferred Stock, Shares Outstanding		3,794,000
Common Stock, Par Value	$0.00	$0.00
Common Stock, Shares Authorized	100,000,000	100,000,000
Common Stock, Shares Issued	26,524,538	24,879,549
Common Stock, Shares Outstanding	26,524,538	24,879,549

Statement_of_Income

Statement of Income (USD $)	12 Months Ended
In Thousands, unless otherwise specified	Dec. 31, 2014	Dec. 31, 2013
Income Statement
Farm Revenue	$2,405	$2,002
Water revenue		40
Member Assessments	16	32
Other Revenue, Net	15	17
Revenues	2,436	2,091
Direct cost of revenue	2,994	2,082
Cost of Revenue	2,994	2,082
Gross Profit	-558	9
General and Administrative Expense	2,364	2,578
Depreciation	509	534
Operating Expenses	2,873	3,112
Operating Income (Loss)	-3,431	-3,103
Other Nonoperating Income (Expense)	-2	-24
Nonoperating Income (Expense)	-2	-24
Interest Expense	1,050	938
Warrant expense	81	96
Extinguishment Of Debt Amount	108	873
Interest and Debt Expense	1,239	1,907
Income (Loss) from Continuing Operations before Income Taxes, Extraordinary Items, Noncontrolling Interest	-4,672	-5,034
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest	-4,672	-5,034
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	6	-16
Net Income (Loss) Attributable to Parent	-4,666	-5,050
Preferred dividends	-1,643
ComprehensiveIncomeNetOfTax	($6,309)	($5,050)
Weighted Average Number of Shares Outstanding, Basic	25,966	24,636
Weighted Average Number of Shares Outstanding, Diluted	25,966	24,636

Statement_of_Cash_Flows

Statement of Cash Flows (USD $)	12 Months Ended
In Thousands, unless otherwise specified	Dec. 31, 2014	Dec. 31, 2013
Statement of Cash Flows
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	($6,309)	($5,034)
Depreciation, Depletion and Amortization	471	494
Amortization	40	40
Assumption of assessments due to purchase of HCIC shares		80
Warrant Modification Expense	50	177
Loss on disposal of assets	-3
Gains (Losses) on Extinguishment of Debt	55	873
Impairment of Asset	34
Interest Expense Written Off	38
Stock based compensation and warrants expense	146	166
Issuance of Stock and Warrants for Services or Claims	588	883
Accretion Of Discount	23	89
Adjustments, Noncash Items, to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities	-4,867	-2,232
Decreae (increase) in advances & accounts receivable	-58	49
Increase in farm products	8	20
Increase (Decrease) in Prepaid Expense and Other Assets	47	82
Increase (Decrease) in Operating Assets	-3	151
Increase (Decrease) in Accounts Payable	118	-257
Increase (Decrease) in Accrued Liabilities	380	-249
Increase (Decrease) in Operating Capital	498	-506
Net Cash Provided by (Used in) Operating Activities	-4,372	-2,587
Proceeds from Sale of Property, Plant, and Equipment	-284	-36
Purchase of land, watershares, infrastructure	-303	-1,329
Proceeds from Sale of Intangible Assets		58
Payments to Acquire Projects	-1,081
Payments to Acquire Investments	-9
Net Cash Provided by (Used in) Investing Activities	-1,677	-1,307
Proceeds from Issuance of Long-term Debt	1,870	1,300
Payment of offering costs		-223
Proceeds from (Repayments of) Notes Payable	-499	-655
Proceeds from (Repayments of) Other Long-term Debt	4,363
Proceeds From Sale of Convertible Preferred Shares of Dionisio Farms & Produce, Inc.		1,600
Proceeds from (Repayments of) Long-term Debt and Capital Securities	180	2,601
Net Cash Provided by (Used in) Financing Activities	5,914	4,623
Cash and Cash Equivalents, Period Increase (Decrease)	-135	729
Cash and Cash Equivalents, at Carrying Value	2,069	1,340
Cash and Cash Equivalents, at Carrying Value	$1,934	$2,069

Statement_of_Shareholders_Equi

Statement of Shareholders' Equity (USD $)	Preferred Stock	Common Stock	Additional Paid-in Capital	Non-controlling interest	Retained Earnings	Total
In Thousands
Stockholders' Equity at Dec. 31, 2012	$2,851	$24	$56,703	$9,840	($41,440)	$27,978
Shares, Outstanding at Dec. 31, 2012	3,794	24,028
Stock Issued During Period, Value, New Issues		1				1
Stock Issued During Period, Shares, New Issues		851				851
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest				16	-5,050	-5,034
AdjustmentsToAdditionalPaidInCapitalOther			3,517	115	-959	2,673
Stockholders' Equity at Dec. 31, 2013	2,851	25	60,220	9,971	-47,449	25,618
Shares, Outstanding at Dec. 31, 2013	3,794	24,879
Stock Issued During Period, Value, New Issues	-2,851	2	12,824			9,975
Stock Issued During Period, Shares, New Issues	-3,794	1,645
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest					-6,309	-6,309
AdjustmentsToAdditionalPaidInCapitalOther			173	12,840	-13,602	-589
Stockholders' Equity at Dec. 31, 2014		$27	$73,217	$22,811	($67,360)	$28,695
Shares, Outstanding at Dec. 31, 2014		26,524

Note_1_Organization_and_Busine

Note 1 - Organization and Business	12 Months Ended
	Dec. 31, 2014
Notes
Note 1 - Organization and Business	NOTE 1 – ORGANIZATION AND BUSINESS
	The following is a summary of some of the information contained in this document.  Unless the context requires otherwise, references in this document to “Two Rivers,” or the “Company” is to Two Rivers Water & Farming Company and its subsidiaries.
	Corporate Evolution
	Prior to 2009, the Company was named Navidec Financial Services, Inc. (“Navidec”) and had been engaged in mortgage lending and other enterprises unrelated to its current lines of business.  Navidec was incorporated in the state of Colorado on December 20, 2002. On July 28, 2009, Navidec formed a wholly-owned Colorado corporation for the purpose of acquiring farm and water assets in the Huerfano/Cucharas watershed.  On November 19, 2009, with shareholder approval, Navidec changed its name to Two Rivers Water Company.  On December 11, 2012, with shareholder approval, the Company changed its name to Two Rivers Water & Farming Company.
	On January 29, 2014, the board of directors approved a plan to reorganize our subsidiaries in a more integrated manner based on functional operations.  We formed a new company, TR Capital Partners, LLC or TR Capital, which issued all of its common units to Two Rivers Water & Farming Capital.  TR Capital then initiated the transactions described below under “Placement of Preferred Units.”  Following the completion of those transactions in September 2014, TR Capital and our other direct and indirect subsidiaries (excluding HCIC Holdings, LLC and Huerfano-Cucharas Irrigation Company) entered into a series of related transactions as the result of which assets and operations of such other subsidiaries transferred to TR Capital.  As a result of those transactions, TR Capital operates all of the operations formerly conducted by those subsidiaries.  The following chart shows our current corporate organization:
	Overview
	In 2009, we began acquiring and developing irrigated farmland and associated water rights and infrastructure.  As of December 31, 2014, we own 7,538 gross acres.  Gross acres owned increased from 7,465 gross acres at December 31, 2013.  We will seek to expand our holdings by strategically acquiring or leasing irrigable farmland in the Arkansas River Basin.  We intend to develop and bring into production more of our currently held gross acres as we acquire additional water rights.  We also expect to increase the variety of crops we produce as we continue to
	In May, 2014, we formed GrowCo, Inc., a wholly owned subsidiary of Two Rivers through the issuance of 20,000,000 shares of common stock.  On August 1, 2014 we announced that we were placing 10,000,000 GrowCo shares in a trust to be distributed to Two Rivers’ common shareholders based on four record dates (January 1, 2015; April 1, 2015; July 1, 2015, and October 1, 2015) after an effective registration statement is filed.  Each record date will distribute 2,500,000 GrowCo common shares on a prorata basis of shares owned of Two Rivers’ common shares.
	Under GrowCo, a separate Colorado limited liability company will own each greenhouse project.  On January 20, 2015 we announced that we completed the funding  ($4.4 million) for the first greenhouse project consisting of a 90,000 square foot greenhouse and 15,000 square foot processing and warehouse facility on 40 acres of land. This funding and project is referred to GrowCo Partners 1, LLC (GCP 1).  We expect this greenhouse to be completed and occupied by May, 2015.

Note_2_Summary_of_Significant_

Note 2 - Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2014
Notes
Note 2 - Summary of Significant Accounting Policies	NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
	Principles of Consolidation
	The accompanying consolidated financial statements include the accounts of Two Rivers, Huerfano-Cucharas Irrigation Company and TR Capital and its subsidiaries, Two Rivers Farms, Two Rivers Water and GrowCo.  All significant inter-company balances and transactions have been eliminated in consolidation.
	Non-controlling Interest
	Non-controlling interest is recorded for the ownership of HCIC not owned by the Company and for preferred shares not owned by the Company in the Company’s subsidiaries.   Below is the detail of non-controlling interest shown on the balance sheet.
	Entity	Year ended December 31,
		2014	2013
	TR Capital	$20,740,000	$              -
	HCIC	1,369,000	1,363,000
	F-1	28,000	1,494,000
	F-2	222,000	3,933,000
	DFP	452,000	3,181,000
	Totals	$22,811,000	$9,971,000
	During the year ended December 31, 2014, investors in Two Rivers Farms F-1 (convertible notes and preferred shares), Two Rivers Farms F-2 (convertible notes and preferred shares), the Company’s preferred shares, ASF convertible notes, DFP preferred shares, Ellicott second mortgage, and the new cash investments of $6,000,000 were given the opportunity to convert into TR Capital Partners, LLC and were issued 30,159,000 TR Capital Preferred Membership units, with a NCI value of $20,740,000.
	The 30,159,000 TR Capital Preferred Membership units issued during the year ended December 31, 2014 are convertible into 1 common stock share of the Company and one-half warrant to purchase a share of stock of the Company.  In accordance with ASC Topic 470-20, Debt (and other convertible instruments with beneficial convertible features (“BCF”), the Company determined that a BCF amounting to approximately $12,337,000 and a relative fair value attached to the warrants of approximately $3,641,000 were recorded for the year ended December 31, 2014.  On the accompanying balance sheet as of December 31, 2014, these amounts were recorded as retained earnings and as additional paid in capital, respectively, and are representative of preferred share dividends available to non-controlling interest holders in the entity
	Below is the breakdown of the non-controlling interest share of gains (losses):
	Entity	Year ended December 31,
		2014	2013
	TR Capital (1)	-	-
	HCIC (2)	$6,000	$16,000
	F-1 (3)	-	-
	F-2 (3)	-	-
	DFP (3)	-	-
	Totals	$6,000	$16,000
	Notes:
	-1	The Company declared $1,242,000 in distributions and paid $727,000 in 2014.
	-2	The Company owns 95% of HCIC.
	-3	DFP declared and paid $401,000 in distributions.
	Reclassification
	Certain amounts previously reported have been reclassified to conform to current presentation.  Certain labels of accounts/classifications have been changed.
	In 2014, management decided to change the way the Company accounts for farming direct cost of revenue.  In prior years, the farming Chief Operating Officer and his related expenses and certain insurance and repairs and maintenance were accounted for in general and administrative operating expense.   The impact of this reclassification on the Statement of Operations for the year ended December 31, 2013 is as follows:
		As Reported	Reclassification	As Corrected
	Total revenue	$2,091	$     -	$2,091
	Direct cost of revenue	1,714	368	2,082
	Gross Margin	377	(368)	9
	Operating Expenses:
	General and administrative	2,946	(368)	2,578
	Depreciation and amortization	534	-	534
	Total operating expenses	3,480	368	3,112
	(Loss) from operations	$(3,103)	$      -	$(3,103)
	Use of Estimates
	The preparation of financial statements in conformity with generally accepted accounting principles in the United States requires management to make estimates and assumptions.  These estimates and assumptions affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period.  Actual results could differ materially from those estimates.
	Cash and Cash Equivalents
	For purposes of reporting cash flows, Two Rivers Water & Farming Company considers cash and cash equivalents to include highly liquid investments with original maturities of 90 days or less. Those are readily convertible into cash and not subject to significant risk from fluctuations in interest rates.  The recorded amounts for cash equivalents approximate fair value due to the short-term nature of these financial instruments.
	Concentration of Credit Risk
	Financial instruments that potentially subject Two Rivers to significant concentrations of credit risk include cash equivalents, marketable investments, advances and accounts receivable.  The Company maintains its cash and investment balances in the form of bank demand deposits, money market accounts that management believes to be of high credit quality.  Accounts receivable are typically uncollateralized and are derived from transactions with and from customers primarily located in the United States.
	The Company’s farming revenue for the year ended December 31, 2014 of $2,405,000 consisted of 18 customers, with one customer representing 31%, another customer representing 24%, and another customer representing 15% of total farming revenue.  All other customers were at or less than 10%.
	Fair Value of Measurements and Disclosures
	Fair Value of Assets and Liabilities Acquired
	Fair value is the price that would be received from the sale of an asset or paid to transfer a liability (i.e., an exit price) in the principal or most advantageous market in an orderly transaction between market participants.  In determining fair value, the accounting standards established a three-level hierarchy that distinguishes between (i) market data obtained or developed from independent sources (i.e., observable data inputs) and (ii) a reporting entity’s own data and assumptions that market participants would use in pricing an asset or liability (i.e., unobservable data inputs).  Financial assets and financial liabilities measured and reported at fair value are classified in one of the following categories, in order of priority of observability and objectivity of pricing inputs:
	• Level 1 – Fair value based on quoted prices in active markets for identical assets or liabilities.
	• Level 2 – Fair value based on significant directly observable data (other than Level 1 quoted prices) or significant indirectly observable data through corroboration with observable market data. Inputs would normally be (i) quoted prices in active markets for similar assets or liabilities, (ii) quoted prices in inactive markets for identical or similar assets or liabilities or (iii) information derived from or corroborated by observable market data.
	• Level 3 – Fair value based on prices or valuation techniques that require significant unobservable data inputs.  Inputs would normally be a reporting entity’s own data and judgments about assumptions that market participants would use in pricing the asset or liability.
	The fair value measurement level for an asset or liability is based on the lowest level of any input that is significant to the fair value measurement.  Valuation techniques should maximize the use of observable inputs and minimize the use of unobservable inputs.
	Recurring Fair Value Measurements
	The carrying value of the Company’s financial assets and financial liabilities is their cost, which may differ from fair value.   The carrying value of cash held as demand deposits, money market and certificates of deposit, marketable investments, accounts receivable, short-term borrowings, accounts payable and accrued liabilities approximated their fair value.  Marketable investments are valued at Level 1 due to readily available market quotes. The fair value of the Company’s long-term debt, including the current portion approximated its carrying value.  Fair value for long-term debt was estimated based on quoted market prices of the identical debt instruments or values of comparable borrowings.
	Accounts Receivable
	The Company carries its accounts receivable, net at management’s expectation of collection and past experience.  As of December 31, 2014 and 2103, the Company did not have an allowance for doubtful accounts receivable based on past payment performance.
	Inventories
	Inventory represents to lower of cost or market of farm input costs, until sold, and packaging, seeds and fertilizers not yet used.  For the years ended December 31, 2014 and 2013, the inventory only consisted of packaging, seeds and fertilizers to be used in the next year for farming operations.
	Property and Equipment
	Property and equipment are stated at cost less accumulated depreciation.  Depreciation is computed principally on the straight-line method over the estimated useful life of each type of asset which ranges from three to twenty seven and a half years.  Maintenance and repairs are charged to expense as incurred; improvements and betterments are capitalized.  Upon retirement or disposition, the related costs and accumulated depreciation are removed from the accounts, and any resulting gains or losses are credited or charged to income.
	Below is a summary of premises and equipment:
	Land
Land acquired for farming is recorded at cost.  Some of the land acquired has not been farmed for many years, if not decades.  Therefore, additional expenditures are required to make the land ready for efficient farming.  Expenditures for leveling the land are added to the cost of the land.  Irrigation is not capitalized in the cost of Land (Property and Equipment above). Land is not depreciated.  However, once per year, Management will assess the value of land held, and in their opinion, if the land has become impaired, Management will establish an allowance against the land.
Water rights and infrastructure
Subsequent to purchase of water rights and water infrastructure, management periodically evaluates the carrying value of its assets, and if the carrying value is in excess of fair market value, the Company will establish an impairment allowance.  Currently, there are no impairments on the Company’s land and water shares.  No amortization or depreciation is taken on the water rights.
Intangibles
Two Rivers recognizes the estimated fair value of water rights acquired by the Company’s purchase of stock in HCIC and Orlando.   These intangible assets will not be amortized because they have an indefinite remaining useful life based on many factors and considerations, including, the historical upward valuation of water rights within Colorado.
Impairments
Property and Equipment
Once per year we review all property, equipment and software owned by the Company and compared the net book value of such assets with the fair market value of each piece of equipment having a net book value greater than $5,000.  If it is determined that the net book value is greater than the fair market value, an impairment will be recorded.  If impairment is necessary, a loss on the value of the affected asset will be recorded, and the impairment will not be reversed in future periods.
Land
Once per year we review each parcel of land owned by the Company together with improvements to each parcel and compare the carrying cost with the fair market value.  If it appears that our carrying value may be greater than the fair market value, an independent appraisal will be ordered.  If the appraised value is less than our carrying value, an impairment will be recorded.  If impairment is necessary, a loss on the value of our land will be recorded, and the impairment will not be reversed in future periods.
Water rights and infrastructure
Once per year we assess the value of the water rights held by the Company, comparing our estimated values with recent sales of comparable water rights.  In the event that such assessment indicates that the carrying value is greater than the fair market value of the water rights, an impairment will be recorded.  If impairment is necessary, a loss on value of our water rights will be recorded, and the impairment will not be reversed in future periods.
Revenue Recognition
Farm Revenues
Revenues from farming operations are recognized when sold into the market.  All direct expenses related to farming operations are capitalized as farm inventory and recognized as a direct cost of sale upon the sale of the crops.
Water Revenues
Current water revenues are from the lease of water own by HCIC to farmers in the HCIC service area and through re-leasing of our water from the Pueblo Board of Water lease.   Water revenues are recognized when the water is consumed.
Member Assessments
Once per year the HCIC board estimates HCIC’s expenses, less anticipated water revenues, and establishes an annual assessment per ownership share.  One-half of the member assessment is recorded in the first quarter of the calendar year and the other one-half of the member assessment is recorded in the third quarter of the calendar year.  Assessments paid by Two Rivers Water Company to HCIC are eliminated in consolidation of the financial statements.
HCIC does not reserve against any unpaid assessments.  Assessments due, but unpaid, are secured by the member’s ownership of HCIC.  The value of this ownership is significantly greater than the annual assessments.
Stock Based Compensation
Beginning January 1, 2006, the Company adopted the provisions of ASC 718 and accounts for stock-based compensation in accordance with ASC 718.  Under the fair value recognition provisions of this standard, stock-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense on a straight-line basis over the requisite service period, which generally is the vesting period.  The Company elected the modified-prospective method, under which prior periods are not revised for comparative purposes.  The valuation provisions of ASC 718 apply to new grants and to grants that were outstanding as of the effective date and are subsequently modified.
All options granted prior to the adoption of ASC 718 and outstanding during the periods presented were fully vested at the date of adoption.
Income Taxes
Provision for income taxes represents actual or estimated amounts payable on tax return filings each year. Deferred tax assets and liabilities are recorded for the estimated future tax effects of temporary differences between the tax basis of assets and liabilities and amounts reported in the accompanying balance sheets, and for operating loss and tax credit carry forwards.  The change in deferred tax assets and liabilities for the period measures the deferred tax provision or benefit for the period.  Effects of changes in enacted tax laws on deferred tax assets and liabilities are reflected as adjustment to the tax provision or benefit in the period of enactment.
The Company uses a two-step process to evaluate a tax position.  The first step is to determine whether it is more-likely-than-not that a tax position will be sustained upon examination, including the resolution of any related appeals or litigation based on the technical merits of that position.  The second step is to measure a tax position that meets the more-likely-than-not threshold to determine the amount of benefit to be recognized in the financial statements.  A tax position is measured at the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement.
Tax positions that previously failed to meet the more-likely-than-not recognition threshold should be recognized in the first subsequent period in which the threshold is met.  Previously recognized tax positions that no longer meet the more-likely-than-not criteria should be de-recognized in the first subsequent financial reporting period in which the threshold is no longer met.  The Company reports tax-related interest and penalties as a component of income tax expense.
Based on all known facts and circumstances and current tax law, the Company believes that the total amount of unrecognized tax benefits as of December 31, 2014, is not material to its results of operations, financial condition, or cash flows.  The Company also believes that the total amount of unrecognized tax benefits as of December 31, 2014, if recognized, would not have a material effect on its effective tax rate.  The Company further believes that there are no tax positions for which it is reasonably possible, based on current tax law and policy that the unrecognized tax benefits will significantly increase or decrease over the next 12 months producing, individually or in the aggregate, a material effect on the Company’s results of operations, financial condition or cash flows.
The amount of income taxes the Company pays is subject to ongoing examinations by federal and state tax authorities.  To date, there have been no reviews performed by federal or state tax authorities on any of the Company’s previously filed returns.  The Company’s 2011 and later tax returns are still subject to examination.
Net Income (Loss) per Share
Basic net income per share is computed by dividing net income (loss) attributed to Two Rivers available to common shareholders for the period by the weighted average number of common shares outstanding for the period.  Diluted net income (loss) per share is computed by dividing the net income for the period by the weighted average number of common and potential common shares outstanding during the period.
The dilutive effect of the outstanding 2,455,948 RSUs, 2,014,867 options, and 17,802,908 warrants at December 31, 2014, has not been included in the determination of diluted earnings per share since, under ASC 260 they would anti-dilutive.
Recently Issued Accounting Pronouncements
In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). The core principle of ASU 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: identify the contract(s) with a customer; identify the performance obligations in the contract; determine the transaction price; allocate the transaction price to the performance obligations in the contract; and recognize revenue when (or as) the entity satisfies a performance obligation. ASU 2014-09 supersedes the revenue recognition requirements in Accounting Standards Codification Topic No. 605, Revenue Recognition, most industry-specific guidance throughout the industry topics of the accounting standards codification, and some cost guidance related to construction-type and production-type contracts. ASU 2014-09 is effective for public entities for annual periods and interim periods within those annual periods beginning after December 15, 2016. Early adoption is not permitted. Companies may use either a full retrospective or a modified retrospective approach to adopt ASU 2014-09. We are currently evaluating the potential impact of adopting this guidance on our consolidated financial statements.
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern, or ASU 2014-15. ASU 2014-15 amends FASB ASC 205-40 Presentation of Financial Statements – Going Concern, by providing guidance on determining when and how reporting entities must disclose going-concern uncertainties in their financial statements, including requiring management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date of issuance of the entity’s financial statements and providing certain disclosures if there is substantial doubt about the entity’s ability to continue as a going concern. ASU 2014-15 will be effective after December 15, 2016, and early adoption is permitted.  We are still evaluating the impact of this ASU on our financial statement disclosures.
Management does not believe that any other recently issued, but not effective, accounting standards if currently adopted would have a material effect on the accompanying consolidated financial statements.

Note_3_Investments_and_Longliv

Note 3 - Investments and Long-lived Assets	12 Months Ended
	Dec. 31, 2014
Notes
Note 3 - Investments and Long-lived Assets	NOTE 3 – INVESTMENTS AND LONG-LIVED ASSETS
	Land
	Upon purchasing land, the value is recorded at the purchase price or fair value, whichever is more accurate.  Costs incurred to prepare the land for the intended purpose, which is efficient irrigated farming, is also capitalized in the recorded cost of the land.  No amortization or depreciation is taken on Land.  However the land is reviewed by management at least once per year to ascertain if a further analysis is necessary for any potential impairments.
	Water rights and infrastructure
	The Company has acquired both direct flow water rights and water storage rights.  We have obtained water rights through the purchase of shares in a mutual ditch company, which we did with our purchase of shares in HCIC, or through the purchase of an entity holding water rights, which we did with our purchase of the Orlando.  The Company may also acquire water rights through outright purchase.  In all cases, such rights are recognized under decrees of the Colorado water court and administered under the jurisdiction of the Office of the State Engineer.
	Upon purchasing water rights, the value is recorded at our purchase price.  If a majority interest is acquired in a company holding water assets (potentially with other assets including water delivery infrastructure, right of ways, and land), the Company determines the fair value of the assets.  To assist with the valuation, the Company may consider reports from a third-party valuation firm.  If the value of the water rights is greater than what the Company paid then a bargain purchase gain is recognized.   If the value of the water assets are less than what the Company paid then goodwill is recognized.
	Subsequent to purchase, management periodically evaluates the carrying value of its assets, and if the carrying value is in excess of fair market value, the Company will establish an impairment allowance.  Currently, there are no impairments on the Company’s land and water shares.  No amortization or depreciation is taken on the water rights.
	Construction in progress
	The Company has commenced construction on GrowCo’s first greenhouse..  During the year ended December 31, 2014, the Company wrote off $34,000 of construction in progress that pertained to dam and water infrastructure that was previously completed and completed $310,000 for a cooling shed expansion.
			Year ended December 31,
			2014	2013
	Beginning balance		$34,000	$34,000
	Additions		1,391,000	-
	Finished - Transferred		-344,000	-
	Ending Balance		$1,081,000	$34,000
	Intangible Assets
	On November 2, 2012, the Company acquired the Dionisio produce business and related equipment for $1,873,000 plus accrued interest of $30,000.
	The purchase price was allocated as follows:
	Produce business	$1,037,000
	Equipment	836,000
	Prepaid interest	30,000
	Ending Balance	$1,903,000
	Based on the discounted cash flow analysis and assuming the average life of a customer is 20 years, the produce business has the following values, as of December 31, 2014 and 2013:
		Year ended December 31,
		2014	2013
	Customer list	$   580,000	$580,000
	Trade name	220,000	220,000
	Residual goodwill	237,000	237,000
		1,037,000	1,037,000
	Less accumulated amortization	80,000	40,000
	Ending Balance	$  957,000	$997,000
	The cost of the customer list and the trade name will be amortized on a straight-line basis over 20 years.  The residual goodwill will be tested once per year for impairments, if any.
	Based on the 20-year life of the trade name and customer list with no value at the end of the 20 years, the yearly amount of amortization is $40,000 per year.

Note_4_Notes_Payable

Note 4 - Notes Payable	12 Months Ended
	Dec. 31, 2014
Notes
Note 4 - Notes Payable	NOTE 4 – NOTES PAYABLE
	HCIC Seller Carry Back Notes
	Beginning on September 17, 2009, Two Rivers began acquiring shares in HCIC and related land from a HCIC shareholder.  As part of these acquisitions, many of the sellers financed notes payable with Two Rivers and HCIC.  As of December 31, 2012 these loans totaled $7,364,000.   The notes carry interest at 6% per annum, interest payable monthly, the principal amounts due at various dates from March 31, 2013 through September 30, 2015, and are collateralized by HCIC shares and land.
	In June 2013, the Company negotiated an extension on holders representing $6,164,000 of the seller carry back notes.  Previously these amounts were due either August or September, 2013.  The holders of the notes agreed to extend the due date to June 30, 2016.  In exchange for this extension, the Company increased the principal balance by 20% from $6,164,000 to $7,397,000, paid 5.43% against the principal and agreed to begin paying monthly interest and principal at a 20-year amortization rate.
	Holders representing $3,181,000 of the notes held conversion rights into the Company’s common shares at $1.00 to $1.25.  These conversions were cancelled and replaced by 5-year warrants at $3.00 per share.  A total of 1,367,000 warrants were issued.   The warrants issued had a fair value of $277,000 using the Black Scholes method of fair value determination.
	Pursuant to ASC 470-50-40-10, testing was performed by management on whether the new note structure constituted a debt extinguishment and issuance of new debt.  Management determined that this note modification qualified as a debt extinguishment.  Therefore ASC 820 was used to determine the fair value of the new debt issued.  The fair value, using a 10% discount factor for the present value analysis of the new cash flow stream and fair value of the warrants issued determined the fair value of the new debt to be $7,037,000.  Compared to the prior debt value of $6,164,000, the fair value produced a one-time $873,000 loss, recorded in the fourth quarter of 2013.
	Additionally, a discount on the HCIC debt was recorded in the quarter ended December 31, 2013 for $637,000, which will be amortized using an effective interest rate of 10% over the three year term. As of December 31, 2014, the related discount was recorded at $350,000, thereby making $7,222,000 in principal due.
	Orlando Seller Carry Back Note
	On January 28, 2011, the Company purchased water storage and direct flow from the Orlando Reservoir No. 2 Company, LLC (“Orlando”) for $3,100,000, which consisted of a cash payment of $100,000 and a seller financed note payable of $3,000,000.  The note was due January 28, 2014.
	In July 2011, the Company and Orlando renegotiated the purchase of the Orlando LLC for 650,000 of the Company’s, $1,412,500 cash payment and a seller carry back note of $187,500.
	In 2014 the Company decided that the land securing the $187,500 is not strategic to its operations.  Therefore, the Company is in the process of exchanging land held as collateral for the Orlando seller carry back note for the cancellation of the $187,500 note.  As of December 31, 2014, the Company has recorded $40,000 of accrued interest.
	Series A Convertible Debt
	In February 2011, F-1 offered a $2,000,000 Series A convertible debt offering.  This offering was closed at the end of February 2011.  This offering financed the land, water rights, irrigation, and farm equipment for F-1.  The terms of this debt is interest at 5% per annum, one-third of the crop profit and the right to convert debt into Company common stock at $2.50/share.  The note was due March 31, 2014.
	In December 2012 the Company offered the holders of the Series A convertible debt the opportunity to convert their debt into preferred shares of F-1 (which converted from an LLC to a corporation) and receive warrants in Two Rivers Water & Farming Company.  Each preferred share can be converted into one share of common stock of Two Rivers.  For every two preferred shares, one warrant to purchase one common share of the Company was also issued.  The warrant expires December 31, 2017 and can be exercised at $3 per common share of Two Rivers.
	As of December 31, 2012, we received from the Series A debt holders the intent,to convert $1,975,000 of the debt thereby leaving $25,000 of the originally issued Series A convertible debt and accrued interest of $86,000 as outstanding as of December 31, 2012.   In order to properly record the conversion, the Company applied the guidance in ASC Topic 470-20 “Debt with Conversion and Other Options” as the F-1 preferred shares have a beneficial conversion feature (“BCF”) with detachable warrants.  The Company determined the fair value of the associated warrants to be $494,000, after a relative fair value allocation was performed on the $1,989,000 of debt converted (includes $14,000 of accrued interest).  The remaining amount of $1,494,000 was recorded as the original face value of the F-1 preferred shares.  The F-1 preferred shares are recorded as non-controlling interest due to being legally issued in the name of F-1.  The F-1 preferred shares are convertible into the Company’s common shares at a conversion price of $1 per share.  A BCF was determined to exist at the time of issuance, resulting in a deemed preferred share dividend of $882,000.
	The Series A preferred share conversion transaction was recorded as of December 31, 2012.
	For the year ended December 31, 2014, $1,950,000 plus accrued dividends of  $190,000 converted from Series A preferred shares to 2,137,815 TR Capital preferred membership units.  This left $28,000 in Series A preferred shares outstanding in our F-1 subsidiary.
	As of December 31, 2013, the principal balance due on Series A convertible debt was $110,000.  During the year ended December 31, 2014, $85,000 of the principal was converted into TR Capital Preferred Units and $25,000, including accrued interest, was paid in cash.
	Series B Convertible Debt
	In June 2011, F-2 offered a $6,000,000 Series B convertible debt offering.  This offering was closed at the end of August 2011 having raised $5,332,000.  This offering financed the land, water rights, and irrigation for F-2.  The terms of this debt was interest at 6% per annum and 10% of the net-crop revenue of production of farm product from land owned by F-2.  Net-crop revenue is defined as the gross selling price of the crops less basis.  Basis is the difference between the futures price for a commodity and the local cash price offered by grain buyers.  It reflects the cost of marketing grain from one point of sale to another point of sale.  The 10% net-crop revenue share is paid on the crops that are produced on the approximately 1,200 acres of farmland that secures the Series B debt.
	The Note holders had the right to convert debt into Company common stock at $2.50/share.  The notes were due June 30, 2014.
	In December 2012, F-2 offered the holders of the Series B convertible debt the opportunity to convert their debt into preferred shares of F-2 (which converted from an LLC to a corporation) and receive warrants in the Company.  Each preferred share can be converted into one share of common stock of Two Rivers.  For every two preferred shares, a warrant to purchase one common share of the Company was also issued.  The warrant expires December 31, 2017 and can be exercised at $3 per common share of Two Rivers.
	As of December 31, 2012, we received from the Series B debt holders the intent to convert $5,107,000 of the debt thereby leaving $225,000 of the originally issued Series B convertible debt and accrued interest of $194,000 as outstanding as of December 31, 2012.   In order to properly record the conversion, the Company applied the guidance in ASC Topic 470-20 “Debt with Conversion and Other Options” as the F-2 preferred shares have a beneficial conversion feature (“BCF”) with detachable warrants.  The Company determined the fair value of the associated warrants to be $1,301,000, after a relative fair value allocation was performed on the $5,233,000 of debt converted (includes $126,000 of accrued interest).  The remaining amount of $3,933,000 was recorded as the original face value of the F-2 preferred shares.  The F-2 preferred shares are recorded as non-controlling interest due to being legally issued in the name of F-2.  The F-2 preferred shares are convertible into the Company’s common shares at a conversion price of $1 per share.  A BCF was determined to exist at the time of issuance, resulting in a deemed preferred share dividend of $2,347,000.
	The Series B conversion transaction was recorded as of December 31, 2012.
	For the year ended December 31, 2014, $4,915,000 plus accrued dividend of  $457,000 converted from Series B preferred shares to 6,908,459 TR Capital preferred membership units.  This left $342,000 in Series B F-1 outstanding preferred shares and $25,000 in Series B debt with $4,000 in accrued interest on this debt.  Based on this conversion, the remaining Series B was written off, except for the $25,000 in Series B debt plus accrued interest that never converted to Series B preferred.
	Colorado Water Conservation Loan
	On March 5, 2012 the Company closed long-term financing with the Colorado Department of Natural Resources, Colorado Water Conservation Board in the amount of $1,185,000 (the “CWCB Loan”).  This loan partially finances the rehabilitation of the Cucharas Reservoir to bring it into safety compliance with the Colorado State Engineers office.  Further, the CWCB Loan assisted with the rehabilitation of the Orlando facilities.  There was a $12,000 service fee due upon closing.  This amount is being amortized over the expected life of the CWCB Loan, which is 20 years with interest fixed at 2.5% per annum.  As of December 31, 2014 and 2013, the amounts outstanding under the CWCB Loan totaled $1,104,000 and $1,151,000, respectively.
	FirstOak Bank (formerly First National Bank of Pueblo) – Dionisio Purchase
	The cost of the Dionisio land/water acquisition was $1,500,000, of which $900,000 was financed by FirstOak Bank and $600,000 was paid in cash.
	The terms of the FirstOak loan is at 1% above the base rate on corporate loans posted by at least 75% of the nation’s 30 largest banks known as the Wall Street Journal Prime Rate (3.25% as of December 31, 2014 and December 31, 2013), subject to a minimum of 6% per annum.   The FirstOak loan is secured by the Dionisio assets, which include 146 shares of the Bessemer Irrigation Ditch Company (“BIDC”).  There are five annual payments of $76,000 due each December 15 commencing December 15, 2012.  A balloon payment of all accrued interest and outstanding principal is due June 15, 2017.  As of December 31, 2014 and 2013, the amounts outstanding under the FirstOak loan totaled $800,000 and $826,000, respectively.
	In May 2014, the Company also borrowed $176,000 to purchase additional farmland.  The loan is at 1.5% above the base rate on corporate loans posted by at least 75% of the nation’s 30 largest banks known as the Wall Street Journal Prime Rate (3.25% as of December 31, 2014), subject to a minimum of 6% per annum.   The FirstOak loan is secured by 9 BIDC shares, well permits and water leases. There are five annual payments of $15,000 due each December 15 commencing December 15, 2014.  A balloon payment of all accrued interest and outstanding principal is due December 5, 2018 of $160,000.  As of December 31, 2014, the amounts outstanding under the FirstOak loan totaled $167,000.
	Seller Carry Back – Dionisio
	On November 2, 2012, the Company acquired the Dionisio produce business and related equipment for $1,500,000.  The seller carried back $600,000 (which was subsequently reduced to $590,000 due to the Company assuming additional debt owed by seller) of this purchase price.  The note is paid quarterly, interest only at 6% per annum.  The note is due November 2, 2017.  Certain assets of Dionisio secure the note.
	FirstOak Bank – Mater Purchase
	The cost of the Mater land/water acquisition was $325,000, of which $169,000 was financed by FirstOak, $25,000 seller carry back and $131,000 was paid in cash.  The purchase price has been allocated to land for $106,000 and $219,000 to water rights representing the purchase of BIDC shares.
	The terms of the First Oak loan is at 1% above the base rate on corporate loans posted by at least 75% of the nation’s 30 largest banks known as the Wall Street Journal Prime Rate (3.25% as of December 31, 2014 and December 31, 2013), subject to a minimum of 6% per annum.   The FirstOak loan is secured by the Mater assets.  There are four annual payments of $15,000 due each December 5 commencing December 15, 2013.  A balloon payment of all accrued interest and outstanding principal is due December 5, 2017 for $159,000.
	As of December 31, 2014 and 2013, the amounts outstanding under the FirstOak loan totaled $165,000 and $166,000, respectively.
	McFinney Agri-Finance LLC (McFinney) and Ellicot second mortgage (Ellicot)
	On March 15, 2013, the Company purchased unimproved land in El Paso county, Colorado for a purchase price of $1,250,000.  The company paid $620,000 (including closing costs and allocations) and financed $650,000 McFinney and $400,000 Ellicot, through private investors.
	The terms of the McFinney financing is for monthly payments of principal and interest of $4,238 per month, a fixed interest rate of 6.8% per annum, with the remaining principal due on April 1, 2018.  The note is secured by a deed of trust on the 2,579 acres of land purchased and a guaranty of payment by the Company.  As of December 31, 2014 and 2013, the amounts outstanding under the McFinney loan totaled $638,000 and $645,000, respectively.
	The Company also secured an additional $400,000 in financing.  The financing is for a total of $400,000, secured by a second deed of trust on the 2,579 acres of the land purchased, 12% per annum interest with interest only payments each month.  The Ellicot notes were due February 25, 2015.  The Company, upon sale of the land, will also pay an additional consideration through a 6.25% payment of the sales price less cost of generating the sale and the basis of the land sold.
	For the year ended December 31, 2014, the $400,000 plus a bonus payment of $57,000, accounted for as additional interest, was converted into to 489,300 TR Capital preferred membership units.
	ASF Note
	In May 2013, ASF began offering, only to accredited investors up to $3,000,000 in 8.0% senior secured notes due 2023 plus pre-paid interest through May 31, 2014.  The Notes were offered to help with funding the further research, engineering, hydrology and permitting for the constructing of gravel pit storage reservoirs just east of the confluence of the Arkansas River and Fountain Creek in Pueblo County, Colorado.  The intention is to collaborate with Colorado Front Range municipal water districts.
	Through December 31, 2013, $2,036,000 was outstanding including $67,000 of prepaid interest.
	For the year ended December 31, 2014, the $2,036,000 was converted into to 2,686,041 TR Capital preferred membership units.
	Bridge Notes
	On December 31, 2012, the Company closed a short-term bridge note financing (the “Bridge Notes”) in the total amount of $1,300,000.  The Bridge Notes paid monthly interest at 12% per annum and were due on January 31, 2014.  Participants in the Bridge Notes have the option of converting the principal into preferred membership units of TR Capital Partners, LLC.  On February 1, 2014, the participants converted the entire principal amount into 4,658,571 TR Capital Partners, LLC preferred membership units.
	Additional bridge notes were issued in December 2014, with interest at 12% and due on March 31, 2015.  These notes had the option to convert into GrowCo Partners 1, LLC Preferred Units.  In January 2015, $1,840,000 of the $1,870,000 of bridge notes converted into Grow Partners 1, LLC Preferred Units.  In January 2015, remaining $30,000 was paid in full.
	Below is a summary of the Company’s long term debt:
			31-Dec-14					31-Dec-13
	Note		Principal Balance		Accrued Interest		Principal Balance			Interest rate		Security
	HCIC seller carry back	$7,572,000		$        -		$7,896,000			6%		Shares in the Mutual Ditch Company
	Orlando seller carry back	188,000		40,000		188,000			7%		188 acres of land
	Series A convertible debt	-		-		110,000			6%		F-1 assets
	Series B convertible debt	25,000		4,000		405,000			6%		F-2 assets
	CWCB	1,104,000		16,000		1,151,000			2.50%		Certain Orlando and Farmland assets
	FirstOak Bank - Dionisio Farm	800,000		7,000		826,000			-1		Dionisio farmland and 146.4 shares of Bessemer Irrigating Ditch Company Stock, well permits
	FirstOak Bank - Dionisio Farm	167,000		1,000		-			-2		Dionisio farmland and 9 shares of Bessemer Irrigating Ditch Company Stock, well permits, water leases
	Seller Carry Back - Dionisio	590,000		9,000		590,000			6.00%		Unsecured
	FirstOak Bank - Mater	165,000		-		166,000			-1		Secured by Mater assets purchased
	Seller Carry Back - Mater	25,000		-		25,000			6.00%		Land from Mater purchase
	McFinney Agri-Finance	638,000		-		645,000			6.80%		2,579 acres of pasture land in Ellicott Colorado
	Ellicott second mortgage	-		-		400,000			12.00%		Second lien on above Ellicott land
ASF Notes	-		-		2,036,000			8.00%		ASF assets
Bridge Notes	1,870,000		-		1,300,000			12.00%		Unsecured
Kirby Group	110,000		-		45,000			6.00%		Unsecured
Equipment loans	466,000		12,000		485,000			5 - 8%		Specific equipment
Total	13,720,000		$89,000		16,268,000
Less: HCIC discount	(350,000)				(548,000)
Less: Current portion	(3,284,000)				(2,759,000)
Long term portion	$10,086,000				$12,961,000
Notes:
(1) Prime rate + 1%, but not less than 6%
(2) Prime rate + 1.5%, but not less than 6%
Current portion long term debt:
HCIC seller carry back	$814,000
Orlando seller carry back	188,000
Series B convertible	25,000
CWCB	48,000
FirstOak Bank - Dionisio Farm	28,000
FirstOak Bank - Dionisio Farm	5,000
FirstOak - Mater	5,000
Seller Carry Back - Mater	25,000
McFinney Agri-Finance	8,000
Bridge Loan	1,870,000
Kirby Group	110,000
Equipment loans	158,000
Total	$3,284,000
Schedule of principal payments due by year:
Year Ending December 31,
2015
2016
2017
2018
2019
2020 & Beyond
Total
$3,284,000
6,998,000
1,091,000
1,436,000
78,000
833,000
$13,720,000

Note_5_Information_On_Business

Note 5 - Information On Business Segments	12 Months Ended
	Dec. 31, 2014
Notes
Note 5 - Information On Business Segments	NOTE 5 – Information on Business Segments
	We organize our business segments based on the nature of the products and services offered.  We focus on the Water and Farming Business with Two Rivers Water & Farming Company as the Parent company.  Therefore, we report our segments by these lines of businesses: Farms and Water.  Farms contain all of our Farming Business (Farms, F-1, F-2, Dionisio).  Water contains our Water Business (HCIC and Orlando).  Our Parent category is not a separate reportable operating segment.  Segment allocations may differ from those on the face of the income statement.
	In the following tables of financial data, the total of the operating results of these business segments is reconciled, as appropriate, to the corresponding consolidated amount.  There are some corporate expenses that were not allocated to the business segments, and these expenses are contained in the “Total Operating Expenses” under Parent.
	Operating results for each of the segments of the Company are as follows (in thousands):
			For the year ended December 31, 2014				For the year ended December 31, 2013
			Parent	Farms	Water	Total	Parent	Farms	Water	Total
	Revenue
		Assessments	$ -	$ -	$ 15	$  16	$ -	$ -	$32	$32
		Farm revenue	-	2,405	-	2,405	-	2,002	-	2,002
		Water revenue	-	-	-	-	-	-	40	40
		Other & misc.	-	15	-	15	-	14	3	17
		Total Revenue	-	2,421	15	2,436	-	2,016	75	2,091
		Less: direct cost of revenue	-	2,994	-	2,994	-	2,041	41	2,082
	Gross Profit (Loss)		-	(574)	15	(558)	-	(25)	34	9
	Operating Expenses
		General & administrative	2,364	-	-	2,364	(2,108)	(27)	(443)	(2,578)
		Depreciation	89	250	170	509	(15)	(349)	(170)	(534)
	Income (Loss) from operations		(2,453)	(824)	(154)	(3,431)	(2,123)	(401)	(579)	(3,103)
	Other Income (Expenses)
		Interest expense	(503)	(108)	(439)	(1,050)	(57)	(170)	(711)	(938)
		Loss on debt extinguishment	-	-	(108)	(108)	-	-	(873)	(873)
		Warrant and options expense	(81)	-	-	(81)	(96)	-	-	(96)
		Other & misc.	(2)	-	-	(2)	148	(22)	(150)	(24)
	Total Other Income (Expense)		(586)	(108)	(547)	(1,241)	(5)	(192)	(1,734)	(1,931)
	Net (Loss) Income from operations before income taxes		(3,056)	(932)	(684)	(4,672)	(2,128)	(593)	(2,313)	(5,034)
	Income Taxes (Expense)/Credit		-	-	-	-	-	-	-	-
	Net (Loss) before Non-Controlling Interest		(3,056)	(932)	(684)	(4,672)	(2,128)	(593)	(2,313)	(5,034)
	Non-controlling interest		-	-	6	6	-	-	(16)	(16)
	Net (Loss)		(3,056)	(932)	(678)	(4,666)	(2,128)	(593)	(2,329)	(5,050)
		Preferred shareholder distributions	(1,643)	-	-	(1,643)	-	-	-	-
	Net (Loss) attributed to Two Rivers Water & Farming Company Common Shareholders		$(4,699)	$(932)	$(678)	$(6,309)	$(2,128)	$(593)	$(2,329)	$(5,050)
	Segment assets		$3,102	$8,616	$31,312	$43,030	$1,567	$12,804	$27,331	$41,702

Stockholders_Equity_Note_Discl

Stockholders' Equity Note Disclosure	12 Months Ended
	Dec. 31, 2014
Notes
Stockholders' Equity Note Disclosure
	NOTE 6 - EQUITY TRANSACTIONS
	Common Stock
	The Company has authorized 100,000,000 shares of common stock with a par value of $0.001.  The total issued common stock as of December 31, 2014, was 26,524,538 common shares.
	During the year ended December 31, 2014 the Company had the following common stock transactions:
	- In May, the Company issued the following common stock:
	30,000 shares to a prior employee under our stock plan; and
	50,000 shares to a consultant for work performed in 2014.
	- In June, the Company issued the following common stock:
	833,334 shares under our stock plan; and
	142,500 shares to the independent members of the Board of Directors.
	- In July, the Company issued the following common stock:
	237,440 shares as a conversion from F-2 Preferred Shares;
	166,667 shares to an employee under an Restricted Stock Units grant; and
	4,000 shares to a consultant.
	- In August, the Company issued 121,688 shares as a conversion from F-2 Preferred Shares.
	- In September, the Company issued 59,360 shares as a conversion from F-2 Preferred Shares.
	- During the year ended December 31, 2013 the Company had the following common stock transactions:
	- RSUs to employees:
	2,850,000 Restricted Stock Units shares were voided, and
	190,000 Restricted Stock Units shares were exercised.
	- 764,348 common stock issued for services as follows:
	85,000 shares with a value of $141,000 were issued to our Board for service in 2012,
	100,000 shares to an independent board member of Dionisio Food & Produce, Inc. with a value of $100,000,
	179,348 shares with a value of $177,500 were issued in exchange for consulting services,
	200,000 shares with a value of $260,000 were issued in exchange for investor relations services, and
	200,000 shares with a value of $204,000 were issued in exchange for advertising and marketing services.
	- Other common stock transactions consisting of 103,002 shares:
	we returned 3,002 shares from a profit sharing plan that was no longer in effect to our authorized but unissued common stock, and
	we retired 100,000 shares that we received from a settlement of a legal action.
	Convertible Preferred Shares
	The Company has authorized 4,000,000 shares of convertible preferred stock with a par value of $0.001.  As of December 31, 2014, no shares were issued and outstanding.  The previously outstanding convertible preferred stock was converted into TR Capital Partners LLC Preferred Membership Units.  As of December 31, 2013, 3,794,000 shares were issued and outstanding.
	Stock Incentive Plans
	The Company previously had a 2005 Stock Option Plan (“2005 Plan”) that was superseded by the Two Rivers 2011 Long-Term Stock Incentive Plan (“2011 Plan”).   Upon the Company’s shareholder adoption of the 2011 Plan, the 2005 Plan stopped issuance of any further grants, except for grants previously committed by agreement.
	Under the 2005 Plan, we have the following stock options issued and outstanding:
	Company Relationship	Options	Date of Grant	Vesting Date	Performance Requirement	Expiration Date	Exercise Price	Exercised to Date
	Former Director	1,023,200	6-Jul	6-Jul	Satisfied	16-Jul	$1.25	-
	Consultants	966,667	Various	Various	Satisfied	Various	$1.25	-
	Total	1,989,867
	If all of the options were exercised, $2,487,000 would be collected by the Company and yield an average share price of $1.25.
	During the year ended December 31, 2013, the Company reissued 366,667 options under the 2005 Plan and pursuant to a prior written agreement with a financial consultant.  The options have a strike of $1.25/share and have fully vested.  In association with these options, the Company recognized stock based compensation expense of $274,000 for the year ended December 2013.  There we no options issued under the 2005 Plan for the year ended December 31, 2014.
	A summary of the Two Rivers 2005 Option Plan (“2005 Plan”) is as follows:
		Shares	Weighted Average Exercise Price
	Outstanding January 1, 2013	1,643,200	$1.25
	Granted	366,667	1.25
	Cancelled	-20,000	3
	Expired	-	-
	Exercised	-	-
	Outstanding December 31, 2013	1,989,867	1.25
	Granted	-	-
	Cancelled	-	-
	Expired	-	-
	Exercised	-	-
	Outstanding December 31, 2014	1,989,867	$1.25
	Options Exercisable, December 31, 2014	1,989,867	$1.25
	Option Valuation Process
	The fair value of each option award is estimated on the date of grant.  To calculate the fair value of options, the Company uses the Black-Scholes model employing the following variables:
		2014	2013
	Expected stock price volatility	66%	72%
	Risk-free interest rate	1.31%	1.41%
	Expected option life (years)	3.63 – 4.58	2.8
	Expected annual dividend yield	0%	0%
	The Company arrived at the foregoing estimate of volatility of the Company’s common stock based on the Company’s stock closing price on a weekly basis and averaged over the prior five years. The risk-free rate for periods within the expected term of the options is based on the U.S. Treasury yield curve in effect at the time of grant. The Company believes these estimates and assumptions are reasonable. However, these estimates and assumptions may change in the future based on actual experience as well as market conditions.
	Options issued for services for the year ended December 31, 2014 and 2013, we valued at $173,000 and $258,000, respectively.
A summary of the Two Rivers 2011 Long-Term Stock Incentive Plan (“2011 Plan”) is as follows:
	Shares
Outstanding January 1, 2013	6,329,282
Granted	410,000
Cancelled	(3,016,667)
Expired	-
Exercised	(600,000)
Outstanding December 31, 2013	3,122,615
Granted	559,834
Cancelled	-
Expired	-
Exercised	(1,226,501)
Outstanding December 31, 2014	2,455,948
Exercisable, December 31, 2014	2,455,948
The option expense from both the 2011 and 2005 Plans were $173,000 and $258,000 for the years ended December 31, 2014 and 2013, respectively.
Under the 2011 Plan, we have issued the following Restricted Stock Units (RSUs):
Grantee	Company Relationship	RSUs issued	Date of Grant	Vesting Date	Performance Requirement	Exercised to Date
John R. McKowen	Chairman/CEO	2,480,948	10-Oct	-1	-2	500,000
Wayne Harding	CFO	700,000	10-Oct	-1	-2	700,000
Jolee Henry	Prior Director	400,000	10-Oct	11-Jan	n/a	-
Employee		50,000	10-Oct	-1	n/a	-
		3,630,948				1,200,000
Notes:
(1) Vests 1/3 at the end of each 12 months from Date of Grant
(2) Subject to employer deferral and employment agreement, if applicable and to satisfactory employee performance during the vesting period
The Company can issue stock awards and options for nonemployee services.  If stock is granted, the Company values the stock using an average of the closing price of the Company’s stock over the period that the service was rendered.  If options are granted, the Company uses the Black-Scholes model for determining fair value (see above).
The stock-based compensation expense from both the 2011 and 2005 Plans were $246,000 and a recapture of $25,000 in expense for the years ended December 31, 2014 and 2013, respectively.
Warrants
During the year ended December 31, 2014, investors in Two Rivers Farms F-1 (convertible notes and preferred shares), Two Rivers Farms F-2 (convertible notes and preferred shares), the Company’s preferred shares, ASF convertible notes, DFP preferred shares, Ellicott second mortgage, and the new cash investments of $6,000,000 were given the opportunity to convert into TR Capital Partners, LLC and were issued 15,079,408 warrants expiring January 31, 2019 with an exercise price of $2.10.
As of December 31, 2014, the Company has outstanding the following warrants to purchase common stock:
Grantee	Company Relationship	Shares	Date of Grant	Vesting Date	Expiration Date	Exercise Price
Boenning Scattergood	Financial Advisor	250,000	11-May	11-May	16-May	$2.00
Investor Group	Investors	300,000	12-Feb	12-Mar	-1	$1.00
Wedbush Securities	Financial Advisor	200,000	12-Jun	12-Jun	17-Jun	$1.20
Dionisio Farms & Produce, Inc.	Investors in subsidiary	360,500	12-Dec	12-Dec	17-Dec	$3.00
Two Rivers Farms F-1	Prior creditor in F-1	12,500	12-Dec	12-Dec	17-Dec	$3.00
Two Rivers Farms F-2	Investors in subsidiary	233,500	12-Dec	12-Dec	17-Dec	$3.00
HCIC Note Holders	Creditors	1,367,000	13-Jun	13-Jun	18-Jun	$3.00
TR Capital Partners, LLC	Investors	15,079,408	2014	2014	19-Jan	$2.10
		17,802,908
These warrants are priced at the same price per share as the expected equity offering and expire one year after the completion of the expected equity offering.
(1)     The stock-based compensation expense from both the 2011 and 2005 Plans were $146,000 and $166,000 for the years ended December 31, 2014 and 2013, respectively.
For the years ended December 31, 2014 and 2013 warrant expense totaled $372,000 and $50,000, respectively.
TR Capital Preferred Membership Units
The 30,159,000 TR Capital Preferred Membership units issued during the year ended December 31, 2014 are convertible into 1 common stock share of the Company and one-half warrant to purchase a share of stock of the Company.  In accordance with ASC Topic 470-20, Debt (and other convertible instruments with beneficial convertible features (“BCF”), the Company determined that a BCF amounting to approximately $12,337,000 and a relative fair value attached to the warrants of approximately $3,641,000 were recorded for the year ended December 31, 2014.  On the accompanying balance sheet as of December 31, 2014, these amounts were recorded as retained earnings and as additional paid in capital, respectively, and are representative of preferred share dividends available to non-controlling interest holders in the entity.

Note_7_Income_Taxes

Note 7 - Income Taxes	12 Months Ended
	Dec. 31, 2014
Notes
Note 7 - Income Taxes	Note 7 – Income Taxes
	The Company accounts for income taxes in accordance with ASC 740, Income Taxes (formerly Statement of Financial Accounting Standard No., 109, Accounting for Income Taxes). Under the provisions of ASC 740, a deferred tax asset or liability (net of a valuation allowance) is provided in the financial statements by applying the provisions of applicable laws to measure the deferred tax consequences of temporary differences that will result in taxable or deductible amounts in future years as a result of events recognized in the financial statements in the current or proceeding years.
	The items accounting for the difference between income taxes computed at the federal statutory rate and the provision for income taxes consists of the following:
	Effective tax rate
	Federal statutory rate	34.00%
	Effect of:
	State taxes, net of federal benefit	3.06%
	Permanent items	-11.10%
	Return to Provision Adjustment	-6.05%
	Valuation allowance	-19.91%
	Effective income tax rate	0.00%
	Book loss reconciliation to estimated taxable income is as follows (in thousands):
		2014	2013
	Book loss	$(6,309)	$(5,050)
	Tax adjustments:
	Stock based Comp	247	(174)
	Stock comp exercised	(167)	(83)
	Capital Expenses	1,872	-
	Entertainment	16	15
	Warrant Expense	-	96
	Political Contributions	2	-
	Donations	-	4
	Depreciation	(239)	274
	Amortization	(98)	(43)
	Estimate of taxable income	$(4,676)	$(4,961)
	Income tax provision is summarized below (in thousands):
		2014	2013
	Current expense (benefit)
	Federal	$       -	$       -
	State	-	-
	Total current	-	-
	Deferred expense (benefit)
	Federal	(1,153)	(6,111)
	State	(104)	(550)
	Total deferred	(1,256)	(6,661)
	Less: Valuation allowance	1,256	6,661
	Total	$        -	$      -
	We will recognize future accrued interest and penalties related to unrecognized tax benefits in income tax expense if incurred.  At December 31, 2014 we had no unrecognized tax benefits in income tax expense, and do not expect any in 2014.  Our income tax returns are no longer subject to Federal tax examinations by tax authorities for years before 2010 and state examinations for years before 2010.
	The components of the deferred tax asset are as follows (in thousands):
	Cumulative Calculations:	2014	2013
	Current deferred tax asset:
	Net operating loss carryforwards	$(12,674)	$(11,269)
	Capital loss	(27)	(27)
	Bargain purchase	644	643
	Restricted Stock Units  & stock option expense	(2,074)	(2,075)
	Fixed Assets and Intangibles	174	35
	Charitable Contributions	(5)	(5)
	Bad Debt	-	(8)
	Total cumulative deferred tax assets	(13,962)	(12,706)
	Valuation allowance	13,962	12,706
	Effective income tax asset	$        -	$          -
	For the year ended December 31, 2014 and December 31, 2013 the deferred tax asset of $13,962,000 and $12,706,000, respectively, since management has determined the tax benefit cannot be reasonably assured of being used in the near future.  The net operating loss carryforward, if not used, will expire in various years through 2031, and is severely restricted as per the Internal Revenue Code if there is a change in ownership.  The following is a summary of the combined net operating loss carryforward (in thousands):
		Federal	Colorado
	12/31/13	$29,522	$24,590
	12/31/14	$4,677	$4,548
	Balance	$34,199	$29,138

Note_8_Commitments_and_Conting

Note 8 - Commitments and Contingencies	12 Months Ended
	Dec. 31, 2014
Notes
Note 8 - Commitments and Contingencies	NOTE 8 - COMMITMENTS AND CONTINGENCIES
	Operating Leases
	In January 2015, the Company entered into a new lease with the Colorado Center in Denver Colorado for the corporate headquarters.   The space is 1,775 square feet and monthly payments of $3,800, with minor escalations and common area maintenance charges. The lease terminates on June 30, 2018.
	The amounts due at the base rate are as follows:
	Period	Amount Due
	2015	$38,000
	2016	$45,700
	2017	$46,600
	2018	$47,500
	The Company has entered into leases of farmland, which is as follows:
	Expiration	County	Acres	Amount per year
	2018	Pueblo	301	$187,000
	2032	Pueblo	95	$14,000
	In addition to the above, Two Rivers has entered into a water lease arrangement with Pueblo Board of Water Works.  The lease is effective in 2012, has a term of five years, and calls for annual payments of $100,000 beginning in April, 2012.  The annual payments can be escalated based upon the percentage increase, if any, over the previous year of the PBWW water rates for its general customers for treated water.  The lease is for up to 500 acre feet of water per year. There are no further obligations under this lease.
	The purpose of the lease is two-fold: a) to establish an appropriation of a water right for exchange from the Arkansas River main stream water to various Two Rivers’ reservoirs, and b) to provide supplemental irrigation water for our farming operations through releases from those reservoirs.
	Defined Contribution Plan
	Two Rivers does not have a defined contribution plan.
	Employment Agreements
	On September 9, 2004, (and amended on June 15, 2005 and December 16, 2010) the Company entered into an employment agreement with John McKowen, as President and CEO.  The initial term of the contract was two years, which renews automatically for successive one-year terms unless and until either party delivers notice of termination within 30 days of the expiration of the then current term.
	On November 1, 2008, (and amended on December 16, 2010) the Company entered into an employment agreement with Wayne Harding.  The initial term of the contract was one year, which renews automatically for successive one-year terms unless and until either party delivers notice of termination within 30 days of the expiration of the then current term.
	Besides compensation levels, Mr. McKowen’s and Mr. Harding’s employment agreement terms are similar.  The Board determines annual incentive compensation at the Board’s sole discretion.  If there is a change of control, each is entitled to an accelerated option/Restricted Stock Units vesting.
	Effective January 1, 2013, Mr. McKowen’s pay was increased to $250,000.

Note_9_Related_Party_Transacti

Note 9 - Related Party Transactions	12 Months Ended
	Dec. 31, 2014
Notes
Note 9 - Related Party Transactions	NOTE 9 – RELATED PARTY TRANSACTIONS
	Pursuant to ASC 850 “Related Party Disclosure”, Management has evaluated related parties and all transactions associated with those and determined that no transactions exist which would require disclosure, except as disclosed below:
	The seller of DFP assets is now an employee of the Company and is owed $590,000.
	The Company’s Chief Executive Officer, Chief Financial Officer and two other employees of the Company serve as the only members of the Sunset Metropolitan District (Sunset).  Sunset is a quasi-governmental agency operating under Title 32 of the State of Colorado Constitution.  As of December 31, 2014, the Company has advanced $77,000 to Sunset.

Note_10_Subsequent_Events

Note 10 - Subsequent Events	12 Months Ended
	Dec. 31, 2014
Notes
Note 10 - Subsequent Events	NOTE 10 – SUBSEQUENT EVENTS
	Pursuant to FASB ASC 855, Management has evaluated all events and transactions that occurred from December 31, 2014 through the date of issuance of these financial statements.  During this period, we did not have any significant subsequent events, except as disclosed below:
	On January 15, 2015, we closed on $4,155,434 of funding for GrowCo Partners 1, LLC.  These funds will be used to develop and construct a 90,000 square foot greenhouse and a 15,000 warehouse, office, and processing facility.

Note_2_Summary_of_Significant_1

Note 2 - Summary of Significant Accounting Policies: Principles of Consolidation (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Principles of Consolidation	Principles of Consolidation
	The accompanying consolidated financial statements include the accounts of Two Rivers, Huerfano-Cucharas Irrigation Company and TR Capital and its subsidiaries, Two Rivers Farms, Two Rivers Water and GrowCo.  All significant inter-company balances and transactions have been eliminated in consolidation.

Note_2_Summary_of_Significant_2

Note 2 - Summary of Significant Accounting Policies: Non-controlling Interest (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Non-controlling Interest	Non-controlling Interest
	Non-controlling interest is recorded for the ownership of HCIC not owned by the Company and for preferred shares not owned by the Company in the Company’s subsidiaries.   Below is the detail of non-controlling interest shown on the balance sheet.
	Entity	Year ended December 31,
		2014	2013
	TR Capital	$20,740,000	$              -
	HCIC	1,369,000	1,363,000
	F-1	28,000	1,494,000
	F-2	222,000	3,933,000
	DFP	452,000	3,181,000
	Totals	$22,811,000	$9,971,000
	During the year ended December 31, 2014, investors in Two Rivers Farms F-1 (convertible notes and preferred shares), Two Rivers Farms F-2 (convertible notes and preferred shares), the Company’s preferred shares, ASF convertible notes, DFP preferred shares, Ellicott second mortgage, and the new cash investments of $6,000,000 were given the opportunity to convert into TR Capital Partners, LLC and were issued 30,159,000 TR Capital Preferred Membership units, with a NCI value of $20,740,000.
	The 30,159,000 TR Capital Preferred Membership units issued during the year ended December 31, 2014 are convertible into 1 common stock share of the Company and one-half warrant to purchase a share of stock of the Company.  In accordance with ASC Topic 470-20, Debt (and other convertible instruments with beneficial convertible features (“BCF”), the Company determined that a BCF amounting to approximately $12,337,000 and a relative fair value attached to the warrants of approximately $3,641,000 were recorded for the year ended December 31, 2014.  On the accompanying balance sheet as of December 31, 2014, these amounts were recorded as retained earnings and as additional paid in capital, respectively, and are representative of preferred share dividends available to non-controlling interest holders in the entity
	Below is the breakdown of the non-controlling interest share of gains (losses):
	Entity	Year ended December 31,
		2014	2013
	TR Capital (1)	-	-
	HCIC (2)	$6,000	$16,000
	F-1 (3)	-	-
	F-2 (3)	-	-
	DFP (3)	-	-
	Totals	$6,000	$16,000
	Notes:
	-1	The Company declared $1,242,000 in distributions and paid $727,000 in 2014.
	-2	The Company owns 95% of HCIC.
	-3	DFP declared and paid $401,000 in distributions.

Note_2_Summary_of_Significant_3

Note 2 - Summary of Significant Accounting Policies: Reclassification (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Reclassification	Reclassification
	Certain amounts previously reported have been reclassified to conform to current presentation.  Certain labels of accounts/classifications have been changed.
	In 2014, management decided to change the way the Company accounts for farming direct cost of revenue.  In prior years, the farming Chief Operating Officer and his related expenses and certain insurance and repairs and maintenance were accounted for in general and administrative operating expense.   The impact of this reclassification on the Statement of Operations for the year ended December 31, 2013 is as follows:
		As Reported	Reclassification	As Corrected
	Total revenue	$2,091	$     -	$2,091
	Direct cost of revenue	1,714	368	2,082
	Gross Margin	377	(368)	9
	Operating Expenses:
	General and administrative	2,946	(368)	2,578
	Depreciation and amortization	534	-	534
	Total operating expenses	3,480	368	3,112
	(Loss) from operations	$(3,103)	$      -	$(3,103)

Note_2_Summary_of_Significant_4

Note 2 - Summary of Significant Accounting Policies: Use of Estimates (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Use of Estimates	Use of Estimates
	The preparation of financial statements in conformity with generally accepted accounting principles in the United States requires management to make estimates and assumptions.  These estimates and assumptions affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period.  Actual results could differ materially from those estimates.

Note_2_Summary_of_Significant_5

Note 2 - Summary of Significant Accounting Policies: Cash and Cash Equivalents (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Cash and Cash Equivalents	Cash and Cash Equivalents
	For purposes of reporting cash flows, Two Rivers Water & Farming Company considers cash and cash equivalents to include highly liquid investments with original maturities of 90 days or less. Those are readily convertible into cash and not subject to significant risk from fluctuations in interest rates.  The recorded amounts for cash equivalents approximate fair value due to the short-term nature of these financial instruments.

Note_2_Summary_of_Significant_6

Note 2 - Summary of Significant Accounting Policies: Concentration of Credit Risk (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Concentration of Credit Risk	Concentration of Credit Risk
	Financial instruments that potentially subject Two Rivers to significant concentrations of credit risk include cash equivalents, marketable investments, advances and accounts receivable.  The Company maintains its cash and investment balances in the form of bank demand deposits, money market accounts that management believes to be of high credit quality.  Accounts receivable are typically uncollateralized and are derived from transactions with and from customers primarily located in the United States.
	The Company’s farming revenue for the year ended December 31, 2014 of $2,405,000 consisted of 18 customers, with one customer representing 31%, another customer representing 24%, and another customer representing 15% of total farming revenue.  All other customers were at or less than 10%.

Note_2_Summary_of_Significant_7

Note 2 - Summary of Significant Accounting Policies: Fair Value of Measurements and Disclosures (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Fair Value of Measurements and Disclosures	Fair Value of Measurements and Disclosures
	Fair Value of Assets and Liabilities Acquired
	Fair value is the price that would be received from the sale of an asset or paid to transfer a liability (i.e., an exit price) in the principal or most advantageous market in an orderly transaction between market participants.  In determining fair value, the accounting standards established a three-level hierarchy that distinguishes between (i) market data obtained or developed from independent sources (i.e., observable data inputs) and (ii) a reporting entity’s own data and assumptions that market participants would use in pricing an asset or liability (i.e., unobservable data inputs).  Financial assets and financial liabilities measured and reported at fair value are classified in one of the following categories, in order of priority of observability and objectivity of pricing inputs:
	• Level 1 – Fair value based on quoted prices in active markets for identical assets or liabilities.
	• Level 2 – Fair value based on significant directly observable data (other than Level 1 quoted prices) or significant indirectly observable data through corroboration with observable market data. Inputs would normally be (i) quoted prices in active markets for similar assets or liabilities, (ii) quoted prices in inactive markets for identical or similar assets or liabilities or (iii) information derived from or corroborated by observable market data.
	• Level 3 – Fair value based on prices or valuation techniques that require significant unobservable data inputs.  Inputs would normally be a reporting entity’s own data and judgments about assumptions that market participants would use in pricing the asset or liability.
	The fair value measurement level for an asset or liability is based on the lowest level of any input that is significant to the fair value measurement.  Valuation techniques should maximize the use of observable inputs and minimize the use of unobservable inputs.
	Recurring Fair Value Measurements
	The carrying value of the Company’s financial assets and financial liabilities is their cost, which may differ from fair value.   The carrying value of cash held as demand deposits, money market and certificates of deposit, marketable investments, accounts receivable, short-term borrowings, accounts payable and accrued liabilities approximated their fair value.  Marketable investments are valued at Level 1 due to readily available market quotes. The fair value of the Company’s long-term debt, including the current portion approximated its carrying value.  Fair value for long-term debt was estimated based on quoted market prices of the identical debt instruments or values of comparable borrowings.

Note_2_Summary_of_Significant_8

Note 2 - Summary of Significant Accounting Policies: Accounts Receivable (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Accounts Receivable	Accounts Receivable
	The Company carries its accounts receivable, net at management’s expectation of collection and past experience.  As of December 31, 2014 and 2103, the Company did not have an allowance for doubtful accounts receivable based on past payment performance.

Note_2_Summary_of_Significant_9

Note 2 - Summary of Significant Accounting Policies: Inventories (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Inventories	Inventories
	Inventory represents to lower of cost or market of farm input costs, until sold, and packaging, seeds and fertilizers not yet used.  For the years ended December 31, 2014 and 2013, the inventory only consisted of packaging, seeds and fertilizers to be used in the next year for farming operations.

Recovered_Sheet1

Note 2 - Summary of Significant Accounting Policies: Property and Equipment (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Property and Equipment	Property and Equipment
	Property and equipment are stated at cost less accumulated depreciation.  Depreciation is computed principally on the straight-line method over the estimated useful life of each type of asset which ranges from three to twenty seven and a half years.  Maintenance and repairs are charged to expense as incurred; improvements and betterments are capitalized.  Upon retirement or disposition, the related costs and accumulated depreciation are removed from the accounts, and any resulting gains or losses are credited or charged to income.
	Below is a summary of premises and equipment:

Recovered_Sheet2

Note 2 - Summary of Significant Accounting Policies: Land (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Land	Land
	Land acquired for farming is recorded at cost.  Some of the land acquired has not been farmed for many years, if not decades.  Therefore, additional expenditures are required to make the land ready for efficient farming.  Expenditures for leveling the land are added to the cost of the land.  Irrigation is not capitalized in the cost of Land (Property and Equipment above). Land is not depreciated.  However, once per year, Management will assess the value of land held, and in their opinion, if the land has become impaired, Management will establish an allowance against the land.

Recovered_Sheet3

Note 2 - Summary of Significant Accounting Policies: Water Rights and Infrastructure (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Water Rights and Infrastructure	Water rights and infrastructure
	Subsequent to purchase of water rights and water infrastructure, management periodically evaluates the carrying value of its assets, and if the carrying value is in excess of fair market value, the Company will establish an impairment allowance.  Currently, there are no impairments on the Company’s land and water shares.  No amortization or depreciation is taken on the water rights.

Recovered_Sheet4

Note 2 - Summary of Significant Accounting Policies: Intangibles (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Intangibles	Intangibles
	Two Rivers recognizes the estimated fair value of water rights acquired by the Company’s purchase of stock in HCIC and Orlando.   These intangible assets will not be amortized because they have an indefinite remaining useful life based on many factors and considerations, including, the historical upward valuation of water rights within Colorado.

Recovered_Sheet5

Note 2 - Summary of Significant Accounting Policies: Impairments (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Impairments	Impairments
	Property and Equipment
	Once per year we review all property, equipment and software owned by the Company and compared the net book value of such assets with the fair market value of each piece of equipment having a net book value greater than $5,000.  If it is determined that the net book value is greater than the fair market value, an impairment will be recorded.  If impairment is necessary, a loss on the value of the affected asset will be recorded, and the impairment will not be reversed in future periods.
	Land
	Once per year we review each parcel of land owned by the Company together with improvements to each parcel and compare the carrying cost with the fair market value.  If it appears that our carrying value may be greater than the fair market value, an independent appraisal will be ordered.  If the appraised value is less than our carrying value, an impairment will be recorded.  If impairment is necessary, a loss on the value of our land will be recorded, and the impairment will not be reversed in future periods.
	Water rights and infrastructure
	Once per year we assess the value of the water rights held by the Company, comparing our estimated values with recent sales of comparable water rights.  In the event that such assessment indicates that the carrying value is greater than the fair market value of the water rights, an impairment will be recorded.  If impairment is necessary, a loss on value of our water rights will be recorded, and the impairment will not be reversed in future periods.

Recovered_Sheet6

Note 2 - Summary of Significant Accounting Policies: Revenue Recognition (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Revenue Recognition	Revenue Recognition
	Farm Revenues
	Revenues from farming operations are recognized when sold into the market.  All direct expenses related to farming operations are capitalized as farm inventory and recognized as a direct cost of sale upon the sale of the crops.
	Water Revenues
	Current water revenues are from the lease of water own by HCIC to farmers in the HCIC service area and through re-leasing of our water from the Pueblo Board of Water lease.   Water revenues are recognized when the water is consumed.
	Member Assessments
	Once per year the HCIC board estimates HCIC’s expenses, less anticipated water revenues, and establishes an annual assessment per ownership share.  One-half of the member assessment is recorded in the first quarter of the calendar year and the other one-half of the member assessment is recorded in the third quarter of the calendar year.  Assessments paid by Two Rivers Water Company to HCIC are eliminated in consolidation of the financial statements.
	HCIC does not reserve against any unpaid assessments.  Assessments due, but unpaid, are secured by the member’s ownership of HCIC.  The value of this ownership is significantly greater than the annual assessments.

Recovered_Sheet7

Note 2 - Summary of Significant Accounting Policies: Stock Based Compensation (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Stock Based Compensation	Stock Based Compensation
	Beginning January 1, 2006, the Company adopted the provisions of ASC 718 and accounts for stock-based compensation in accordance with ASC 718.  Under the fair value recognition provisions of this standard, stock-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense on a straight-line basis over the requisite service period, which generally is the vesting period.  The Company elected the modified-prospective method, under which prior periods are not revised for comparative purposes.  The valuation provisions of ASC 718 apply to new grants and to grants that were outstanding as of the effective date and are subsequently modified.
	All options granted prior to the adoption of ASC 718 and outstanding during the periods presented were fully vested at the date of adoption.

Recovered_Sheet8

Note 2 - Summary of Significant Accounting Policies: Income Taxes (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Income Taxes	Income Taxes
	Provision for income taxes represents actual or estimated amounts payable on tax return filings each year. Deferred tax assets and liabilities are recorded for the estimated future tax effects of temporary differences between the tax basis of assets and liabilities and amounts reported in the accompanying balance sheets, and for operating loss and tax credit carry forwards.  The change in deferred tax assets and liabilities for the period measures the deferred tax provision or benefit for the period.  Effects of changes in enacted tax laws on deferred tax assets and liabilities are reflected as adjustment to the tax provision or benefit in the period of enactment.
	The Company uses a two-step process to evaluate a tax position.  The first step is to determine whether it is more-likely-than-not that a tax position will be sustained upon examination, including the resolution of any related appeals or litigation based on the technical merits of that position.  The second step is to measure a tax position that meets the more-likely-than-not threshold to determine the amount of benefit to be recognized in the financial statements.  A tax position is measured at the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement.
	Tax positions that previously failed to meet the more-likely-than-not recognition threshold should be recognized in the first subsequent period in which the threshold is met.  Previously recognized tax positions that no longer meet the more-likely-than-not criteria should be de-recognized in the first subsequent financial reporting period in which the threshold is no longer met.  The Company reports tax-related interest and penalties as a component of income tax expense.
	Based on all known facts and circumstances and current tax law, the Company believes that the total amount of unrecognized tax benefits as of December 31, 2014, is not material to its results of operations, financial condition, or cash flows.  The Company also believes that the total amount of unrecognized tax benefits as of December 31, 2014, if recognized, would not have a material effect on its effective tax rate.  The Company further believes that there are no tax positions for which it is reasonably possible, based on current tax law and policy that the unrecognized tax benefits will significantly increase or decrease over the next 12 months producing, individually or in the aggregate, a material effect on the Company’s results of operations, financial condition or cash flows.
	The amount of income taxes the Company pays is subject to ongoing examinations by federal and state tax authorities.  To date, there have been no reviews performed by federal or state tax authorities on any of the Company’s previously filed returns.  The Company’s 2011 and later tax returns are still subject to examination.

Recovered_Sheet9

Note 2 - Summary of Significant Accounting Policies: Net Income (loss) Per Share (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Net Income (loss) Per Share	Net Income (Loss) per Share
	Basic net income per share is computed by dividing net income (loss) attributed to Two Rivers available to common shareholders for the period by the weighted average number of common shares outstanding for the period.  Diluted net income (loss) per share is computed by dividing the net income for the period by the weighted average number of common and potential common shares outstanding during the period.
	The dilutive effect of the outstanding 2,455,948 RSUs, 2,014,867 options, and 17,802,908 warrants at December 31, 2014, has not been included in the determination of diluted earnings per share since, under ASC 260 they would anti-dilutive.

Recovered_Sheet10

Note 2 - Summary of Significant Accounting Policies: Recently Issued Accounting Pronouncements (Policies)	12 Months Ended
	Dec. 31, 2014
Policies
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements
	In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). The core principle of ASU 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: identify the contract(s) with a customer; identify the performance obligations in the contract; determine the transaction price; allocate the transaction price to the performance obligations in the contract; and recognize revenue when (or as) the entity satisfies a performance obligation. ASU 2014-09 supersedes the revenue recognition requirements in Accounting Standards Codification Topic No. 605, Revenue Recognition, most industry-specific guidance throughout the industry topics of the accounting standards codification, and some cost guidance related to construction-type and production-type contracts. ASU 2014-09 is effective for public entities for annual periods and interim periods within those annual periods beginning after December 15, 2016. Early adoption is not permitted. Companies may use either a full retrospective or a modified retrospective approach to adopt ASU 2014-09. We are currently evaluating the potential impact of adopting this guidance on our consolidated financial statements.
	In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern, or ASU 2014-15. ASU 2014-15 amends FASB ASC 205-40 Presentation of Financial Statements – Going Concern, by providing guidance on determining when and how reporting entities must disclose going-concern uncertainties in their financial statements, including requiring management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date of issuance of the entity’s financial statements and providing certain disclosures if there is substantial doubt about the entity’s ability to continue as a going concern. ASU 2014-15 will be effective after December 15, 2016, and early adoption is permitted.  We are still evaluating the impact of this ASU on our financial statement disclosures.
	Management does not believe that any other recently issued, but not effective, accounting standards if currently adopted would have a material effect on the accompanying consolidated financial statements.

Recovered_Sheet11

Note 2 - Summary of Significant Accounting Policies: Non-controlling Interest: Noncontrolling Interest (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Noncontrolling Interest
	Entity	Year ended December 31,
		2014	2013
	TR Capital	$20,740,000	$              -
	HCIC	1,369,000	1,363,000
	F-1	28,000	1,494,000
	F-2	222,000	3,933,000
	DFP	452,000	3,181,000
	Totals	$22,811,000	$9,971,000

Recovered_Sheet12

Note 2 - Summary of Significant Accounting Policies: Non-controlling Interest: Non-controlling Interest Share Gains (losses) (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Non-controlling Interest Share Gains (losses):
	Entity	Year ended December 31,
		2014	2013
	TR Capital (1)	-	-
	HCIC (2)	$6,000	$16,000
	F-1 (3)	-	-
	F-2 (3)	-	-
	DFP (3)	-	-
	Totals	$6,000	$16,000

Note_3_Investments_and_Longliv1

Note 3 - Investments and Long-lived Assets: Reconstruction Costs (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Reconstruction Costs
		Year ended December 31,
		2014	2013
	Beginning balance	$34,000	$34,000
	Additions	1,391,000	-
	Finished - Transferred	-344,000	-
	Ending Balance	$1,081,000	$34,000

Note_3_Investments_and_Longliv2

Note 3 - Investments and Long-lived Assets: Schedule of Purchase Price Allocation (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Schedule of Purchase Price Allocation
	Produce business	$1,037,000
	Equipment	836,000
	Prepaid interest	30,000
	Ending Balance	$1,903,000

Note_3_Investments_and_Longliv3

Note 3 - Investments and Long-lived Assets: Value of Business Segment (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Value of Business Segment
		Year ended December 31,
		2014	2013
	Customer list	$   580,000	$580,000
	Trade name	220,000	220,000
	Residual goodwill	237,000	237,000
		1,037,000	1,037,000
	Less accumulated amortization	80,000	40,000
	Ending Balance	$  957,000	$997,000

Note_4_Notes_Payable_Schedule_

Note 4 - Notes Payable: Schedule of Long-term Debt Instruments (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Schedule of Long-term Debt Instruments
			31-Dec-14					31-Dec-13
	Note		Principal Balance		Accrued Interest		Principal Balance			Interest rate		Security
	HCIC seller carry back	$7,572,000		$        -		$7,896,000			6%		Shares in the Mutual Ditch Company
	Orlando seller carry back	188,000		40,000		188,000			7%		188 acres of land
	Series A convertible debt	-		-		110,000			6%		F-1 assets
	Series B convertible debt	25,000		4,000		405,000			6%		F-2 assets
	CWCB	1,104,000		16,000		1,151,000			2.50%		Certain Orlando and Farmland assets
	FirstOak Bank - Dionisio Farm	800,000		7,000		826,000			-1		Dionisio farmland and 146.4 shares of Bessemer Irrigating Ditch Company Stock, well permits
	FirstOak Bank - Dionisio Farm	167,000		1,000		-			-2		Dionisio farmland and 9 shares of Bessemer Irrigating Ditch Company Stock, well permits, water leases
	Seller Carry Back - Dionisio	590,000		9,000		590,000			6.00%		Unsecured
	FirstOak Bank - Mater	165,000		-		166,000			-1		Secured by Mater assets purchased
	Seller Carry Back - Mater	25,000		-		25,000			6.00%		Land from Mater purchase
	McFinney Agri-Finance	638,000		-		645,000			6.80%		2,579 acres of pasture land in Ellicott Colorado
	Ellicott second mortgage	-		-		400,000			12.00%		Second lien on above Ellicott land
	ASF Notes	-		-		2,036,000			8.00%		ASF assets
	Bridge Notes	1,870,000		-		1,300,000			12.00%		Unsecured
	Kirby Group	110,000		-		45,000			6.00%		Unsecured
	Equipment loans	466,000		12,000		485,000			5 - 8%		Specific equipment
	Total	13,720,000		$89,000		16,268,000
	Less: HCIC discount	(350,000)				(548,000)
	Less: Current portion	(3,284,000)				(2,759,000)
	Long term portion	$10,086,000				$12,961,000
	Notes:
	(1) Prime rate + 1%, but not less than 6%
	(2) Prime rate + 1.5%, but not less than 6%

Note_4_Notes_Payable_Schedule_1

Note 4 - Notes Payable: Schedule of Short-term Debt (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Schedule of Short-term Debt
	Current portion long term debt:
	HCIC seller carry back	$814,000
	Orlando seller carry back	188,000
	Series B convertible	25,000
	CWCB	48,000
	FirstOak Bank - Dionisio Farm	28,000
	FirstOak Bank - Dionisio Farm	5,000
	FirstOak - Mater	5,000
	Seller Carry Back - Mater	25,000
	McFinney Agri-Finance	8,000
	Bridge Loan	1,870,000
	Kirby Group	110,000
	Equipment loans	158,000
	Total	$3,284,000

Note_4_Notes_Payable_Schedule_2

Note 4 - Notes Payable: Schedule of Principal Payment Due (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Schedule of Principal Payment Due
	Year Ending December 31,
	2015
	2016
	2017
	2018
	2019
	2020 & Beyond
	Total
	$3,284,000
	6,998,000
	1,091,000
	1,436,000
	78,000
	833,000
	$13,720,000

Note_5_Information_On_Business1

Note 5 - Information On Business Segments: Schedule of Other Operating Results of Business Segments (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Schedule of Other Operating Results of Business Segments
			For the year ended December 31, 2014				For the year ended December 31, 2013
			Parent	Farms	Water	Total	Parent	Farms	Water	Total
	Revenue
		Assessments	$ -	$ -	$ 15	$  16	$ -	$ -	$32	$32
		Farm revenue	-	2,405	-	2,405	-	2,002	-	2,002
		Water revenue	-	-	-	-	-	-	40	40
		Other & misc.	-	15	-	15	-	14	3	17
		Total Revenue	-	2,421	15	2,436	-	2,016	75	2,091
		Less: direct cost of revenue	-	2,994	-	2,994	-	2,041	41	2,082
	Gross Profit (Loss)		-	(574)	15	(558)	-	(25)	34	9
	Operating Expenses
		General & administrative	2,364	-	-	2,364	(2,108)	(27)	(443)	(2,578)
		Depreciation	89	250	170	509	(15)	(349)	(170)	(534)
	Income (Loss) from operations		(2,453)	(824)	(154)	(3,431)	(2,123)	(401)	(579)	(3,103)
	Other Income (Expenses)
		Interest expense	(503)	(108)	(439)	(1,050)	(57)	(170)	(711)	(938)
		Loss on debt extinguishment	-	-	(108)	(108)	-	-	(873)	(873)
		Warrant and options expense	(81)	-	-	(81)	(96)	-	-	(96)
		Other & misc.	(2)	-	-	(2)	148	(22)	(150)	(24)
	Total Other Income (Expense)		(586)	(108)	(547)	(1,241)	(5)	(192)	(1,734)	(1,931)
	Net (Loss) Income from operations before income taxes		(3,056)	(932)	(684)	(4,672)	(2,128)	(593)	(2,313)	(5,034)
	Income Taxes (Expense)/Credit		-	-	-	-	-	-	-	-
	Net (Loss) before Non-Controlling Interest		(3,056)	(932)	(684)	(4,672)	(2,128)	(593)	(2,313)	(5,034)
	Non-controlling interest		-	-	6	6	-	-	(16)	(16)
	Net (Loss)		(3,056)	(932)	(678)	(4,666)	(2,128)	(593)	(2,329)	(5,050)
		Preferred shareholder distributions	(1,643)	-	-	(1,643)	-	-	-	-
	Net (Loss) attributed to Two Rivers Water & Farming Company Common Shareholders		$(4,699)	$(932)	$(678)	$(6,309)	$(2,128)	$(593)	$(2,329)	$(5,050)
	Segment assets		$3,102	$8,616	$31,312	$43,030	$1,567	$12,804	$27,331	$41,702

Stockholders_Equity_Note_Discl1

Stockholders' Equity Note Disclosure: Stock Options Issued and Outstanding (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Stock Options Issued and Outstanding
	Company Relationship	Options	Date of Grant	Vesting Date	Performance Requirement	Expiration Date	Exercise Price	Exercised to Date
	Former Director	1,023,200	6-Jul	6-Jul	Satisfied	16-Jul	$1.25	-
	Consultants	966,667	Various	Various	Satisfied	Various	$1.25	-
	Total	1,989,867

Stockholders_Equity_Note_Discl2

Stockholders' Equity Note Disclosure: 2005 Options Plan (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
2005 Options Plan
		Shares	Weighted Average Exercise Price
	Outstanding January 1, 2013	1,643,200	$1.25
	Granted	366,667	1.25
	Cancelled	-20,000	3
	Expired	-	-
	Exercised	-	-
	Outstanding December 31, 2013	1,989,867	1.25
	Granted	-	-
	Cancelled	-	-
	Expired	-	-
	Exercised	-	-
	Outstanding December 31, 2014	1,989,867	$1.25
	Options Exercisable, December 31, 2014	1,989,867	$1.25

Stockholders_Equity_Note_Discl3

Stockholders' Equity Note Disclosure: Options Valuation (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Options Valuation
		2014	2013
	Expected stock price volatility	66%	72%
	Risk-free interest rate	1.31%	1.41%
	Expected option life (years)	3.63 – 4.58	2.8
	Expected annual dividend yield	0%	0%

Stockholders_Equity_Note_Discl4

Stockholders' Equity Note Disclosure: Long-Term Stock Incentives Plan (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Long-Term Stock Incentives Plan
		Shares
	Outstanding January 1, 2013	6,329,282
	Granted	410,000
	Cancelled	(3,016,667)
	Expired	-
	Exercised	(600,000)
	Outstanding December 31, 2013	3,122,615
	Granted	559,834
	Cancelled	-
	Expired	-
	Exercised	(1,226,501)
	Outstanding December 31, 2014	2,455,948
	Exercisable, December 31, 2014	2,455,948

Stockholders_Equity_Note_Discl5

Stockholders' Equity Note Disclosure: Restricted Stock Units Issued (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Restricted Stock Units Issued
	Grantee	Company Relationship	RSUs issued	Date of Grant	Vesting Date	Performance Requirement	Exercised to Date
	John R. McKowen	Chairman/CEO	2,480,948	10-Oct	-1	-2	500,000
	Wayne Harding	CFO	700,000	10-Oct	-1	-2	700,000
	Jolee Henry	Prior Director	400,000	10-Oct	11-Jan	n/a	-
	Employee		50,000	10-Oct	-1	n/a	-
			3,630,948				1,200,000
	Notes:
	(1) Vests 1/3 at the end of each 12 months from Date of Grant
	(2) Subject to employer deferral and employment agreement, if applicable and to satisfactory employee performance during the vesting period

Stockholders_Equity_Note_Discl6

Stockholders' Equity Note Disclosure: Warrants Outstanding (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Warrants Outstanding
	Grantee	Company Relationship	Shares	Date of Grant	Vesting Date	Expiration Date	Exercise Price
	Boenning Scattergood	Financial Advisor	250,000	11-May	11-May	16-May	$2.00
	Investor Group	Investors	300,000	12-Feb	12-Mar	-1	$1.00
	Wedbush Securities	Financial Advisor	200,000	12-Jun	12-Jun	17-Jun	$1.20
	Dionisio Farms & Produce, Inc.	Investors in subsidiary	360,500	12-Dec	12-Dec	17-Dec	$3.00
	Two Rivers Farms F-1	Prior creditor in F-1	12,500	12-Dec	12-Dec	17-Dec	$3.00
	Two Rivers Farms F-2	Investors in subsidiary	233,500	12-Dec	12-Dec	17-Dec	$3.00
	HCIC Note Holders	Creditors	1,367,000	13-Jun	13-Jun	18-Jun	$3.00
	TR Capital Partners, LLC	Investors	15,079,408	2014	2014	19-Jan	$2.10
			17,802,908

Note_7_Income_Taxes_Schedule_o

Note 7 - Income Taxes: Schedule of Effective Income Tax Rate (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Schedule of Effective Income Tax Rate
	Effective tax rate
	Federal statutory rate	34.00%
	Effect of:
	State taxes, net of federal benefit	3.06%
	Permanent items	-11.10%
	Return to Provision Adjustment	-6.05%
	Valuation allowance	-19.91%
	Effective income tax rate	0.00%

Note_7_Income_Taxes_Schedule_o1

Note 7 - Income Taxes: Schedule of Taxable Income (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Schedule of Taxable Income
		2014	2013
	Book loss	$(6,309)	$(5,050)
	Tax adjustments:
	Stock based Comp	247	(174)
	Stock comp exercised	(167)	(83)
	Capital Expenses	1,872	-
	Entertainment	16	15
	Warrant Expense	-	96
	Political Contributions	2	-
	Donations	-	4
	Depreciation	(239)	274
	Amortization	(98)	(43)
	Estimate of taxable income	$(4,676)	$(4,961)

Note_7_Income_Taxes_Income_Tax

Note 7 - Income Taxes: Income Tax Provision (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Income Tax Provision
		2014	2013
	Current expense (benefit)
	Federal	$       -	$       -
	State	-	-
	Total current	-	-
	Deferred expense (benefit)
	Federal	(1,153)	(6,111)
	State	(104)	(550)
	Total deferred	(1,256)	(6,661)
	Less: Valuation allowance	1,256	6,661
	Total	$        -	$      -

Note_7_Income_Taxes_Schedule_o2

Note 7 - Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Schedule of Deferred Tax Assets and Liabilities
	Cumulative Calculations:	2014	2013
	Current deferred tax asset:
	Net operating loss carryforwards	$(12,674)	$(11,269)
	Capital loss	(27)	(27)
	Bargain purchase	644	643
	Restricted Stock Units  & stock option expense	(2,074)	(2,075)
	Fixed Assets and Intangibles	174	35
	Charitable Contributions	(5)	(5)
	Bad Debt	-	(8)
	Total cumulative deferred tax assets	(13,962)	(12,706)
	Valuation allowance	13,962	12,706
	Effective income tax asset	$        -	$          -

Note_7_Income_Taxes_Taxes_Carr

Note 7 - Income Taxes: Taxes Carryforwards (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Taxes Carryforwards
		Federal	Colorado
	12/31/13	$29,522	$24,590
	12/31/14	$4,677	$4,548
	Balance	$34,199	$29,138

Note_8_Commitments_and_Conting1

Note 8 - Commitments and Contingencies: Lease Payments Due (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Lease Payments Due
	Period	Amount Due
	2015	$38,000
	2016	$45,700
	2017	$46,600
	2018	$47,500

Note_8_Commitments_and_Conting2

Note 8 - Commitments and Contingencies: Farmland Lease (Tables)	12 Months Ended
	Dec. 31, 2014
Tables/Schedules
Farmland Lease
	Expiration	County	Acres	Amount per year
	2018	Pueblo	301	$187,000
	2032	Pueblo	95	$14,000

Recovered_Sheet13

Note 2 - Summary of Significant Accounting Policies: Non-controlling Interest: Noncontrolling Interest (Details) (USD $)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
Details
TR Capital		$20,740,000
HCIC	1,363,000	1,369,000
F-1	1,494,000	28,000
F-2	3,933,000	222,000
DFP	3,181,000	452,000
Noncontrolling Interest, Increase from Business Combination	$9,971,000	$22,811,000

Recovered_Sheet14

Note 2 - Summary of Significant Accounting Policies: Non-controlling Interest: Non-controlling Interest Share Gains (losses) (Details) (USD $)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
Details
HCIC (2)	$16,000	$6,000

Note_3_Investments_and_Longliv4

Note 3 - Investments and Long-lived Assets: Reconstruction Costs (Details) (USD $)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
Details
Begining Balance	$34,000	$34,000
Additions	1,391,000
Finished Transferred	-344,000
Ending Balance Construction	$1,081,000	$34,000

Note_3_Investments_and_Longliv5

Note 3 - Investments and Long-lived Assets: Schedule of Purchase Price Allocation (Details) (USD $)	Nov. 02, 2012
Details
Produce Business	$1,037,000
Equipment Purchase Price Allocation	836,000
Prepaid Interest	30,000
Pruchase Price Allocation Ending Balance	$1,903,000

Note_3_Investments_and_Longliv6

Note 3 - Investments and Long-lived Assets: Value of Business Segment (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Details
Finite-Lived Customer Lists, Gross	$580,000	$580,000
Acquired Finite-lived Intangible Asset, Amount	220,000	220,000
Business Acquisition, Purchase Price Allocation, Goodwill Amount	237,000	237,000
Business Acquisition, Purchase Price Allocation, Amortizable Intangible Assets	80,000	40,000
Finite-lived Intangible Assets, Fair Value Disclosure	$957,000	$997,000

Note_4_Notes_Payable_Schedule_3

Note 4 - Notes Payable: Schedule of Short-term Debt (Details) (USD $)	Dec. 31, 2014
Details
HCIC seller carry back	$814,000
Orlando seller carry back	188,000
Series B convertible	25,000
CWCB	48,000
FirstOak Bank - Dionisio Farm	28,000
FirstOak Bank - Dionisio Farm 2	5,000
FirstOak - Mater	5,000
Seller Carry Back - Mater	25,000
McFinney Agri-Finance	8,000
Bridge Loan 2	1,870,000
Kirby Group	110,000
Equipment loans	158,000
Loans payable current total	$3,284,000

Note_4_Notes_Payable_Schedule_4

Note 4 - Notes Payable: Schedule of Principal Payment Due (Details) (USD $)	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Details
Certain Loans Acquired in Transfer Accounted for as Debt Securities, Acquired During Period, Contractually Required Payments Receivable at Acquisition	$833,000	$78,000	$1,436,000	$1,091,000	$6,998,000	$3,284,000

Stockholders_Equity_Note_Discl7

Stockholders' Equity Note Disclosure: Stock Options Issued and Outstanding (Details) (USD $)	Dec. 31, 2014
Details
Former Director Shares	1,023,200
Former Director Exercise Price	$1.25
Consultants Shares	966,667
Consultants Exercise Price	$1.25

Stockholders_Equity_Note_Discl8

Stockholders' Equity Note Disclosure: 2005 Options Plan (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Details
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized	1,989,867	1,989,867	1,643,200
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price	$1.25	$1.25	$1.25
Re-Issued Shares			366,667
ReIssued Weighted Average Exercise Price			$1.25
Optionscancelledshares			-20,000
Cancelled Weighted Average Exercise Price			$3
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Number	1,989,867
Exercise Price Dec 31, 2014	$1.25

Stockholders_Equity_Note_Discl9

Stockholders' Equity Note Disclosure: Options Valuation (Details)	Dec. 31, 2014	Dec. 31, 2013
Details
Expected stock price volatility	66.00%	72.00%
Risk-free interest rate	1.31%	1.41%

Recovered_Sheet15

Stockholders' Equity Note Disclosure: Restricted Stock Units Issued (Details)	Dec. 31, 2014
Details
John McKowen RSUs Issued	2,480,948
Wayne Harding RSUs Issued	700,000
Jolee Henry RSUs Issued	400,000
Employee RSUs Issued	50,000

Note_7_Income_Taxes_Schedule_o3

Note 7 - Income Taxes: Schedule of Taxable Income (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Details
Book loss	($6,309)	($5,050)
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value	247	-174
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value	-167	-83
Capital Expenses	1,872
Entertainment	16	15
Warrant Expense		96
Political Contributions	2
Other Deferred Credits, Current		4
Depreciation	-239	274
Amortization 1	-98	-43
Estimate of taxable income	($4,676)	($4,961)

Note_7_Income_Taxes_Income_Tax1

Note 7 - Income Taxes: Income Tax Provision (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Details
Federal Deferred Tax	($1,153)	($6,111)
State Deferred Tax	-104	-550
Total Deferred Tax	-1,256	-6,661
Deferred Tax Assets, Valuation Allowance	$1,256	$6,661

Note_7_Income_Taxes_Schedule_o4

Note 7 - Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Details
Deferred Tax Assets, Operating Loss Carryforwards	($12,674)	($11,269)
Deferred Tax Assets, Capital Loss Carryforwards	-27	-27
Bargain purchase	644	643
Stock option expense	-2,074	-2,075
Fixed Assets and Intangibles	174	35
Deferred Tax Assets, Charitable Contribution Carryforwards	-5	-5
Deferred Tax Liability Not Recognized, Amount of Unrecognized Deferred Tax Liability, Bad Debt Reserve for Tax Purposes of Qualified Lender		-8
Deferred Tax Assets, Net of Valuation Allowance, Current	-13,962	-12,706
Valuation Allowance, Amount	$13,962	$12,706

Note_8_Commitments_and_Conting3

Note 8 - Commitments and Contingencies: Lease Payments Due (Details) (USD $)	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Details
Lease Payments Due	$47,500	$46,600	$45,700	$38,000