TWO RIVERS WATER & FARMING (TURV) 10-Q 11 Aug 14 2014 Q2 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	6 Months Ended
	Jun. 30, 2014	Aug. 11, 2014
Document and Entity Information:	'	'
Entity Registrant Name	'TWO RIVERS WATER & FARMING Co	'
Document Type	'10-Q	'
Document Period End Date	30-Jun-14	'
Amendment Flag	'false	'
Entity Central Index Key	'0001302946	'
Current Fiscal Year End Date	'--12-31	'
Entity Filer Category	'Smaller Reporting Company	'
Entity Current Reporting Status	'Yes	'
Entity Voluntary Filers	'No	'
Entity Well-known Seasoned Issuer	'No	'
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q2	'
Entity Common Stock, Shares Outstanding	'	26,343,490

Statement_of_Financial_Positio

Statement of Financial Position (USD $)	Jun. 30, 2014	Dec. 30, 2013
In Thousands, unless otherwise specified
Statement of Financial Position [Abstract]	'	'
Cash and Cash Equivalents	$1,868	$2,069
Advances and accounts receivable, net	3	54
Subscription receivable	1,300	0
Farm Product	908	29
Deposits and other current assets	110	108
Assets, Current	4,189	2,260
Property, equipment and software, net	2,042	1,892
Land	5,278	4,978
Water rights and infrastructure	31,411	31,507
Intangible assets, net	977	997
Other long term assets	76	68
Total Long Term Assets	39,784	39,442
TOTAL ASSETS	43,973	41,702
Accounts Payable	208	47
Accrued liabilities and unearned revenue	367	317
Preferred shares and membership dividends payable	178	0
Current portion of notes payable	1,133	2,759
Liabilities, Current	1,886	3,123
Notes Payable - long term, net of current portion	11,258	12,961
Liabilities	13,145	16,084
Commitments and Contingencies (Note 4)	'	'
Convertible preferred shares, $0.001 par value, 4,000,000 shares authorized, 200,000 shares outstanding at June 30, 2014 and 3,794,000 shares outstanding at December 31, 2013 (liquidation value of $200,000 and $3,794,000, respectively), net	152	2,851
Common stock, $0.001 par value, 100,000,000 shares authorized, 25,935,383 and 24,879,549 shares issued and outstanding at June 30, 2014 and December 31, 2013, respectively	26	25
Additional Paid in Capital, Common Stock	68,876	60,220
Accumulated (deficit)	-59,068	-47,449
Total Two Rivers Water Company Shareholders' Equity	9,986	15,647
Noncontrolling interest in subsidiaries	20,843	9,971
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	30,829	25,618
Liabilities and Equity	$43,973	$41,702

Statement_of_Financial_Positio1

Statement of Financial Position - Parenthetical (USD $)	Jun. 30, 2014	Dec. 30, 2013
In Thousands, except Share data, unless otherwise specified
Statement of Financial Position [Abstract]	'	'
Preferred Stock, Par Value	$0.00	$0.00
Preferred Stock, Shares Authorized	4,000,000	4,000,000
Preferred Stock, Shares Outstanding	200,000	3,794,000
Preferred Stock, Liquidation value	$200,000	$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	25,935,383	24,879,549
Common Stock, Shares Outstanding	25,935,383	24,879,549

Statement_of_Income

Statement of Income (USD $)	3 Months Ended		6 Months Ended
In Thousands, except Share data, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Revenue	'	'	'	'
Farm revenue	$0	$48	$0	$48
Water revenue	0	0	0	0
Member assessments & other income	10	11	15	11
Total Revenue	10	59	15	59
Direct cost of revenue	0	-41	0	-41
Gross Margin (Loss)	10	18	15	18
Operating Expenses	'	'	'	'
General and Administrative Expense	1,005	1,490	1,843	3,346
Depreciation	124	110	249	239
Total operating expenses	1,129	1,600	2,092	3,585
(Loss) from operations	-1,119	-1,582	-2,077	-3,567
Other income (expense):	'	'	'	'
Interest Expense	-307	-198	-642	-371
Warrant expense	0	0	0	-28
Loss on debt extinguishment	0	-873	0	-873
Other income (expense)	-71	0	-60	5
Total other income (expense)	-379	-1,071	-703	-1,267
Net (Loss) from Continuing Operations before Taxes	-1,498	-2,653	-2,780	-4,834
Income tax (provision) benefit	0	0	0	0
Net (Loss) before preferred dividends and non-controlling interest	-1,498	-2,653	-2,780	-4,834
Preferred Dividends	-177	0	-647	0
Net loss (income) attributable to the noncontrolling interest	-5	7	-5	8
Net (Loss) attributable to Common Shareholders	($1,680)	($2,646)	($3,432)	($4,826)
(Loss) Per Common Stock Share - Basic and Dilutive:	($0.06)	($0.11)	($0.11)	($0.19)
Weighted Average Shares Outstanding: Basic and Dilutive	25,407	24,791	25,144	24,509

Statement_of_Cash_Flows

Statement of Cash Flows (USD $)	6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013
Cash Flows from Operating Activities	'	'
Net Loss	($3,432)	($4,826)
Adjustments to reconcile net income or (loss) to cash (used in) operating activities	'	'
Depreciation and amortization	253	239
Accretion of debt discount	95	20
Assumption of assessments due to purchase of shares of Huerfano-Cucharas Irrigation Company	0	80
Stock based compensation and warrant expense	296	1,396
Stock and options for services	210	822
(Gain) Loss on sale of investments and assets held	72	967
Impairment of asset	34	0
Net change in operating assets and liabilities:	'	'
Decreae (increase) in advances & accounts receivable	50	88
Increase in farm products	-879	-364
(Increase) decrease in deposits, prepaid expenses and other assets	-2	-49
Increase (decrease) in accounts payable	161	-188
Increase (decrease) in accrued liabilities and other	204	-214
Net Cash (Used in) Operating Activities	-2,938	-2,029
Cash Flows From Investing Activities	'	'
Purchase of property, equipment and software	-206	-34
Purchase of land, watershares, infrastructure	-300	-1,335
Other	-8	0
Net Cash (Used in) Investing Activities	-513	-1,369
Cash Flows from Financing Activities:	'	'
Proceeds from sale of preferred units of TR Capital Partners, LLC	3,400	0
Proceeds from issuance of long-term debt	275	2,000
Proceeds from sale of convertible preferred shares of Dionisio Farms & Produce, Inc.	0	1,600
Payment of offering costs	0	-223
Payments on notes payable	-425	-253
Net Cash Provided by Financing Activities	3,250	3,124
Net Increase in Cash & Cash Equivalents	-201	-274
Beginning Cash & Cash Equivalents	2,069	1,340
Ending Cash & Cash Equivalents	1,868	1,066
Supplemental Disclosure of Cash Flow Information	'	'
Cash paid for interest	314	254
Stock & warrants for debt issuance costs	$0	$580

Note_1_Organization_and_Busine

Note 1 - Organization and Business	6 Months Ended
	Jun. 30, 2014
Disclosure Text Block [Abstract]	'
Note 1 - Organization and Business	'
	Corporate Information
	Two Rivers Water & Farming Company (the “Company”) is a Colorado corporation with principal executive offices at 2000 South Colorado Boulevard, Tower 1, Suite 3100, Denver, Colorado, and its telephone number at that address is (303) 222-1000.
	Organizational Restructuring
	On January 29, 2014, the board of directors approved a plan to reorganize the Company’s subsidiaries in a more integrated manner based on functional operations.  The Company formed a new company, TR Capital Partners, LLC (“TR Capital”), which issued all of its Common Units to the Company.  TR Capital then initiated the transactions described below.  Following the completion of those transactions in the third quarter of 2014, the Company expects that TR Capital and its other direct and indirect subsidiaries (excluding HCIC Holdings, LLC, or “HCIC,” and Huerfano-Cucharas Irrigation Company) (the “Transferring Subsidiaries”) will enter into a series of related transactions as the result of which assets and operations of the Transferring Subsidiaries will be transferred to TR Capital.  As a result of those transactions, TR Capital would operate all of the operations formerly conducted by the Transferring Subsidiaries.  The following chart shows the expected corporate organization following completion of the anticipated transactions among the Transferring Subsidiaries, as well as the principal operating areas to be managed by TR Capital:
	The placement of Preferred Units is being effectuated by either (1) the holders of certain debt or equity securities of the Transferring Subsidiaries exchanging their ownership interest or debt holdings for Preferred Units or (2) the direct investment into TR Capital through the cash purchase of Preferred Units.  These debt or equity securities or the cash consideration to purchase Preferred Units are collectively referred to as “Qualified Assets.”
	The Qualified Assets are being exchanged into Preferred Units at a rate of $0.70 or $1.00.  If new capital (cash) is invested in Preferred Units, for each new $1.00 of new capital, another $1.2988 of Qualified Assets can be converted into Preferred Units at a rate of $0.70.  Additionally, the new capital (cash) purchases Preferred Units at a rate of $0.70.  All other Qualified Assets are being exchanged into Preferred Units at a rate of $1.00.
	The Preferred Units provide the member with the following:
	●	The ability, upon exchange, to receive one share of the Company’s common stock and a warrant to purchase one-half of one share of the Company’s common stock for each Preferred Unit owned.  The warrants will expire on January 31, 2019 and have a strike price of $2.10.
	●	A quarterly dividend equal to 2% (8% annually) of based on the consideration exchanged or paid for the Preferred Units.
	●	An annual distribution based on the Adjusted Gross Profit (as defined) of the Company.
	As of June 30, 2014, $21,232,000 of cash and Qualified Assets was converted into 26,461,000 Preferred Units.

Note_2_Summary_of_Significant_

Note 2 - Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2014
Disclosure Text Block [Abstract]	'
Note 2 - Summary of Significant Accounting Policies	'
	Basis of Presentation
	The accompanying unaudited consolidated financial statements do not include all of the disclosures required by accounting principles generally accepted in the U.S. (“GAAP”), pursuant to the rules and regulations of the SEC. The unaudited consolidated financial statements reflect all adjustments, which, in the opinion of management, are necessary to present fairly the consolidated financial position of the Company as of June 30, 2014, and the consolidated results of operations and comprehensive income and cash flows of the Company for the three and six months ended June 30, 2014 and 2013.  Due to the seasonality of the agriculture business and other factors, operating results for the three and six months ended June 30, 2014 and due to the seasonality of the agriculture business are not necessarily indicative of the results that may be expected for the year ending December 31, 2014.
	These accompanying unaudited consolidated financial statements and related notes are condensed should be read in conjunction with the Company’s audited consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013.  Interim disclosures do not necessarily repeat disclosures in the Annual Report.
	Principles of Consolidation
	The accompanying consolidated financial statements include the accounts of Two Rivers and its subsidiaries, including TR Capital Partners and HCIC.  All significant inter-company balances and transactions have been eliminated in consolidation.
	Non-controlling Interest
	Non-controlling interest is recorded for equity interests in the Company’s subsidiaries, including shares of HCIC, preferred shares of certain subsidiaries and Preferred Units of TR Capital, held by minority third-party investors. Below is the detail of non-controlling interest shown on the balance sheet:
	Entity	30-Jun-14			31-Dec-13
	TR Capital	$	17,167,000		$	-
	HCIC		1,368,000			1,363,000
	Two Rivers Farms F-1, Inc. 1		104,000			1,494,000
	Two Rivers Farms F-2, Inc.1		1,453,000			3,933,000
	Dionisio Farms & Produce, Inc. (“DFP”)1		751,000			3,181,000
	Totals	$	20,843,000		$	9,971,000
	1 It is expected that these entities will be owned by TR Capital after the organizational restructuring detailed in Note 1 is completed.
	Based on Accounting Standards Codification (“ASC”) 815-40-25, the Company classified the TR Capital Preferred Units as permanent equity.  Further, pursuant to the ASC 810-10, the Company determined that the TR Capital Preferred Units should be classified as a non-controlling interest in a subsidiary and shown separately within the Equity section of the Company’s Consolidated Balance Sheet.
	Pursuant to ASC 470-20, the Company valued the Preferred Units by assessing the fair market value of the preferred units and the warrants and allocating those values to the face value of the Preferred Units.
	The Preferred Units were valued based on the number of shares of the Company’s common stock into which the Preferred Units can be exchanged and price of the Company’s common stock on the date the Preferred Units were issued.  Pursuant to a purchase agreement entered into as of January 31, 2014, the Qualified Assets were exchanged from Preferred Units on various dates between February 1, 2014 and June 30, 2014.  The common stock price during that period ranged from $0.85 to $1.33 per share.  In total, the 26,461,000 Preferred Units have a fair market value of $29,707,000 based on those common stock prices.
	The fair market value of the warrants underlying the Preferred Units was determined using the Black Scholes model.  Assumptions underlying the Black Scholes model were as follows:
	Conversion date	2/1/14 - 2/4/14
	Stock price	$	0.85 - $1.33
	Exercise price	$	2.1
	Term (in years)		5
	Volatility		73.01 - 74.34	%
	Annual rate of Quarterly Dividends		0	%
	Discount rate - Bond Equivalent Yield		1.46% - 1.71	%
	In total, the warrants underlying the Preferred Units have a fair market value of $1,659,000 based on these assumptions.
	Reclassification
	Certain amounts previously reported have been reclassified to conform to current presentation.  Certain labels of accounts/classifications have been changed.
	Use of Estimates
	The preparation of financial statements in conformity with GAAP 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, the 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.
	Farm Product
	Farm product represents expenses directly attributed to the planting and cultivation of crop.  Upon harvesting, the farm product is reduced in proportion of the revenue generated.  The reduction of the farm product is recognized as direct cost of revenue.
	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:
	Asset Type		Life in Years		30-Jun-14			31-Dec-13
	Office equipment, furniture, computers		5 – 7		$	11,000		$	11,000
	Computers		3			42,000			40,000
	Vehicles		5			45,000			45,000
	Farm equipment		10-Jul			1,584,000			1,411,000
	Irrigation system		10			989,000			989,000
	Buildings		27.5			139,000			35,000
	Website		3			7,000			7,000
	Subtotal					2,817,000			2,538,000
	Less: Accumulated depreciation					(775,000	)		(646,000	)
	Net book value				$	2,042,000		$	1,892,000
	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
	The Company recognizes the estimated fair value of water rights acquired by the Company’s purchase of equity interests in HCIC and Orlando Reservoir No. 2 Company, LLC (“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.
	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 owned by HCIC to farmers in the HCIC service area and through re-leasing of 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 the 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.
In December 2007, the SEC issued Staff Accounting Bulletin (“SAB”) 110 which was issued to express the understanding that the use of a “simplified” method, as discussed in SAB 107 in developing an estimate of expected term of “plain vanilla” share options in accordance with ASC 718 would be acceptable beyond December 31, 2007.  The Company adopted SAB 110 beginning January 2008.
Net Income (Loss) per Share
Basic net income per share is computed by dividing net income (loss) attributed to the Company 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 2,455,918 RSUs, 2,014,867 options and 9,890,209 warrants at June 30, 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 July 2013, the Financial Accounting Standards Board issued Accounting Standards Update No. 2013-11, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists” (“ASU No. 2013-11”). ASU No. 2013-11 requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, with limited exceptions. ASU No. 2013-11 is effective for interim and annual periods beginning after December 15, 2013 and may be applied retrospectively. The adoption of the provisions of ASU No. 2013-11 is not expected to have a material impact on the Company’s financial position or results of operations.
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.

3_INVESTMENTS_AND_LONGLIVED_AS

3. INVESTMENTS AND LONG-LIVED ASSETS	6 Months Ended
	Jun. 30, 2014
Notes to Financial Statements	'
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.  It has obtained water rights through the purchase of shares in a mutual ditch company, which it accomplished through its purchase of shares in HCIC, or through the purchase of an entity holding water rights, which it effected through its purchase of a membership interest of 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 the 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.
	Dam and Water Infrastructure Construction in Progress
	The Company has commenced engineering for the reconstruction of the dam owned by the HCIC.  In addition the Company is in the process of rehabilitating various outlet gates, pipes and water gates.  These costs are capitalized, and not amortized or depreciated until the dam reconstruction is completed in accordance with ASC 360 and 835.
	Reconstruction costs are as follows:
		Six Months ended			Year ended
		30-Jun-14			31-Dec-13
	Beginning balance	$	34,000		$	34,000
	Additions		-			-
	Written off		34,000			-
	Ending Balance	$	-		$	34,000
	Intangible Assets
	In November, 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:
		30-Jun-14			31-Dec-13
	Customer list	$	580,000		$	580,000
	Tradename		220,000			220,000
	Residual goodwill		237,000			237,000
	Purchase price		1,037,000			1,037,000
	Less:  Accumulated amortization		(60,000	)		(40,000	)
	Intangible assets, net	$	977,000		$	997,000
	The cost of the customer list and the tradename are being amortized on a straight-line basis over 20 years.  The total amortization is $40,000 per year. The residual goodwill will be tested in December in each year for impairments, if any.

Note_4_Notes_Payable

Note 4 - Notes Payable	6 Months Ended
	Jun. 30, 2014
Disclosure Text Block [Abstract]	'
Note 4 - Notes Payable	'
	Below is a summary of the Company’s consolidated long term debt:
		30-Jun-14					31-Dec-13
	Note	Principal Balance			Accrued Interest		Principal
							Balance
	HCIC seller carry back	$	7,670,000		$	-	$	7,896,000
	Orlando seller carry back		188,000			36,000		188,000
	Series A convertible debt		-			-		110,000
	Series B convertible debt		225,000			20,000		405,000
	CWCB		1,104,000			10,000		1,151,000
	FirstOak Bank - Dionisio Farm		826,000			24,000		826,000
	FirstOak Bank - Dionisio Farm		176,000			1,000		-
	Seller Carry Back - Dionisio		590,000			18,000		590,000
	FirstOak Bank - Mater		166,000			6,000		166,000
	Seller Carry Back - Mater		25,000			-		25,000
	McFinney Agri-Finance		642,000			-		645,000
	Ellicott second mortgage		-			-		400,000
	ASF Notes		528,000			3,000		2,036,000
	Bridge Notes		-			-		1,300,000
	Kirby Group		167,000			-		45,000
	Equipment loans		537,000			13,000		485,000
	Total		12,844,000		$	131,000		16,268,000
	Less: HCIC discount		(453,000	)				(548,000	)
	Less: Current portion		(1,133,000	)				(2,759,000	)
	Long term portion	$	11,258,000				$	12,961,000

Note_5_Information_On_Business

Note 5 - Information On Business Segments	6 Months Ended
	Jun. 30, 2014
Disclosure Text Block [Abstract]	'
Note 5 - Information On Business Segments	'
	The Company organizes its business segments based on the nature of the products and services offered.  It focuses on the Water and Farming Business with Two Rivers Water & Farming Company as the parent company.  Therefore, it reports segments by these lines of businesses:  Farms and Water.  The Farms segment contains all of the Farming Business conducted by DFP, Two Rivers Farms F-1, Inc., and Two Rivers Farms F-2, Inc.  The Water segment contains the Water Business operated by ASF Project 1, LLC, HCIC and Orlando.  The “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.  Certain corporate expenses not allocated to the business segments are recorded in “Total Operating Expenses” under Parent.
	Operating results for each of the segments of the Company are as follows (in thousands):
		Six Months Ended June 30, 2014												Six Months Ended June 30, 2013
		Parent			Farms			Water			Total			Parent			Farms			Water			Total
	Revenue
	Assessments	$	-		$	-		$	8		$	8		$	-		$	-		$	-		$	-
	Farm revenue		-			2			-			2			-			48			-			48
	Water revenue		-			-			-			-			-			-			11			11
	Other & misc.		-			2			3			5			-			6			1			7
			-			4			11			15			-			54			12			66
	Less: direct cost of revenue		-			-			-			-			-			-			40			40
	Gross Margin		-			4			11			15			-			54			(28	)		26
	Total Operating Expenses		1,473			202			418			2,093			2,199			967			420			3,586
	Total Other Expense		605			90			7			702			78			54			1,142			1,274
	Net Loss from Operations before Income Taxes		(2,078	)		(288	)		(414	)		(2,780	)		(2,277	)		(967	)		(1,590	)		(4,834	)
	Income Taxes (Expense)/Credit		-			-			-			-			-			-			-			-
	Net Loss from Operations		(2,078	)		(288	)		(414	)		(2,780	)		(2,277	)		(967	)		(1,590	)		(4,834	)
	Non-controlling interest		-			-			5			5			-			-			8			8
	Preferred dividends		647			-			-			647			-			-			-			-
	Net Loss	$	(2,725	)	$	(288	)	$	(419	)	$	(3,432	)	$	(2,277	)	$	(967	)	$	(1,582	)	$	(4,826	)
	Segment Assets	$	3,730		$	12,846		$	27,397		$	43,973		$	405		$	11,728		$	33,459		$	45,592

6_Correction_of_June_30_2013_F

6. Correction of June 30, 2013 Financial Results	6 Months Ended
	Jun. 30, 2014
Accounting Changes and Error Corrections [Abstract]	'
6. Correction of June 30, 2013 Financial Results	'
	During the fourth quarter of the year ended December 31, 2013, the Company identified certain accounting errors in the calculation of the fair value of the new terms on the HCIC seller carryback notes that were refinanced and initially reported in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2013.  Upon recalculation of the fair value of the new debt, as in accordance with ASC 470-50-40-10 and ASC 820, the fair value of the new debt was adjusted to $7,037,000, which compared to the previously calculated debt fair value of $6,164,000.  The newly calculated fair value produced a one-time $873,000 loss, rather than the previously recorded gain in the quarter ended June 30, 2013 of $93,000.  Management believes the impact of these items, both individually and in the aggregate, to the year ended December 31, 2013 and to prior interim periods of June 30, 2013 and September 30, 2013 previously presented was not material.
	Below is a summary of the correction on the Company’s condensed consolidated balance sheet as June 30, 2013:
		As Reported			Adjustments			As Corrected
	Total Assets	$	45,592,000		$	-		$	45,592,000
	Total Liabilities	$	17,233,000		$	1,270,000		$	18,503,000
	Total Shareholders’ Equity	$	28,359,000		$	(1,270,000	)	$	27,089,000
	Below is a summary of the correction on our condensed consolidated statement of operations for the three and six months ended June 30, 2013:
		As of June 30, 2013
		Three Months Ended			Six Months Ended
	Net Loss As Reported	$	(1,679,000	)	$	(3,859,000	)
	Adjustments:
	Previously reported gain on debt extinguishment	$	94,000		$	94,000
	Corrected amount of loss on debt extinguishment		(873,000	)		(873,000	)
	Total adjustment		(967,000	)		(967,000	)
	Corrected net loss	$	(2,646,000	)	$	(4,826,000	)
	Loss per share as initially reported	$	(0.07	)	$	(0.16	)
	Corrected loss per share	$	(0.11	)	$	(0.19	)
	Variance	$	(0.04	)	$	(0.03	)

Note_7_Equity_Transactions

Note 7- Equity Transactions	6 Months Ended
	Jun. 30, 2014
Disclosure Text Block [Abstract]	'
Note 6- Equity Transactions	'
	Common Stock
	During the six months ended June 30, 2013, the Company had the following common stock transactions:
	●	In February 2013, the Company issued 179,348 shares of common stock to a consultant for work performed in 2012.
	●	In February 2013, the Company issued 85,000 shares of common stock to the independent members of the Board of Directors in exchange for Board services rendered in 2012.
	●	In March 2013, the Company issued 200,000 shares of common stock to a consultant for investor relations work performed in first quarter, 2013.
	●	In March 2013, the Company issued 100,000 shares of common stock to an independent member of the DFP Board of Directors in exchange for Board services rendered in 2012.
	●	In April 2013, the Company issued 400,000 of our common stock to an investor relations firm for services.
	●	In June 2013, the Company returned 3,002 of our common stock from a profit sharing plan that was no longer in effect to our authorized but unissued common stock.
	During the six months ended June 30, 2014, the Company had the following common stock transactions:
	●	In May, 2014, 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, 2014, 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 exchange for Board services rendered in 2013.

Note_8_Subsequent_Events

Note 8 Subsequent Events	6 Months Ended
	Jun. 30, 2014
Disclosure Text Block [Abstract]	'
Note 7-subsequent Events	'
	In May 2014 the Company arranged for the formation of GrowCo, Inc., a Colorado corporation (“GrowCo”), to provide greenhouses and processing facilities for licensed marijuana growers in Colorado.  In July 2014 GrowCo issued the initial 20,000,000 shares of its common stock to TR Capital in exchange for TR Capital’s agreement to (a) sell, or otherwise make available, 300 acres of land and associated water rights in Pueblo and Huerfano Counties in Colorado and (b) provide GrowCo with capital needed to build out two independent marijuana grow facilities on such acreage.
	Also in July 2014, the board of directors of GrowCo designated up to 10,000,000 shares of its common stock for issuance to management under equity incentive arrangements.  Of those shares, 5,000,000 were issued to Timothy Beall, GrowCo’s Chief Operating Officer and are subject to vesting restrictions under which GrowCo will have the right to repurchase all or a portion of the shares for a $0.00001 per share if specified performance requirements are not met.  The remaining 5,000,000 shares designated for issuance as equity incentives are reserved and available for future issuance.
	On August 1, 2014, the Company announced plans under which 10,000,000 of the 20,000,000 shares of GrowCo common stock issued to TR Capital would be deposited with a trust formed for the benefit of holders of the Company’s common stock.  Those 10,000,000 shares initially are to be distributed by TR Capital as a dividend to the Company, which expects to deposit the shares with an independent trustee, subject to irrevocable instructions to distribute 2,500,000 of the shares to record holders of the Company’s common stock as of each of January 1, 2015, April 1, 2015, July 1, 2015 and October 1, 2015.  The distributions to those record holders would only be made when the GrowCo shares can be sold by the holders pursuant to an effective registration statement filed with the Securities and Exchange Commission or an exemption from such registration.
	On July 18, 2014, the Company received the final payment of the $1,300,000 TR Capital subscription receivable.

Note_2_Summary_of_Significant_1

Note 2 - Summary of Significant Accounting Policies: Basis of Presentation (Policies)	6 Months Ended
	Jun. 30, 2014
Policy Text Block [Abstract]	'
Basis of Presentation	'
	Basis of Presentation
	The accompanying unaudited consolidated financial statements do not include all of the disclosures required by accounting principles generally accepted in the U.S. (“GAAP”), pursuant to the rules and regulations of the SEC. The unaudited consolidated financial statements reflect all adjustments, which, in the opinion of management, are necessary to present fairly the consolidated financial position of the Company as of June 30, 2014, and the consolidated results of operations and comprehensive income and cash flows of the Company for the three and six months ended June 30, 2014 and 2013.  Due to the seasonality of the agriculture business and other factors, operating results for the three and six months ended June 30, 2014 and due to the seasonality of the agriculture business are not necessarily indicative of the results that may be expected for the year ending December 31, 2014.
	These accompanying unaudited consolidated financial statements and related notes are condensed should be read in conjunction with the Company’s audited consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013.  Interim disclosures do not necessarily repeat disclosures in the Annual Report.
Principles of Consolidation	'
	Principles of Consolidation
	The accompanying consolidated financial statements include the accounts of Two Rivers and its subsidiaries, including TR Capital Partners and HCIC.  All significant inter-company balances and transactions have been eliminated in consolidation.
Non-controlling Interest	'
	Non-controlling Interest
	Non-controlling interest is recorded for equity interests in the Company’s subsidiaries, including shares of HCIC, preferred shares of certain subsidiaries and Preferred Units of TR Capital, held by minority third-party investors. Below is the detail of non-controlling interest shown on the balance sheet:
	Entity	30-Jun-14			31-Dec-13
	TR Capital	$	17,167,000		$	-
	HCIC		1,368,000			1,363,000
	Two Rivers Farms F-1, Inc. 1		104,000			1,494,000
	Two Rivers Farms F-2, Inc.1		1,453,000			3,933,000
	Dionisio Farms & Produce, Inc. (“DFP”)1		751,000			3,181,000
	Totals	$	20,843,000		$	9,971,000
	1 It is expected that these entities will be owned by TR Capital after the organizational restructuring detailed in Note 1 is completed.
	Based on Accounting Standards Codification (“ASC”) 815-40-25, the Company classified the TR Capital Preferred Units as permanent equity.  Further, pursuant to the ASC 810-10, the Company determined that the TR Capital Preferred Units should be classified as a non-controlling interest in a subsidiary and shown separately within the Equity section of the Company’s Consolidated Balance Sheet.
	Pursuant to ASC 470-20, the Company valued the Preferred Units by assessing the fair market value of the preferred units and the warrants and allocating those values to the face value of the Preferred Units.
	The Preferred Units were valued based on the number of shares of the Company’s common stock into which the Preferred Units can be exchanged and price of the Company’s common stock on the date the Preferred Units were issued.  Pursuant to a purchase agreement entered into as of January 31, 2014, the Qualified Assets were exchanged from Preferred Units on various dates between February 1, 2014 and June 30, 2014.  The common stock price during that period ranged from $0.85 to $1.33 per share.  In total, the 26,461,000 Preferred Units have a fair market value of $29,707,000 based on those common stock prices.
	The fair market value of the warrants underlying the Preferred Units was determined using the Black Scholes model.  Assumptions underlying the Black Scholes model were as follows:
	Conversion date	2/1/14 - 2/4/14
	Stock price	$	0.85 - $1.33
	Exercise price	$	2.1
	Term (in years)		5
	Volatility		73.01 - 74.34	%
	Annual rate of Quarterly Dividends		0	%
	Discount rate - Bond Equivalent Yield		1.46% - 1.71	%
	In total, the warrants underlying the Preferred Units have a fair market value of $1,659,000 based on these assumptions.
Reclassifications	'
	Reclassification
	Certain amounts previously reported have been reclassified to conform to current presentation.  Certain labels of accounts/classifications have been changed.
Use of Estimates	'
	Use of Estimates
	The preparation of financial statements in conformity with GAAP 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 Equivalents	'
	Cash and Cash Equivalents
	For purposes of reporting cash flows, the 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.
Farm product	'
	Farm Product
	Farm product represents expenses directly attributed to the planting and cultivation of crop.  Upon harvesting, the farm product is reduced in proportion of the revenue generated.  The reduction of the farm product is recognized as direct cost of revenue.
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:
	Asset Type		Life in Years		30-Jun-14			31-Dec-13
	Office equipment, furniture, computers		5 – 7		$	11,000		$	11,000
	Computers		3			42,000			40,000
	Vehicles		5			45,000			45,000
	Farm equipment		10-Jul			1,584,000			1,411,000
	Irrigation system		10			989,000			989,000
	Buildings		27.5			139,000			35,000
	Website		3			7,000			7,000
	Subtotal					2,817,000			2,538,000
	Less: Accumulated depreciation					(775,000	)		(646,000	)
	Net book value				$	2,042,000		$	1,892,000
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.
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.
Intangibles	'
	Intangibles
	The Company recognizes the estimated fair value of water rights acquired by the Company’s purchase of equity interests in HCIC and Orlando Reservoir No. 2 Company, LLC (“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.
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 owned by HCIC to farmers in the HCIC service area and through re-leasing of water from the Pueblo Board of Water lease.   Water revenues are recognized when the water is consumed.
Member Assessments	'
	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 the 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 Payments	'
	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.
	In December 2007, the SEC issued Staff Accounting Bulletin (“SAB”) 110 which was issued to express the understanding that the use of a “simplified” method, as discussed in SAB 107 in developing an estimate of expected term of “plain vanilla” share options in accordance with ASC 718 would be acceptable beyond December 31, 2007.  The Company adopted SAB 110 beginning January 2008.
Net Income (Loss) per Share	'
	Net Income (Loss) per Share
	Basic net income per share is computed by dividing net income (loss) attributed to the Company 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 2,455,918 RSUs, 2,014,867 options and 9,890,209 warrants at June 30, 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	'
	Recently issued Accounting Pronouncements
	In July 2013, the Financial Accounting Standards Board issued Accounting Standards Update No. 2013-11, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists” (“ASU No. 2013-11”). ASU No. 2013-11 requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, with limited exceptions. ASU No. 2013-11 is effective for interim and annual periods beginning after December 15, 2013 and may be applied retrospectively. The adoption of the provisions of ASU No. 2013-11 is not expected to have a material impact on the Company’s financial position or results of operations.
	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_2_Summary_of_Significant_2

Note 2 - Summary of Significant Accounting Policies: Non-controlling Interest: Value of non-controlling interest (Tables)	6 Months Ended
	Jun. 30, 2014
Table Text Block Supplement [Abstract]	'
Value of non-controlling interest	'
	Entity	30-Jun-14			31-Dec-13
	TR Capital	$	17,167,000		$	-
	HCIC		1,368,000			1,363,000
	Two Rivers Farms F-1, Inc. 1		104,000			1,494,000
	Two Rivers Farms F-2, Inc.1		1,453,000			3,933,000
	Dionisio Farms & Produce, Inc. (“DFP”)1		751,000			3,181,000
	Totals	$	20,843,000		$	9,971,000
Assumptions	'
	Conversion date	2/1/14 - 2/4/14
	Stock price	$	0.85 - $1.33
	Exercise price	$	2.1
	Term (in years)		5
	Volatility		73.01 - 74.34	%
	Annual rate of Quarterly Dividends		0	%
	Discount rate - Bond Equivalent Yield		1.46% - 1.71	%
Property and Equipment	'
	Asset Type		Life in Years		30-Jun-14			31-Dec-13
	Office equipment, furniture, computers		5 – 7		$	11,000		$	11,000
	Computers		3			42,000			40,000
	Vehicles		5			45,000			45,000
	Farm equipment		10-Jul			1,584,000			1,411,000
	Irrigation system		10			989,000			989,000
	Buildings		27.5			139,000			35,000
	Website		3			7,000			7,000
	Subtotal					2,817,000			2,538,000
	Less: Accumulated depreciation					(775,000	)		(646,000	)
	Net book value				$	2,042,000		$	1,892,000

3_INVESTMENTS_AND_LONGLIVED_AS1

3. INVESTMENTS AND LONG-LIVED ASSETS (Tables)	6 Months Ended
	Jun. 30, 2014
Investments And Long-Lived Assets Tables	'
Construction in progress	'
		Six Months ended			Year ended
		30-Jun-14			31-Dec-13
	Beginning balance	$	34,000		$	34,000
	Additions		-			-
	Written off		34,000			-
	Ending Balance	$	-		$	34,000
Intangible assets	'
	Produce business	$	1,037,000
	Equipment		836,000
	Prepaid interest		30,000
	Ending balance	$	1,903,000
Value of produce business	'
		30-Jun-14			31-Dec-13
	Customer list	$	580,000		$	580,000
	Tradename		220,000			220,000
	Residual goodwill		237,000			237,000
	Purchase price		1,037,000			1,037,000
	Less:  Accumulated amortization		(60,000	)		(40,000	)
	Intangible assets, net	$	977,000		$	997,000

Note_4_Notes_Payable_Schedule_

Note 4 - Notes Payable: Schedule of Long-term Debt (Tables)	6 Months Ended
	Jun. 30, 2014
Table Text Block Supplement [Abstract]	'
Schedule of Long-term Debt	'
		30-Jun-14					31-Dec-13
	Note	Principal Balance			Accrued Interest		Principal
							Balance
	HCIC seller carry back	$	7,670,000		$	-	$	7,896,000
	Orlando seller carry back		188,000			36,000		188,000
	Series A convertible debt		-			-		110,000
	Series B convertible debt		225,000			20,000		405,000
	CWCB		1,104,000			10,000		1,151,000
	FirstOak Bank - Dionisio Farm		826,000			24,000		826,000
	FirstOak Bank - Dionisio Farm		176,000			1,000		-
	Seller Carry Back - Dionisio		590,000			18,000		590,000
	FirstOak Bank - Mater		166,000			6,000		166,000
	Seller Carry Back - Mater		25,000			-		25,000
	McFinney Agri-Finance		642,000			-		645,000
	Ellicott second mortgage		-			-		400,000
	ASF Notes		528,000			3,000		2,036,000
	Bridge Notes		-			-		1,300,000
	Kirby Group		167,000			-		45,000
	Equipment loans		537,000			13,000		485,000
	Total		12,844,000		$	131,000		16,268,000
	Less: HCIC discount		(453,000	)				(548,000	)
	Less: Current portion		(1,133,000	)				(2,759,000	)
	Long term portion	$	11,258,000				$	12,961,000

Note_5_Information_On_Business1

Note 5 - Information On Business Segments: Operation results of each business segment (Tables)	6 Months Ended
	Jun. 30, 2014
Table Text Block Supplement [Abstract]	'
Operation results of each business segment	'
		Six Months Ended June 30, 2014												Six Months Ended June 30, 2013
		Parent			Farms			Water			Total			Parent			Farms			Water			Total
	Revenue
	Assessments	$	-		$	-		$	8		$	8		$	-		$	-		$	-		$	-
	Farm revenue		-			2			-			2			-			48			-			48
	Water revenue		-			-			-			-			-			-			11			11
	Other & misc.		-			2			3			5			-			6			1			7
			-			4			11			15			-			54			12			66
	Less: direct cost of revenue		-			-			-			-			-			-			40			40
	Gross Margin		-			4			11			15			-			54			(28	)		26
	Total Operating Expenses		1,473			202			418			2,093			2,199			967			420			3,586
	Total Other Expense		605			90			7			702			78			54			1,142			1,274
	Net Loss from Operations before Income Taxes		(2,078	)		(288	)		(414	)		(2,780	)		(2,277	)		(967	)		(1,590	)		(4,834	)
	Income Taxes (Expense)/Credit		-			-			-			-			-			-			-			-
	Net Loss from Operations		(2,078	)		(288	)		(414	)		(2,780	)		(2,277	)		(967	)		(1,590	)		(4,834	)
	Non-controlling interest		-			-			5			5			-			-			8			8
	Preferred dividends		647			-			-			647			-			-			-			-
	Net Loss	$	(2,725	)	$	(288	)	$	(419	)	$	(3,432	)	$	(2,277	)	$	(967	)	$	(1,582	)	$	(4,826	)
	Segment Assets	$	3,730		$	12,846		$	27,397		$	43,973		$	405		$	11,728		$	33,459		$	45,592

6_Correction_of_June_30_2013_F1

6. Correction of June 30, 2013 Financial Results (Tables)	6 Months Ended
	Jun. 30, 2014
Accounting Changes and Error Corrections [Abstract]	'
Correction	'
		As Reported			Adjustments			As Corrected
	Total Assets	$	45,592,000		$	-		$	45,592,000
	Total Liabilities	$	17,233,000		$	1,270,000		$	18,503,000
	Total Shareholders’ Equity	$	28,359,000		$	(1,270,000	)	$	27,089,000
	Below is a summary of the correction on our condensed consolidated statement of operations for the three and six months ended June 30, 2013:
		As of June 30, 2013
		Three Months Ended			Six Months Ended
	Net Loss As Reported	$	(1,679,000	)	$	(3,859,000	)
	Adjustments:
	Previously reported gain on debt extinguishment	$	94,000		$	94,000
	Corrected amount of loss on debt extinguishment		(873,000	)		(873,000	)
	Total adjustment		(967,000	)		(967,000	)
	Corrected net loss	$	(2,646,000	)	$	(4,826,000	)
	Loss per share as initially reported	$	(0.07	)	$	(0.16	)
	Corrected loss per share	$	(0.11	)	$	(0.19	)
	Variance	$	(0.04	)	$	(0.03	)

Note_2_Summary_of_Significant_3

Note 2 - Summary of Significant Accounting Policies: Non-controlling Interest: Value of non-controlling interest (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Text Block [Abstract]	'	'
TR Capital	$17,167	$0
HCIC	1,368	1,363
Two Rivers Farms F-1, Inc.	104	1,494
Two Rivers Farms F-2, Inc.	751	3,181
DFP	751	3,181
Totals	$20,843	$9,971

2_SUMMARY_OF_SIGNIFICANT_ACCOU

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) (USD $)	6 Months Ended
	Jun. 30, 2014
Conversion Date and Stock Price	'2/1/14 - 2/4/14
Exercise Price	$2.10
Term (in years)	'2 years 1 month 6 days
Volatility Minimum	73.01%
Volatility Maximum	74.34%
Annual Rate of Quarterly Dividends	0.00%
Discount Rate - Bond Equivalent Yield, minimum	1.46%
Discount Rate - Bond Equivalent Yield, maximum	1.71%
Maximum	'
Stock price	$1.33
Minimum	'
Stock price	$0.85

Note_2_Summary_of_Significant_4

Note 2 - Summary of Significant Accounting Policies (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Text Block [Abstract]	'	'
Office equipment, furniture, computers (Life: 5 b 7 years)	$11	$11
Computers (Life: 3 years)	42	40
Vehicles (Life: 5 years)	45	45
Farm Equipment (Life: 7/10/2014)	1,584	1,411
Irrigation system (Life: 10 years)	989	989
Buildings (Life: 27.5 years)	139	35
Website (Life: 3years)	7	7
Subtotal	2,817	2,538
Less Accumulated Depreciation	-775	-646
Net Book Value	$2,042	$1,892

3_INVESTMENTS_AND_LONGLIVED_AS2

3. INVESTMENTS AND LONG-LIVED ASSETS (Details) (USD $)	6 Months Ended	12 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Dec. 31, 2013
Investments And Long-Lived Assets Details	'	'
Beginning balance	$34	$34
Additions	0	0
Written off	34	0
Ending Balance	$0	$34

3_INVESTMENTS_AND_LONGLIVED_AS3

3. INVESTMENTS AND LONG-LIVED ASSETS (Details 1) (USD $)	Jun. 30, 2014
In Thousands, unless otherwise specified
Investments And Long-Lived Assets Details 1	'
Produce business	$1,037
Equipment	836
Prepaid interest	30
Ending Balance	$1,903

3_INVESTMENTS_AND_LONGLIVED_AS4

3. INVESTMENTS AND LONG-LIVED ASSETS (Details 2) (USD $)	Jun. 30, 2014	Dec. 30, 2013
In Thousands, unless otherwise specified
Investments And Long-Lived Assets Details 2	'	'
Customer List	$580	$580
Tradename	220	220
Residual goodwilll	237	237
Purchase price	1,037	1,037
Less accumulated amortization	-60	-40
Ending Balance	$977	$997

3_INVESTMENTS_AND_LONGLIVED_AS5

3. INVESTMENTS AND LONG-LIVED ASSETS (Details Narrative) (USD $)	6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014
Investments And Long-Lived Assets Details Narrative	'
Amortization period	'20 years
Amortization per year	$40

Note_5_Information_On_Business2

Note 5 - Information On Business Segments: Operation results of each business segment (Details) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 30, 2013
Less: direct cost of revenue	$0	$41	$0	$41	'
Gross Margin	10	18	15	18	'
Total Operating Expenses	1,129	1,600	2,092	3,585	'
Net Loss from Operations before Income Taxes	-1,498	-2,653	-2,780	-4,834	'
Income Taxes (Expense)/Credit	0	0	0	0	'
Preferred dividends	177	0	647	0	'
Net Loss	-1,680	-2,646	-3,432	-4,826	'
Segment Assets	43,973	45,592	43,973	45,592	41,702
Parent	'	'	'	'	'
Assessments	'	'	0	0	'
Farm revenue	'	'	0	0	'
Water revenue	'	'	0	0	'
Other & misc.	'	'	0	0	'
Total Revenue	'	'	0	0	'
Less: direct cost of revenue	'	'	0	0	'
Gross Margin	'	'	0	0	'
Total Operating Expenses	'	'	1,473	2,199	'
Total Other Expense	'	'	605	78	'
Net Loss from Operations before Income Taxes	'	'	-2,078	-2,277	'
Income Taxes (Expense)/Credit	'	'	0	0	'
Net Loss from Operations	'	'	-2,078	-2,277	'
Non-controlling interest	'	'	0	0	'
Preferred dividends	'	'	647	0	'
Net Loss	'	'	-2,725	-2,277	'
Segment Assets	3,730	405	3,730	405	'
Farms	'	'	'	'	'
Assessments	'	'	0	0	'
Farm revenue	'	'	2	48	'
Water revenue	'	'	0	0	'
Other & misc.	'	'	2	6	'
Total Revenue	'	'	4	54	'
Less: direct cost of revenue	'	'	0	0	'
Gross Margin	'	'	4	54	'
Total Operating Expenses	'	'	202	967	'
Total Other Expense	'	'	90	54	'
Net Loss from Operations before Income Taxes	'	'	-288	-967	'
Income Taxes (Expense)/Credit	'	'	0	0	'
Net Loss from Operations	'	'	-288	-967	'
Non-controlling interest	'	'	0	0	'
Preferred dividends	'	'	0	0	'
Net Loss	'	'	-288	-967	'
Segment Assets	12,846	11,728	12,846	11,728	'
Water	'	'	'	'	'
Assessments	'	'	8	0	'
Farm revenue	'	'	0	0	'
Water revenue	'	'	0	11	'
Other & misc.	'	'	3	1	'
Total Revenue	'	'	11	12	'
Less: direct cost of revenue	'	'	0	40	'
Gross Margin	'	'	11	-28	'
Total Operating Expenses	'	'	418	420	'
Total Other Expense	'	'	7	1,142	'
Net Loss from Operations before Income Taxes	'	'	-414	-1,590	'
Income Taxes (Expense)/Credit	'	'	0	0	'
Net Loss from Operations	'	'	-414	-1,590	'
Non-controlling interest	'	'	5	8	'
Preferred dividends	'	'	0	0	'
Net Loss	'	'	-419	-1,582	'
Segment Assets	27,397	33,459	27,397	33,459	'
Total	'	'	'	'	'
Assessments	'	'	8	0	'
Farm revenue	'	'	2	48	'
Water revenue	'	'	0	11	'
Other & misc.	'	'	5	7	'
Total Revenue	'	'	15	66	'
Less: direct cost of revenue	'	'	0	40	'
Gross Margin	'	'	15	26	'
Total Operating Expenses	'	'	2,093	3,586	'
Total Other Expense	'	'	702	1,274	'
Net Loss from Operations before Income Taxes	'	'	-2,780	-4,834	'
Income Taxes (Expense)/Credit	'	'	0	0	'
Net Loss from Operations	'	'	-2,780	-4,834	'
Non-controlling interest	'	'	5	8	'
Preferred dividends	'	'	647	0	'
Net Loss	'	'	-3,432	-4,826	'
Segment Assets	$43,973	$45,592	$43,973	$45,592	'

6_Correction_Details

6. Correction (Details) (USD $)	3 Months Ended		6 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 30, 2013
Total Assets	$43,973	$45,592	$43,973	$45,592	$41,702
Total Liabilities	13,145	18,503	13,145	18,503	16,084
Total Shareholdersb Equity	9,986	27,089	9,986	27,089	15,647
Net Loss	-1,680	-2,646	-3,432	-4,826	'
Gain on debt extinguishment	0	-873	0	-873	'
Loss per share	($0.06)	($0.11)	($0.11)	($0.19)	'
As Reported	'	'	'	'	'
Total Assets	'	45,592	'	45,592	'
Total Liabilities	'	17,233	'	17,233	'
Total Shareholdersb Equity	'	28,359	'	28,359	'
Net Loss	'	-1,679	'	-3,859	'
Gain on debt extinguishment	'	94	'	94	'
Loss per share	'	($0.07)	'	($0.16)	'
Adjustments	'	'	'	'	'
Total Assets	'	0	'	0	'
Total Liabilities	'	1,270	'	1,270	'
Total Shareholdersb Equity	'	-1,270	'	-1,270	'
Net Loss	'	-967	'	-967	'
Gain on debt extinguishment	'	($873)	'	($873)	'
Loss per share	'	($0.04)	'	($0.03)	'