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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended ~~December~~March 31, ~~2021~~2022

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

Commission File No. 000-55717

ALL FOR ONE MEDIA CORP.

(Exact Name of Registrant as Specified in Its Charter)

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

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

914- 574-6174

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-3 of the Exchange Act.

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

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Securities registered to Section 12(b) of the Act: None.

As of ~~February~~May 411, 2022, there were 5,~~070~~834,~~047~~964,~~999~~335 of the registrant’s common stock issued and outstanding.

ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES

FORM 10-Q

~~DECEMBER~~MARCH 31, ~~2021~~2022

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements- Unaudited	3
	Condensed Consolidated Balance Sheets as of December 31, 2021 (unaudited) and September 30, 2021	3
	Condensed Consolidated Balance Sheets as of March 31, 2022 (unaudited) and September 30, 2021	4
	Condensed Consolidated Statements of Operations for the Three Months Ended December 31, 2021 and 2020 (unaudited)	4
	Condensed Consolidated Statements of Operations for the Three and Six Months March 31, 2022 and 2021 (unaudited)	5
	Condensed Consolidated Statements of Changes in Stockholders’ Deficit for the Three Months Ended December 31, 2021 and 2020 (unaudited)	5
	Condensed Consolidated Statements of Changes in Stockholders’ Deficit for the Three and Six Months March 31, 2022 and 2021 (unaudited)	6
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended December 31, 2021 and 2020 (unaudited)	6
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended March 31, 2022 and 2021 (unaudited)	7
	Notes to Unaudited Condensed Consolidated Financial Statements	78
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	3032
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	3639
Item 4.	Controls and Procedures	3639
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	3740
Item 1A.	Risk Factors	3740
Item 2.	Unregistered Sales of Equity Securities and use of Proceeds	3740
Item 3.	Defaults Upon Senior Securities	3740
Item 4.	Mine Safety Disclosures	3841
Item 5.	Other Information	3841
Item 6.	Exhibits	3942
Signature		4143

2 Table of Contents

~~ALL~~PART ~~FOR~~I ~~ONE~~- ~~MEDIA~~FINANCIAL ~~CORP. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS~~INFORMATION

	December 31,			September 30,
	2021			2021
ASSETS
Current assets:
Cash	$	113,603		$	101,431
Prepaid expenses and other current assets		33,359			21,191
Total current assets		146,962			122,622
TOTAL ASSETS	$	146,962		$	122,622
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable and accrued liabilities	$	54,369		$	61,246
Accounts payable and accrued liabilities - related party		234,556			234,056
Accrued interest		1,231,737			1,652,165
Convertible notes payable, net of unamortized debt discounts		3,895,157			3,958,802
Notes payable		430,000			430,000
Notes payable - related party		200,000			200,000
Loans payable		483,500			483,500
Due to related party		6,517			6,517
Derivative liabilities		6,401,834			11,587,761
Total current liabilities		12,937,670			18,614,047
Commitments and contingencies (see Note 9)
Stockholders' deficit:
Preferred stock, $0.001 par value; 5,000,000 shares authorized
Series A Preferred stock ($0.001 Par Value; 51 shares designated; 51 and 51 shares issued and outstanding at December 31, 2021 and September 30, 2021, respectively		-			-
Common stock, $0.001, 19,000,000,000 shares authorized: 4,854,017,273 and 4,189,226,425 shares issued and outstanding as of December 31, 2021 and September 30, 2021, respectively		4,854,020			4,189,229
Additional paid-in capital		4,956,907			5,263,279
Accumulated deficit		(22,225,496	)		(27,568,913	)
Total All For One Media Corp. Stockholders' deficit		(12,414,569	)		(18,116,405	)
Non-controlling interest in subsidiaries		(376,139	)		(375,020	)
Total Stockholders' deficit		(12,790,708	)		(18,491,425	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	146,962		$	122,622

ITEM 1. FINANCIAL STATEMENTS

See accompanying notes to unaudited condensed consolidated financial statements.

ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

	March 31,			September 30,
	2022			2021
	(Unaudited)
ASSETS

Current assets:
Cash	$	29,141		$	101,431
Prepaid expenses and other current assets		20,527			21,191
Total current assets		49,668			122,622

TOTAL ASSETS	$	49,668		$	122,622

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
Accounts payable and accrued liabilities	$	53,059		$	61,246
Accounts payable and accrued liabilities - related party		234,556			234,056
Accrued interest		1,393,268			1,652,165
Convertible notes payable, net of unamortized debt discounts		4,180,946			3,958,802
Notes payable		480,083			430,000
Notes payable - related party		200,000			200,000
Loans payable		483,500			483,500
Due to related party		6,517			6,517
Derivative liabilities		9,072,890			11,587,761
Total current liabilities		16,104,819			18,614,047

Commitments and contingencies (see Note 9)

Stockholders' deficit:
Preferred stock, $0.001 par value; 5,000,000 shares authorized
Series A Preferred stock ($0.001 Par Value; 51 shares designated;
51 and 51 shares issued and outstanding at March 31, 2022 and
September 30, 2021, respectively		-			-
Common stock, $0.001, 19,000,000,000 shares authorized:
5,834,940,335 and 4,189,226,425 shares issued and outstanding
as of March 31, 2022 and September 30, 2021, respectively		5,834,943			4,189,229
Additional paid-in capital		4,218,586			5,263,279
Accumulated deficit		(25,722,681	)		(27,568,913	)
Total All For One Media Corp. Stockholders' deficit		(15,669,152	)		(18,116,405	)

Non-controlling interest in subsidiaries		(385,999	)		(375,020	)

Total Stockholders' deficit		(16,055,151	)		(18,491,425	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	49,668		$	122,622

3See ~~Table~~accompanying ofnotes ~~Contents~~to unaudited condensed consolidated financial statements.

~~ALL~~3 ~~FOR~~Table ~~ONE~~of ~~MEDIA CORP. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS~~Contents

	For the Three Months Ended
ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES
	December 31,
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
	2021			2020
(UNAUDITED)
Revenues	$	2,313		$	2,410
	For the Three Months Ended						For the Six Months Ended
Operating expenses:
	March 31,						March 31,
Compensation expense		24,040			24,046
	2022			2021			2022			2021
Professional and consulting expense		79,220			-
Revenues	$	1,170		$	2,351		$	3,483		$	4,761
General and administrative expense		92,384			9,934
Operating expenses:
Total operating expense		195,644			33,980
Compensation expense		24,004			24,074			48,044			48,120
Loss from operations		(193,331	)		(31,570	)
Professional and consulting expense		48,938			19,744			128,158			19,744
Other income (expense):
License fees		-			160,003			-			160,003
Initial derivative expense		(123,743	)		-
General and administrative expense		80,882			31,457			173,266			41,391
Change in fair value of derivative liabilities		5,384,980			(350,638	)
Total operating expense		153,824			235,278			349,468			269,258
Loss from extinguishment of debt, net		(48,570	)		(662,923	)
Loss from operations		(152,654	)		(232,927	)		(345,985	)		(264,497	)
Gain on debt modification		764,999			-
Other income (expense):
Interest income (expense)		(442,037	)		(248,888	)
Initial derivative expense		-			(1,236,016	)		(123,743	)		(1,236,016	)
Total other income (expense), net		5,535,629			(1,262,449	)
Change in fair value of derivative liabilities		(2,756,786	)		1,450,004			2,628,194			1,099,366
Income (loss) before provision for income taxes		5,342,298			(1,294,019	)
Gain (loss) from extinguishment of debt, net		(35,252	)		4,289,481			(83,822	)		3,626,558
Provision for income taxes		-			-
Gain on debt modification		-			-			764,999			-
Net income (loss)		5,342,298			(1,294,019	)
Interest income (expense)		(562,353	)		(398,674	)		(1,004,390	)		(647,562	)
Loss attributable to non-controlling interest		1,119			1,131
Total other income (expense), net		(3,354,391	)		4,104,795			2,181,238			2,842,346
Net income (loss) attributable to All For One Media Corp.	$	5,343,417		$	(1,292,888	)
Income (loss) before provision for income taxes		(3,507,045	)		3,871,868			1,835,253			2,577,849
NET INCOME (LOSS) PER COMMON SHARE OUTSTANDING
Provision for income taxes		-			-			-			-
Basic	$	0.00		$	(0.00	)
Net income (loss)		(3,507,045	)		3,871,868			1,835,253			2,577,849
Diluted	$	(0.00	)	$	(0.00	)
Loss attributable to non-controlling interest		9,860			1,621			10,979			2,752
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
Net income (loss) attributable to All For One Media Corp.	$	(3,497,185	)	$	3,873,489		$	1,846,232		$	2,580,601
Basic		4,391,606,717			2,498,962,180
NET INCOME (LOSS) PER COMMON SHARE OUTSTANDING
Diluted		28,713,304,533			2,498,962,180
Basic	$	(0.00	)	$	0.00		$	0.00		$	0.00
Diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
Basic		5,278,286,069			3,765,872,837			4,840,797,968			3,128,917,755
Diluted		5,278,286,069			14,096,237,144			66,340,012,340			13,459,282,062

See accompanying notes to unaudited condensed consolidated financial statements.

Table of Contents

ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT FOR THE THREE MONTHS ENDED DECEMBER 31, 2021 AND 2020

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

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

Balance, September 30, 2021		51	$	-		4,189,226,425	$	4,189,229	$	5,263,279		$	(27,568,913	)	$	(375,020	)	$	(18,491,425	)

Issuance of common stock for services		-		-		72,000		72		(23	)		-			-			49

Issuance of common stock in connection with conversion of principal amount and accrued interest on notes payable		-		-		664,718,848		664,719		(306,349	)		-			-			358,370

Net income for the period		-		-		-		-		-			5,343,417			(1,119	)		5,342,298

Balance, December 31, 2021		51		-		4,854,017,273		4,854,020		4,956,907			(22,225,496	)		(376,139	)		(12,790,708	)

Issuance of common stock for services		-		-		72,000		72		(68	)		-			-			4

Issuance of common stock for prepaid services		-		-		100,000,004		100,000		(93,334	)		-			-			6,666

Issuance of common stock in connection with conversion of principal amount and accrued interest on notes payable		-		-		880,851,058		880,851		(644,919	)		-			-			235,932

Net loss for the period		-		-		-		-		-			(3,497,185	)		(9,860	)		(3,507,045	)

Balance, March 31, 2022		51	$	-		5,834,940,335	$	5,834,943	$	4,218,586		$	(25,722,681	)	$	(385,999	)	$	(16,055,151	)

	Preferred Stock
	Preferred StockSeries A$0.001 Par Value				Common Stock$0.001 Par Value				AdditionalPaid-in			Accumulated			Non-controlling			Total Stockholders'
	Series A				Common Stock				Additional						Non-			Total
	$0.001 Par Value				$0.001 Par Value				Paid-in			Accumulated			controlling			Stockholders'
	Shares		Amount		Shares		Amount		Capital			Deficit			Interest			Deficit
Balance, September 30, 2021		51	$	-		4,189,226,425	$	4,189,229	$	5,263,279		$	(27,568,913	)	$	(375,020	)	$	(18,491,425	)
Balance, September 30, 2020		55	$	-		2,292,574,092	$	2,292,576	$	4,942,567		$	(24,458,737	)	$	(369,726	)	$	(17,593,320	)
Issuance of common stock for services		-		-		72,000		72		(2316	)		-			-			4956
Issuance of common stock in connection with conversion of principal amount and accrued interest on notes payable		-		-		~~664~~976,~~718~~788,~~848~~580		~~664~~976,~~719~~789		~~(306~~259,349	)		-			-			~~358~~1,~~370~~236,138
Net loss for the period		-		-		-		-		-			5(1,~~343~~292,~~417~~888	)		(1,~~119~~131	)		5(1,~~342~~294,~~298~~019	)
Balance, December 31, 2021		51	$	-		4,854,017,273	$	4,854,020	$	4,956,907		$	(22,225,496	)	$	(376,139	)	$	(12,790,708	)
Balance, December 31, 2020		55		-		3,269,434,672		3,269,437		5,201,900			(25,751,625	)		(370,857	)		(17,651,145	)
Issuance of common stock for services		-		-		72,000		72		16			-			-			88
Issuance of common stock in connection with conversion of principal amount and accrued interest on notes payable		-		-		816,400,844		816,401		61,365			-			-			877,766
Net income for the period		-		-		-		-		-			3,873,489			(1,621	)		3,871,868
Balance, March 31, 2021		55	$	-		4,085,907,516	$	4,085,910	$	5,263,281		$	(21,878,136	)	$	(372,478	)	$	(12,901,423	)

	Preferred Stock
	Series A				Common Stock				Additional						Non-			Total
	$0.001 Par Value				$0.001 Par Value				Paid-in			Accumulated			controlling			Stockholders'
	Shares		Amount		Shares		Amount		Capital			Deficit			Interest			Deficit
Balance, September 30, 2020		55	$	-		2,292,574,092	$	2,292,576	$	4,942,567		$	(24,458,737	)	$	(369,726	)	$	(17,593,320	)
Issuance of common stock for services		-		-		72,000		72		(16	)		-			-			56
Issuance of common stock in connection with conversion of principal amount and accrued interest on notes payable		-		-		976,788,580		976,789		259,349			-			-			1,236,138
Net loss for the period		-		-		-		-		-			(1,292,888	)		(1,131	)		(1,294,019	)
Balance, December 31, 2020		55	$	-		3,269,434,672	$	3,269,437	$	5,201,900		$	(25,751,625	)	$	(370,857	)	$	(17,651,145	)

See accompanying notes to unaudited condensed consolidated financial statements.

~~See~~5 ~~accompanying~~Table ~~notes~~of ~~to unaudited condensed consolidated financial statements.~~Contents

5 Table of Contents

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

	For the Six Months Ended
	March 31,
	2022			2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	1,835,253		$	2,577,849
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Amortization of debt discounts		644,182			136,526
Stock-based compensation		53			144
Amortization of common stock issued for prepaid services		6,666			-
Loss (gain) on extinguishment of debt, net		83,822			(3,626,558	)
Gain on debt modification		(764,999	)		-
Initial derivative expense		123,743			1,236,016
Change in fair value of derivative liabilities		(2,628,194	)		(1,099,366	)
Non-cash interest expense		4,200			2,000
Non-cash default penalty interest		-			800
Changes in assets and liabilities:
Prepaid expenses and other current assets		664			-
Accounts payable and accrued liabilities		(8,187	)		28,435
Accounts payable and accrued liabilities - related party		500			40,999
Accrued interest		356,007			459,783
NET CASH USED IN OPERATING ACTIVITIES		(346,290	)		(243,372	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Advances from a related party		-			5,316
Proceeds from notes payable		50,000			-
Proceeds from loan payable		50,000			-
Proceeds from convertible notes payable, net of issuance cost		224,000			763,000
Repayments of convertible notes		-			(479,743	)
Repayments of loan payable		(50,000	)		-
NET CASH PROVIDED BY FINANCING ACTIVITIES		274,000			288,573

NET CHANGE IN CASH		(72,290	)		45,201

CASH - beginning of the year		101,431			2,103

CASH - end of the year	$	29,141		$	47,304

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for:
Interest	$	-		$	48,452
Income taxes	$	-		$	-

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Initial valuation of derivative liabilities included in debt discount	$	224,000		$	763,000
Issuance of common stock in connection with conversion of note payable and accrued interest	$	271,860		$	355,811
Fair value of common stock issued for prepaid services initially recorded as deferred compensation	$	20,000		$	-

~~ALL~~See ~~FOR~~accompanying ~~ONE~~notes ~~MEDIA~~to ~~CORP.~~unaudited ~~AND~~condensed ~~SUBSIDIARIES~~consolidated ~~CONDENSED~~financial ~~CONSOLIDATED STATEMENTS OF CASH FLOWS~~statements.

	For the Three Months Ended
	December 31,
	2021			2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	5,342,298		$	(1,294,019	)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Amortization of debt discounts		273,310			2,863
Stock-based compensation		49			56
Loss on extinguishment of debt, net		48,570			662,923
Gain on debt modification		(764,999	)		-
Initial derivative expense		123,743			-
Change in fair value of derivative liabilities		(5,384,980	)		350,638
Non-cash interest expense		2,100			1,500
Non-cash default penalty interest		-			-
Changes in assets and liabilities:
Prepaid expenses and other current assets		(12,168	)		-
Accounts payable and accrued liabilities		(6,877	)		2,485
Accounts payable and accrued liabilities - related party		500			23,500
Accrued interest		166,626			244,524
NET CASH USED IN OPERATING ACTIVITIES		(211,828	)		(5,530	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Advances from a related party		-			5,316
Proceeds from loan payable		50,000			-
Proceeds from convertible notes payable, net of issuance cost		224,000			-
Payments of loan payable		(50,000	)		-
NET CASH PROVIDED BY FINANCING ACTIVITIES		224,000			5,316
NET CHANGE IN CASH		12,172			(214	)
CASH - beginning of the year		101,431			2,103
CASH - end of the year	$	113,603		$	1,889
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for:
Interest	$	-		$	-
Income taxes	$	-		$	-
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Initial valuation of derivative liabilities included in debt discount	$	224,000		$	-
Issuance of common stock in connection with conversion of note payable and accrued interest	$	159,010		$	62,606

Table of Contents

~~See~~ALL ~~accompanying~~FOR ~~notes~~ONE toMEDIA ~~unaudited~~CORP. ~~condensed~~AND ~~consolidated financial statements.~~SUBSIDIARIES

6NOTES ~~Table~~TO ofCONDENSED ~~Contents~~CONSOLIDATED FINANCIAL STATEMENTS

~~ALL~~MARCH ~~FOR~~31, ~~ONE MEDIA CORP. AND SUBSIDIARIES~~2022

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~(UNAUDITED)

~~DECEMBER~~NOTE ~~31,~~1 ~~2021~~- ORGANIZATION AND DESCRIPTION OF BUSINESS

All for One Media Corp. (~~UNAUDITED~~the “Company”) was incorporated in the State of Utah on March 2, 2004. The Company is a media and entertainment company focused on creating, launching and marketing original pop music groups commonly referred to as “boy bands” and “girl groups.” On October 26, 2015, the Company entered into an Asset Exchange Agreement (the “Asset Exchange”) with Crazy for the Boys, LLC (“CFTB”), a privately held company, and certain members owning membership interest in CFTB whereby the Company acquired certain assets from CFTB in exchange for 5,201,500 shares of the Company’s common stock. The assets that were acquired included a movie screenplay, master song recordings, trademarks, and web domain names (the “CFTB Assets”).

~~NOTE~~On 1December 7, 2016, the Company organized a subsidiary in the state of Nevada, Crazy for the Boys Movie, LLC (“CFTB Movie”) which was created for the sole purpose of financing, producing and commercially exploiting (via all distribution sources and other means of revenue generation) one feature-length ~~ORGANIZATION~~motion ~~AND~~picture ~~DESCRIPTION~~as OFa ~~BUSINESS~~coming of age, musical dramedy, entitled “Crazy For The Boys” (the “Movie”) and all of its allied, ancillary, subsidiaries and merchandising rights. The Company is the Managing Member of CFTB Movie and will have the sole and exclusive right to operate CFTB Movie. As of March 31, 2022 and September 30, 2021, the Company owns approximately 70% of CFTB Movie, the Company’s majority owned subsidiary.

~~All~~In ~~for~~May ~~One~~2017, ~~Media~~the ~~Corp.~~Company (entered into an Assignment and Transfer Agreement with Crazy for the Boys GA LLC (“~~Company~~CFTB GA”), ~~was~~a ~~incorporated~~company organized in the ~~State~~state of ~~Utah~~Georgia, onwhereby ~~March~~CFTB 2GA assigned and transferred all ownership, ~~2004~~asset rights and other interest in CFTB GA to CFTB Movie. ~~The~~CFTB ~~Company~~GA iswas acreated ~~media~~for ~~and~~the ~~entertainment~~sole ~~company~~purpose ~~focused~~of onproducing ~~creating~~the Movie in the State of Georgia, ~~launching~~in ~~and~~the ~~marketing~~city ~~original~~of ~~pop~~Savannah, ~~music~~which ~~groups~~offers ~~commonly~~production ~~referred~~incentives up to as30% ~~“boy~~of ~~bands”~~Georgia ~~and~~production ~~“girl~~expenditures ~~groups~~in transferable tax credits.” OnThe ~~October~~Georgia 26tax incentive program is available for qualifying projects, ~~2015~~including feature films, ~~the~~television ~~Company~~series, ~~entered~~commercials, ~~into~~music anvideos, ~~Asset~~animation ~~Exchange~~and ~~Agreement~~game ~~(the~~development. ~~“Asset~~Consequently, ~~Exchange”)~~CFTB ~~with~~GA ~~Crazy~~became ~~for~~a ~~the~~wholly ~~Boys,~~owned ~~LLC~~subsidiary (“of CFTB~~”),~~ aMovie ~~privately~~and ~~held~~as ~~company~~of June 30, 2020, and ~~certain~~September ~~members~~30, ~~owning~~2019, ~~membership~~the ~~interest~~consolidated infinancial ~~CFTB~~statements ~~whereby~~of the Company ~~acquired~~include ~~certain~~the ~~assets~~accounts ~~from~~of CFTB inGA. ~~exchange~~Filming for ~~5,201,500~~the ~~shares~~Movie ofhas been completed in July 2017 and the post-production phase was completed in December 2018. The Company’s ~~common~~started ~~stock~~to screen the movie in January 2019 for potential buyers. The ~~assets~~Company ~~that~~has ~~were~~been ~~acquired~~receiving ~~included~~several aoffers ~~movie~~for ~~screenplay,~~the ~~master~~distribution ~~song~~of ~~recordings,~~the ~~trademarks,~~film and ~~web~~the ~~domain~~Company ~~names~~continues ~~(the~~to ~~“CFTB~~review ~~Assets”)~~those offers.

On ~~December~~June 721, ~~2016~~2019, ~~the~~Carmel ~~Company~~Valley ~~organized a subsidiary in the state of Nevada~~Productions, ~~Crazy~~Inc. ~~for the Boys Movie, LLC~~ (“~~CFTB Movie~~CVPI”) ~~which was created for the sole purpose of financing~~, ~~producing and commercially exploiting (via all distribution sources and other means of revenue generation) one feature-length motion picture as~~ a ~~coming~~newly offormed ~~age,~~wholly ~~musical~~owned ~~dramedy~~subsidiary, ~~entitled~~a ~~“Crazy~~Florida ~~For The Boys” (the “Movie”) and all of its allied~~corporation, ~~ancillary,~~was ~~subsidiaries~~formed ~~and~~for ~~merchandising~~purpose ~~rights. The Company is the Managing Member~~ of ~~CFTB~~owning ~~Movie~~ and ~~will~~producing ~~have~~family ~~the~~friendly ~~sole and exclusive right to operate CFTB Movie~~films. AsIn ofJanuary ~~December 31~~2020, ~~2021, and September 30, 2021,~~ the Company ~~owns~~sold ~~approximately 70~~90% of ~~CFTB~~its ~~Movie,~~100% ~~the~~interest ~~Company’s~~in ~~majority~~CVPI ~~owned~~for ~~subsidiary~~$50,000 (see Note 4).

InOn ~~May~~February ~~2017~~2, 2022, the Company ~~entered into an Assignment~~ and ~~Transfer~~RA ~~Agreement~~Production, ~~with~~Inc ~~Crazy for the Boys GA LLC~~ (“~~CFTB~~RA GAProduction”), a(collectively ~~company~~as ~~organized~~“Parties”) inentered ~~the~~into ~~state~~an ofOperating ~~Georgia,~~Agreement ~~whereby~~with ~~CFTB~~Boss GAMusic ~~assigned~~ and ~~transferred~~Entertainment, ~~all~~LLC ~~ownership~~(“BME”), ~~asset~~a ~~rights~~Delaware ~~and~~limited ~~other~~liability ~~interest~~company in(see ~~CFTB~~Note ~~GA to CFTB Movie~~9). ~~CFTB~~Pursuant GAto ~~was created for~~ the ~~sole~~Operating ~~purpose of producing the Movie in the State of Georgia~~Agreement, in the ~~city~~Company ofhas ~~Savannah, which offers production incentives up to 30~~50% ofinterest ~~Georgia production expenditures~~ in ~~transferable~~BME ~~tax credits. The Georgia tax incentive program is available for qualifying projects, including feature films, television series, commercials, music videos, animation~~ and ~~game~~shall ~~development.~~contribute ~~Consequently, CFTB GA became~~ a ~~wholly~~total ~~owned subsidiary~~ of ~~CFTB Movie and as of June 30~~$1, ~~2020~~000,000 ~~and~~of ~~September~~towards ~~30,~~the ~~2019,~~BME ~~the~~capital ~~consolidated~~account ~~financial~~payable ~~statements~~as offollows: ~~the~~(i) ~~Company~~$200,000 ~~include~~upon ~~the~~signing ~~accounts~~hereof of ~~CFTB GA. Filming for~~ the ~~Movie~~Operating ~~has~~Agreement ~~been~~and ~~completed~~(ii) in$800,000 ~~July~~payable ~~2017~~on ~~and~~ the ~~post-production~~full ~~phase~~execution ~~was~~of ~~completed~~recording inagreements ~~December~~with ~~2018.~~five ~~The~~artists ~~Company started~~ to ~~screen~~form ~~the~~a ~~movie~~recording ingroup, ~~January~~(i.e. ~~2019~~boy ~~for potential buyers~~band). ~~The~~As ~~Company has been receiving several offers for the distribution~~ of ~~the~~March ~~film~~31, ~~and~~2022, the ~~Company~~$200,000 ~~continues~~have tonot ~~review~~yet ~~those~~been ~~offers~~paid.

OnNOTE ~~June~~2 ~~21,~~- ~~2019,~~SUMMARY ~~Carmel~~OF ~~Valley~~SIGNIFICANT ~~Productions,~~ACCOUNTING Inc. (“CVPI”), a newly formed wholly owned subsidiary, a Florida corporation, was formed for purpose of owning and producing family friendly films. In January 2020, the Company sold 90% of its 100% interest in CVPI for $50,000 (see Note 4).POLICIES

OnBasis ~~November~~of 1,Presentation ~~2021,~~and ~~the~~Principles ~~Company filed an amendment to its Articles~~ of Incorporation increasing the Company’s authorized common stock from 4,200,000,000 to 19,000,000,000 shares. The increase in authorized common stock has been retroactively reflected in the accompanying condensed consolidated financial statements.Consolidation

~~NOTE~~The 2accompanying interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information, which includes consolidated interim financial statements and present the consolidated interim financial statements of the Company and its wholly-owned ~~SUMMARY~~subsidiaries OFas ~~SIGNIFICANT~~of ~~ACCOUNTING~~March ~~POLICIES~~31, 2022. All intercompany transactions and balances have been eliminated. In the opinion of management, all adjustments necessary to present fairly our financial position, results of operations, and cash flows have been made. Those adjustments consist of normal and recurring adjustments. The condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements as of and for the year ended September 30, 2021, and footnotes thereto included in the Company’s Report on Form 10-K filed with the SEC on December 17, 2021. The results of operations for the three and six months ended March 31, 2022, are not necessarily indicative of the results to be expected for the full year.

~~Basis of Presentation and Principles of Consolidation~~Cash

The ~~accompanying~~Company ~~interim~~considers ~~consolidated~~all ~~financial~~highly ~~statements~~liquid ~~have~~investments ~~been prepared in accordance~~ with ~~accounting~~a ~~principles~~maturity ~~generally accepted in the United States~~ of ~~America~~three ~~and~~months ~~the~~or ~~rules~~less ~~and~~when ~~regulations~~acquired ofto ~~the~~be ~~United~~cash ~~States~~equivalents. ~~Securities~~The ~~and Exchange Commission for interim financial information, which includes consolidated interim financial statements and present the consolidated interim financial statements of the~~ Company ~~and~~places its ~~wholly-owned~~cash ~~subsidiaries~~with ashigh ofcredit ~~December~~quality ~~31,~~financial ~~2021~~institutions. ~~All~~The ~~intercompany~~Company’s ~~transactions~~accounts ~~and~~at ~~balances~~these ~~have~~institutions ~~been~~are ~~eliminated.~~insured Inby the ~~opinion~~Federal ofDeposit ~~management,~~Insurance ~~all~~Corporation ~~adjustments~~(“FDIC”) ~~necessary~~up to ~~present fairly our financial position~~$250, ~~results of operations, and cash flows have been made~~000. ~~Those~~As ~~adjustments consist~~ of ~~normal~~March ~~and~~31, ~~recurring~~2022 ~~adjustments. The condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements as of~~ and ~~for the year ended~~ September 30, 2021, ~~and footnotes thereto included in~~ the Company’s ~~Report~~had onnot ~~Form~~reached ~~10-K~~bank ~~filed~~balances ~~with~~exceeding the ~~SEC~~FDIC insurance limit on ~~December~~interest ~~17,~~bearing ~~2021~~accounts. ~~The~~To ~~results~~reduce ofits ~~operations~~risk ~~for~~associated with the ~~three~~failure ~~months~~of ~~ended~~such ~~December~~financial 31institutions, ~~2021,~~the ~~are~~Company ~~not~~evaluates ~~necessarily~~at ~~indicative~~least ofannually the ~~results~~rating toof bethe ~~expected~~financial ~~for~~institutions ~~the~~in ~~full~~which ~~year~~it holds deposits.

~~Cash~~7 Table of Contents

~~The~~ALL ~~Company~~FOR ~~considers~~ONE ~~all~~MEDIA ~~highly liquid investments with a maturity of three months or less when acquired to be cash equivalents~~CORP. ~~The~~AND Company places its cash with high credit quality financial institutions. The Company’s accounts at these institutions are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. As of December 31, 2021 and September 30, 2020, the Company had not reached bank balances exceeding the FDIC insurance limit on interest bearing accounts. To reduce its risk associated with the failure of such financial institutions, the Company evaluates at least annually the rating of the financial institutions in which it holds deposits.SUBSIDIARIES

7NOTES ~~Table~~TO ofCONDENSED ~~Contents~~CONSOLIDATED FINANCIAL STATEMENTS

~~ALL~~MARCH ~~FOR~~31, ~~ONE MEDIA CORP. AND SUBSIDIARIES~~2022

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~(UNAUDITED)

~~DECEMBER~~Prepaid ~~31,~~Expenses ~~2021~~and Other Current Assets

~~(UNAUDITED)~~Prepaid expenses and other current assets of $20,527 and $21,191 as of March 31, 2022 and September 30, 2021, respectively, consist primarily of costs paid for future services which will occur within a year. Prepaid expenses typically include prepayments in cash for consulting which are being amortized over the terms of their respective agreements.

~~Prepaid~~Use ~~expenses and other current assets~~ of $33,359 and $21,191 as of December 31, 2021 and September 30, 2021, respectively, consist primarily of costs paid for future services which will occur within a year. Prepaid expenses typically include prepayments in cash and common stock for consulting which are being amortized over the terms of their respective agreements. Estimates

~~Use~~In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of ~~Estimates~~assets and liabilities as of the date of the consolidated balance sheet, and expenses for the period then ended. Actual results may differ significantly from those estimates. Significant estimates made by management include but are not limited to the fair value of common stock issued, the valuation of derivative liabilities, the valuation of stock-based compensation and the valuation of deferred tax assets.

InFilm ~~preparing~~Production the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated balance sheet, and expenses for the period then ended. Actual results may differ significantly from those estimates. Significant estimates made by management include but are not limited to the fair value of common stock issued, the valuation of derivative liabilities, the valuation of stock-based compensation and the valuation of deferred tax assets.Costs

~~Film~~The Company capitalizes costs which were used in the production of films according to ASC 926, Entertainment - Films. For films produced by the Company, capitalized costs include all direct production and financing costs, capitalized interest and production overhead. Production ~~Costs~~overhead includes the costs of individuals or departments with exclusive or significant responsibility for the production of films. Production overhead does not include general and administrative expenses and marketing, selling and distribution costs. Capitalization of interest costs should generally commence when a film is set for production and end when a film is substantially complete and ready for distribution. Filming the Movie was completed in July 2017 and the post-production phase was completed in December 2018. Generally, the interest eligible for capitalization includes stated interest, imputed interest, and interest related to debt instruments as well as amortization of discounts and other debt issue costs.

~~The~~Pursuant ~~Company capitalizes costs which were used in the production of films according~~ to ASC 926-20-35, ~~Entertainment~~the -Company ~~Films.~~will ~~For~~begin ~~films~~to ~~produced~~amortize ~~by the Company,~~ capitalized ~~costs~~film ~~include~~cost ~~all~~when ~~direct~~a ~~production~~film ~~and~~is ~~financing costs~~released, ~~capitalized interest~~ and ~~production~~it ~~overhead.~~begins ~~Production~~to ~~overhead~~recognize ~~includes~~revenue ~~the~~from ~~costs of individuals or departments with exclusive or significant responsibility for~~ the ~~production of films~~film. ~~Production~~These ~~overhead~~costs ~~does~~for ~~not~~an ~~include~~individual ~~general~~film ~~and~~are ~~administrative~~amortized ~~expenses~~ and ~~marketing,~~participation ~~selling and distribution~~ costs. ~~Capitalization~~(see ofbelow) ~~interest~~are ~~costs~~accrued ~~should~~to ~~generally~~direct ~~commence~~operating ~~when~~expenses ain ~~film~~the isproportion ~~set~~that ~~for~~current ~~production~~year’s ~~and~~revenues ~~end~~bear ~~when~~to amanagement’s ~~film~~estimates isof ~~substantially~~the ~~complete~~ultimate ~~and~~revenue ~~ready~~at ~~for~~the ~~distribution.~~beginning ~~Filming~~of the ~~Movie~~current ~~was~~year ~~completed~~expected into ~~July~~be ~~2017~~recognized ~~and~~from the ~~post-production~~exploitation, ~~phase~~exhibition ~~was~~or ~~completed~~sale inof ~~December~~such ~~2018~~film. ~~Generally,~~Ultimate ~~the~~revenue ~~interest eligible for capitalization~~ includes ~~stated~~estimates ~~interest,~~over ~~imputed~~a ~~interest,~~period ~~and~~not ~~interest related~~ to ~~debt~~exceed ~~instruments~~ten asyears ~~well~~following asthe ~~amortization~~date of ~~discounts~~initial ~~and~~release ~~other~~of ~~debt~~the ~~issue~~motion ~~costs~~picture.

~~Pursuant~~Parties toinvolved ~~ASC~~in ~~926-20-35,~~ the ~~Company~~production ~~will~~of ~~begin to amortize capitalized film cost when~~ a film ismay ~~released,~~be ~~and~~compensated itin ~~begins~~part toby ~~recognize~~contingent ~~revenue~~payments ~~from~~based on the ~~film.~~financial ~~These~~results ~~costs~~of ~~for~~a ~~an individual~~ film ~~are~~pursuant ~~amortized~~to ~~and~~contractual ~~participation~~formulas ~~costs~~ (~~see below~~participations) ~~are~~and ~~accrued~~by tocontingent ~~direct~~amounts ~~operating~~due ~~expenses~~under inprovisions ~~the~~of ~~proportion~~collective ~~that~~bargaining ~~current~~agreements ~~year’s~~(residuals). ~~revenues~~Such ~~bear~~parties toare ~~management’s~~collectively ~~estimates~~referred ofto ~~the~~as ~~ultimate~~participants, ~~revenue~~and atsuch ~~the~~costs ~~beginning~~are ofcollectively ~~the~~referred ~~current year expected~~ to beas ~~recognized~~participation ~~from~~costs. ~~the~~Participations ~~exploitation,~~may ~~exhibition~~be orgiven ~~sale~~to ofcreative talent, such ~~film.~~as ~~Ultimate~~actors ~~revenue~~or ~~includes~~writers, ~~estimates~~or ~~over~~to aentities ~~period~~from ~~not~~whom todistribution ~~exceed~~rights ~~ten~~are ~~years~~licensed. ~~following~~Participation ~~the~~costs ~~date~~are oftypically ~~initial~~recognized ~~release~~evenly ofas the ~~motion~~ultimate ~~picture~~revenues are earned.

~~Parties~~Unamortized ~~involved in the production of a~~ film ~~may~~costs beare ~~compensated~~tested infor ~~part~~impairment bywhen ~~contingent~~there ~~payments~~is ~~based~~an onindication that the ~~financial~~fair ~~results~~value of athe film ~~pursuant~~may tobe ~~contractual~~less ~~formulas~~than ~~(participations)~~unamortized ~~and~~costs. byConsistent ~~contingent~~with ~~amounts~~the ~~due~~rules ~~under~~for ~~provisions~~recognizing impairment of ~~collective~~long-lived ~~bargaining~~assets ~~agreements~~in ~~(residuals).~~ASC ~~Such~~926, ~~parties~~the ~~are~~standard ~~collectively~~sets ~~referred~~forth toexamples asof ~~participants,~~events ~~and~~or ~~such~~changes ~~costs~~in ~~are~~circumstances ~~collectively~~that ~~referred~~indicate tothat asthe ~~participation~~entity ~~costs.~~must ~~Participations~~assess ~~may~~whether bethe ~~given~~fair tovalue ~~creative~~of ~~talent,~~the ~~such~~film as(whether ~~actors~~it orhas ~~writers,~~been completed or tois ~~entities~~still ~~from~~in ~~whom~~production) ~~distribution~~is ~~rights~~less ~~are~~than ~~licensed.~~the ~~Participation~~carrying ~~costs~~amount ~~are~~of ~~typically~~its ~~recognized~~unamortized ~~evenly~~film ~~as the ultimate revenues are earned~~costs.

~~Unamortized~~1. ~~film~~An ~~costs~~adverse ~~are~~change ~~tested~~in ~~for impairment when there is an indication that~~ the ~~fair~~expected ~~value~~performance of the film ~~may~~prior beto ~~less~~its ~~than~~release, ~~unamortized costs~~2. ~~Consistent~~Actual ~~with~~costs ~~the~~substantially ~~rules~~in ~~for~~excess ~~recognizing~~of ~~impairment~~budgeted ofcosts, ~~long-lived~~3. ~~assets~~Substantial delays in ~~ASC~~completion ~~926~~or release schedules, ~~the~~4. ~~standard~~Changes ~~sets~~in ~~forth~~release ~~examples~~plans, ofsuch ~~events~~as ora ~~changes~~reduction in ~~circumstances~~the ~~that~~initial ~~indicate~~release ~~that~~pattern, ~~the~~5. ~~entity~~Insufficient ~~must~~funding ~~assess~~or ~~whether~~resources ~~the~~to ~~fair~~complete ~~value of~~ the film ~~(whether~~and itto ~~has~~market ~~been~~it ~~completed~~effectively, or6. isActual ~~still~~performance insubsequent ~~production)~~to isrelease ~~less~~fails ~~than~~to ~~the~~meet ~~carrying~~prerelease ~~amount~~expectations. of(ASC ~~its unamortized film costs.~~926-20-35-12)

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

8ALL ~~Table~~FOR ofONE ~~Contents~~MEDIA CORP. AND SUBSIDIARIES

~~ALL~~NOTES ~~FOR~~TO ~~ONE~~CONDENSED ~~MEDIA~~CONSOLIDATED ~~CORP.~~FINANCIAL ~~AND SUBSIDIARIES~~STATEMENTS

~~NOTES~~MARCH TO31, ~~CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~2022

~~DECEMBER 31, 2021~~(UNAUDITED)

~~(UNAUDITED)~~Fair Value of Financial Instruments

FASB ASC 820 - Fair Value Measurements and Disclosures, defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. FASB ASC 820 requires disclosures about the fair value of all financial instruments, whether or not recognized, for financial statement purposes. Disclosures about the fair value of financial instruments are based on pertinent information available to the Company on ~~December~~March 31, ~~2021~~2022. Accordingly, the estimates presented in these financial statements are not necessarily indicative of the amounts that could be realized on disposition of the financial instruments. FASB ASC 820 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement).

The three levels of the fair value hierarchy are as follows:

Level 1:	Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date.
Level 2:	Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data.
Level 3:	Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information.

The carrying amounts reported in the condensed consolidated balance sheets for cash, due from and to related parties, prepaid expenses, accounts payable and accrued liabilities approximate their fair market value based on the short-term maturity of these instruments.

Assets or liabilities measured at fair value or a recurring basis included embedded conversion options in convertible debt (see Note 5) and were as follows at ~~June~~March 3031, ~~2021~~2022:

	December 31, 2021						September 30, 2021
	March 31, 2022						September 30, 2021
Description	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Derivative liabilities	$	-—	$	-—	$	69,~~401~~072,~~834~~890	$	-—	$	-—	$	11,587,761

A roll forward of the level 3 valuation financial instruments is as follows:

	Three Months EndedDecember 31, 2021
	Six MonthsEndedMarch 31,2022
	(Unaudited)
Balance at September 30, 2021	$	11,587,761
Initial valuation of derivative liabilities included in debt discount		224,000
Initial valuation of derivative liabilities included in derivative expense		123,743
Reclassification of derivative liabilities to gain on debt extinguishment		(~~148~~234,~~690~~420	)
Change in fair value included in derivative expense		(52,~~384~~628,~~980~~194	)
Balance at December 31, 2021	$	6,401,834
Balance at March 31, 2022	$	9,072,890

ASC 825-10 “Financial Instruments” allows entities to voluntarily choose to measure certain financial assets and liabilities at fair value (fair value option). The fair value option may be elected on an instrument-by-instrument basis and is irrevocable unless a new election date occurs. If the fair value option is elected for an instrument, unrealized gains and losses for that instrument should be reported in earnings at each subsequent reporting date. The Company did not elect to apply the fair value option to any outstanding equity instruments.

Derivative Liabilities

The Company has certain financial instruments that are embedded derivatives associated with capital raises. The Company evaluates all its financial instruments to determine if those contracts or any potential embedded components of those contracts qualify as derivatives to be separately accounted for in accordance with ASC 815-10 - Derivative and Hedging - Contract in Entity’s Own Equity. This accounting treatment requires that the carrying amount of any derivatives be recorded at fair value at issuance and marked-to-market at each balance sheet date. In the event that the fair value is recorded as a liability, as is the case with the Company, the change in the fair value during the period is recorded as either other income or expense. Upon conversion, exercise or repayment, the respective derivative liability is marked to fair value at the conversion, repayment, or exercise date and then the related fair value amount is reclassified to other income or expense as part of gain or loss on debt extinguishment.

Table of Contents

ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~DECEMBER~~MARCH 31, ~~2021~~2022

(UNAUDITED)

In July 2017, FASB issued ASU No. 2017-11, Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features. These amendments simplify the accounting for certain financial instruments with down-round features. The amendments require companies to disregard the down-round feature when assessing whether the instrument is indexed to its own stock, for purposes of determining liability or equity classification. For public business entities, the amendments in Part I of the ASU are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018.

Basic and Diluted Net Loss Per Share

Pursuant to ASC 260-10-45, basic loss per common share is computed by dividing net loss by the weighted average number of shares of common stock outstanding for the periods presented. Diluted loss per share is computed by dividing net loss by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period. Potentially dilutive common shares consist of common stock issuable for stock options and stock warrants (using the treasury stock method), convertible notes and common stock issuable. These common stock equivalents may be dilutive in the future.

The potentially dilutive common stock equivalents as of ~~December~~March 31, ~~2021,~~2022 and ~~2020~~2021 were excluded from the dilutive loss per share calculation as they would be antidilutive due to the net loss. The following were the computation of diluted shares outstanding and in periods where the Company has a net loss, all dilutive securities are excluded.

	December 31,2021		December 31,2020
	March 31,2022		March 31,2021
Common Stock Equivalents:
Stock Warrants		1,600,000		1,600,000
Convertible Notes		2461,~~321~~499,~~697~~214,~~816~~372		1610,~~686~~330,~~886~~364,~~496~~307
Total		2461,~~323~~500,~~297~~814,~~816~~372		1610,~~688~~331,~~486~~964,~~496~~307

The following table presents a reconciliation of basic and diluted net loss per share:

	Three MonthsEndedDecember 31, 2021
	Six MonthsEndedMarch 31, 2022			Six MonthsEndedMarch 31, 2021
Income (loss) per common share - basic:
Net income	$	5,343,417
Net income attributable to All For One Media Corp.	$	1,846,232		$	2,580,601
Weighted average common shares outstanding - basic		4,~~391~~840,~~606~~797,~~717~~968			3,128,917,755
Net income (loss) per common share - basic:	$	0.00		$	0.00
Loss per common share - diluted:
Net income attributable to All For One Media Corp.	$	51,~~343~~846,~~417~~232		$	2,580,601
Add: interest on debt		~~442~~1,~~037~~004,390			493,603
Add: initial derivative expense		123,743			1,236,016
Add: loss on extinguishment of debt, net		48,570
Add: loss (gain) on extinguishment of debt, net		83,822			(1,009,366	)
Less: gain from change in fair value of derivative liabilities		(52,~~384~~628,~~980~~194	)		(3,626,558	)
Less: gain debt modification		(764,999	)		—
Numerator for loss from operations per common share - diluted	$	(~~192~~335,~~212~~006	)	$	(325,704	)
Weighted average common shares outstanding - basic		4,~~391~~840,~~606~~797,~~717~~968			3,128,917,755
Effect of dilutive securities:
Convertible notes payable		2461,~~321~~499,~~697~~214,~~816~~372			10,330,364,307
Weighted average common shares outstanding - diluted		2866,~~713~~340,~~304~~012,~~533~~340			13,459,282,062
Net loss per common share - diluted:	$	(0.00	)	$	(0.00	)

Table of Contents

ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~DECEMBER~~MARCH 31, ~~2021~~2022

(UNAUDITED)

~~The Company accounts for income taxes pursuant to the provision of ASC 740-10, “Accounting for~~ Income Taxes” (“ASC 740-10”), which requires, among other things, an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided to offset any net deferred tax assets for which management believes it is more likely than not that the net deferred asset will not be realized.

The Company ~~follows~~accounts for income taxes pursuant to the provision of ASC 740-10, ~~related to~~ “Accounting for ~~Uncertain~~ Income ~~Tax~~Taxes” ~~Positions.~~(“ASC ~~When~~740-10”), ~~tax~~which ~~returns~~requires, ~~are~~among ~~filed~~other things, ~~there~~an ~~may~~asset beand ~~uncertainty~~liability ~~about~~approach ~~the~~to ~~merits~~calculating ofdeferred ~~positions~~income ~~taken~~taxes. orThe ~~the~~asset ~~amount~~and ofliability ~~the~~approach ~~position~~requires ~~that~~the ~~would~~recognition beof ~~ultimately~~deferred ~~sustained.~~tax Inassets ~~accordance~~and ~~with~~liabilities for the ~~guidance~~expected future tax consequences of ~~ASC~~temporary ~~740-10,~~differences between the ~~benefit~~carrying ofamounts aand the tax ~~position~~bases isof ~~recognized~~assets inand ~~the~~liabilities. ~~financial~~A ~~statements~~valuation inallowance ~~the~~is ~~period~~provided ~~during~~to ~~which,~~offset ~~based~~any onnet ~~all~~deferred ~~available~~tax ~~evidence,~~assets for which management believes it is more likely than not that the ~~position~~net ~~will~~deferred beasset ~~sustained~~will ~~upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are~~ not ~~offset~~be ~~or aggregated with other positions~~realized.

~~Tax~~The ~~positions~~Company ~~that~~follows ~~meet~~ the ~~more~~provision of ASC 740-~~likely-than-not~~10 ~~recognition~~related ~~threshold~~to ~~are~~Accounting ~~measured~~for atUncertain ~~the~~Income ~~largest~~Tax ~~amount~~Positions. ofWhen tax ~~benefit~~returns ~~that~~are isfiled, ~~more~~there ~~than~~may 50be ~~percent~~uncertainty ~~likely~~about ofthe ~~being~~merits ~~realized~~of ~~upon~~positions ~~settlement~~taken ~~with~~or the ~~applicable~~amount ~~taxing authority. The portion~~ of the ~~benefit~~position ~~associated~~that ~~with~~would ~~tax~~be ~~positions~~ultimately ~~taken~~sustained. ~~that~~In ~~exceed~~accordance with the ~~amount~~guidance ~~measured~~of asASC ~~described~~740-10, ~~above~~the ~~should~~benefit beof ~~reflected as~~ a ~~liability~~tax ~~for~~position ~~uncertain~~is ~~tax~~recognized ~~benefits~~ in the ~~accompanying~~financial ~~balance~~statements ~~sheet~~in ~~along~~the ~~with~~period ~~any~~during ~~associated~~which, ~~interest~~based ~~and~~on ~~penalties~~all ~~that~~available ~~would~~evidence, bemanagement ~~payable~~believes toit ~~the~~is ~~taxing~~more ~~authorities~~likely ~~upon~~than ~~examination.~~not ~~The~~that ~~Company~~the ~~believes~~position ~~its~~will ~~tax~~be ~~positions~~sustained ~~are~~upon ~~all~~examination, ~~more~~including ~~likely~~the ~~than~~resolution ~~not~~of toappeals beor ~~upheld~~litigation ~~upon~~processes, ~~examination~~if any. AsTax ~~such,~~positions ~~the~~taken ~~Company~~are ~~has~~ not ~~recorded~~offset aor ~~liability~~aggregated ~~for~~with ~~uncertain~~other ~~tax benefits~~positions.

~~The~~Tax ~~Company~~positions ~~has~~that ~~adopted~~meet ~~ASC~~the ~~740~~more-10likely-~~25,~~than-not ~~“Definition~~recognition ofthreshold ~~Settlement”,~~are ~~which~~measured ~~provides~~at ~~guidance~~the onlargest ~~how~~amount anof ~~entity should determine whether a~~ tax ~~position~~benefit that is ~~effectively~~more ~~settled~~than ~~for~~50 ~~the~~percent ~~purpose~~likely of ~~recognizing~~being ~~previously~~realized ~~unrecognized~~upon ~~tax~~settlement ~~benefits~~with ~~and provides that a tax position can be effectively settled upon~~ the ~~completion~~applicable ~~and examination by a~~ taxing authority ~~without being legally extinguished~~. ~~For~~The ~~tax~~portion ~~positions~~of ~~considered effectively settled, an entity would recognize~~ the ~~full~~benefit ~~amount~~associated ofwith tax ~~benefit,~~positions ~~even~~taken ifthat exceed the ~~tax~~amount ~~position~~measured isas ~~not~~described ~~considered~~above ~~more~~should ~~likely than not to~~ be ~~sustained~~reflected ~~based~~as ~~solely~~a onliability ~~the~~for ~~basis~~uncertain oftax ~~its~~benefits ~~technical~~in ~~merits and~~ the ~~statute~~accompanying ofbalance ~~limitations~~sheet ~~remains~~along ~~open.~~with ~~The~~any ~~federal~~associated interest and ~~state~~penalties ~~income~~that ~~tax~~would ~~returns~~be ofpayable ~~the Company are subject~~ to ~~examination by~~ the ~~IRS and state~~ taxing authorities, ~~generally~~upon ~~for three years after they are filed~~examination. The Company ~~currently~~believes ~~has~~its ~~no federal or state~~ tax ~~examinations~~positions ~~nor~~are ~~has~~all itmore ~~had~~likely ~~any~~than ~~federal~~not orto ~~state~~be ~~examinations~~upheld ~~since~~upon ~~its inception~~examination. ~~The~~As ~~Company’s 2020~~such, ~~2019,~~the ~~and~~Company ~~2018~~has ~~tax~~not ~~years~~recorded ~~may~~a ~~still~~liability befor ~~subject~~uncertain ~~to federal and state~~ tax ~~examination~~benefits.

~~Stock~~The Company has adopted ASC 740-~~Based~~10-25, ~~Compensation~~“Definition of Settlement”, which provides guidance on how an entity should determine whether a tax position is effectively settled for the purpose of recognizing previously unrecognized tax benefits and provides that a tax position can be effectively settled upon the completion and examination by a taxing authority without being legally extinguished. For tax positions considered effectively settled, an entity would recognize the full amount of tax benefit, even if the tax position is not considered more likely than not to be sustained based solely on the basis of its technical merits and the statute of limitations remains open. The federal and state income tax returns of the Company are subject to examination by the IRS and state taxing authorities, generally for three years after they are filed. The Company currently has no federal or state tax examinations nor has it had any federal or state examinations since its inception. The Company’s 2021, 2020 and 2019 tax years may still be subject to federal and state tax examination.

Stock-~~based compensation is accounted for based on the requirements of ASC 718, Share-~~Based Payment, which requires recognition in the financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award (presumptively, the vesting period). The Financial Accounting Standards Board (“FASB”) also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award. Pursuant to ASC Topic 505-50, for share-based payments non-employees, compensation expense is determined at the measurement date defined as the earlier of: a) the date at which a commitment for performance by the counterparty to earn the equity instruments is reached or b) the date at which the counterparty’s performance is complete.Compensation

~~The~~Stock-based ~~expense~~compensation is ~~recognized~~accounted ~~over~~for based on the ~~vesting~~requirements ~~period~~of ASC 718, Share-Based Payment, which requires recognition in the financial statements of the cost of employee and director services received in exchange for an award. ~~Until~~of equity instruments over the ~~measurement~~period ~~date~~the employee or director is ~~reached,~~required to perform the ~~total~~services ~~amount~~in ofexchange ~~compensation~~for ~~expense~~the ~~remains~~award ~~uncertain~~(presumptively, the vesting period). The ~~Company~~Financial ~~records~~Accounting ~~compensation~~Standards ~~expense~~Board (“FASB”) also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award. Pursuant to ASC Topic 505-50, for share-based payments non-employees, compensation expense is determined at the ~~reporting~~measurement date. ~~The~~defined ~~awards~~as tothe ~~consultants~~earlier ~~and~~of: ~~other~~a) ~~third~~the ~~parties~~date ~~are~~at ~~then~~which ~~revalued,~~a orcommitment ~~the~~for ~~total~~performance ~~compensation~~by isthe ~~recalculated,~~counterparty ~~based~~to onearn the ~~then~~equity ~~current~~instruments ~~fair~~is ~~value,~~reached or b) the date at ~~each~~which ~~subsequent~~the ~~reporting~~counterparty’s ~~date~~performance is complete.

~~Non-Controlling~~The ~~Interests~~expense inis ~~Consolidated~~recognized ~~Financial~~over ~~Statements~~the vesting period of the award. Until the measurement date is reached, the total amount of compensation expense remains uncertain. The Company records compensation expense based on the fair value of the award at the reporting date. The awards to consultants and other third parties are then revalued, or the total compensation is recalculated, based on the then current fair value, at each subsequent reporting date.

~~In December 2007, the FASB issued ASC 810-10-65, “~~Non-~~controlling~~Controlling Interests in Consolidated Financial Statements, an amendment of Accounting Research Bulletin No. 51” (“SFAS No. 160”). This ASC clarifies that a non-controlling (minority) interest in a subsidiary is an ownership interest in the entity that should be reported as equity in the consolidated financial statements. It also requires consolidated net income to include the amounts attributable to both the parent and non-controlling interest, with disclosure on the face of the consolidated income statement of the amounts attributed to the parent and to the non-controlling interest. In accordance with ASC 810-10- 45-21, those losses attributable to the parent and the non-controlling interest in subsidiaries may exceed their interests in the subsidiary’s equity. The excess and any further losses attributable to the parent and the non-controlling interest shall be attributed to those interests even if that attribution results in a deficit non-controlling interest balance. During the year ended September 30, 2017, the Company sold 8 Class A units of membership interest in CFTB Movie and assigned 1 Class B unit in CFTB Movie pursuant to a guarantee agreement which resulted in approximately 27% non-controlling interest. On November 14, 2018, the Company sold 1and ¼ Class A units of membership interest in CFTB Movie to a director of the Company for $125,000 increasing the non-controlling interest to approximately 29.9%. As of December 31, 2021 and September 30, 2021, the Company recorded a non-controlling interest balance of $(376,139) and $(375,020), respectively, in connection with the majority-owned subsidiaries, CFTB Movie and CFTB GA as reflected in the accompanying condensed consolidated balance sheet and losses attributable to non-controlling interest of $1,119 and $1,131 during the three months ended December 31, 2021 and 2020, respectively, as reflected in the accompanying condensed consolidated statements of operations.

11In ~~Table~~December 2007, the FASB issued ASC 810-10-65, “Non-controlling Interests in Consolidated Financial Statements, an amendment of ~~Contents~~Accounting Research Bulletin No. 51” (“SFAS No. 160”). This ASC clarifies that a non-controlling (minority) interest in a subsidiary is an ownership interest in the entity that should be reported as equity in the consolidated financial statements. It also requires consolidated net income to include the amounts attributable to both the parent and non-controlling interest, with disclosure on the face of the consolidated income statement of the amounts attributed to the parent and to the non-controlling interest. In accordance with ASC 810-10- 45-21, those losses attributable to the parent and the non-controlling interest in subsidiaries may exceed their interests in the subsidiary’s equity. The excess and any further losses attributable to the parent and the non-controlling interest shall be attributed to those interests even if that attribution results in a deficit non-controlling interest balance. During the year ended September 30, 2017, the Company sold 8 Class A units of membership interest in CFTB Movie and assigned 1 Class B unit in CFTB Movie pursuant to a guarantee agreement which resulted in approximately 27% non-controlling interest. On November 14, 2018, the Company sold 1and ¼ Class A units of membership interest in CFTB Movie to a director of the Company for $125,000 increasing the non-controlling interest to approximately 29.9%. As of March 31, 2022 and September 30, 2021, the Company recorded a non-controlling interest balance of $(385,999) and $(375,020), respectively, in connection with the majority-owned subsidiaries, CFTB Movie and CFTB GA as reflected in the accompanying condensed consolidated balance sheet and losses attributable to non-controlling interest of $(9,860) and $(1,621) during the three months ended March 31, 2022 and 2021, respectively, and $(10,979) and $(2,752) during the six months ended March 31, 2022 and 2021, respectively, as reflected in the accompanying condensed consolidated statements of operations.

~~ALL~~11 ~~FOR~~Table ~~ONE~~of ~~MEDIA CORP. AND SUBSIDIARIES~~Contents

~~NOTES~~ALL TOFOR ~~CONDENSED~~ONE ~~CONSOLIDATED~~MEDIA ~~FINANCIAL~~CORP. ~~STATEMENTS~~AND SUBSIDIARIES

~~DECEMBER~~NOTES ~~31,~~TO ~~2021~~CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~(UNAUDITED)~~MARCH 31, 2022

~~Step 1: Identify the contract~~(sUNAUDITED) ~~with a customer.~~

~~Step~~Revenue ~~2: Identify the performance obligations in the contract.~~Recognition

~~Step~~ASU 3:Topic ~~Determine~~606 - Revenue from Contracts with Customers (“ASU 606”), the ~~transaction~~Company ~~price.~~recognizes revenue in accordance with that core principle by applying the following steps:

Step 41: ~~Allocate~~Identify the ~~transaction~~contract(s) ~~price~~with toa ~~the performance obligations in the contract~~customer.

Step 52: ~~Recognize~~Identify ~~revenue~~the ~~when~~performance ~~(or~~obligations ~~as)~~in the ~~entity satisfies a performance obligation~~contract.

~~The~~Step ~~Company~~3: ~~recognize~~Determine ~~revenue of $2,313 and $2,410 during~~ the ~~three~~transaction ~~months ended December 31, 2021 and 2020, respectively, from streaming music sales~~price. The Company markets their master song recordings (see Note 1) through online music streaming websites and recognizes revenues on a net basis once the songs are downloaded by the customer and the performance obligation is satisfied.

~~Recent~~Step ~~Accounting~~4: ~~Pronouncements~~Allocate the transaction price to the performance obligations in the contract.

InStep ~~August~~5: ~~2020,~~Recognize ~~the~~revenue ~~FASB~~when ~~issued ASU 2020-06, Debt - Debt with Conversion and Other Options~~ (~~Subtopic~~or ~~470-20~~as) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) - Accounting for Convertible Instruments and Contracts on an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the ~~derivative~~entity ~~scope~~satisfies exception, which will permit more equity contracts to qualify for the exceptions. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years, and early adoption is permitted. The Company early adoption ASU 2020-06 during the three months ended December 31, 2021 and it did not have a ~~material~~performance ~~effect on the consolidated financial statements~~obligation.

InThe ~~May~~Company ~~2021,~~recognized ~~the~~revenue ~~FASB~~of ~~issued~~$1,170 ~~ASU~~and ~~2021-04~~$2,351 ~~Earnings~~during ~~Per~~the ~~Share~~three ~~(Topic~~months ~~260)~~ended March 31, ~~Debt-Modifications~~2022 and ~~Extinguishments (Subtopic 470-50)~~2021, ~~Compensation-Stock Compensation (Topic 718)~~respectively, and ~~Derivatives~~$3,483 and ~~Hedging-Contracts~~$4,761 induring ~~Entity’s~~the ~~Own~~six ~~Equity~~months ~~(Subtopic~~ended ~~815-40).~~March ~~The new ASU addresses issuer’s accounting for certain modifications or exchanges of freestanding equity-classified written call options. This amendment is effective for all entities~~31, ~~for~~2022 ~~fiscal~~and ~~years beginning after December 15~~2021, ~~2021~~respectively, ~~including~~from ~~interim~~streaming ~~periods~~music ~~within those fiscal years~~sales. ~~Early~~The ~~adoption~~Company ismarkets ~~permitted.~~their ~~The~~master ~~Company~~song ~~early~~recordings ~~adoption~~through ~~ASU~~online ~~2021-04~~music ~~during~~streaming ~~the~~websites ~~three~~and ~~months~~recognizes ~~ended~~revenues ~~December~~on ~~31,~~a ~~2021~~net ~~and~~basis itonce ~~did~~the ~~not~~songs ~~have~~are adownloaded ~~material~~by ~~effect~~the oncustomer and the ~~consolidated~~performance ~~financial~~obligation ~~statements~~is satisfied.

~~Other~~Recent ~~accounting~~Accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures.Pronouncements

12In ~~Table~~August of2020, ~~Contents~~the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) - Accounting for Convertible Instruments and Contracts on an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exceptions. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years, and early adoption is permitted. The Company early adopted ASU 2020-06 during the three months ended December 31, 2021 and it did not have a material effect on the consolidated financial statements.

~~ALL~~In ~~FOR~~May ~~ONE~~2021, ~~MEDIA~~the ~~CORP~~FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Compensation-Stock Compensation (Topic 718), and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40). ~~AND~~The ~~SUBSIDIARIES~~new ASU addresses issuer’s accounting for certain modifications or exchanges of freestanding equity-classified written call options. This amendment is effective for all entities, for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted. The Company early adopted ASU 2021-04 during the three months ended December 31, 2021 and it did not have a material effect on the consolidated financial statements.

~~NOTES~~In TOMarch ~~CONDENSED~~2022, ~~CONSOLIDATED~~the ~~FINANCIAL~~FASB ~~STATEMENTS~~issued ASU 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging—Portfolio Layer Method. Current GAAP permits only prepayable financial assets and one or more beneficial interests secured by a portfolio of prepayable financial instruments to be included in a last-of-layer closed portfolio. The amendments in ASU 2022-01 allow 3 non-prepayable financial assets also to be included in a closed portfolio hedged using the portfolio layer method. That expanded scope permits an entity to apply the same portfolio hedging method to both prepayable and non-prepayable financial assets, thereby allowing consistent accounting for similar hedges.

~~DECEMBER~~12 ~~31,~~Table ~~2021~~of Contents

~~(UNAUDITED)~~ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES

~~NOTE~~NOTES 3TO -CONDENSED ~~GOING~~CONSOLIDATED ~~CONCERN~~FINANCIAL STATEMENTS

~~The~~MARCH accompanying condensed consolidated financial statements are prepared on a going concern basis which contemplates the realization of assets and satisfaction of liabilities and commitments in the normal course of business. As reflected in the accompanying condensed consolidated financial statements, the Company had a net income and net cash (used in) operations of $5,342,298 and $(211,828), respectively, for the three months ended December 31, 2021. The net income for the three months ended December 31, 2021, was primarily a result of the non-cash gain on change in fair value of derivative liabilities of $5,384,980 and non-cash gain on debt modification of $764,999. Additionally, the Company had an accumulated (deficit) of $(22,225,496), working capital (deficit) of $(12,790,708) and a stockholders’ (deficit) of $(12,790,708) as of December 31, 2021. As of December 31, 2021, the Company had $1,069,921 of convertible notes and $430,000 of notes payable that are currently in default for nonpayment. These matters raise substantial doubt about the Company’s ability to continue as a going concern for twelve months from the issuance date of this report. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future such as selling the completed Movie and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. The Company’s ability to raise additional capital through the future issuances of common stock is unknown. The obtainment of additional financing, the successful development of the Company’s contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations.2022

The condensed consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. While the Company believes in the viability of its strategy to generate revenues, there can be no assurances to that effect.(UNAUDITED)

~~NOTE~~The 4amendments in ASU 2022-01 ~~DISPOSAL~~clarify OFthe Aaccounting ~~SUBSIDIARY~~for and promote consistency in the reporting of hedge basis adjustments applicable to both a single hedged layer and multiple hedged layers as follows:

On1. ~~January~~An ~~17,~~entity ~~2020,~~is ~~our~~required ~~parent~~to ~~entity~~maintain ~~entered~~basis ~~into~~adjustments ain ~~Stock~~an ~~Purchase~~existing ~~and~~hedge ~~Sale~~on ~~Agreement~~a ~~with~~closed ~~our~~portfolio ~~subsidiary~~basis (that is, ~~Carmel~~not ~~Valley~~allocated ~~Productions~~to ~~Inc.~~individual ~~(“CVPI”~~assets). ~~whereby~~2. An entity is required to immediately recognize and present the ~~Company~~basis ~~sold~~adjustment ~~90%~~associated with the amount of ~~its~~the ~~100%~~dedesignated ~~interest~~layer that was breached in ~~CVPI~~interest income. In addition, an entity is required to disclose that amount and ~~any~~the ofcircumstances that led to the ~~Company’s~~breach. ~~right~~3. An entity is required to ~~receive~~disclose ~~revenues~~the ortotal ~~repayment~~amount ~~from~~of the ~~$100,000~~basis ~~advance~~adjustments onin ~~film~~existing ~~rights~~hedges ~~under~~as a reconciling amount if other areas of GAAP require the ~~terms~~disaggregated disclosure of the ~~Co-Production~~amortized ~~and~~cost ~~Finance~~basis ~~Agreement~~of ~~dated~~assets onincluded ~~July~~in ~~24,~~the ~~2019~~closed ~~for~~portfolio. a4. ~~total~~An ~~purchase~~entity ~~price~~is ofprohibited ~~$50,000~~from considering basis adjustments in an existing hedge when determining credit losses.

~~The~~For ~~following~~public ~~assets~~business entities, amendments in ASU 2022-01 are effective for fiscal years beginning after December 15, 2022, and ~~liabilities~~interim ~~were~~periods ~~disposed~~within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted on any date on or after the issuance of ASU 2022-01 for any entity that has adopted the amendments in ASU 2017-12 for the ~~Sale:~~corresponding period. If an entity adopts the amendments in an interim period, the effect of adopting the amendments related to basis adjustments should be reflected as of the beginning of the fiscal year of adoption (that is, the initial application date). The Company early adopted ASU 2022-01 during the three months ended March 31, 2022 and it did not have a material effect on the consolidated financial statements.

	January 17,2020
Assets:
Cash	$	150,100
Advances on film rights - related party		199,000
Total assets	$	349,100
Liabilities:
Accrued expenses	$	3,260
Note payable		250,000
Total liabilities	$	253,260
Net assets disposed	$	95,840
Cash transferred to parent in exchange for 90% CVPI interest		(50,000	)
Loss from sale of subsidiary, CVPI	$	45,840

Other accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures.

OnNOTE ~~June~~3 ~~22, 2020, the Company sold the remaining 1,000,000 shares of common stock or 10% equity ownership of CVPI, to a third~~-~~party~~ ~~for~~GOING ~~cash proceeds of $20,000 which was recorded as gain on sale of investment in the accompanying condensed consolidated statement of operations.~~CONCERN

~~NOTE~~The 5accompanying condensed consolidated financial statements are prepared on a going concern basis which contemplates the realization of assets and satisfaction of liabilities and commitments in the normal course of business. As reflected in the accompanying condensed consolidated financial statements, the Company had a net income and net cash (used in) operations of $1,835,256 and $(346,290), respectively, for the six months ended March 31, 2022. The net income for the six months ended March 31, 2022, was primarily a result of the non-cash ~~CONVERTIBLE~~gain ~~NOTES~~on ~~PAYABLE~~change in fair value of derivative liabilities of $2,628,194 and non-cash gain on debt modification of $764,999. Additionally, the Company had an accumulated (deficit) of $(25,722,681), working capital (deficit) of $(16,055,151) and a stockholders’ (deficit) of $(16,055,151) as of March 31, 2022. As of March 31, 2022, the Company had $1,069,921 of convertible notes and $430,000 of notes payable that are currently in default for nonpayment. These matters raise substantial doubt about the Company’s ability to continue as a going concern for twelve months from the issuance date of this report. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future such as selling the completed Movie and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. The Company’s ability to raise additional capital through the future issuances of common stock is unknown. The obtainment of additional financing, the successful development of the Company’s contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations.

AsThe ofcondensed ~~December~~consolidated ~~31,~~financial ~~2021,~~statements ~~and~~do ~~September~~not ~~30,~~include ~~2021,~~any ~~convertible~~adjustments ~~notes~~that ~~payable~~might -be ~~unrelated~~necessary ~~party~~if ~~consisted~~the ofCompany is unable to continue as a going concern. While the ~~following:~~Company believes in the viability of its strategy to generate revenues, there can be no assurances to that effect.

	December 31,2021			September 30,2021
	(Unaudited)
Principal amount	$	4,561,736		$	4,665,641
Less: unamortized debt discount		(666,579	)		(706,839	)
Convertible notes payable, net - current	$	3,895,157		$	3,958,802

NOTE 4 - DISPOSAL OF A SUBSIDIARY

13On ~~Table~~January 17, 2020, our parent entity entered into a Stock Purchase and Sale Agreement with our subsidiary, Carmel Valley Productions Inc. (“CVPI”) whereby the Company sold 90% of ~~Contents~~its 100% interest in CVPI and any of the Company’s right to receive revenues or repayment from the $100,000 advance on film rights under the terms of the Co-Production and Finance Agreement dated on July 24, 2019 for a total purchase price of $50,000.

~~ALL~~13 ~~FOR~~Table ~~ONE~~of ~~MEDIA CORP. AND SUBSIDIARIES~~Contents

~~NOTES~~ALL TOFOR ~~CONDENSED~~ONE ~~CONSOLIDATED~~MEDIA ~~FINANCIAL~~CORP. ~~STATEMENTS~~AND SUBSIDIARIES

~~DECEMBER~~NOTES ~~31,~~TO ~~2021~~CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~(UNAUDITED)~~MARCH 31, 2022

~~On September 25, 2017, the Company issued 12% Convertible Promissory Notes for principal borrowings of up to $110,000. The note is unsecured, bears an interest rate of 12% per annum~~ (~~24% default rate~~UNAUDITED) and matured in June 2018. The note holder had the right to convert beginning on the date which is the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is the lower of (1) 50% of the volume weighted average price of the Company’s common stock during the last 20 trading days prior to the date of conversion or (2) 50% of the lowest closing price during the last 20 trading days immediately preceding the conversion date. During the first 90 to 180 days following the date of this note, the Company had the right to prepay the principal and accrued but unpaid interest due under this note, together with any other amounts that the Company may owe the holder under the terms of this note, at a premium ranging from 135% to 150% as defined in the note agreement. After this initial 180-day period, the Company had no right to prepay the note. The Company paid original issue discount and related loan fees of $11,000 in connection with this note payable which was amortized over the term of the note. In April 2018, the Company entered into an amendment agreement with this note holder for the forbearance from converting the notes into shares of common stock of the Company until October 1, 2018, unless an event of default as defined in the note agreements occurs or the Company’s stocks trades at a price less than $0.02 per share. This note is currently in default and $80,248 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. As of December 31, 2021 and September 30, 2020, the principal balance of this note was $190,248.

On March 26, 2018, the Company issued 10% Convertible Promissory Note for principal borrowings of up to $80,000 and on January 22, 2019, the Company issued another 10% Convertible Promissory Note for principal borrowings of up to $80,000 (collectively as “Notes”). The ~~Notes~~following ~~bears~~assets ~~an interest rate of 10% per annum (24% default rate)~~ and ~~matured~~liabilities ~~one~~were ~~year~~disposed from the date of issuance and. The note holder shall have the right to convert beginning on the issuance date, the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price to a price which is 52% of the lowest trading price of the Company’s common stock during the 18 prior trading days including the day of the conversion date. These Notes may not be prepaid. The Company paid total original issue discount and related loan fees of $20,000 in ~~connection with these Notes and amortized over~~ the term of the Notes. On September 8, 2019, the Company paid off a total principal amount of $80,000 including accrued interest of $4,664 and prepayment penalty of $15,336. During year ended September 30, 2020, the Company issued an aggregate of 817,526,314 shares of common stock to the note holder upon the conversion of $58,100 of principal amount and accrued interest of $6,409. This note came into default for non-payment and $5,875 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. During the year ended September 30, 2021, the Company issued an aggregate of 87,787,912 shares of common stock to the note holder upon the conversion of $21,900 of principal balance and accrued interest of $10,055. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $14,074 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. As of December 31, 2021 and September 30, 2021 the principal balance of this note was $0 and $5,875, respectively.Sale:

14 Table of Contents

	January 17, 2020
Assets:
Cash	$	150,100
Advances on film rights - related party		199,000
Total assets	$	349,100

Liabilities:
Accrued expenses	$	3,260
Note payable		250,000
Total liabilities	$	253,260

Net assets disposed	$	95,840
Cash transferred to parent in exchange for 90% CVPI interest		(50,000	)
Loss from sale of subsidiary, CVPI	$	45,840

~~ALL~~On ~~FOR~~June ~~ONE~~22, ~~MEDIA~~2020, ~~CORP.~~the ~~AND~~Company ~~SUBSIDIARIES~~sold the remaining 1,000,000 shares of common stock or 10% equity ownership of CVPI, to a third-party for cash proceeds of $20,000 which was recorded as gain on sale of investment in the accompanying condensed consolidated statement of operations.

~~NOTES~~NOTE TO5 ~~CONDENSED~~- ~~CONSOLIDATED~~CONVERTIBLE ~~FINANCIAL~~NOTES ~~STATEMENTS~~PAYABLE

~~DECEMBER~~As of March 31, 2022 and September 30, 2021, convertible notes payable - unrelated party consisted of the following:

(UNAUDITED)

	March 31, 2022			September 30, 2021
	(Unaudited)
Principal amount	$	4,476,736		$	4,665,641
Less: unamortized debt discount		(295,790	)		(706,839	)
Convertible notes payable, net - current	$	4,180,946		$	3,958,802

On ~~November~~July 618, ~~2018~~2017, the Company issued ~~a 10~~12% Convertible Promissory Note ~~with a certain note holder~~ for principal borrowings of up to $~~120~~110,000. The note is unsecured, and bears an interest at the rate of 1012% per annum (24% default rate) and matured onin ~~November~~April ~~6, 2019~~2018. The note holder ~~shall~~had ~~have~~ the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 6050% of the ~~lowest~~volume ~~trading~~weighted average price ~~during~~of the 18Company’s ~~prior~~common stock during the 20 trading days immediately preceding ~~including~~ the ~~day of the~~ conversion date. During the first 6030 to 180 days following the date of the ~~note~~notes, the Company ~~has~~had the right to prepay the principal and accrued but unpaid interest due under ~~the~~these ~~note~~notes, together with any other amounts that the Company may owe the holder under the terms of ~~the~~these ~~note~~notes, at a premium ranging from ~~100~~115% to ~~136~~135% as defined in the note ~~agreement~~agreements. After this initial 180-day period, the Company ~~does~~had ~~not~~no ~~have a~~ right to prepay the note. The Company paid original issue discount and related loan fees of $211,000 in connection with this note payable which ~~will~~was be amortized over the term of the note. ~~This~~Between ~~note~~January ~~came~~2018 ~~into~~and ~~default~~February ~~for~~2018, ~~non-payment~~the ~~and~~Company ~~$12,000~~issued ofan ~~default~~aggregate ~~penalty~~of ~~was~~800,000 ~~added~~common stock to the ~~principal~~note ~~balance~~holder ~~during~~upon the ~~year~~conversion ~~ended~~of ~~September 30~~$4,603 ~~2020~~of principal amount, ~~pursuant~~accrued tointerest ~~the~~of ~~note~~$7,197 and ~~accrue~~fees ~~interest~~of at$1,000. ~~the~~Between ~~default~~October ~~interest~~2018 ~~rate~~and ~~upon~~November ~~default.~~2018, Onthe ~~October~~Company ~~18,~~issued ~~2021,~~an ~~the~~aggregate ~~Note~~of ~~was~~3,324,200 ~~amended~~common ~~whereby~~stock to the ~~lender~~note ~~extended~~holder upon the ~~maturity~~conversion ~~date~~of to$27,366 ~~April~~of 18principal amount, ~~2022~~accrued ~~and~~interest ~~waived~~of ~~all~~$16,621 ~~the~~and ~~default~~fees ~~penalty~~of ~~and~~$1,000. ~~accrued~~In ~~default~~April ~~interest~~2018, ~~incurred.~~the ~~The~~Company ~~Note~~entered into an amendment ~~was~~agreement ~~accounted~~with ~~for~~this innote ~~accordance~~holder ~~with~~for ~~ASC~~the ~~470-60,~~forbearance ~~Debt~~from -converting ~~Troubled~~the ~~Debt~~notes ~~Restructurings~~into byshares ~~Debtors~~of ~~(see~~common ~~below)~~stock ~~and~~of the Company ~~recognized~~until aOctober ~~total~~1, ~~gain~~2018, ofunless ~~$46,509~~an ~~recorded~~event of default as ~~gain~~defined in ~~debt~~the ~~modification~~note inagreements occurs or the ~~accompanying~~Company’s ~~condensed~~stocks ~~consolidated~~trades ~~statement~~at ofa ~~operations~~price less than $0.02 per share. During the ~~three~~year ~~months~~ ended ~~December~~September 3130, ~~2021~~2020, the Company issued an aggregate of ~~367~~5,~~848~~665,~~165~~900 shares of common stock to the note holder upon the conversion of accrued interest of $655,126 and conversion fees of $1,000. This note is currently in default and $43,487 of default penalty was added to the principal balance, ~~accrued~~during ~~interest~~the ofyear ~~$19~~ended September 30,~~854~~ 2020, pursuant to the note and ~~conversion~~accrue ~~fee~~interest ofat ~~$1,050~~the default interest rate upon default. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $55121,~~000 and $132,000, respectively~~518.

On ~~November~~September 2325, ~~2018~~2017, the Company issued ~~a 10~~12% Convertible Promissory ~~Note~~Notes ~~with a certain note holder~~ for principal borrowings of up to $~~140~~110,000. The note ~~was~~is unsecured, bears an interest rate of 1012% per annum (24% default rate) and matured onin ~~November~~June ~~23, 2019~~2018. The note holder ~~shall~~had ~~have~~ the right to convert beginning on the date which ~~was~~is ~~180 days following~~ the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60the lower of (1) 50% of the ~~lowest~~volume ~~trading~~weighted average price of the Company’s common stock during the 18last ~~prior~~20 trading days ~~immediately~~prior ~~preceding~~to ~~including~~ the ~~day~~date of conversion or (2) 50% of the lowest closing price during the last 20 trading days immediately preceding the conversion date. During the first 6090 to 180 days following the date of ~~these~~this ~~notes~~note, the Company had the right to prepay the principal and accrued but unpaid interest due under ~~the~~this note, together with any other amounts that the Company may owe the holder under the terms of ~~the~~this note, at a premium ranging from ~~100~~135% to ~~136~~150% as defined in the note agreement. After this initial 180-day period, the Company had no right to prepay the note. The Company paid original issue discount and related loan fees of $411,000 in connection with this note payable which was amortized over the term of the note. ~~This~~In ~~note~~April ~~came~~2018, ~~into~~the ~~default~~Company ~~for~~entered ~~non-payment~~into ~~and~~an ~~$14,000~~amendment ofagreement ~~default~~with ~~penalty~~this ~~was~~note ~~added~~holder tofor the ~~principal~~forbearance ~~balance~~from ~~during~~converting the ~~year~~notes ~~ended~~into ~~September~~shares ~~30,~~of ~~2020,~~common ~~pursuant~~stock toof the ~~note~~Company ~~and~~until ~~accrue interest at the default interest rate upon default On~~ October 181, ~~2021~~2018, ~~the~~unless ~~Note~~an ~~was~~event ~~amended~~of ~~whereby~~default ~~the~~as ~~lender~~defined ~~extended~~in the ~~maturity~~note ~~date~~agreements tooccurs ~~April~~or ~~18,~~the ~~2022~~Company’s ~~and~~stocks ~~waived~~trades ~~all~~at ~~the~~a ~~default~~price ~~penalty~~less ~~and~~than ~~accrued~~$0.02 ~~default~~per ~~interest incurred~~share. ~~The~~This ~~Note~~note ~~amendment~~is ~~was~~currently ~~accounted for~~ in ~~accordance~~default ~~with~~and ~~ASC 470-60~~$80,248 ~~Debt~~of -default ~~Troubled~~penalty ~~Debt~~was ~~Restructurings~~added byto ~~Debtors~~the ~~(see~~principal ~~below)~~balance ~~and~~during the ~~Company~~year ~~recognized~~ended aSeptember ~~total~~30, ~~gain of $54~~2020,~~261~~ ~~recorded~~pursuant asto ~~gain~~the innote ~~debt~~and ~~modification~~accrue ininterest at the ~~accompanying~~default ~~condensed~~interest ~~consolidated~~rate ~~statement~~upon ~~of operations~~default. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $~~140~~190,~~000 and $154,000, respectively~~248.

1514 Table of Contents

ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~DECEMBER~~MARCH 31, ~~2021~~2022

(UNAUDITED)

On ~~November~~March 2726, 2018, the Company issued ~~a 12~~10% Convertible Promissory Note ~~with~~for aprincipal ~~certain~~borrowings ~~note~~of ~~holder~~up to $80,000 and on January 22, 2019, the Company issued another 10% Convertible Promissory Note for principal borrowings of up to $~~250~~80,000. ~~The~~(collectively ~~note~~as is“Notes”). ~~unsecured,~~The Notes bears an interest rate of 1210% per annum (24% default rate) and matured onone ~~May~~year ~~27,~~from ~~2019~~the date of issuance and. The note holder shall have the right to convert beginning on the ~~date which was 180 days following the~~ issuance date, the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price ~~equal~~ to a price which is 6052% of the lowest trading price of the Company’s common stock during the 18 prior trading days ~~immediately preceding~~ including the day of the conversion date. ~~During~~These ~~the~~Notes ~~first~~may 90not tobe ~~180~~prepaid. ~~days~~The ~~following~~Company ~~the~~paid ~~date~~total original issue discount and related loan fees of $20,000 in connection with these ~~notes,~~Notes and amortized over the ~~Company~~term ~~had~~of the ~~right~~Notes. toOn ~~prepay~~September 8, 2019, the Company paid off a total principal ~~and~~amount ~~accrued~~of ~~but~~$80,000 ~~unpaid~~including accrued interest ~~due~~of ~~under~~$4,664 ~~these~~and ~~notes~~prepayment penalty of $15,336. ~~together~~During ~~with~~year ~~any~~ended ~~other~~September ~~amounts~~30, ~~that~~2020, the Company ~~may~~issued ~~owe~~an aggregate of 817,526,314 shares of common stock to the note holder ~~under~~upon the ~~terms~~conversion of ~~these notes~~$58,100 atof aprincipal ~~premium~~amount ~~ranging~~and ~~from~~accrued ~~125%~~interest toof ~~140%~~$6,409. asThis ~~defined in the~~ note ~~agreement.~~came ~~After~~into ~~this~~default ~~initial~~for ~~180~~non-~~day~~payment ~~period~~and $5,875 ~~the~~of ~~Company~~default ~~had~~penalty nowas ~~right~~added to ~~prepay~~ the ~~note.~~principal ~~The~~balance ~~Company~~during ~~paid~~the ~~original~~year ~~issue~~ended ~~discount~~September ~~and~~30, ~~related loan fees of $20~~2020,~~750~~ inpursuant ~~connection~~to ~~with~~the ~~this~~ note ~~payable~~and ~~which~~accrue ~~was~~interest ~~amortized~~at ~~over~~ the ~~term~~default ofinterest ~~the~~rate ~~note~~upon default. During the year ended September 30, ~~2020~~2021, the Company issued an aggregate of ~~635~~87,~~470~~787,~~205~~912 shares of common stock to the note holder upon the conversion of $3421,~~738~~900 of principal ~~amount,~~balance and accrued interest of $110,~~511 and fees of $9,500~~055. ~~During~~On ~~the~~October ~~year ended September 30~~18, 2021, the ~~Company~~Note ~~issued~~was anamended ~~aggregate~~whereby ofthe ~~493,005,626~~lender ~~common~~extended ~~stock~~the tomaturity ~~the~~date ~~note~~to ~~holder~~April ~~upon~~18, ~~the~~2022 ~~conversion~~and ofwaived ~~accrued~~all ~~interest~~the ofdefault ~~$33,142~~penalty and ~~fees~~accrued ofdefault ~~$2,000~~interest incurred. ~~This~~The ~~note~~Note ~~came~~amendment ~~into~~was ~~default~~accounted for ~~non-payment~~in ~~and~~accordance ~~$115~~with ASC 470-60,~~294~~ ofDebt ~~default~~- ~~penalty~~Troubled ~~was~~Debt ~~added~~Restructurings toby ~~the~~Debtors ~~principal~~(see ~~balance~~below) ~~during~~and the ~~year~~Company ~~ended~~recognized ~~September~~a ~~30,~~total ~~2020,~~gain ~~pursuant~~of to$14,074 ~~the~~recorded ~~note~~as ~~and~~gain ~~accrue~~in ~~interest~~debt atmodification in the ~~default~~accompanying ~~interest~~condensed ~~rate~~consolidated ~~upon~~statement ~~default~~of operations. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $~~330~~0 and $5,~~556.~~875, respectively.

On ~~December~~October 1331, 2018, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $~~150~~250,000. The note is unsecured, bears an interest rate of 10% per annum (24% default rate) and matured on ~~December~~October 1331, 2019. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 6055% of the lowest trading price during the 1815 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from ~~110~~115% to ~~134~~138% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issue discount and related loan fees of $616,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $1525,000 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. During the year ended September 30, 2021, the Company issued an aggregate of 835,656,596 shares of common stock to the note holder upon the conversion of $148,220 of principal balance and accrued interest of $61,513. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $5890,~~137~~196 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. During the six months ended March 26, 2022, the Company issued an aggregate of 626,982,742 shares of common stock to the note holder upon the conversion of $86,780 of principal, accrued interest of $27,163 and conversion fee of $2,100. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $~~150~~15,000 and $~~165~~126,~~000~~780, respectively.

On ~~December~~November 286, 2018, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $~~240~~120,000. The note is unsecured, bears an interest rate of 10% per annum (24% default rate) and matured on ~~December~~November 286, 2019. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from ~~110~~100% to ~~134~~136% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issue discount and related loan fees of $112,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $2412,000 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $9346,~~019~~509 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. AsOn ofFebruary 18, 2022, the Company and the lender entered into a second note amendment agreement extending to further extend the Note’s maturity date from April 18, 2022 to December 31, ~~2021~~2022. During the six months ended March 31, 2022, the Company issued an aggregate of 918,587,164 shares of common stock to the note holder upon the conversion of $120,000 of principal balance, accrued interest of $37,918 and conversion fee of $2,100. As of September 30, 2021, the principal balance of this note was $~~240~~132,000. ~~and~~As ~~$264~~of March 31,~~000~~ 2022, ~~respectively~~the note was fully converted and had no outstanding balance.

On15 ~~January~~Table ~~9, 2019, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings~~ of up to $163,000. The note is unsecured, bears an interest rate of 10% per annum and matured on January 9, 2020. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 134% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issue discount and related loan fees of $8,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $16,300 of default penalty was added to the principal balance during the during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $62,589 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. As of December 31, 2021 and September 30, 2021, the principal balance of this note was $163,000 and $179,300, respectively.Contents

16ALL ~~Table~~FOR ofONE ~~Contents~~MEDIA CORP. AND SUBSIDIARIES

~~ALL~~NOTES ~~FOR~~TO ~~ONE~~CONDENSED ~~MEDIA~~CONSOLIDATED ~~CORP.~~FINANCIAL ~~AND SUBSIDIARIES~~STATEMENTS

~~NOTES~~MARCH TO31, ~~CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~2022

~~DECEMBER 31, 2021~~(UNAUDITED)

On November 23, 2018, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $140,000. The note was unsecured, bears an interest rate of 10% per annum and matured on November 23, 2019. The note holder shall have the right to convert beginning on the date which was 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of these notes, the Company had the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 100% to 136% as defined in the note agreement. After this initial 180-day period, the Company had no right to prepay the note. The Company paid original issue discount and related loan fees of $4,000 in connection with this note payable which was amortized over the term of the note. This note came into default for non-payment and $14,000 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (~~UNAUDITED~~see below) and the Company recognized a total gain of $54,261 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $140,000 and $154,000, respectively.

On ~~February~~November 127, ~~2019~~2018, the Company issued a 1012% Convertible Promissory Note with a certain note holder for ~~aggregate~~ principal borrowings of up to $90250,000. ~~Additionally, on February 1, 2019, the Company issued another 10% Convertible Promissory Notes for principal borrowings of up to $90,000.~~ The ~~10% convertible promissory notes and all accrued interest are due one year from the date of issuance. The~~ note ~~are~~is unsecured, ~~and~~ bears an interest ~~at the~~ rate of 1012% per annum ~~(24%~~and ~~default~~matured ~~rate)~~on ~~from~~May ~~the~~27, ~~issuance date thereof until the notes are paid~~2019. The note holder shall have the right to convert beginning on the date which iswas 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 5460% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. ~~The~~During ~~Company~~the ~~does~~first ~~not~~90 ~~have~~to a180 days following the date of these notes, the Company had the right to prepay the ~~note.~~principal ~~Any~~and ~~amount~~accrued ofbut ~~principal~~unpaid or interest ondue ~~this~~under ~~note~~these ~~which~~notes, istogether ~~not~~with ~~paid~~any ~~when~~other ~~due~~amounts ~~shall~~that ~~bear~~the ~~interest~~Company atmay owe the ~~rate~~holder under the terms of ~~18%~~these ~~per~~notes, ~~annum~~at a premium ranging from 125% to 140% as defined in the ~~due~~note ~~date~~agreement. ~~thereof~~After ~~until~~this initial 180-day period, the ~~same~~Company ishad ~~paid~~no right to prepay the note. The Company paid ~~total~~ original issue discount and related loan fees of $1420,~~000~~750 in connection with ~~these~~this ~~notes~~note payable which ~~will~~was be amortized over the term of the ~~notes~~note. ~~This~~During ~~note~~the ~~came~~year ~~into~~ended ~~default~~September ~~for~~30, ~~non-payment~~2020, ~~and~~the ~~$9,000~~Company ofissued ~~default~~an ~~penalty~~aggregate ~~was~~of ~~added~~635,470,205 common stock to the ~~principal~~note ~~balance~~holder ~~during~~upon the ~~year~~conversion ~~ended~~of ~~September 30~~$34,738 ~~2020,~~of ~~pursuant~~principal toamount, ~~the~~accrued ~~note and accrue~~ interest atof ~~the~~$1,511 ~~default~~and ~~interest~~fees ~~rate~~of ~~upon default~~$9,500. During the year ended September 30, 2021, the Company issued an aggregate of ~~319~~493,~~673~~005,~~835~~626 ~~shares of~~ common stock to the note holder upon the conversion of ~~principal~~accrued ~~amount~~interest of $9033,~~000,~~142 and ~~accrued~~fees ~~interest~~ of $302,~~837~~000. OnThis ~~October~~note ~~18,~~came ~~2021,~~into ~~the~~default ~~Note~~for ~~was~~non-payment ~~amended~~and ~~whereby the lender extended the maturity date to April 18~~$115,294 ~~2022~~of ~~and waived all the~~ default penalty ~~and accrued default interest incurred. The Note amendment~~ was ~~accounted~~added ~~for~~to inthe ~~accordance~~principal ~~with~~balance ~~ASC~~during ~~470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and~~ the ~~Company~~year ~~recognized~~ended aSeptember ~~total~~30, ~~gain of $21~~2020,~~568~~ ~~recorded~~pursuant asto ~~gain~~the innote ~~debt~~and ~~modification~~accrue ininterest at the ~~accompanying~~default ~~condensed~~interest ~~consolidated~~rate ~~statement~~upon ~~of operations~~default. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $~~0 and $9~~330,~~000, respectively~~556.

On ~~February~~December 813, ~~2019~~2018, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $~~110~~150,000. The note is unsecured, bears an interest rate of 10% per annum and matured on ~~February~~December 813, ~~2020~~2019. The note ~~is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note~~ holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 134% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issue discount and related loan fees of $46,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $1115,000 of default penalty was added to the principal balance during the ~~during the~~ year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $4058,~~755~~137 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $~~110~~150,000 and $~~121~~165,000, respectively.

On16 ~~March~~Table ~~15, 2019, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings~~ of up to $350,000. The note is unsecured, bears an interest rate of 10% per annum and matured on March 15, 2020. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issue discount and related loan fees of $15,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $35,000 of default penalty was added to the principal balance during the during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $124,015 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. As of December 31, 2021 and September 30, 2021, the principal balance of this note was $350,000 and $385,000, respectively.Contents

17ALL ~~Table~~FOR ofONE ~~Contents~~MEDIA CORP. AND SUBSIDIARIES

~~ALL~~NOTES ~~FOR~~TO ~~ONE~~CONDENSED ~~MEDIA~~CONSOLIDATED ~~CORP.~~FINANCIAL ~~AND SUBSIDIARIES~~STATEMENTS

~~NOTES~~MARCH TO31, ~~CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~2022

~~DECEMBER 31, 2021~~(UNAUDITED)

On December 28, 2018, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $240,000. The note is unsecured, bears an interest rate of 10% per annum (~~UNAUDITED~~24% default rate) and matured on December 28, 2019. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 134% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issue discount and related loan fees of $11,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $24,000 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $93,019 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $240,000 and $264,000, respectively.

On ~~April~~January 89, 2019, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $54163,000 ~~and received proceeds of $50,000, net of discount~~. The note is unsecured, bears an interest rate of 10% per annum and matured on ~~April~~January 89, 2020. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 9060 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to ~~128~~134% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid an original ~~issuance~~issue discount and related loan fees of $48,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $516,~~400~~300 of default penalty was added to the principal balance during the during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $1862,~~551~~589 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $54163,000 and $59179,~~400~~300, respectively.

On ~~May~~February 221, 2019, the Company issued a 10% Convertible Promissory Note with a certain note holder for aggregate principal borrowings of up to $~~108~~90,000. ~~and~~Additionally, ~~received~~on ~~proceeds~~February 1, 2019, the Company issued another 10% Convertible Promissory Notes for principal borrowings of up to $~~100~~90,000,. ~~net~~The 10% convertible promissory notes and all accrued interest are due one year from the date of ~~discount~~issuance. The note isare unsecured, and bears an interest at the rate of 10% per annum ~~and~~(24% ~~matured~~default onrate) ~~May~~from ~~22,~~the ~~2020~~issuance date thereof until the notes are paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 6054% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. ~~During~~The ~~the~~Company ~~first~~does 90not tohave ~~180~~a ~~days following the date of this note, the Company has the~~ right to prepay the ~~principal~~note. ~~and~~Any ~~accrued~~amount ~~but~~of ~~unpaid~~principal or interest ~~due~~on ~~under~~this ~~the~~ note, ~~together~~which ~~with~~is ~~any~~not ~~other~~paid ~~amounts~~when ~~that~~due ~~the~~shall ~~Company~~bear ~~may~~interest ~~owe~~at the ~~holder~~rate ~~under the terms~~ of ~~the~~18% ~~note,~~per atannum ~~a premium ranging~~ from ~~110% to 128% as defined in~~ the ~~note~~due ~~agreement.~~date ~~After~~thereof ~~this~~until ~~initial 180-day period,~~ the ~~Company~~same ~~does~~is ~~not have a right to prepay the note~~paid. The Company paid total original ~~issuance~~issue discount and related loan fees of $814,000 in connection with ~~this~~these ~~note~~notes payable which will be amortized over the term of the ~~note~~notes. This note came into default for non-payment and $109,~~800~~000 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. During the year ended September 30, 2021, the Company issued an aggregate of 319,673,835 shares of common stock to the note holder upon the conversion of principal amount of $90,000, and accrued interest of $30,837. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $3421,~~968~~568 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $~~108,000~~0 and $~~118~~9,~~800~~000, respectively.

On17 ~~May~~Table ~~24, 2019, the Company issued a 12% Convertible Promissory Note with a certain note holder for principal borrowings~~ of up to $100,000 and received proceed of $94,000. The note is unsecured, bears an interest rate of 12% per annum and matured on February 20, 2020. The note is unsecured and bears interest at the rate of 12% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 61% of the average of the lowest 2 trading prices during the 10 prior trading days immediately preceding including the day of the conversion date. During the first 30 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 140% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issue discount and related loan fees of $6,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $16,137 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. As of December 31, 2021 and September 30, 2021, the principal balance of this note was $100,000.Contents

OnALL ~~July~~FOR ~~12,~~ONE ~~2019,~~MEDIA ~~the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $125,000 and received proceeds of $118,750, net of discount~~CORP. ~~The~~AND note is unsecured, bears an interest rate of 10% per annum (24% default rate) and matured on June 12, 2020. The note holder shall have the right to convert on the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 55% of the lowest trading price during the 20 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 130% to 145% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $6,250 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $12,500 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. As of December 31, 2021 and September 30, 2020, the principal balance of this note was $137,500.SUBSIDIARIES

18NOTES ~~Table~~TO ofCONDENSED ~~Contents~~CONSOLIDATED FINANCIAL STATEMENTS

~~ALL~~MARCH ~~FOR~~31, ~~ONE MEDIA CORP. AND SUBSIDIARIES~~2022

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~(UNAUDITED)

~~DECEMBER~~On February 8, 2019, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $110,000. The note is unsecured, bears an interest rate of 10% per annum and matured on February 8, 2020. The note is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 134% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issue discount and related loan fees of $4,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $11,000 of default penalty was added to the principal balance during the during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $40,755 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $110,000 and $121,000, respectively.

On March 15, 2019, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $350,000. The note is unsecured, bears an interest rate of 10% per annum and matured on March 15, 2020. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issue discount and related loan fees of $15,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $35,000 of default penalty was added to the principal balance during the during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (~~UNAUDITED~~see below) and the Company recognized a total gain of $124,015 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $350,000 and $385,000, respectively.

On ~~July~~April 248, 2019, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $~~145~~54,000 and received proceeds of $~~135~~50,000, net of discount. The note is unsecured, bears an interest rate of 10% per annum and matured on ~~July~~April 248, 2020. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of ~~these~~the ~~notes~~note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid an original issuance discount of $104,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $145,~~500~~400 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $4218,~~843~~551 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $~~145~~54,000 and $~~159~~59,~~500~~400, respectively.

On September 4, 2019, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $165,000 and received proceeds of $150,000, net of discount. The note is unsecured, bears an interest rate of 10% per annum and matured on September 4, 2020. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 ~~prior~~Table ~~trading days immediately preceding including the day~~ of the conversion date. During the first 90 to 180 days following the date of this note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $15,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $16,500 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $45,639 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. As of December 31, 2021 and September 30, 2021, the principal balance of this note was $165,000 and $181,500, respectively.Contents

OnALL ~~September~~FOR 5,ONE ~~2019,~~MEDIA ~~the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $220,000 and received proceeds of $209,000, net of discount~~CORP. ~~The~~AND note is unsecured, bears an interest rate of 10% per annum (24% default rate) and matured on September 5, 2020. The note holder shall have the right to convert on the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 55% of the lowest trading price during the 20 prior trading days immediately preceding including the day of the conversion date. During the first 60 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 130% to 145% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $11,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $22,000 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. During the year ended September 30, 2021, the Company issued an aggregate of 118,918,182 shares of common stock to the note holder upon the conversion of $2,900 of principal amount and accrued interest of $370. As of December 31, 2021 and September 30, 2021, the principal balance of this note was $239,100.SUBSIDIARIES

19NOTES ~~Table~~TO ofCONDENSED ~~Contents~~CONSOLIDATED FINANCIAL STATEMENTS

~~ALL~~MARCH ~~FOR~~31, ~~ONE MEDIA CORP. AND SUBSIDIARIES~~2022

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~(UNAUDITED)

~~DECEMBER~~On May 22, 2019, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $108,000 and received proceeds of $100,000, net of discount. The note is unsecured, bears an interest rate of 10% per annum and matured on May 22, 2020. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of this note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $8,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $10,800 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $34,968 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $108,000 and $118,800, respectively.

On May 24, 2019, the Company issued a 12% Convertible Promissory Note with a certain note holder for principal borrowings of up to $100,000 and received proceed of $94,000. The note is unsecured, bears an interest rate of 12% per annum and matured on February 20, 2020. The note is unsecured and bears interest at the rate of 12% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 61% of the average of the lowest 2 trading prices during the 10 prior trading days immediately preceding including the day of the conversion date. During the first 30 to 180 days following the date of the note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 140% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issue discount and related loan fees of $6,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (~~UNAUDITED~~see below) and the Company recognized a total gain of $16,137 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $100,000.

~~Additionally,~~On onJuly ~~October 9~~12, 2019, the Company ~~granted~~issued a 110% Convertible Promissory Note with a certain note holder for principal borrowings of up to $125,~~200,~~000 ~~warrant~~and toreceived ~~purchase~~proceeds ~~shares~~of $118,750, net of ~~the~~discount. ~~Company’s~~The ~~common~~note ~~stock~~is inunsecured, ~~connection~~bears ~~with~~an ~~the~~interest ~~issuance~~rate of a10% ~~convertible~~per ~~note~~annum (~~see~~24% ~~above~~default rate) and matured on June 12, 2020. The ~~warrant~~note ~~expire~~holder ~~five-years~~shall ~~from~~have the right to convert on the issuance date ofthe ~~grant~~outstanding principal amount and ~~has~~accrued anbut ~~exercise~~unpaid interest into the Company’s common stock at a conversion price equal to a price which is 55% of ~~$0.015.~~the ~~The~~lowest ~~exercise~~trading price ~~and~~during the ~~number~~20 prior trading days immediately preceding including the day of ~~warrants~~the ~~were~~conversion ~~subject~~date. During the first 60 to ~~adjustment~~180 ~~upon~~days ~~distribution~~following the date of ~~assets~~the note, the Company has the right to prepay the principal and ~~anti-dilution~~accrued ~~protection~~but ~~provision~~unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 130% to 145% as defined in the ~~stock~~note ~~warrant~~ agreement. ~~The~~After ~~Company~~this ~~accounted~~initial ~~for~~180-day period, the ~~warrants~~Company bydoes ~~using~~not ~~the~~have ~~relative~~a ~~fair~~right ~~value~~to ~~method~~prepay ~~and~~the ~~recorded~~note. ~~debt~~The Company paid original issuance discount ~~from~~of ~~the~~$6,250 ~~relative~~in ~~fair~~connection ~~value~~with ofthis note payable which will be amortized over the ~~warrants~~term of the note. This note came into default for non-payment and $1012,~~616~~500 ~~using~~of default penalty was added to the ~~Black-Scholes~~principal ~~option~~balance ~~pricing~~during ~~(see~~the ~~Note~~year 8)ended ~~which~~September is30, ~~being~~2020, ~~amortized~~pursuant ~~over~~to the ~~term~~note and accrue interest at the default interest rate upon default. As of March 31, 2022 and September 30, 2020, the principal balance of this note was $137,500.

On ~~January~~July 1424, ~~2020~~2019, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $8145,000 and received proceeds of $7135,~~200~~000, net of discount. The note is unsecured, bears an interest rate of 10% per annum and ~~matures~~matured on ~~January~~July 1424, ~~2021~~2020. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of ~~this~~these ~~note~~notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $~~800~~10,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $~~800~~14,500 of default penalty was added to the principal balance during the year ended September 30, ~~2021~~2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $142,~~738~~843 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $8145,000 and $8159,~~800~~500, respectively.

On19 ~~January~~Table ~~7, 2021, the Company issued a 10% Convertible Promissory Note with a certain note holder, for principal borrowings~~ of $328,200 and received proceeds of $315,000, net of discount of $13,200. The 10% convertible promissory note and all accrued interest is due on January 7, 2022. The note is unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $13,200 in connection with this note payable which is being amortized over the term of the note. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below). As of December 31, 2021 and September 30, 2021, the principal balance of this note was $328,200.Contents

20ALL ~~Table~~FOR ofONE ~~Contents~~MEDIA CORP. AND SUBSIDIARIES

~~ALL~~NOTES ~~FOR~~TO ~~ONE~~CONDENSED ~~MEDIA~~CONSOLIDATED ~~CORP.~~FINANCIAL ~~AND SUBSIDIARIES~~STATEMENTS

~~NOTES~~MARCH TO31, ~~CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~2022

~~DECEMBER 31, 2021~~(UNAUDITED)

On September 4, 2019, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $165,000 and received proceeds of $150,000, net of discount. The note is unsecured, bears an interest rate of 10% per annum and matured on September 4, 2020. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of this note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $15,000 in connection with this note payable which will be amortized over the term of the note. This note came into default for non-payment and $16,500 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (~~UNAUDITED~~see below) and the Company recognized a total gain of $45,639 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $165,000 and $181,500, respectively.

On ~~February~~September 245, ~~2021~~2019, the Company issued a 10% Convertible Promissory Note with a certain note holder, for principal borrowings of up to $~~218~~220,~~800~~000 and received proceeds of $~~210~~209,000, net of discount ~~of $8,800~~. The ~~10% convertible promissory~~ note ~~and all accrued interest~~ is ~~due on February 24~~unsecured, ~~2022. The note is unsecured and~~ bears an interest ~~at the~~ rate of 10% per annum (24% default rate) ~~from~~and ~~the~~matured ~~issuance~~on ~~date~~September ~~thereof~~5, ~~until the note is paid~~2020. The note holder shall have the right to convert ~~beginning~~ on the ~~date which is 180 days following the~~ issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 6055% of the lowest trading price during the 1820 prior trading days immediately preceding including the day of the conversion date. During the first 9060 to 180 days following the date of ~~these~~the ~~notes~~note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from ~~110~~130% to ~~128~~145% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $811,~~800~~000 in connection with this note payable which iswill ~~being~~be amortized over the term of the note. ~~October~~This ~~18,~~note ~~2021~~came into default for non-payment and $22,000 ~~the~~of ~~Note~~default penalty was ~~amended~~added ~~whereby~~to the ~~lender~~principal ~~extended~~balance during the ~~maturity~~year ~~date~~ended toSeptember ~~April~~30, 182020, ~~2022~~pursuant to the note and accrue interest at the default interest rate upon default. ~~The~~During ~~Note~~the ~~amendment~~year ~~was~~ended ~~accounted~~September ~~for~~30, in2021, ~~accordance~~the ~~with~~Company ~~ASC~~issued ~~470-60~~an aggregate of 118,918,182 ~~Debt~~shares -of ~~Troubled~~common ~~Debt~~stock ~~Restructurings~~to bythe ~~Debtors~~note ~~(see~~holder ~~below)~~upon the conversion of $2,900 of principal amount and accrued interest of $370. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $~~218~~239,~~800~~100.

On ~~April~~October 19, ~~2021~~2019, the Company issued ~~a 10~~12% Convertible Promissory ~~Note~~Notes ~~with a certain note holder,~~ for principal borrowings of up to $7536,000 and received proceeds of $7230,~~000~~250, net of discount ~~of $3,000~~. The ~~10% convertible promissory~~ note ~~and all accrued interest~~ is ~~due on April 1~~unsecured, ~~2022. The note is unsecured and~~ bears an interest ~~at the~~ rate of 1012% per annum ~~(24%~~and ~~default~~matured ~~rate)~~on ~~from~~July ~~the~~9, ~~issuance date thereof until the note is paid~~2020. The note holder ~~shall~~has ~~have~~ the right to convert beginning on the date which is ~~180 days following~~ the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60the lesser of (1) lowest 25 trading days prior to the date of this note or (2) 50% of the lowest ~~trading~~closing price during the 18last ~~prior~~25 trading days immediately preceding ~~including~~the conversion date. If the ~~day~~conversion price is less than $0.10 at any time after the issue date, the principal amount of the note shall increase by $15,000 and the conversion ~~date~~price shall decrease to 30% instead of 50%. During the first 90 to 180 days following the date of ~~these~~this ~~notes~~note, the Company ~~has~~had the right to prepay the principal and accrued but unpaid interest due under ~~the~~this note, together with any other amounts that the Company may owe the holder under the terms of ~~the~~this note, at a premium ranging from ~~110~~135% to ~~128~~150% as defined in the note agreement. After this initial 180-day period, the Company ~~does~~had ~~not~~no ~~have a~~ right to prepay the note. The Company paid original ~~issuance~~issue discount and related loan fees of $35,~~000~~750 in connection with this note payable which iswas ~~being~~ amortized over the term of the note. ~~October~~This ~~18,~~note ~~2021,~~came ~~the~~into ~~Note~~default ~~was~~for ~~amended~~non-payment ~~whereby~~and ~~the~~$15,000 ~~lender~~of ~~extended~~default ~~the~~penalty ~~maturity~~was ~~date~~added to ~~April~~the ~~18,~~principal ~~2022.~~balance ~~The~~during ~~Note~~the ~~amendment~~year ~~was~~ended ~~accounted~~September ~~for~~30, in2020, ~~accordance~~pursuant ~~with~~to ~~ASC~~the ~~470-60,~~note ~~Debt~~and -accrue ~~Troubled~~interest ~~Debt~~at ~~Restructurings~~the bydefault ~~Debtors~~interest ~~(see~~rate ~~below)~~upon default. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $7551,000.

OnAdditionally, ~~April~~on 8October 9, ~~2021~~2019, the Company ~~issued~~granted a ~~10% Convertible Promissory Note with a certain note holder~~1, ~~for principal borrowings of $151~~200,000 ~~and~~warrant ~~received~~to ~~proceeds~~purchase ofshares ~~$145,000, net~~ of ~~discount of $6,000. The 10% convertible promissory note and all accrued interest is due on April 8, 2022. The note is unsecured and bears interest at~~ the ~~rate~~Company’s ofcommon ~~10%~~stock ~~per~~in ~~annum~~connection ~~(24%~~with ~~default rate) from~~ the issuance ~~date~~of ~~thereof~~a ~~until~~convertible ~~the~~ note is(see ~~paid~~above). The ~~note~~warrant ~~holder~~expire ~~shall~~five-years ~~have~~from the ~~right to convert beginning on the~~ date ~~which~~of isgrant ~~180 days following the issuance date the outstanding principal amount~~ and ~~accrued~~has ~~but~~an ~~unpaid~~exercise ~~interest into the Company’s common stock at a conversion~~ price ~~equal to a price which is 60%~~ of ~~the~~$0.015. ~~lowest~~The ~~trading~~exercise price ~~during~~and the 18number ~~prior trading days immediately preceding including the day~~ of ~~the~~warrants ~~conversion~~were ~~date.~~subject ~~During the first 90~~ to ~~180~~adjustment ~~days~~upon ~~following~~distribution ~~the date~~ of ~~these~~assets ~~notes, the Company has the right to prepay the principal~~ and ~~accrued~~anti-dilution ~~but~~protection ~~unpaid~~provision ~~interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128%~~ as defined in the ~~note~~stock warrant agreement. ~~After~~The ~~this~~Company ~~initial~~accounted ~~180-day~~for ~~period,~~ the ~~Company~~warrants ~~does~~by ~~not~~using ~~have a right to prepay~~ the ~~note.~~relative ~~The~~fair ~~Company~~value ~~paid~~method ~~original~~and ~~issuance~~recorded debt discount offrom ~~$6,000~~the inrelative ~~connection~~fair ~~with~~value ~~this~~of ~~note payable which is being amortized over~~ the ~~term~~warrants of ~~the note. October 18~~$10,616 ~~2021,~~using the ~~Note was amended whereby the lender extended the maturity date to April 18, 2022. The Note amendment was accounted for in accordance with ASC 470~~Black-~~60,~~Scholes ~~Debt~~option -pricing ~~Troubled Debt Restructurings by Debtors~~ (see ~~below~~Note 8). Aswhich ofwas ~~December~~amortized ~~31,~~over ~~2021 and September 30, 2021,~~ the ~~principal~~term ~~balance~~ of ~~this~~the note ~~was $151,000~~.

2120 Table of Contents

ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~DECEMBER~~MARCH 31, ~~2021~~2022

(UNAUDITED)

On ~~May~~January 314, ~~2021~~2020, the Company issued a 10% Convertible Promissory Note with a certain note holder, for principal borrowings of up to $678,~~650~~000 and received proceeds of $657,~~000~~200, net of discount ~~of $2,650~~. The ~~10% convertible promissory~~ note ~~and all accrued interest~~ is ~~due on May 3~~unsecured, ~~2022. The note is unsecured and~~ bears an interest ~~at the~~ rate of 10% per annum ~~(24%~~and ~~default~~matures ~~rate)~~on ~~from~~January ~~the~~14, ~~issuance date thereof until the note is paid~~2021. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of ~~these~~this ~~notes~~note, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $~~2,650~~800 in connection with this note payable which iswill ~~being~~be amortized over the term of the note. AsThis note came into default for non-payment and $800 of default penalty was added to the principal balance during the year ended September 30, 2021, pursuant to the note and accrue interest at the default interest rate upon default. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022 and waived all the default penalty and accrued default interest incurred. The Note amendment was accounted for in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors (see below) and the Company recognized a total gain of $1,738 recorded as gain in debt modification in the accompanying condensed consolidated statement of operations. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, ~~2021~~2022. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $678,~~650.~~000 and $8,800, respectively.

On ~~June~~January 217, 2021, the Company issued a 10% Convertible Promissory Note with a certain note holder, for principal borrowings of $83328,~~250~~200 and received proceeds of $80315,000, net of discount of $313,~~250~~200. The 10% convertible promissory note and all accrued interest is due on ~~June~~January 217, 2022. The note is unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $313,~~250~~200 in connection with this note payable which is being amortized over the term of the note. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022. The note amendment was accounted for as a debt modification in accordance with ASC 470-50 - Debt Modifications or Extinguishments and no gain or loss was recognized. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $83328,~~250~~200.

On ~~July~~February 123, 2021, the Company issued a 10% Convertible Promissory Note with a certain note holder, for principal borrowings of $45248,~~787~~000 and received proceeds of $44238,000, net of discount of $110,~~787~~000. The 10% convertible promissory note and all accrued interest is due on ~~July~~February 123, 2022. The note ~~are~~is unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $110,~~787~~000 in connection with this note payable which ~~will~~is bebeing amortized over the term of the note. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022. The note amendment was accounted for as a debt modification in accordance with ASC 470-50 - Debt Modifications or Extinguishments and no gain or loss was recognized. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the principal balance of this note was $45248,~~787~~000.

On21 ~~July~~Table ~~27, 2021, the Company issued a 10% Convertible Promissory Note to with a certain note holder, for principal borrowings~~ of $46,828 and received proceeds of $45,000, net of discount of $1,828. The 10% convertible promissory note and all accrued interest is due on July 27, 2022. The note is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $1,828 in connection with this note payable which will be amortized over the term of the note. As of December 31, 2021 and September 30, 2021, the principal balance of this note was $46,828.Contents

OnALL ~~September~~FOR ~~17,~~ONE ~~2021,~~MEDIA ~~the Company issued a 10% Convertible Promissory Note to with a certain note holder, for principal borrowings of $161,250 and received proceeds of $155,000, net of discount of $6,250~~CORP. ~~The~~AND 10% convertible promissory note and all accrued interest is due on September 17, 2022. The note is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $6,250 in connection with this note payable which will be amortized over the term of the note. As of December 31, 2021 and September 30, 2021, the principal balance of this note was $161,250.SUBSIDIARIES

22NOTES ~~Table~~TO ofCONDENSED ~~Contents~~CONSOLIDATED FINANCIAL STATEMENTS

~~ALL~~MARCH ~~FOR~~31, ~~ONE MEDIA CORP. AND SUBSIDIARIES~~2022

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~(UNAUDITED)

~~DECEMBER~~On February 24, 2021, the Company issued a 10% Convertible Promissory Note with a certain note holder, for principal borrowings of $218,800 and received proceeds of $210,000, net of discount of $8,800. The 10% convertible promissory note and all accrued interest is due on February 24, 2022. The note is unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $8,800 in connection with this note payable which is being amortized over the term of the note. On October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022. The note amendment was accounted for as a debt modification in accordance with ASC 470-50 - Debt Modifications or Extinguishments and no gain or loss was recognized. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $218,800.

On April 1, 2021, the Company issued a 10% Convertible Promissory Note with a certain note holder, for principal borrowings of $75,000 and received proceeds of $72,000, net of discount of $3,000. The 10% convertible promissory note and all accrued interest is due on April 1, 2022. The note is unsecured and bears interest at the rate of 10% per annum (~~UNAUDITED~~24% default rate) from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $3,000 in connection with this note payable which is being amortized over the term of the note. October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022. The note amendment was accounted for as a debt modification in accordance with ASC 470-50 - Debt Modifications or Extinguishments and no gain or loss was recognized. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $75,000.

On ~~December~~April 68, 2021, the Company issued a 10% Convertible Promissory Note to with a certain note holder, for principal borrowings of $~~116~~151,~~525~~000 and received proceeds of $~~112~~145,000, net of discount of $46,~~525~~000. The 10% convertible promissory note and all accrued interest is due on ~~December~~April 68, 2022. The note is unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $46,~~525~~000 in connection with this note payable which ~~will~~is bebeing amortized over the term of the note. October 18, 2021, the Note was amended whereby the lender extended the maturity date to April 18, 2022. The note amendment was accounted for as a debt modification in accordance with ASC 470-50 - Debt Modifications or Extinguishments and no gain or loss was recognized. On February 18, 2022, the Company and the lender entered into a second note amendment agreement to further extend the Note’s maturity date from April 18, 2022 to December 31, 2022. As of ~~December~~March 31, 2022 and September 30, 2021, the principal balance of this note was $~~116~~151,~~525~~000.

On ~~December~~May 233, 2021, the Company issued a 10% Convertible Promissory Note to with a certain note holder, for principal borrowings of $~~116~~67,~~525~~650 and received proceeds of $~~112~~65,000, net of discount of $42,~~525~~650. The 10% convertible promissory note and all accrued interest is due on ~~December~~May 233, 2022. The note is unsecured and bears interest at the rate of 10% per annum (24% default rate) from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $42,~~525~~650 in connection with this note payable which ~~will~~is bebeing amortized over the term of the note. On February 18, 2022, the Note was amended whereby the lender extended the maturity date to December 31, 2022. The note amendment was accounted for as a debt modification in accordance with ASC 470-50 - Debt Modifications or Exchanges and no gain or loss was recognized. As of ~~December~~March 31, 2022 and September 30, 2021, the principal balance of this note was $~~116~~67,~~525~~650.

~~Accrued~~22 ~~interest~~Table ~~related to the convertible notes payable amounted to $1,160,600 and $1,587,435 as~~ of ~~December 31, 2021 and September 30, 2021, respectively, which was included in accrued interest on the accompanying condensed consolidated balance sheets.~~ Contents

~~During~~ALL ~~the~~FOR ~~three~~ONE ~~months~~MEDIA ~~ended~~CORP. ~~December~~AND ~~31, 2021 and 2020, the Company recorded interest expense of $160,181 and $238,253, respectively, respectively, in connection with these convertible notes payable.~~SUBSIDIARIES

OnNOTES ~~October~~TO ~~18,~~CONDENSED ~~2021,~~CONSOLIDATED ~~several~~FINANCIAL convertible notes payable (“Notes”) held by one lender was amended whereby the lender extended the maturity dates to April 18, 2022 and waived the penalty interests, incurred on the respective original maturity dates of the Notes, which includes; (i) the 10% default penalty added to the principal balance of the Notes and; (ii) the difference between the interest accrued at the original interest rate and default interest rate. The amendment of the Notes resulted in; (i) a reduction of outstanding principal balances in total amount of $215,175 which was the total amount of default penalty added to the principal balance of the Notes upon the respective default dates and; (ii) a reduction of accrued interest in total amount of $549,824 which was the difference in accrued interest incurred at the original and default interest rate. Based on the result of the amendment of the Notes the Company accounted for it as a trouble debt restructuring in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors and recognized and gain on debt modification of $764,999 during the three months ended December 31, 2021.STATEMENTS

~~Derivative~~MARCH ~~Liabilities~~31, ~~Pursuant to Convertible Notes and Warrants~~2022

~~In connection with the issuance of the unrelated party convertible notes~~ (~~collectively referred to as “Notes”~~UNAUDITED) and warrants (collectively referred to as “Warrants”), discussed above, the Company determined that the terms of the Notes and Warrants contain an embedded conversion option to be accounted for as derivative liabilities due to the holder having the potential to gain value upon conversion and provisions which includes events not within the control of the Company. Additionally, as of December 31, 2021 and September 30, 2021, the Notes and Warrants outstanding were accounted for as derivatives as the Company does not have sufficient authorized shares to cover these dilutive securities. In accordance with ASC 815-40 -Derivatives and Hedging - Contracts in an Entity’s Own Stock, the embedded conversion option contained in the Notes and Warrants were accounted for as derivative liabilities at the date of issuance and shall be adjusted to fair value through earnings at each reporting date. The fair value of the embedded conversion options was determined using the Binomial Lattice valuation model. At the end of each period and on note conversion date or repayment, the Company revalues the derivative liabilities resulting from the embedded option.

~~During~~On June 21, 2021, the ~~three~~Company ~~months~~issued ~~ended~~a ~~December~~10% 31Convertible Promissory Note with a certain note holder, ~~2021~~for principal borrowings of $83,250 inand ~~connection~~received ~~with~~proceeds of $80,000, net of discount of $3,250. The 10% convertible promissory note and all accrued interest is due on June 21, 2022. The note is unsecured and bears interest at the ~~issuance~~rate of 10% per annum (24% default rate) from the ~~Notes,~~issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the ~~initial~~date ~~measurement~~which is 180 days following the issuance date, the ~~fair~~outstanding ~~values~~principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the ~~embedded~~lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion ~~option~~date. During the first 90 to 180 days following the date of ~~$347~~these notes,~~743~~ ~~was~~the ~~recorded~~Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as ~~derivative~~defined ~~liabilities~~in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $3,250 in connection with this note payable which ~~$224~~is being amortized over the term of the note. On February 18,~~000~~ 2022, the Note was ~~allocated~~amended whereby the lender extended the maturity date to December 31, 2022. The note amendment was accounted for as a debt ~~discount~~modification in accordance with ASC 470-50 - Debt Modifications or Extinguishments and ~~$123~~no gain or loss was recognized. As of March 31,~~743~~ as2022 ~~derivative~~and ~~expense~~September 30, 2021, the principal balance of this note was $83,250.

23On ~~Table~~July 12, 2021, the Company issued a 10% Convertible Promissory Note with a certain note holder, for principal borrowings of ~~Contents~~$45,787 and received proceeds of $44,000, net of discount of $1,787. The 10% convertible promissory note and all accrued interest is due on July 12, 2022. The note are unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $1,787 in connection with this note payable which is being amortized over the term of the note. On February 18, 2022, the Note was amended whereby the lender extended the maturity date to December 31, 2022. The note amendment was accounted for as a debt modification in accordance with ASC 470-50 - Debt Modifications or Extinguishments and no gain or loss was recognized. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $45,787.

~~ALL~~On ~~FOR~~July ~~ONE~~27, ~~MEDIA~~2021, ~~CORP~~the Company issued a 10% Convertible Promissory Note to with a certain note holder, for principal borrowings of $46,828 and received proceeds of $45,000, net of discount of $1,828. ~~AND~~The ~~SUBSIDIARIES~~10% convertible promissory note and all accrued interest is due on July 27, 2022. The note is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert beginning on the date which is 180 days following the issuance date the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $1,828 in connection with this note payable which is being amortized over the term of the note. On February 18, 2022, the Note was amended whereby the lender extended the maturity date to December 31, 2022. The note amendment was accounted for as a debt modification in accordance with ASC 470-50 - Debt Modifications or Extinguishments and no gain or loss was recognized. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $46,828.

~~NOTES~~On TOSeptember ~~CONDENSED~~17, ~~CONSOLIDATED~~2021, ~~FINANCIAL~~the ~~STATEMENTS~~Company issued a 10% Convertible Promissory Note to with a certain note holder, for principal borrowings of $161,250 and received proceeds of $155,000, net of discount of $6,250. The 10% convertible promissory note and all accrued interest is due on September 17, 2022. The note is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount of $6,250 in connection with this note payable which is being amortized over the term of the note. On February 18, 2022, the Note was amended whereby the lender extended the maturity date to December 31, 2022. The note amendment was accounted for as a debt modification in accordance with ASC 470-50 - Debt Modifications or Extinguishments and no gain or loss was recognized. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $161,250.

~~DECEMBER~~23 ~~31,~~Table ~~2021~~of Contents

~~(UNAUDITED)~~ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES

AtNOTES ~~the~~TO ~~end~~CONDENSED ofCONSOLIDATED ~~the~~FINANCIAL period, the Company revalued the embedded conversion option derivative liabilities. In connection with these revaluations, the Company recorded a gain from the change in the derivative liabilities fair value of $5,384,98 for the three months ended December 31, 2021. STATEMENTS

~~During~~MARCH ~~the three months ended December~~ 31, ~~2021, the fair value of the derivative liabilities was estimated at issuance and at the December 31, 2021, using the Binomial Lattice valuation model with the following assumptions:~~2022

Dividend rate	-	%
Term (in years)	0.01 to 1 year
Volatility	196% to 328	%
Risk-free interest rate	0.05% to 0.07	%

(UNAUDITED)

~~For~~On ~~the three months ended~~ December 316, 2021, ~~and~~the ~~2020,~~Company ~~amortization~~issued ofa ~~debt~~10% ~~discounts~~Convertible ~~related~~Promissory Note to ~~the~~with ~~convertible~~a ~~notes~~certain ~~amounted~~note toholder, for principal borrowings of $~~273~~116,~~310~~525 and received proceeds of $2112,~~863~~000, ~~respectively~~net of discount of $4,525. ~~which~~The ~~was~~10% ~~recorded~~convertible aspromissory note and all accrued interest ~~expense~~is due on December 6, 2022. The note is unsecured and bears interest at the ~~accompanying~~rate ~~condensed~~of ~~consolidated~~10% ~~statements~~per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of ~~operations~~the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. AsDuring the first 90 to 180 days following the date of ~~December~~these 31notes, ~~2021~~the Company has the right to prepay the principal and ~~September~~accrued 30but unpaid interest due under the note, ~~2021~~together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the ~~unamortized~~note ~~debt~~agreement. After this initial 180-day period, the Company does not have a right to prepay the note. The Company paid original issuance discount ~~were~~of $~~666~~4,~~579~~525 ~~and~~in ~~$706~~connection with this note payable which is being amortized over the term of the note. As of March 31,~~839~~ 2022, ~~respectively~~the principal balance of this note was $116,525.

~~NOTE~~On 6December 23, 2021, the Company issued a 10% Convertible Promissory Note to with a certain note holder, for principal borrowings of $116,525 and received proceeds of $112,000, net of discount of $4,525. The 10% convertible promissory note and all accrued interest is due on December 23, 2022. The note is unsecured and bears interest at the rate of 10% per annum from the issuance date thereof until the note is paid. The note holder shall have the right to convert the outstanding principal amount and accrued but unpaid interest into the Company’s common stock at a conversion price equal to a price which is 60% of the lowest trading price during the 18 prior trading days immediately preceding including the day of the conversion date. During the first 90 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid interest due under the note, together with any other amounts that the Company may owe the holder under the terms of the note, at a premium ranging from 110% to 128% as defined in the note agreement. After this initial 180-day ~~NOTES~~period, ~~AND~~the ~~LOANS~~Company ~~PAYABLE~~does not have a right to prepay the note. The Company paid original issuance discount of $4,525 in connection with this note payable which is being amortized over the term of the note. As of March 31, 2022, the principal balance of this note was $116,525.

~~Notes~~Accrued ~~Payable~~interest related to the convertible notes payable amounted to $1,286,491 and $1,587,435 as of March 31, 2022 and September 30, 2021, respectively, which was included in accrued interest on the accompanying condensed consolidated balance sheets.

~~Notes~~During ~~payable~~the ~~consisted~~three ofand six months ended March 31, 2022, the ~~following:~~Company recorded interest expense of $153,741 and $313,923, respectively, respectively, in connection with these convertible notes payable.

	December 31,2021		September 30,2021
	(Unaudited)
Notes principal amount - related party	$	200,000	$	200,000
Notes principal amount - unrelated party		430,000		430,000
Notes payable, net	$	630,000	$	630,000

During the three and six months ended March 31, 2021, the Company recorded interest expense of $227,401 and $465,655, respectively, respectively, in connection with these convertible notes payable.

On October 18, 2021, several aforementioned convertible notes payable (“Notes”) ~~Payable~~held by one lender was amended whereby the lender extended the maturity dates to April 18, 2022 and waived the penalty interests, incurred on the respective original maturity dates of the Notes, which includes; (i) the 10% default penalty added to the principal balance of the Notes and; (ii) the difference between the interest accrued at the original interest rate and default interest rate. The amendment of the Notes resulted in; (i) a reduction of outstanding principal balances in total amount of $215,175 which was the total amount of default penalty added to the principal balance of the Notes upon the respective default dates and; (ii) a reduction of accrued interest in total amount of $549,824 which was the difference in accrued interest incurred at the original and default interest rate. Based on the result of the amendment of the Notes the Company accounted for it as a trouble debt restructuring in accordance with ASC 470-60, ~~Related~~Debt ~~Party~~- Troubled Debt Restructurings by Debtors and recognized and gain on debt modification of $764,999 during the six months ended March 31, 2022.

On ~~April~~February 118, ~~2018~~2022, ~~the~~several ~~Company~~convertible ~~issued~~notes apayable ~~due~~(“Notes”) ondiscussed ~~demand~~above 5%were ~~promissory~~amended ~~note~~whereby ~~to an affiliated company for $200,000. The Company may prepay~~ the ~~note~~lender ~~without~~extended ~~a prepayment penalty. The former COO of~~ the ~~Company~~maturity isdate ato ~~trustee of the affiliated company. As of~~ December 31, ~~2021~~2022. ~~and~~The ~~September~~amendment ~~30, 2021, the principal balance~~ of ~~this~~these ~~note~~Notes was ~~$200,000~~accounted ~~and~~for ~~is reflected~~ as ~~note~~a ~~payable~~debt -modification ~~related party~~ in ~~the~~accordance ~~accompanying~~with ~~condensed~~ASC ~~consolidated~~470-50 ~~balance~~- ~~sheet.~~Debt AsModifications ofor ~~December~~Extinguishments ~~31, 2021~~ and ~~September~~no ~~30,~~gain ~~2021,~~or ~~the~~loss ~~accrued interest of this note~~ was ~~$36,740 and $34,219, respectively~~recognized.

~~Notes~~Derivative ~~Payable~~Liabilities -Pursuant ~~Unrelated~~to ~~Party~~Convertible Notes and Warrants

In ~~June~~connection ~~2017,~~with ~~through~~ the ~~Company’s~~issuance ~~subsidiary,~~of ~~CFTB Movie,~~ the ~~Company~~unrelated ~~entered~~party ~~into~~convertible anotes ~~12%~~(collectively ~~loan~~referred ~~and~~to ~~security~~as ~~agreement for a loan amount of $400,000 (~~“~~June 2017 Note~~Notes”). ~~The 12% secured note~~ and ~~all~~warrants ~~accrued~~(collectively ~~interest~~referred ~~was~~to ~~due~~as on“Warrants”), ~~August~~discussed 15above, ~~2017. The default interest rate was 22% after~~ the ~~maturity date. The~~ Company ~~received~~determined ~~proceeds~~that ofthe ~~$350,000~~terms ~~and paid original issue discount and related loan fees~~ of ~~$50,000 in connection with~~ the ~~June~~Notes ~~2017~~and ~~Note~~Warrants ~~which~~contain ~~was~~an ~~amortized~~embedded ~~over~~conversion ~~the~~option ~~term~~to ofbe ~~the~~accounted ~~loan.~~for ~~The~~as ~~June~~derivative ~~2017~~liabilities ~~Note~~due ~~was~~to ~~used for~~ the ~~production~~holder ofhaving the ~~Movie.~~potential ~~The~~to ~~Company~~gain ~~had~~value ~~granted~~upon aconversion ~~security interest in all the Company’s property, tangible~~ and ~~intangible,~~provisions ~~existing~~which orincludes ~~subsequently~~events ~~in effect, including but~~ not ~~limited~~within ~~to;~~the ~~(i)~~control ~~all bank accounts; (ii) all~~ of the Company’s. ~~right~~Additionally, ~~under~~as ~~any~~of ~~contract;~~March ~~(iii) all accounts payable; (iv) all chattel paper~~31, ~~documents~~2022 and ~~instruments~~September ~~related to accounts; (v) all intellectual property; (vi) all inventory~~30, ~~furniture~~2021, ~~fixtures,~~the ~~equipment~~Notes and ~~supplies~~Warrants ~~and;~~outstanding ~~(vii)~~were ~~all~~accounted ~~proceeds,~~for ~~products~~as ~~and~~derivatives ~~accessions~~as ~~of, and to, any and all of~~ the ~~foregoing. In July 2017, the~~ Company ~~entered~~does ~~into~~not anhave ~~Agreement~~sufficient ~~(the~~authorized ~~“Extension~~shares ~~Agreement”),~~ to ~~extend~~cover ~~the~~these ~~maturity~~dilutive ~~date~~securities. ofIn ~~the~~accordance ~~June~~with ~~2017~~ASC ~~Note~~815-40 to-Derivatives ~~December~~and 1,Hedging ~~2017,~~- ~~from~~Contracts ~~August~~in ~~15,~~an ~~2017,~~Entity’s ~~and~~Own toStock, ~~release~~ the ~~guarantee~~embedded asconversion ~~discussed~~option ~~below.~~contained ~~Beginning~~in onthe ~~December~~Notes ~~1, 2017~~ and ~~continuing~~Warrants ~~until~~were ~~such~~accounted ~~time~~for as ~~this~~derivative ~~loan~~liabilities ~~is repaid, CFTB Movie~~ at ~~its~~the ~~sole~~date ~~option,~~of ~~may~~issuance ~~choose~~and toshall ~~make monthly partial payments that will~~ be ~~applied~~adjusted to ~~the~~fair ~~outstanding~~value ~~amount,~~through ~~due~~earnings noat ~~later than the first business day of~~ each ~~month,~~reporting ~~in denominations of no less than $100,000~~date. InThe ~~consideration~~fair ~~for~~value ~~extending~~of the ~~maturity~~embedded ~~date~~conversion tooptions ~~December~~was 1,determined ~~2017,~~using ~~and~~ the ~~release~~Binomial ofLattice ~~the~~valuation ~~guarantee,~~model. At the ~~Company~~end ~~shall pay; (i) $25,000 fee; (ii) 6%~~ of ~~adjusted~~each ~~gross~~period ~~revenue from the Movie as defined in the Extension Agreement~~ and; ~~(iii)~~on ~~shall~~note beconversion ~~first~~date ~~position~~or ~~of senior secured creditor after~~ repayment ~~of a loan to a certain lender as defined in the Extension Agreement. The $25~~,~~000~~ ~~fee for such extension was amortized up to~~ the ~~extended~~Company ~~maturity~~revalues ~~date of December 1, 2017 and recorded~~ the ~~amortization~~derivative toliabilities ~~film~~resulting ~~production~~from ~~cost as capitalized interest and was added to~~ the ~~principal~~embedded ~~amount of loan in fiscal year 2018~~option.

Table of Contents

ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~DECEMBER~~MARCH 31, ~~2021~~2022

(UNAUDITED)

InDuring ~~July 2017, through~~ the ~~Company’s~~six ~~majority~~months ~~owned~~ended ~~subsidiary~~March 31, ~~CFTB GA~~2022, ~~the~~in ~~Company~~connection ~~received~~with ~~from~~the ~~same~~issuance ~~lender~~of ~~above~~the Notes, ~~additional~~on ~~proceeds~~the ~~from~~initial ~~issuance~~measurement ofdate, athe ~~Note~~fair ~~(“July~~values ~~2017~~of ~~Note”)~~the ~~for~~embedded aconversion ~~principal~~option ~~amount~~ of $98347,~~465.~~743 Onwas ~~December~~recorded ~~12,~~as ~~2017,~~derivative ~~the~~liabilities ~~Company~~of ~~paid~~which $25224,000 ~~towards~~was ~~the~~allocated ~~July~~as ~~2017~~a ~~Note~~debt discount and $123,743 as derivative expense.

InAt ~~January~~the ~~2018,~~end ~~through~~of the ~~Company’s majority owned subsidiary~~period, ~~CFTB GA,~~ the Company ~~received~~revalued ~~from~~the ~~same~~embedded ~~lender~~conversion ~~above,~~option ~~additional~~derivative ~~proceeds~~liabilities. ~~from~~In ~~issuance~~connection ofwith athese ~~Note~~revaluations, ~~(“January~~the ~~2018~~Company ~~Note”)~~recorded ~~for~~ a ~~principal~~gain ~~amount~~from ofthe ~~$11,250.~~change ~~The~~in ~~January~~the ~~2018~~derivative ~~Note~~liabilities ~~bore~~fair ~~12%~~value ~~interest~~of ~~per~~$2,628,194 ~~annum~~for ~~and~~the ~~was~~six ~~considered~~months ~~due~~ended onMarch ~~demand~~31, ~~as there was no set maturity~~2022.

OnDuring ~~September 16, 2019,~~ the ~~Company~~six ~~and~~months aended ~~lender~~March ~~(collectively as “Parties”) entered into a Settlement Agreement and Release (“Settlement Agreement”) to settle the June 2017 Note~~31, ~~July 2017 Note and January 2018 Note with an aggregate principal of $509~~2022,~~715~~ ~~and~~the ~~accrued~~fair ~~interest~~value of ~~$258,250, for a total outstanding balance of $767,965. Pursuant to~~ the ~~Settlement~~derivative ~~Agreement,~~liabilities ~~the Parties agreed to settle the outstanding balance of $767,965 for a settlement payment of $430,000 of which $250,000~~ was ~~paid~~estimated inat ~~cash~~issuance and ~~$180,000~~at inthe ~~form~~March ~~of a 24-month interest free promissory which matured on September 16~~31, ~~2021~~2022, ~~and~~using ~~shall accrued default interest rate of 16% upon default notice from~~ the ~~lender,~~Binomial ~~after~~Lattice ~~which~~valuation ~~the~~model ~~original~~with ~~notes shall be retired and extinguished, and~~ the ~~Company~~following released from any and all claims relating to the note including liens and foreclosures. The settlement resulted in a gain from extinguishment of debt in the amount of $337,965 during the year ended September 30, 2019.assumptions:

In connection with the Settlement Agreement, the Company, through its majority owned subsidiaries, CFTB Movie and CFTB GA, issued two separate 6% promissory notes to former director of the Company for $125,000 and a third-party note holder for $125,000 (the collectively as “Notes”), for a total principal amount of $250,000 which are both due on July 16, 2021. The Notes bears an interest rate of 6% and 16% upon the event of default. The Notes shall be paid in equal monthly installments of $6,014 including accrued interest with the first installment due on December 1, 2019. The payment of the 6% promissory notes are guaranteed by the Company. In the event, the Company sells the Movie, the Notes including the accrued interest shall become immediately due and payable from the proceeds of such sale. These Notes came into default at maturity for non-payment and accrue interest at the default rate of 16% per annum. The Company and Brian Lukow, CEO of the Company, have not transferred and assigned any of its rights, title and interest in the Movie equally to each holder of the Notes.

Dividend rate	—	%
Term (in years)	0.01 to 1 year
Volatility	130% to 178	%
Risk-free interest rate	0.02% to 1.63	%

AsFor ofthe ~~December~~six months ended March 31, 2022 and 2021, ~~these~~amortization ~~notes~~of ~~payable~~debt ~~had~~discounts anrelated ~~aggregate~~to ~~principal~~the ~~$430,000~~convertible ~~and~~notes ~~aggregate~~amounted ~~accrued~~to ~~interest of~~ $34644,~~397.~~183 Asand ~~of September 30~~$136,526, ~~2021~~respectively, ~~theses~~which ~~notes~~was ~~payable~~recorded ~~had~~as aninterest ~~aggregate~~expense ~~principal~~on ~~$430,000~~the ~~and~~accompanying ~~aggregate~~condensed ~~accrued~~consolidated ~~interest~~statements of ~~$30,658~~operations. As of ~~December~~March 31, ~~2021,~~2022 ~~the~~and ~~Company~~September ~~had not made any payments towards the Notes. During the three months ended December 31~~30, 2021, the ~~Company~~unamortized ~~recorded~~debt ~~interest~~discount ~~expense~~were of$295,790 and $3706,~~740~~839, ~~in connection with the Notes~~respectively.

~~Loans~~NOTE ~~Payable~~6 - NOTES AND LOANS PAYABLE

~~Loans~~Notes ~~payable consisted of the following:~~Payable

	December 31,2021		September 30,2021
	(Unaudited)
Loans principal amount	$	483,500	$	483,500
Loans payable	$	483,500	$	483,500

Notes payable consisted of the following:

In June 2017, through the Company’s majority owned subsidiary, CFTB GA, the Company received initial proceeds for a total of $300,000 from an unrelated party (see below). Additionally, in July 2017, the Company entered into a loan agreement whereby the lender shall provide an additional loan up to $500,000 for the purpose of completing the production of the Movie. Such loans bear no interest and is considered due on demand as there was no set maturity. Between July 2017 and August 2017, through the Company’s majority owned subsidiary, CFTB GA, the Company received proceeds from this July 2017 loan agreement for a total of $450,000. The Company provided this lender a senior secured position with all the tax credits that will be due from the state of Georgia and city of Savannah and all excess deposits posted related to the filming of the Movie. In return for providing the additional loan of up to $500,000, the Company agreed to; (1) issue a note payable of $25,000 to the lender and; (2) the lender shall be entitled to a 50% net profit from the Movie. In the event, the $475,000 gets repaid, the lender’s percentage ownership will decrease to 37%. However, the percentage of ownership shall remain at 50% if such additional loan was not paid within 90 days. During fiscal year 2017, the Company recorded capitalized interest of $25,000 in production film cost and a corresponding increase in debt of $25,000 in connection with the issuance of this loan bringing the loan balance to $475,000. The Company accounted for the above agreement in accordance with ASC 470-10-25, which requires that cash received from an investor in exchange for the future payment of a specified percentage or amount of future revenue shall be classified as debt. The Company does not purport the arrangements to be a sale and the Company has significant continuing involvement in the generation of cash flows due to the loan holder or investor. As of December 31, 2021 and September 30, 2021, loan payable net of unamortized debt discount amounted $475,000.

	March 31, 2022			September 30, 2021
	(Unaudited)
Notes principal amount - related party	$	200,000		$	200,000
Notes principal amount - unrelated party		482,000			430,000
Less unamortized discount		(1,917	)		—
Notes payable, net	$	680,083		$	630,000

25Notes ~~Table~~Payable of- ~~Contents~~Related Party

~~ALL~~On ~~FOR~~April ~~ONE~~1, ~~MEDIA~~2018, ~~CORP~~the Company issued a due on demand 5% promissory note to an affiliated company for $200,000. ~~AND~~The ~~SUBSIDIARIES~~Company may prepay the note without a prepayment penalty. The former COO of the Company is a trustee of the affiliated company. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $200,000 and is reflected as note payable - related party in the accompanying condensed consolidated balance sheet. As of March 31, 2022 and September 30, 2021, the accrued interest of this note was $39,205 and $34,219, respectively.

~~NOTES~~Notes TOPayable ~~CONDENSED~~- ~~CONSOLIDATED~~Unrelated ~~FINANCIAL STATEMENTS~~Party

~~DECEMBER~~In 31June 2017, ~~2021~~through the Company’s subsidiary, CFTB Movie, the Company entered into a 12% loan and security agreement for a loan amount of $400,000 (“June 2017 Note”). The 12% secured note and all accrued interest was due on August 15, 2017. The default interest rate was 22% after the maturity date. The Company received proceeds of $350,000 and paid original issue discount and related loan fees of $50,000 in connection with the June 2017 Note which was amortized over the term of the loan. The June 2017 Note was used for the production of the Movie. The Company had granted a security interest in all the Company’s property, tangible and intangible, existing or subsequently in effect, including but not limited to; (i) all bank accounts; (ii) all of the Company’s right under any contract; (iii) all accounts payable; (iv) all chattel paper, documents and instruments related to accounts; (v) all intellectual property; (vi) all inventory, furniture, fixtures, equipment and supplies and; (vii) all proceeds, products and accessions of, and to, any and all of the foregoing. In July 2017, the Company entered into an Agreement (the “Extension Agreement”), to extend the maturity date of the June 2017 Note to December 1, 2017, from August 15, 2017, and to release the guarantee as discussed below. Beginning on December 1, 2017 and continuing until such time as this loan is repaid, CFTB Movie at its sole option, may choose to make monthly partial payments that will be applied to the outstanding amount, due no later than the first business day of each month, in denominations of no less than $100,000. In consideration for extending the maturity date to December 1, 2017, and the release of the guarantee, the Company shall pay; (i) $25,000 fee; (ii) 6% of adjusted gross revenue from the Movie as defined in the Extension Agreement and; (iii) shall be first position of senior secured creditor after repayment of a loan to a certain lender as defined in the Extension Agreement. The $25,000 fee for such extension was amortized up to the extended maturity date of December 1, 2017 and recorded the amortization to film production cost as capitalized interest and was added to the principal amount of loan in fiscal year 2018.

~~(UNAUDITED)~~25 Table of Contents

InALL ~~April~~FOR ~~2016,~~ONE aMEDIA ~~former member of the Board of Directors advanced the Company $2,500 to cover the Company’s working capital which is reflected as loan payable and is due on demand~~CORP. AsAND ~~of December 31, 2021 and September 30, 2021, the advance had an outstanding balance of $2,500.~~SUBSIDIARIES

OnNOTES ~~July~~TO 1,CONDENSED ~~2020,~~CONSOLIDATED ~~the~~FINANCIAL Company issued a Promissory Note to a former member of the Board of Directors, with a principal amount $11,000 to cover the Company’s working capital. The note has a maturity date of August 13, 2033, which shall be paid in eleven annual installments of $1,000 commencing August 2022. In 2020, the Company repaid $5,000 of the principal balance. As of December 31, 2021 and September 30, 2021, the note had principal balance of $6,000. STATEMENTS

OnMARCH October 29, 2021, the Company issued a Promissory Note to a former member of the Board of Directors, with a principal amount $50,000 to cover the Company’s working capital. The note matured on December 13, 2021. During the three months ended December 31, ~~2021, the Company repaid the outstanding balance of the note. As of December 31, 2021 the note had no outstanding balance.~~ 2022

~~NOTE 7 - RELATED PARTY TRANSACTIONS~~(UNAUDITED)

~~Parties~~On ~~are~~March ~~considered~~15, to2022, ~~be related to~~ the Company ifentered ~~the~~into ~~parties~~a ~~directly~~Securities orPurchase ~~indirectly,~~Agreement ~~through~~(“SPA”) ~~one~~with ora ~~more~~certain ~~intermediaries,~~note ~~control,~~holder ~~are~~for ~~controlled~~issuance ~~by,~~of ortwo ~~are~~10% ~~under~~Promissory ~~common~~Notes ~~control~~(collectively ~~with~~as ~~the~~“Notes”) ~~Company.~~for ~~Related~~an ~~parties~~aggregate ~~also include~~ principal ~~stockholders~~borrowing of ~~the Company~~$104,000 ~~its~~with ~~management,~~aggregate ~~members~~original ofissue ~~the~~discount ~~immediate~~(“OID”) ~~families~~ of ~~principal~~$4,000. ~~stockholders~~The ofNotes ~~the~~are ~~Company~~unsecured and ~~its~~bears ~~management~~interest ~~and~~at ~~other~~the ~~parties~~rate ~~with~~of ~~which~~10% ~~the~~per ~~Company~~annum ~~may~~(which ~~deal~~shall ~~where~~increase ~~one-party~~to ~~controls~~18% orupon ~~can~~default) ~~significantly~~from ~~influence~~ the ~~management~~issuance ordate ~~operating~~thereof ~~policies~~until of the ~~other~~note tois anpaid ~~extent~~and ~~that~~matures ~~one~~twelve ofmonths from the ~~transacting~~issuance ~~parties~~date. ~~might~~The beCompany ~~prevented~~issued ~~from~~the ~~fully~~first ~~pursuing~~promissory ~~its~~note ~~own~~(“Note ~~separate~~I”), ~~interests.~~with ~~The~~principal ~~Company~~amount ~~discloses~~of ~~all~~$52,000 ~~related~~and ~~party~~received ~~transactions.~~$50,000 ~~All~~of ~~transactions~~net ~~shall~~proceeds, benet ~~recorded~~of at$2,000 ~~fair~~original ~~value~~issuance ofdiscount. ~~the~~The ~~goods~~principal orand ~~services~~all ~~exchanged.~~accrued ~~Property~~interest ~~purchased~~of ~~from~~Note aI ~~related~~is ~~party~~due isMarch ~~recorded~~15, at2023. ~~the~~The ~~cost~~Company torecorded ~~the~~a ~~related~~discount ~~party~~of ~~and~~$2,000 ~~any~~in ~~payment~~connection towith orNote onI ~~behalf~~which ofis ~~the~~being ~~related~~amortized ~~party~~over inthe ~~excess~~term of the ~~cost~~Note isI. ~~reflected~~As asof ~~compensation~~March or31, ~~distribution~~2022, tothe ~~related~~principal ~~parties~~balance ~~depending~~of onthis ~~the~~note ~~transaction~~was $52,000.

In ~~October~~July ~~2015~~2017, through the Company’s ~~entered~~majority ~~into~~owned ansubsidiary, ~~Employment~~CFTB ~~Agreement (the “Employment Agreement”) with Mr. Brian Lukow~~GA, the ~~CEO of the~~ Company. Asreceived ~~compensation~~from ~~for~~same ~~his~~lender ~~services per the terms of the Employment Agreement~~above, ~~the~~additional ~~Company~~proceeds ~~shall~~from ~~pay~~issuance ~~$5,000 per month and 20,000 shares~~ of ~~the~~a ~~Company’s~~Note ~~common stock per month calculated at $0.25 per share~~ (~~see~~“July ~~Note~~2017 8Note”). ~~The~~for ~~Employment~~a ~~Agreement~~principal ~~may~~amount beof ~~terminated by either party upon two months written notice~~$98,465. On ~~February~~December 1612, ~~2018~~2017, the Company ~~amended~~paid ~~this Employment Agreement to increase Mr. Lukow’s base salary from~~ $525,000 totowards $8,000 per month. As of December 31, 2021 and September 30, 2021, accrued salaries to Mr. Lukow amounted to $79,055 and $81,556, respectively, and was included in accounts payable and accrued liabilities - related party in the ~~accompanying~~July ~~consolidated~~2017 ~~balance sheets (see~~ Note 9).

In ~~December~~January ~~2015~~2018, through the Company’s ~~through~~majority ~~its wholly~~ owned ~~subsidiaries~~subsidiary, ~~Tween~~CFTB ~~Entertainment~~GA, ~~executed a month-to-month operating lease agreement with~~ the ~~CEO of the~~ Company. ~~The~~received ~~lease~~from ~~premise~~same islender ~~located in Mt. Kisco~~above, ~~New~~additional ~~York~~proceeds ~~and~~from ~~the~~issuance ~~initial term was for a period~~ of ~~12 months commencing in December 2015 and expiring in December 2016. The lease is currently on~~ a ~~month-to-month~~Note ~~basis.~~(“January ~~The~~2018 ~~lease~~Note”) ~~requires~~for ~~the Company to pay~~ a ~~monthly~~principal ~~base~~amount ~~rent~~ of $111,~~000~~250. The ~~Company~~January ~~has~~2018 ~~recorded~~Note ~~rent~~bore ~~expense~~12% ofinterest ~~$3,000~~per ~~for~~annum ~~the~~and ~~three months ended December 31, 2021 which~~ was ~~included~~considered asdue ~~rent~~on ~~expense~~demand under general and administrative expense in the accompanying condensed consolidated statements of operations. As of December 31, 2021 and September 30, 2021, the Company had accrued rent balance of $30,500 and $27,500, respectively, which is reflected as ~~accounts~~there ~~payable~~was ~~and~~no ~~accrued~~set ~~liabilities - related party in the accompanying condensed consolidated balance sheets~~maturity.

~~The~~On ~~CEO~~September of16, 2019, the Company, ~~who~~and isa ~~the~~lender ~~creator,~~(collectively ~~writer~~as ~~and~~“Parties”) ~~also~~entered ~~acted~~into as a ~~producer~~Settlement ofAgreement and Release (“Settlement Agreement”) to settle the ~~Crazy~~June ~~for~~2017 ~~The~~Note, ~~Boys~~July ~~movie~~2017 isNote ~~entitled~~and toJanuary ~~receive~~2018 aNote ~~writer’s~~with ~~fee~~an aggregate principal of $25509,~~000~~715 and ~~producer’s~~accrued ~~fee~~interest of $~~100~~258,~~000~~250, tofor bea ~~paid~~total ~~from~~outstanding ~~gross~~balance ~~revenues~~of ~~derived~~$767,965. ~~from~~Pursuant to the ~~Crazy~~Settlement ~~for~~Agreement, ~~The~~the ~~Boys~~Parties ~~movie~~agreed orto settle the ~~sale~~outstanding balance of ~~ancillary~~$767,965 ~~products.~~for Asa settlement payment of ~~December~~$430,000 31of which $250,000 ~~2021~~was paid in cash and $180,000 in form of a 24-month interest free promissory which matured on September 3016, 2021, ~~the~~and ~~Company~~shall ~~had~~accrued andefault ~~accrued~~interest ~~balance~~rate of ~~$125~~16% upon default notice from the lender,~~000~~ inafter ~~accrued~~which ~~expenses~~the -original ~~related~~notes ~~party~~shall ~~for~~be ~~services~~retired ~~rendered~~and byextinguished, and the ~~CEO~~Company released from any and all claims relating to the note including liens and foreclosures. The settlement resulted in a gain from extinguishment of debt in the ~~Company~~amount of $337,965 during the year ended September 30, 2019.

OnIn ~~April~~connection 1,with ~~2018~~the Settlement Agreement, the Company, ~~issued~~through aits ~~due~~majority onowned ~~demand~~subsidiaries, 5CFTB Movie and CFTB GA, issued two separate 6% promissory ~~note~~notes to anformer ~~affiliated~~director ~~company~~of the Company for $~~200~~125,000. ~~The~~and ~~Company~~a ~~may~~third-party ~~prepay~~note holder for $125,000 (the ~~note~~collectively ~~without~~as “Notes”), for a ~~prepayment~~total ~~penalty~~principal amount of $250,000 which are both due on July 16, 2021. The ~~former~~Notes ~~COO~~bears an interest rate of 6% and 16% upon the ~~Company~~event isof adefault. ~~trustee~~The Notes shall be paid in equal monthly installments of $6,014 including accrued interest with the ~~affiliated~~first ~~company~~installment due on December 1, 2019. The payment of the 6% promissory notes are guaranteed by the Company. In the event, the Company sells the Movie, the Notes including the accrued interest shall become immediately due and ~~former~~payable ~~COO~~from ~~entered~~the proceeds of such sale. These Notes came into ~~separation~~default ~~agreement~~at maturity for non-payment and accrue interest at the default rate of 16% per annum. The Company and Brian Lukow, CEO of the Company, have not transferred and assigned any of its rights, title and interest in ~~January~~the ~~2018~~Movie ~~(see~~equally ~~Note~~to 9)each holder of the Notes.

InAs ~~2020,~~of ~~the~~March ~~CEO~~31, ~~advanced~~2022, tothese ~~the~~notes ~~Company~~payable ~~$1,201~~had ~~and~~ an ~~additional~~aggregate principal $5430,~~316~~000 inand ~~2021,~~aggregate aaccrued ~~total~~interest of $667,~~517 for working capital purposes for which is reflected as due to related parties~~342. ~~The~~As ~~advanced~~of isSeptember ~~non-interest~~30, ~~bearing~~2021, ~~and~~theses ~~are~~notes ~~due~~payable onhad ~~demand.~~an Asaggregate ofprincipal ~~December 31~~$430,000 ~~2021~~ and ~~September~~aggregate ~~30,~~accrued ~~2021,~~interest ~~this advanced had a balance~~ of $630,~~517~~658.

26As ~~Table~~of March 31, 2022, the Company had not made any payments towards the Notes. During the six months ended March 31, 2022, the Company recorded interest expense of ~~Contents~~$36,685, in connection with the Notes.

~~ALL~~Loans ~~FOR ONE MEDIA CORP. AND SUBSIDIARIES~~Payable

~~NOTES~~Loans TOpayable ~~CONDENSED~~consisted ~~CONSOLIDATED~~of ~~FINANCIAL~~the ~~STATEMENTS~~following:

DECEMBER 31, 2021

	March 31, 2022		September 30, 2021
	(Unaudited)
Loans principal amount	$	483,500	$	483,500

Loans payable	$	483,500	$	483,500

~~(UNAUDITED)~~26 Table of Contents

~~NOTE~~ALL 8FOR -ONE ~~STOCKHOLDERS’~~MEDIA ~~DEFICIT~~CORP. AND SUBSIDIARIES

OnNOTES ~~November~~TO 1,CONDENSED ~~2021,~~CONSOLIDATED ~~the~~FINANCIAL Company filed an amendment to its Articles of Incorporation increasing the Company’s authorized common stock from 4,200,000,000 to 19,000,000,000 shares. The increase in authorized common stock has been retroactively reflected in the accompanying condensed consolidated financial statements (see Note 1).STATEMENTS

~~Common~~MARCH ~~Stock~~31, 2022

~~Common Stock Issued for Services~~(UNAUDITED)

During the three months ended December 31, 2020, the Company issued an aggregate of 60,000 shares of the Company’s common stock to the CEO as payment for services rendered pursuant to an Employment agreement (see Note 9). The Company valued these common shares at the fair value ranging from $0.0001 to $0.0013 per common share or $46 based on the quoted trading price on the dates of grants. The Company recorded stock-based compensation of $46, during the three months ended December 31, 2020.

During the three months ended December 31, 2020, the Company issued an aggregate of 12,000 shares of the Company’s common stock to two directors of the Company as payment for services rendered pursuant to corporate director agreements (see Note 9). The Company valued these common shares at the fair value ranging from $0.0001 to $0.0013 per common share or $10 based on the quoted trading price on the dates of grants. The Company recorded stock-based compensation expense of $10, during the three months ended December 31, 2020.

In June 2017, through the Company’s majority owned subsidiary, CFTB GA, the Company received initial proceeds for a total of $300,000 from an unrelated party (see below). Additionally, in July 2017, the Company entered into a loan agreement whereby the lender shall provide an additional loan up to $500,000 for the purpose of completing the production of the Movie. Such loans bear no interest and is considered due on demand as there was no set maturity. Between July 2017 and August 2017, through the Company’s majority owned subsidiary, CFTB GA, the Company received proceeds from this July 2017 loan agreement for a total of $450,000. The Company provided this lender a senior secured position with all the tax credits that will be due from the state of Georgia and city of Savannah and all excess deposits posted related to the filming of the Movie. In return for providing the additional loan of up to $500,000, the Company agreed to; (1) issue a note payable of $25,000 to the lender and; (2) the lender shall be entitled to a 50% net profit from the Movie. In the event, the $475,000 gets repaid, the lender’s percentage ownership will decrease to 37%. However, the percentage of ownership shall remain at 50% if such additional loan was not paid within 90 days. During fiscal year 2017, the Company recorded capitalized interest of $25,000 in production film cost and a corresponding increase in debt of $25,000 in connection with the issuance of this loan bringing the loan balance to $475,000. The Company accounted for the above agreement in accordance with ASC 470-10-25, which requires that cash received from an investor in exchange for the future payment of a specified percentage or amount of future revenue shall be classified as debt. The Company does not purport the arrangements to be a sale and the Company has significant continuing involvement in the generation of cash flows due to the loan holder or investor. As of March 31, 2022 and September 30, 2021, loan payable net of unamortized debt discount amounted $475,000.

·In ~~During~~April ~~the~~2016, ~~three~~a ~~months~~former ~~ended~~member ~~December~~of ~~31, 2021,~~ the ~~Company~~Board ~~issued~~of anDirectors ~~aggregate~~advanced ofthe 60Company $2,~~000~~500 ~~shares~~to ofcover the Company’s ~~common~~working ~~stock~~capital towhich ~~the~~is ~~CEO~~reflected as ~~payment~~loan ~~for~~payable ~~services~~and ~~rendered~~is ~~pursuant~~due toon ~~an Employment agreement (see Note 9)~~demand. ~~The~~As ~~Company~~of ~~valued~~March ~~these~~31, ~~common~~2022 ~~shares~~and atSeptember ~~the~~30, ~~fair~~2021, ~~value ranging from $0.0004 to $0.0008 per common share or $40 based on~~ the ~~quoted~~advance ~~trading~~had ~~price~~an onoutstanding ~~the~~balance ~~dates~~ of ~~grants. The Company recorded stock-based compensation of~~ $~~40 during the three months ended December 31~~2, ~~2021~~500.

·On ~~During~~July ~~the three months ended December 31~~1, ~~2021~~2020, the Company issued ana ~~aggregate~~Promissory ofNote ~~12,000 shares of the Company’s common stock~~ to ~~two~~a ~~directors~~former member of the ~~Company~~Board asof ~~payment~~Directors, ~~for~~with ~~services~~a ~~rendered~~principal ~~pursuant~~amount $11,000 to ~~corporate~~cover ~~director~~the ~~agreements~~Company’s ~~(see~~working ~~Note 9)~~capital. The ~~Company~~note ~~valued~~has ~~these~~a ~~common~~maturity ~~shares~~date atof ~~the~~August ~~fair~~13, ~~value~~2033, ~~ranging~~which ~~from~~shall ~~$0.0004~~be topaid ~~$0.0008~~in ~~per~~eleven ~~common~~annual ~~share~~installments orof $91,000 ~~based~~commencing onAugust ~~the~~2022. ~~quoted~~In ~~trading~~2020, ~~price~~the onCompany ~~the~~repaid ~~dates~~$5,000 of ~~grants~~the principal balance. ~~The~~As ~~Company~~of ~~recorded~~March ~~stock-based~~31, ~~compensation~~2022 ofand $9September ~~during~~30, 2021, the ~~three~~note ~~months~~had ~~ended~~principal ~~December~~balance ~~31,~~of ~~2021~~$6,000.

~~Common~~On ~~Stock~~October ~~Issued~~29, ~~Upon~~2021, ~~Conversion~~the Company issued a Promissory Note to a former member of ~~Notes~~the ~~Payable~~Board of Directors, with a principal amount $50,000 to cover the Company’s working capital. The note matured on December 13, 2021. During the six months ended March 31, 2022, the Company repaid the outstanding balance of the note. As of March 31, 2022, the note had no outstanding balance.

During the three months ended December 31, 2020, the Company issued an aggregate of 976,788,580 shares of the Company’s common stock to various note holders upon the conversion of $35,664 of principal amount, $26,943 of accrued interest and $1,500 of conversion fee, pursuant to the conversion terms of the convertible notes which contained embedded derivatives (see Note 5). The Company valued these shares of common stock at the fair value ranging from $0.0009 to $0.0027 per share or $1,236,138 based on the quoted trading price on the dates of grants. Accordingly, the Company recorded the difference between the converted amount and the fair value of the common stock issued as (loss) from extinguishment of debt which amounted to $(1,172,032) and derivative fair value of $509,109 was recorded as a gain from extinguishment with the net (loss) from extinguishment of debt, related to note conversions, amounting to $662,923 during the three months ended December 31, 2020.

During the three months ended December 31, 2021, the Company issued an aggregate of 664,718,848 shares of the Company’s common stock to a note holder upon the conversion of $121,780 of principal amount, $37,230of accrued interest and $2,100 of conversion fee, pursuant to the conversion terms of the convertible notes which contained embedded derivatives (see Note 5). The Company valued these shares of common stock at the fair value ranging from $0.0004 to $0.0008 per share or $358,370 based on the quoted trading price on the dates of grants. Accordingly, the Company recorded the difference between the converted amount and the fair value of the common stock issued as (loss) from extinguishment of debt which amounted to $(197,260) and derivative fair value of $148,690 was recorded as a gain from extinguishment with the net (loss) from extinguishment of debt, related to note conversions, amounting to $48,570 during the three months ended December 31, 2021.

NOTE 7 - RELATED PARTY TRANSACTIONS

AsParties ofare ~~December~~considered ~~31,~~to ~~2021,~~be related to the Company ~~had~~if 4the parties directly or indirectly,~~854~~ through one or more intermediaries,~~017~~ control,~~273~~ are controlled by, or are under common ~~stock~~control ~~outstanding~~with the Company. Related parties also include principal stockholders of ~~which~~the 7Company,~~574~~ its management,~~337~~ ~~are~~members ~~unissued~~of the immediate families of principal stockholders of the Company and its management and other parties with which the Company may deal where one-party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. The Company discloses all related party transactions. All transactions shall be recorded at fair value of the goods or services exchanged. Property purchased from a related party is recorded at the cost to the related party and any payment to or on behalf of the related party in excess of the cost is reflected as compensation or distribution to related parties depending on the transaction.

27In ~~Table~~October 2015, the Company entered into an Employment Agreement (the “Employment Agreement”) with Mr. Brian Lukow, the CEO of ~~Contents~~the Company. As compensation for his services per the terms of the Employment Agreement, the Company shall pay $5,000 per month and 20,000 shares of the Company’s common stock per month (see Note 8). The Employment Agreement may be terminated by either party upon two months written notice. On February 16, 2018, the Company amended this Employment Agreement to increase Mr. Lukow’s base salary from $5,000 to $8,000 per month. As of March 31, 2022 and September 30, 2021, accrued salaries to Mr. Lukow amounted to $79,055 and $81,556, respectively, and was included in accounts payable and accrued liabilities - related party in the accompanying consolidated balance sheets.

~~ALL~~In ~~FOR~~December ~~ONE~~2015, ~~MEDIA~~the ~~CORP~~Company through its wholly owned subsidiaries, Tween Entertainment, executed a month-to-month operating lease agreement with the CEO of the Company. ~~AND~~The ~~SUBSIDIARIES~~lease premise is located in Mt. Kisco, New York and the initial term was for a period of 12 months commencing in December 2015 and expiring in December 2016. The lease is currently on a month-to-month basis. The lease requires the Company to pay a monthly base rent of $1,000. The Company has recorded rent expense of $6,000 and $6,000 for the six months ended March 31, 2022 and 2021, respectively, which was included as rent expense under general and administrative expense in the accompanying condensed consolidated statements of operations. As of March 31, 2022 and September 30, 2021, the Company had accrued rent balance of $30,500 and $27,500, respectively, which is reflected as accounts payable and accrued liabilities - related party in the accompanying condensed consolidated balance sheets.

~~NOTES~~27 TOTable ~~CONDENSED~~of ~~CONSOLIDATED FINANCIAL STATEMENTS~~Contents

~~DECEMBER~~ALL ~~31,~~FOR ~~2021~~ONE MEDIA CORP. AND SUBSIDIARIES

~~(UNAUDITED)~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AMARCH ~~summary of outstanding stock warrants as of December~~ 31, ~~2021, and changes during the period ended are presented below:~~2022

	Number ofWarrants		WeightedAverageExercisePrice		WeightedAverageRemainingContractualLife(Years)
Balance at September 30, 2021		1,600,000	$	0.061		2.65
Granted		-		-		-
Balance as of December 31, 2021		1,600,000	$	0.061		2.40
Warrants exercisable as of December 31, 2021		1,600,000	$	0.061		2.40
Weighted average fair value of warrants granted during the period			$	0.00

(UNAUDITED)

InThe ~~October~~CEO ~~2019,~~of the Company, ~~granted~~who ~~warrant~~is tothe ~~purchase 1~~creator,~~200,000~~ ofwriter ~~the~~and ~~Company’s~~also ~~common~~acted ~~stock~~as ina ~~connection~~producer ~~with~~of the ~~issuance~~Crazy offor ~~a convertible note (see Note 5).~~ The ~~warrant~~Boys ~~expires~~movie ~~five~~is ~~years~~entitled ~~from~~to ~~the~~receive ~~date~~a ofwriter’s ~~grant~~fee ~~and has an exercise price~~ of $~~0.015.~~25,000 ~~The exercise price~~ and ~~the~~producer’s ~~number~~fee of ~~warrants~~$100,000 ~~is subject~~ to ~~adjustment~~be ~~pursuant~~paid tofrom ~~anti-dilution~~gross ~~protection~~revenues ~~provision~~derived ~~and~~from ~~other provisions as defined in~~ the ~~stock~~Crazy ~~warrant~~for ~~agreement.~~ The ~~Company~~Boys ~~accounted~~movie ~~for~~or the ~~warrant~~sale ~~as a derivative liability since there were not enough authorized shares to cover all common stock equivalents and recorded a debt discount at relative fair value~~ of ~~$10,616~~ancillary ~~using a Black-Scholes option pricing model~~products. ~~with~~As ~~the following assumptions: stock price~~ of ~~$0.013~~March ~~per share (based on the quoted trading price on the dates of grant)~~31, ~~volatility~~2022 ~~of 190%, expected term of five years,~~ and ~~a risk-free interest rate of 1.40%. During the year ended~~ September 30, ~~2020~~2021, the Company ~~recorded~~had aan ~~debt~~accrued ~~discount~~balance of $10125,~~616~~000 ~~and~~in aaccrued ~~corresponding~~expenses ~~increase~~- inrelated ~~derivative~~party ~~liabilities.~~for ~~The~~services ~~400,000~~rendered ~~warrants~~by ~~are~~the ~~also~~CEO ~~accounted~~of ~~for~~the ~~as derivative liabilities~~Company.

~~2017~~On ~~Stock~~April ~~Incentive~~1, ~~Plan~~2018, the Company issued a due on demand 5% promissory note to an affiliated company for $200,000. The Company may prepay the note without a prepayment penalty. The former COO of the Company is a trustee of the affiliated company. The Company and former COO entered into separation agreement in January 2018 (see Note 9).

In ~~February 2017~~2020, the ~~Company’s~~CEO ~~Board~~advanced ofto ~~Directors authorized~~ the ~~2017~~Company ~~Incentive~~$1,201 ~~Stock~~and ~~Plan~~an ~~covering~~additional 1$5,~~000,000~~316 ~~shares~~in of2021, ~~common~~a ~~stock.~~total ~~The purpose~~ of ~~the plan is designed to retain directors~~$6,517 ~~executives~~for ~~and~~working ~~selected~~capital ~~employees~~purposes ~~and~~which ~~consultants~~is ~~and~~reflected ~~reward~~as ~~them~~due ~~for making major contributions~~ to ~~the~~related ~~success of the Company~~parties. ~~These~~The ~~objectives~~advanced ~~are~~is ~~accomplished~~non-interest bybearing ~~making~~and ~~long-term~~are ~~incentive~~due ~~awards~~on ~~under~~demand. ~~the~~As ~~Plan~~of ~~thereby~~March ~~providing~~31, ~~Participants~~2022 ~~with~~and aSeptember ~~proprietary~~30, ~~interest~~2021, inthis ~~the~~advanced ~~growth~~had ~~and~~a ~~performance~~balance of ~~the Company~~6,517.

NOTE 98 - ~~COMMITMENTS~~STOCKHOLDERS’ ~~AND CONTINGENCIES~~DEFICIT

~~Employment~~On ~~Agreement~~November 1, 2021, the Company filed an amendment to its Articles of Incorporation increasing the Company’s authorized common stock from 4,200,000,000 to 19,000,000,000 shares.

InCommon October 2015, the Company entered into an Employment Agreement (the “Employment Agreement”) with Mr. Brian Lukow, the CEO of the Company. As compensation for his services per the terms of the Employment Agreement, the Company shall pay $5,000 per month and 20,000 shares of the Company’s common stock per month (see Note 8). The Employment Agreement may be terminated by either party upon two months written notice. On February 16, 2018, the Company amended this Employment Agreement to increase Mr. Lukow’s base salary from $5,000 to $8,000 per month. As of December 31, 2021 and September 30, 2021, accrued salaries to Mr. Lukow amounted to $79,055 and $81,556, respectively, and was included in accounts payable and accrued liabilities - related party in the accompanying consolidated balance sheets (see Note 7).Stock

~~Corporate~~Common ~~Director~~Stock ~~Agreements~~Issued for Services

In October 2015, the Company entered into three corporate director agreements with Mr. Brian Lukow, Mr. Brian Gold and Ms. Aimee O’Brien to serve as members of the Company’s board of directors. The term of the agreements shall continue until September 30, 2016, unless earlier terminated by the Company. The term shall be automatically renewed for as long as the board of directors are re-elected or otherwise serve as members of the board of directors of the Company. As compensation for their services per the terms of their respective corporate director agreements, the Company pays fees to (i) Mr. Lukow of 2,000 shares of the Company’s common stock per month, (ii) Ms. O’Brien of 2,000 shares of the Company’s common stock per month, and (iii) Mr. Gold of 2,000 shares of the Company’s common stock per month during the month of service. Pursuant to the agreement, the director who will introduce and arrange for equity funding and acquisitions shall be entitled with a 10% commission fee as defined in the agreement.

During the six months ended March 31, 2021, the Company issued an aggregate of 120,000 shares of the Company’s common stock to the CEO as payment for services rendered pursuant to an Employment agreement. The Company valued these common shares at the fair value ranging from $0.0001 to $0.0015 per common share or $120 based on the quoted trading price on the dates of grants. The Company recorded stock-based compensation of $120 during the six months ended March 31, 2021.

During the six months ended March 31, 2021, the Company issued an aggregate of 24,000 shares of the Company’s common stock to two directors of the Company as payment for services rendered pursuant to corporate director agreements. The Company valued these common shares at the fair value ranging from $0.0001 to $0.0015 per common share or $24 based on the quoted trading price on the dates of grants. The Company recorded stock-based compensation expense of $24 during the six months ended March 31, 2021.

28· ~~Table~~During the six months ended March 31, 2022, the Company issued an aggregate of ~~Contents~~120,000 shares of the Company’s common stock to the CEO as payment for services rendered pursuant to an Employment agreement (see Note 9). The Company valued these common shares at the fair value ranging from $0.0002 to $0.0008 per common share or $44 based on the quoted trading price on the dates of grants. The Company recorded stock-based compensation of $44 during the six months ended March 31, 2022.

~~ALL~~· ~~FOR~~During ~~ONE~~the ~~MEDIA~~six ~~CORP~~months ended March 31, 2022, the Company issued an aggregate of 24,000 shares of the Company’s common stock to two directors of the Company as payment for services rendered pursuant to corporate director agreements (see Note 9). ~~AND~~The ~~SUBSIDIARIES~~Company valued these common shares at the fair value ranging from $0.0002 to $0.0008 per common share or $9 based on the quoted trading price on the dates of grants. The Company recorded stock-based compensation of $9 during the six months ended March 31, 2022.

~~NOTES~~Common TOStock ~~CONDENSED~~Issued ~~CONSOLIDATED~~Upon ~~FINANCIAL~~Conversion ~~STATEMENTS~~of Notes Payable

DECEMBER 31, 2021

During the six months ended March 31, 2021, the Company issued an aggregate of 1,793,189,424 shares of the Company’s common stock to various note holders upon the conversion of $234,052 of principal amount, $121,761 of accrued interest and $2,000 of conversion fee, pursuant to the conversion terms of the convertible notes which contained embedded derivatives. The Company valued these shares of common stock at the fair value ranging from $0.0009 to $0.0027 per share or $2,113,905 based on the quoted trading price on the date of grants. Accordingly, the Company recorded the difference between the converted amount and the fair value of the common stock issued as (loss) from extinguishment of debt which amounted to $(1,756,092) and derivative fair value of $5,188,827 which was recorded as a gain from extinguishment with the net gain from extinguishment of debt, related to note conversions, amounting to $3,432,734 during the six months ended March 31, 2021.

During the six months ended March 31, 2022, the Company issued an aggregate of 1,545,569,906 shares of the Company’s common stock to a note holder upon the conversion of $206,780 of principal amount, $65,080 of accrued interest and $4,200 of conversion fee, pursuant to the conversion terms of the convertible notes which contained embedded derivatives (see Note 5). The Company valued these shares of common stock at the fair value ranging from $0.0002 to $0.0008 per share or $594,302 based on the quoted trading price on the date of grants. Accordingly, the Company recorded the difference between the converted amount and the fair value of the common stock issued as (loss) from extinguishment of debt which amounted to $(318,242) and derivative fair value of $234,420 which was recorded as a gain from extinguishment with the net (loss) from extinguishment of debt, related to note conversions, amounting to $83,822 during the six months ended March 31, 2022.

~~(UNAUDITED)~~28 Table of Contents

OnALL ~~August~~FOR ~~29,~~ONE ~~2019,~~MEDIA ~~the~~CORP. ~~Company~~AND ~~accepted the resignation of Brian Gold as a director of the Company.~~SUBSIDIARIES

~~Consulting~~NOTES ~~Agreements~~TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

InMARCH October 2016, the Company entered into a video production agreement with a third-party vendor. The vendor provided production and post-production services to the Company. The fees for such services were cash payment of $15,000 and 100,000 shares of the Company’s common stock. The Company has paid $15,000 during the fiscal year ended September 30, 2017. The Company has not issued the 100,000 shares as of December 31, 2021 and September 30, 2021, but has accrued the value of the 100,000 shares of common stock upon completion of the services which amounted to $4,000 which was included in accounts payable and accrued liabilities as reflected in the accompanying condensed consolidated balance sheets.2022

On November 5, 2021, the Company and a consultant entered into a consulting agreement with a four-month term ending in February 2022. The consulting agreement provides for monthly consultant compensation of $6,000 first two months and monthly consultant compensation of $5,000 for the last two months. During the three months ended December 31, 2021, the Company paid a total of $12,000 in connection with the consulting agreement and was recorded as consulting fee in the accompanying condensed consolidated statement of operations. (UNAUDITED)

~~Operating~~Common ~~Lease~~Stock Issued for Prepaid Services

In· ~~December~~During ~~2015,~~ the ~~Company~~six ~~through~~months ~~its~~ended ~~wholly~~March ~~owned~~31, ~~subsidiaries~~2022, ~~executed~~the aCompany ~~month-to-month~~issued ~~operating~~an ~~lease~~aggregate ~~agreement~~of ~~with~~100,000,004 ~~the~~shares ~~CEO~~ of the Company.’s ~~The~~common ~~lease~~stock ~~premise~~to istwo ~~located~~consultants, inpursuant ~~Mt.~~to ~~Kisco~~a consulting agreement dated March 14, ~~New~~2022 ~~York~~(see ~~and~~Note ~~the~~9), ~~initial~~with ~~term~~aggregate ~~was~~grant ~~for~~date afair ~~period~~value of 12$20,000 ~~months~~or ~~commencing~~$0.0002 inper ~~December~~share ~~2015~~which ~~and~~was ~~expiring~~recorded inas ~~December~~deferred ~~2016.~~compensation ~~The~~and ~~lease~~ is ~~currently~~being onamortized over a ~~month~~three-~~to-~~month ~~lease~~period. ~~The~~During ~~lease~~the ~~requires~~three months ended March 31, 2022, the Company toamortized ~~pay~~$6,666 aof ~~monthly~~the ~~rent~~deferred compensation which was recorded as consulting fee in the accompanying condensed consolidated statement of ~~$1,000~~operations. ~~Rent~~As ~~expense~~of ~~was~~March $331,~~000~~ ~~for~~2022, the ~~three~~deferred ~~months~~compensation ~~ended~~had ~~December~~a 31balance of $13,334 ~~2021~~in ~~and~~connection ~~2020~~with ~~(see~~this ~~Note~~consulting 7)agreement.

~~NOTE~~As 10of -March ~~SUBSEQUENT~~31, ~~EVENTS~~2022, the Company had 5,834,940,335 common stock outstanding of which 7,646,337 are unissued.

~~Issuance of Common~~ Stock Warrants

~~Subsequent~~A tosummary ~~December 31, 2021, the Company issued an aggregate~~ of ~~24,000~~outstanding ~~shares of common~~ stock ~~with~~warrants ~~grant~~as ~~date fair value~~ of $5March or31, ~~average~~2022, ofand ~~$0.0002~~changes ~~per~~during ~~share~~the toperiod ~~officers~~ended ~~and~~are ~~directors~~presented ~~as stock-based compensation.~~below:

Convertible Notes Conversion

	Number of Warrants		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)
Balance at September 30, 2021		1,600,000	$	0.061		2.65
Granted		—		—		—
Balance as of March 31, 2022		1,600,000	$	0.061		2.15

Warrants exercisable as of March 31, 2022		1,600,000	$	0.061		2.15

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

~~Subsequent~~In toOctober ~~December 31~~2019, ~~2021,~~ the Company ~~issued~~granted anwarrant ~~aggregate~~to ofpurchase ~~216~~1,~~006~~200,~~726~~000 ~~shares~~ of the Company’s common stock toin connection with the issuance of a convertible note ~~holder~~(see ~~upon~~Note 5). The warrant expires five years from the ~~conversion~~date of grant and has an exercise price of $~~28,000~~0.015. The exercise price and the number of ~~principal~~warrants ~~amount~~is subject to adjustment pursuant to anti-dilution protection provision and other provisions as defined in the stock warrant agreement. The Company accounted for the warrant as a derivative liability since there were not enough authorized shares to cover all common stock equivalents and recorded a debt discount at relative fair value of $10,616 using a Black-Scholes option pricing model. with the following assumptions: stock price of $80.013 per share (based on the quoted trading price on the dates of grant),~~947~~ volatility of ~~accrued~~190%, ~~interest~~expected term of five years, and ~~$700~~a risk-free interest rate of ~~conversion~~1.40%. ~~fee,~~During ~~pursuant~~the toyear ended September 30, 2020, the ~~conversion~~Company ~~terms~~recorded a debt discount of ~~the~~$10,616 ~~convertible~~and ~~notes~~a corresponding increase in derivative liabilities. The 400,000 warrants are also accounted for as derivative liabilities.

292017 ~~Table~~Stock ofIncentive ~~Contents~~Plan

In February 2017, the Company’s Board of Directors authorized the 2017 Incentive Stock Plan covering 1,000,000 shares of common stock. The purpose of the plan is designed to retain directors, executives and selected employees and consultants and reward them for making major contributions to the success of the Company. These objectives are accomplished by making long-term incentive awards under the Plan thereby providing Participants with a proprietary interest in the growth and performance of the Company. As of March 31, 2022, no stock has been issued under this plan.

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ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2022

(UNAUDITED)

NOTE 9 - COMMITMENTS AND CONTINGENCIES

Employment Agreement

In October 2015, the Company entered into an Employment Agreement (the “Employment Agreement”) with Mr. Brian Lukow, the CEO of the Company. As compensation for his services per the terms of the Employment Agreement, the Company shall pay $5,000 per month and 20,000 shares of the Company’s common stock per month (see Note 8). The Employment Agreement may be terminated by either party upon two months written notice. On February 16, 2018, the Company amended this Employment Agreement to increase Mr. Lukow’s base salary from $5,000 to $8,000 per month. As of March 31, 2022 and September 30, 2021, accrued salaries to Mr. Lukow amounted to $79,055 and $81,556, respectively, and was included in accounts payable and accrued liabilities - related party in the accompanying consolidated balance sheets (see Note 7).

Corporate Director Agreements

On August 29, 2019, the Company accepted the resignation of Brian Gold as a director of the Company.

Operating Agreement

On February 2, 2022, the Company and RA Production, Inc (“RA Production”) (collectively as “Parties”) entered into an Operating Agreement with Boss Music and Entertainment, LLC (“BME”), a Delaware limited liability company. Pursuant to the Operating Agreement, the Company has 50% interest in BME shall contribute a total of $1,000,000 of towards the BME capital account payable as follows: (i) $200,000 upon signing hereof of the Operating Agreement and (ii) $800,000 payable on the full execution of recording agreements with five artists to form a recording group, (i.e. boy band). During the three months ended March 31, 2022, the Company paid expenses totaling $5,000 on behalf of BME. As of March 31, 2022, the $200,000 have not yet been paid.

Consulting Agreements

In October 2016, the Company entered into a video production agreement with a third-party vendor. The vendor provided production and post-production services to the Company. The fees for such services were cash payment of $15,000 and 100,000 shares of the Company’s common stock. The Company has paid $15,000 during the fiscal year ended September 30, 2017. The Company has not issued the 100,000 shares as of March 31, 2022 and September 30, 2021, but has accrued the value of the 100,000 shares of common stock upon completion of the services which amounted to $4,000 which was included in accounts payable and accrued liabilities as reflected in the accompanying condensed consolidated balance sheets.

On March 14, 2022, the Company entered into a consulting agreement with two consultants (collectively as “Parties”) with a twelve-month term which shall end in March 2023. Pursuant to the consulting agreement the Company shall issue an aggregate of 400,000,000 shares of common stock over the twelve-month of the agreement. The Company issued an aggregate of 100,000,004 shares of common stock to with an aggregate grant date fair value of $20,000, to the consultants upon the close of the agreement which was recorded as deferred compensation and is being amortized over a three-month period. In addition, the Company shall issue an aggregate of 299,999,997 shares of common stock to the consultants, over a nine-month period commencing on July 1, 2022. During the three months ended March 31, 2022, the Company amortized $6,666 of the deferred compensation and was recorded as consulting fee in the accompanying condensed consolidated statement of operations (see Note 8). As of March 31, 2022, the deferred compensation had a balance of $13,334 in connection with this consulting agreement.

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ALL FOR ONE MEDIA CORP. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2022

(UNAUDITED)

NOTE 10 - SUBSEQUENT EVENTS

Issuance of Common Stock

Subsequent to March 31, 2022, the Company issued an aggregate of 24,000 shares of common stock with grant date fair value of $4 or $0.0002 per share to officers and directors as stock-based compensation.

Amendment of Convertible Notes

On April 5, 2022, the Company and GS Capital Partners, LLC (collectively as “Parties”) entered into a Master Note Amendment (“Amendment”) to amend a convertible note dated May 24, 2019, with principal balance of $100,000 (“Note”) (see Note 5). The Amendment provides for (i) the removal the Note’s conversion features in its entirety and (ii) a payoff covenant whereby the Company agreed to use 25% of the net proceeds received in any capital raise equal to $300,000 or more to repay the outstanding balance of the Note. The elimination of the Note’s conversion features resulted in a substantial change between the original and new terms of the Note and will be accounted for, in substance, in accordance with ASC 470-50 - Debt Modifications and Extinguishment. The Company revalued the embedded conversion option derivative liabilities associated with the Note prior to the Amendment was revalued on the day prior to the Amendment at $106,246 which was recorded as gain on debt extinguishment subsequent to March 31, 2022.

On April 5, 2022, the Company and GS Capital Partners, LLC (collectively as “Parties”) entered into a Master Note Amendment (“Amendment”) to amend five convertible notes dated: (i) April 8, 2019 with principal balance of $54,000, (ii) May 22, 2019 with principal balance of $108,000, (iii) July 24, 2019 with principal balance of $145,000, (iv) September 4, 2019 with principal balance of $165,000 and (v) January 14, 2020 with principal balance of $8,000 (collectively as “Notes”) (see Note 5). The Amendment provides for (i) the removal the Note’s conversion features in its entirety and (ii) a payoff covenant whereby the Company agreed to use 25% of the net proceeds received in any capital raise equal to $300,000 or more to repay the outstanding balance of the Note. The elimination of the Notes’ conversion features resulted in a substantial change between the original and new terms of the Notes and will be accounted for, in substance, in accordance with ASC 470-50 - Debt Modifications and Extinguishment. The Company revalued the embedded conversion option derivative liabilities associated with the Notes prior to the Amendment were revalued on the day prior to the Amendment at and aggregate amount of $532,558 which was recorded as gain on debt extinguishment subsequent to March 31, 2022.

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

Forward Looking Statements

Except for historical information, the following Management’s Discussion and Analysis contains forward-looking statements based upon current expectations that involve certain risks and uncertainties. Such forward-looking statements include statements regarding, among other things, (a) discussions about the entertainment industry and trends, (b) our projected sales and profitability, (c) our growth strategies, (d) anticipated trends in our industry, (e) our future financing plans, (f) our anticipated needs for working capital, (g) our lack of operational experience and (h) the benefits related to ownership of our common stock. Forward-looking statements, which involve assumptions and describe our future plans, strategies, and expectations, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. This information may involve known and unknown risks, uncertainties, and other factors that may cause our actual results, performance, or achievements to be materially different from the future results, performance, or achievements expressed or implied by any forward-looking statements. These statements may be found under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Description of Business,” as well as in this Report generally. Actual events or results may differ materially from those discussed in forward-looking statements as a result of various factors, including, without limitation, the following: economic, social and political conditions, global economic downturns resulting from extraordinary events such as the COVID-19 pandemic and other securities industry risks; interest rate risks; liquidity risks; credit risk with clients and counterparties; systems failures, delays and capacity constraints; network security risks; competition; reliance on external service providers; new laws and regulations affecting our business; net capital requirements; extensive regulation, regulatory uncertainties and legal matters; failure to maintain relationships with employees, customers, business partners or governmental entities; the inability to achieve synergies or to implement integration plans and other consequences associated with risks and uncertainties detailed in our filings with the SEC. We caution that the foregoing list of factors is not exclusive, and new factors may emerge, or changes to the foregoing factors may occur, that could impact our business. We undertake no obligation to publicly update or revise these statements, whether as a result of new information, future events or otherwise, except to the extent required by the federal securities laws. In light of these risks and uncertainties, there can be no assurance that the forward-looking statements contained in this Report will in fact occur as projected.

Overview

All for One Media Corp. (the “Company”) was incorporated in the State of Utah on March 2, 2004. The Company is a media and entertainment company focused on creating, launching and marketing original pop music groups commonly referred to as “boy bands” and “girl groups”. The Company’s former operations were in the business of acquiring, training, and reselling horses with an emphasis in the purchase of thoroughbred weanlings or yearlings that were resold as juveniles.

All For One Media Corp. is in the business of targeting the lucrative tween demographic across a multitude of entertainment platforms. The Company’s primary business objective is to embark on creating, launching and marketing original pop music groups, commonly referred to as “boy bands” and “girl groups”, by utilizing both traditional and social media models. All For One Media owns over fifty completed professionally produced master recordings, as well as a full-length motion picture tentatively entitled Drama Drama (formerly with a working title of “Crazy For the Boys”) (the “Film”) ~~that~~which iswas ~~ready~~released ~~for~~in ~~release~~June 2021. This musical comedy’s backstory creates a fictional girl group by the name of “Drama Drama”, and the Company intends to launch a new girl group with the same name simultaneous to the release of the Film.

On February 16, 2021, we entered into an agreement with Quiver Distribution RB USA, Inc (“Quiver”) to distribute (“Distribution Agreement”) our full-length PG13-rated feature film, Drama Drama, (formerly with a working title of “Crazy For the Boys”). Pursuant to the Distribution Agreement, rights for all forms of VOD (including but not limited to transactional, subscription and advertising), EST, television, non-theatrical were given to Quiver and all other rights were reserved to the Company including ad-free youtube rights. In addition, after Quiver has deducted its distribution fee and recouped 100% of its actual, direct, arms-length expenses (“distribution expenses”), 100% of the backed participation shall go to the Company. Further, Quiver shall earn a distribution fee of 20%, increasing to 30% once Quiver has returned $400,000 to the Company. As of ~~September~~March 3031, ~~2021~~2022, Quiver had not yet recouped their distribution expenses and we have not realized any revenue.

The film, Drama Drama, was released on June 1, 2021, available across all major platforms, including iTunes, Amazon, Google, Microsoft, Vudu, Fandango Now, Comcast, Cox, Spectrum, DirectTV, and Dish, among others.

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This first window in the release process was SVOD (Streaming) as discussed above and the second window the release process will be by International Sales, Cable and Broadcast TV. In addition, the Drama Drama Official Soundtrack has been released through all major music streaming platforms on May 18, 2021, including Spotify, Apple Music, and TikTok.

As previously discussed, Drama Drama, the motion picture, has tested well with our target tween and teen demographic in its own right, but has also been designed to serve as a 100-minute launch vehicle for Drama Drama, the girl group.

Our goal is to generate revenues related to the Drama Drama franchise from the movie, music, merchandising, live concert performances, and additional sources.

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Results of Operations

Comparison for the Three and Six Months Ended ~~December~~March 31, ~~2021~~2022 and ~~2020~~2021

Net Revenues

The Company principally engaged in content development of media targeted at the “tween” demographic consisting of children between the ages of seven and fourteen.

· During the three months ended ~~December~~March 31, ~~2021~~2022 and ~~2020~~2021 we generated minimal revenues of $21,~~313~~170 and $2,~~410~~351, respectively, from streaming music sales

·	During the six months ended March 31, 2022 and 2021 we generated minimal revenues of $3,483 and $4,761, respectively, from streaming music sales

Operating Expenses

For the three and six months ended ~~December~~March 31, ~~2021~~2022 and ~~2020~~2021, operating expenses consisted of the following:

	For Three Months EndedDecember 31,
	Three Months EndedMarch 31,				Six Months EndedMarch 31,
	2021		2020
	2022		2021		2022		2021
Compensation expense	$	24,040	$	24,046
Compensation and related expenses	$	24,004	$	24,074	$	48,044	$	48,120
Professional and consulting expense		79,220		-
Professional and consulting expenses		48,938		19,744		128,158		19,744
General and administrative expense		92,384		9,934
License fees		—		160,003		—		160,003
Total	$	195,644	$	33,980
General and administrative expenses		80,882		31,457		173,266		41,391
Total	$	153,824	$	235,278	$	349,468	$	269,258

Compensation expense:

· ~~For~~During the three months ended ~~December~~March 31, 2022 and 2021, compensation and related expense decreased by $670 or 0.023%, asThe ~~compared~~decrease was due to decrease in the ~~three~~grant ~~months~~date ~~ended~~fair ~~December~~value ~~31,~~of ~~2020~~the stock-based compensation in 2022.

·	During the six months ended March 31, 2022 and 2021, compensation and related expense decreased by $76 or 0.2%. The decrease was due to decrease in the grant date fair value of the stock-based compensation in 2022.

Professional and consulting expense:

· ~~For~~During the three months ended ~~December~~March 31, 2022 and 2021, professional and consulting expense increased by $7929,~~220~~194 or ~~100~~148%~~, as compared to the three months ended December 31, 2020~~. The increase was attributable to an increase in consulting fees of $2210,~~427~~666 which was primarily attributable to marketing strategy services in ~~2021~~2022, an increase in investor relations fee of $261,~~311~~620 which was primarily attributable to services for creating social media and online ~~Company~~ presence, an increase in ~~legal~~other ~~fees~~professional services of $21,~~912~~256 and an increase in accounting ~~fee~~fees of $2715,~~570 in 2021 since the Company was not current with their filings in 2020 and therefore did not inccur any accounting fees in 2020~~652.

During the six months ended March 31, 2022 and 2021, professional and consulting expense increased by $108,414 or 549%. The increase was attributable to an increase in consulting fees of $33,094 which was primarily attributable to marketing strategy services in 2022, an increase in investor relations fee of $27,923 which was primarily attributable to services for creating social media and online presence, an increase in legal fees of $2,912, increase in other professional services of $1,786 and an increase in accounting fee of $43,222.

License fees:

·	During the three months ended March 31, 2022 and 2021, license fees decreased by $160,003 or 100%. This was due to the payment of license fee paid to the song writers in 2021 for to the songs used in the movie “Drama Drama”.

·	During the six months ended March 31, 2022 and 2021, license fees decreased by $160,003 or 100%. This was due to the payment of license fee paid to the song writers in 2021 for to the songs used in the movie “Drama Drama”.

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General and administrative expense:

· ~~For~~During the three months ended ~~December~~March 31, 2022 and 2021, general and administrative expense ~~decreased~~increased by $8249,~~450~~425 or ~~830~~157%~~, as compared to the three months ended December 31, 2020~~. The increase was primarily attributable to an increase in marketing expense of $6246,~~327,~~582 ~~increase~~and inan ~~public company filing fees of $8,508,~~ increase in travel and entertainment expense of $42,~~995, increase in utilities expense of $1,677 and increase in other office expense of $4,943~~900.

During the six months ended March 31, 2022 and 2021, general and administrative expense increased by $131,875 or 319%. The increase was primarily attributable to an increase in marketing expense of $108,909, increase in public company filing fees of $7,334, increase in travel and entertainment expense of $7,895, increase in utilities expense of $2,169 and increase in other office expense of $5,568.

Other Income (Expenses), net

· ~~For~~During the three months ended ~~December~~March 31, ~~2021~~2022, we had total other ~~income~~loss, net of $5(3,~~535~~354,~~629~~391) as compared total other ~~(expense)~~income, net of $(14,~~262~~104,~~449)~~795 for the three months ended ~~December~~March 31, ~~2020~~2021, an increase in total other ~~income~~loss, net of $6(7,~~798~~459,~~078~~189) or ~~538~~182%. The increase in total other ~~income~~loss, net was primarily due increase in ~~gain~~loss on change in fair value of derivative liabilities of $54,~~735~~206,~~618~~790, increase in ~~gain~~loss onfrom debt ~~modification~~extinguishment of $~~764~~4,~~999~~324,733 ~~increase on initial derivative expense of $(123,743)~~ and increase in interest expense of $~~(193~~163,~~149)~~679 offset by a decrease inon ~~loss~~initial ~~from~~derivative ~~debt~~expense ~~extinguishment~~ of $~~614~~1,~~353~~236,016

· During the six months ended March 31, ~~Table~~2022, we had total other income, net of ~~Contents~~$2,181,238 as compared total other income, net of $2,842,346 for the six months ended March 31, 2021, a decrease in total other income, net of $661,108 or 23%. The decrease in total other income was primarily due increase in gain on change in fair value of derivative liabilities of $1,528,828, increase in gain on debt modification of $764,999 due to forgiveness of default penalty and interest, increase in loss from debt extinguishment of $(3,710,380) and increase in interest expense of $(356,828) offset by a decrease on initial derivative expense of $1,112,273.

Net Income (Loss)

· ~~For~~During the three months ended ~~December~~March 31, ~~2021~~2022, net ~~income~~(loss) attributable to All For One Media Corp. amounted to $5(3,~~343~~497,~~417~~185) or $~~0.00 and $~~(0.00) per share, (basic and diluted), ~~respectively,~~ compared to net ~~(loss)~~income attributable to All For One Media Corp. of $(13,~~292~~873,~~888)~~489 or $0.00 and $(0.00) per share, (basic and diluted), respectively, for the three months ended ~~December~~March 31, ~~2020~~2021, aan ~~change~~increase in net (loss) of $6(7,~~636~~370,~~305~~674) or ~~513~~190% resulting from changes discussed above.

For the six months ended March 31, 2022, net income attributable to All For One Media Corp. amounted to $1,846,232 or $0.00 and $(0.00) per share, basic and diluted, respectively, compared to $2,580,601 or $0.00 and $(0.00) per share, basic and diluted, respectively, for the six months ended March 31, 2021, a decrease of $734,369 or 28% resulting from changes discussed above.

Liquidity and Capital Resources

Liquidity is the ability of an enterprise to generate adequate amounts of cash to meet its needs for cash requirements. We had a working capital deficit of $1216,~~790~~055,~~708~~151 and cash of $~~113~~29,~~603~~141 as of ~~December~~March 31, ~~2021~~2022, and a working capital deficit of $18,491,425 and cash of $101,431 of cash as of September 30, 2021.

	December 31,2021			September 30,2021			Change			PercentageChange
	March 31, 2022			September 30,2021			Change			PercentageChange
Working capital deficit:
Total current assets	$	~~146~~49,~~962~~668		$	122,622		$	24(72,~~340~~954	)		2059	%
Total current liabilities		(1216,~~937~~104,~~670~~819	)		(18,614,047	)		52,~~676~~509,~~377~~228			3113	%
Working capital deficit:	$	(1216,~~790~~055,~~708~~151	)	$	(18,491,425	)	$	52,~~700~~436,~~717~~274			3114	%

The decrease in working capital deficit was primarily attributable to ana ~~increase~~decrease in current assets of $2472,~~340~~954 and a decrease in current liabilities of $52,~~676~~509,~~377~~228.

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Cash Flows

Changes in our cash balance are summarized as follows:

	Three Months EndedDecember 31,
	Six Months EndedMarch 31,
	2021			2020
	2022			2021
Net cash used in operating activities	$	(~~211~~346,~~828~~290	)	$	(5243,~~530~~372	)
Net cash provided by financing activities		~~224~~274,000			5288,~~316~~573
Net change in cash	$	12(72,~~172~~290	)	$	~~(214~~45,201	)

Net Cash Used in Operating Activities

Net cash used in operating activities was $~~211~~346,~~828~~290 for ~~three~~six months ended ~~December~~March 31, ~~2021~~2022, as compared to $5243,~~530~~372 for ~~three~~six months ended ~~December~~March 31, ~~2020~~2021, an increase of $~~206~~102,~~298~~918 or ~~3,731~~42%.

·	·Net cash used in operating activities for the three months ended March 31, 2022 primarily reflected our net income of $1,835,253 adjusted for the add-back on non-cash items such as amortization of debt discounts of $644,182, stock-based compensation expense of $53, amortization of common stock issued for prepaid services of $6,666, loss from extinguishment of debt of $83,822, gain on change in fair value of derivative liabilities of $2,628,194, gain on debt modification of $764,999, non-cash interest expense of $4,200, initial derivative expense of $123,743 and changes in operating asset and liabilities consisting primarily of a decrease in prepaid and other current assets of $664, decrease in accounts payable and accrued liabilities of $8,187 offset by an increase in accounts payable and accrued liabilities - related party of $500 and increase in accrued interest of $356,007.	Net cash used in operating activities for the three months ended December 31, 2021 primarily reflected our net income of $5,342,298 adjusted for the add-back on non-cash items such as amortization of debt discounts of $273,310, stock-based compensation expense of $49, loss from extinguishment of debt of $48,570, gain on change in fair value of derivative liabilities of $5,384,980, gain on debt modification of $764,999, non-cash interest expense of $2,100, initial derivative expense of $123,743 and changes in operating asset and liabilities consisting primarily of an increase in prepaid and other current assets of $12,168, increase in accounts payable and accrued liabilities - related party of $500 and increase in accrued interest of $166,626 offset by a decrease in accounts payable and accrued liabilities of $6,877.
·	·Net cash used in operating activities for the six months ended March 31, 2021 primarily reflected our net income of $2,577,849 adjusted for the addback on noncash items such as amortization of debt discounts of $136,526, stock-based compensation expense of $144, gain from extinguishment of debt of $3,626,558, gain on change in fair value of derivative liabilities of $1,009,366, noncash interest expense of $2,000, non-cash default penalty interest of $800, initial derivative expense of $1,236,016 and changes in operating asset and liabilities consisting primarily of an increase in accounts payable and accrued liabilities of $28,435, increase in accounts payable and accrued liabilities – related party of $40,999 and increase in accrued interest of $459,783.	Net cash used in operating activities for the three months ended December 31, 2020 primarily reflected our net loss of $1,294,019 adjusted for the add back on noncash items such as amortization of debt discounts of $2,863, stock-based compensation expense of $56, loss from extinguishment of debt of $662,923 loss on change in fair value of derivative liabilities of $350,638, noncash interest expense of $1,500 and changes in operating asset and liabilities consisting primarily of an increase in accounts payable and accrued liabilities of $2,485, increase in accounts payable and accrued liabilities - related party of $23,500 and increase in accrued interest of $244,524.

Net Cash Provided by Financing Activities

Net cash provided by financing activities was $~~224~~274,000 for the ~~three~~six months ended ~~December~~March 31, ~~2021~~2022, as compared to $5288,~~316~~573 for ~~three~~six months ended ~~December~~March 31, ~~2020~~2021, ana ~~increase~~decrease of $~~218~~14,~~684~~573 or ~~4,114~~5%.

·	·Net cash provided by financing activities for six months ended March 31, 2022, consisted of net proceeds from convertible notes payable of $224,000, proceeds from loan payable of $50,000 and net proceeds from a note payable of $50,000, offset by repayment of loan payable of $50,000.	Net cash provided by financing activities for three months ended December 31, 2021, consisted of net proceeds from convertible notes payable of $224,000 and proceeds from note payable of $50,000 offset by payments of note payable of $50,000.
·	·Net cash provided by financing activities for six months ended March 31, 2021, consisted of proceeds from advance from a related party of $5,316, net proceeds from convertible notes payable of $763,000, offset by repayments of convertible note of $479,743.	~~Net cash provided by financing activities for three months ended December 31, 2020, consisted of proceeds from advance from a related party of $5,316.~~

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Cash Requirements

We currently have no external sources of liquidity, such as arrangements with credit institutions or off-balance sheet arrangements that will have or are reasonably likely to have a current or future effect on our financial condition or immediate access to capital. We expect to require additional financing to fund our current operations for fiscal 2022. There is no assurance that we will be able to obtain additional financing on acceptable terms or at all.

If we are unable to raise the funds required to fund our operations, we will seek alternative financing through other means, such as borrowings from institutions or private individuals. There can be no assurance that we will be able to raise the capital we need for our operations from the sale of our securities. We have not located any sources for these funds and may not be able to do so in the future. We expect that we will seek additional financing in the future. However, we may not be able to obtain additional capital or generate sufficient revenues to fund our operations. If we are unsuccessful at raising sufficient funds, for whatever reason, to fund our operations, we may be forced to cease operations. If we fail to raise funds, we expect that we will be required to seek protection from creditors under applicable bankruptcy laws.

Going Concern

The accompanying condensed consolidated financial statements are prepared on a going concern basis which contemplates the realization of assets and satisfaction of liabilities and commitments in the normal course of business. As reflected in the accompanying condensed consolidated financial statements, the Company had a net income and net cash (used in) operations of $51,~~342~~835,~~298~~256 and $(~~211~~346,~~828~~290), respectively, for the ~~three~~six months ended ~~December~~March 31, ~~2021~~2022. The net income for the ~~three~~six months ended ~~December~~March 31, ~~2021~~2022, was primarily a result of the non-cash gain on change in fair value of derivative liabilities of $52,~~384~~628,~~980~~194 and non-cash gain on debt modification of $764,999. Additionally, the Company had an accumulated (deficit) of $(2225,~~225~~722,~~496~~681), working capital (deficit) of $(1216,~~790~~055,~~708~~151) and a stockholders’ (deficit) of $(1216,~~790~~055,~~708~~151) as of ~~December~~March 31, ~~2021~~2022. As of ~~December~~March 31, ~~2021~~2022, the Company had $1,069,921 of convertible notes and $430,000 of notes payable that are currently in default for nonpayment. These matters raise substantial doubt about the Company’s ability to continue as a going concern for twelve months from the issuance date of this report. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future such as selling the completed Movie and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. The Company’s ability to raise additional capital through the future issuances of common stock is unknown. The obtainment of additional financing, the successful development of the Company’s contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations.

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Critical Accounting Policies

The discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles. The preparation of our financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Management believes the following critical accounting policies affect the significant judgments and estimates used in the preparation of the financial statements.

Use of Estimates

In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated balance sheet, and expenses for the period then ended. Actual results may differ significantly from those estimates. Significant estimates made by management include but are not limited to the fair value of common stock issued, the valuation of derivative liabilities, the valuation of stock-based compensation and the valuation of deferred tax assets.

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Fair Value of Financial Instruments

The three levels of the fair value hierarchy are as follows:

Level 1:

Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date.

Level 2:

Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data.

Level 3:

Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information.

The carrying amounts reported in the consolidated balance sheets for cash, due from and to related parties, prepaid expenses, accounts payable and accrued liabilities approximate their fair market value based on the short-term maturity of these instruments.

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Film Production Costs

The Company capitalizes costs which were used in the production of films according to ASC 926, Entertainment - Films. For films produced by the Company, capitalized costs include all direct production and financing costs, capitalized interest and production overhead. Production overhead includes the costs of individuals or departments with exclusive or significant responsibility for the production of films. Production overhead does not include general and administrative expenses and marketing, selling and distribution costs. Capitalization of interest costs should generally commence when a film is set for production and end when a film is substantially complete and ready for distribution. Filming the Movie was completed in July 2017 and the post-production phase was completed in December 2018. Generally, the interest eligible for capitalization includes stated interest, imputed interest, and interest related to debt instruments as well as amortization of discounts and other debt issue costs.

Pursuant to ASC 926-20-35, the Company will begin to amortize capitalized film cost when a film is released, and it begins to recognize revenue from the film. These costs for an individual film are amortized and participation costs (see below) are accrued to direct operating expenses in the proportion that current year’s revenues bear to management’s estimates of the ultimate revenue at the beginning of the current year expected to be recognized from the exploitation, exhibition or sale of such film. Ultimate revenue includes estimates over a period not to exceed ten years following the date of initial release of the motion picture.

Parties involved in the production of a film may be compensated in part by contingent payments based on the financial results of a film pursuant to contractual formulas (participations) and by contingent amounts due under provisions of collective bargaining agreements (residuals). Such parties are collectively referred to as participants, and such costs are collectively referred to as participation costs. Participations may be given to creative talent, such as actors or writers, or to entities from whom distribution rights are licensed. Participation costs are typically recognized evenly as the ultimate revenues are earned.

Unamortized film costs are tested for impairment when there is an indication that the fair value of the film may be less than unamortized costs. Consistent with the rules for recognizing impairment of long-lived assets in ASC 926, the standard sets forth examples of events or changes in circumstances that indicate that the entity must assess whether the fair value of the film (whether it has been completed or is still in production) is less than the carrying amount of its unamortized film costs.

	1.	An adverse change in the expected performance of the film prior to its release,

	2.	Actual costs substantially in excess of budgeted costs,

	3.	Substantial delays in completion or release schedules,

	4.	Changes in release plans, such as a reduction in the initial release pattern,

	5.	Insufficient funding or resources to complete the film and to market it effectively,

	6.	Actual performance subsequent to release fails to meet prerelease expectations. (ASC 926-20-35-12)

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Derivative Liabilities

Stock-Based Compensation

Stock-based compensation is accounted for based on the requirements of ASC 718, Share-Based Payment, which requires recognition in the financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award (presumptively, the vesting period). The Financial Accounting Standards Board (“FASB”) also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award. Pursuant to ASC Topic 505-50, for share-based payments non-employees, compensation expense is determined at the measurement date defined as the earlier of: a) the date at which a commitment for performance by the counterparty to earn the equity instruments is reached or b) the date at which the counterparty’s performance is complete.

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The expense is recognized over the vesting period of the award. Until the measurement date is reached, the total amount of compensation expense remains uncertain. The Company records compensation expense based on the fair value of the award at the reporting date. The awards to consultants and other third parties are then revalued, or the total compensation is recalculated, based on the then current fair value, at each subsequent reporting date.

Revenue Recognition

ASU Topic 606 - Revenue from Contracts with Customers (“ASU 606”), the Company recognizes revenue in accordance with that core principle by applying the following steps:

Step 1: Identify the contract(s) with a customer.

Step 2: Identify the performance obligations in the contract.

Step 3: Determine the transaction price.

Step 4: Allocate the transaction price to the performance obligations in the contract.

Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation.

The Company markets their master song recordings through online music streaming websites and recognizes revenues on a net basis once the songs are downloaded by the customer and the performance obligation is satisfied.

Recent Accounting Pronouncements

In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) - Accounting for Convertible Instruments and Contracts on an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exceptions. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years, and early adoption is permitted. The Company early adopted ASU 2020-06 during the three months ended December 31, 2021 and it did not have a material effect on the consolidated financial statements.

In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Compensation-Stock Compensation (Topic 718), and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40). The new ASU addresses issuer’s accounting for certain modifications or exchanges of freestanding equity-classified written call options. This amendment is effective for all entities, for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted. The Company early adopted ASU 2021-04 during the three months ended December 31, 2021 and it did not have a material effect on the consolidated financial statements.

In March 2022, the FASB issued ASU 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging—Portfolio Layer Method. Current GAAP permits only prepayable financial assets and one or more beneficial interests secured by a portfolio of prepayable financial instruments to be included in a last-of-layer closed portfolio. The amendments in ASU 2022-01 allow 3 non-prepayable financial assets also to be included in a closed portfolio hedged using the portfolio layer method. That expanded scope permits an entity to apply the same portfolio hedging method to both prepayable and non-prepayable financial assets, thereby allowing consistent accounting for similar hedges.

The amendments in ASU 2022-01 clarify the accounting for and promote consistency in the reporting of hedge basis adjustments applicable to both a single hedged layer and multiple hedged layers as follows:

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

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

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

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

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For public business entities, amendments in ASU 2022-01 are effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adopted is permitted on any date on or after the issuance of ASU 2022-01 for any entity that has adopted the amendments in ASU 2017-12 for the corresponding period. If an entity adopts the amendments in an interim period, the effect of adopting the amendments related to basis adjustments should be reflected as of the beginning of the fiscal year of adoption (that is, the initial application date). The Company early adopted ASU 2022-01 during the three months ended March 31, 2022 and it did not have a material effect on the consolidated financial statements.

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Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As a smaller reporting company, we are not required to include disclosure under this item.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that material information required to be disclosed in our periodic reports filed under the Securities Exchange Act of 1934, as amended, or 1934 Act, is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and to ensure that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer as appropriate, to allow timely decisions regarding required disclosure. We carried out an evaluation, under the supervision and with the participation of our management, including the principal executive officer and the principal financial officer (principal financial officer), of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rule 13(a)-15(e) under the 1934 Act, as of the end of the period covered by this report. Based on this evaluation, because of the Company’s limited resources and limited number of employees, management concluded that our disclosure controls and procedures were not effective as of ~~December~~March 31, ~~2021~~2022.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during the period covered by this Quarterly Report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We may be involved from time to time in ordinary litigation, negotiation and settlement matters that will not have a material effect on our operations or finances. We are not aware of any pending legal proceedings against us or our officers and directors in their capacity as such that could have a material impact on our operations or finances.

ITEM 1A. RISK FACTORS

As a smaller reporting company, we are not required to include disclosure under this item. We refer readers to our Form 10-K for additional risk factor disclosures.

An occurrence of an uncontrollable event such as the COVID-19 pandemic may negatively affect our operations.

The occurrence of an uncontrollable event such as the COVID-19 pandemic may negatively affect our operations. A pandemic typically results in social distancing, travel bans and quarantine, and this may limit access to our facilities, customers, management, support staff and professional advisors. These factors, in turn, may not only impact our operations, financial condition and demand for our goods and services but our overall ability to react timely to mitigate the impact of this event. Also, it may hamper our efforts to comply with our filing obligations with the Securities and Exchange Commission.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Except for provided below, all unregistered sales of our securities during the three months ended ~~December~~March 31, ~~2021~~2022, were previously disclosed in a Quarterly Report on Form 10-Q or in a Current Report on Form 8-K.

During the three months ended December 31, 2021, the Company issued to a lender, an aggregate of 664,717,848 shares of common stock upon conversion of principal balance of $121,780, accrued interest of $37,230 and conversion fee of $2,100. The issuance was made in reliance on the exemption from registration provided by Sections 3(a)(9) and 4(a)(2) of the Securities Act as the common stock was issued in exchange for debt securities of the Company held by the Investor, there was no additional consideration for the exchange, there was no remuneration for the solicitation of the exchange, there was no general solicitation, and the transactions did not involve a public offering.

During the three months ended December 31, 2021, the Company issued to directors and officers, an aggregate of 72,000 shares of common stock with grant date fair value of $49 as stock-based compensation. The issuance was made in reliance on the exemption from registration provided by Sections 3(a)(9) and 4(a)(2) of the Securities Act as the common stock was issued in exchange for debt securities of the Company held by the Investor, there was no additional consideration for the exchange, there was no remuneration for the solicitation of the exchange, there was no general solicitation, and the transactions did not involve a public offering.

1.	During the three months ended March 31, 2022, the Company issued to directors and officers, an aggregate of 72,000 shares of common stock with grant date fair value of $4 as stock-based compensation. The issuance was made in reliance on the exemption from registration provided by Sections 3(a)(9) and 4(a)(2) of the Securities Act as the common stock was issued in exchange for debt securities of the Company held by the Investor, there was no additional consideration for the exchange, there was no remuneration for the solicitation of the exchange, there was no general solicitation, and the transactions did not involve a public offering.

2.	During the three months ended March 31, 2022, the Company issued an aggregate of 880,851,058 shares of the Company’s common stock to a note holder upon the conversion of $85,000 of principal amount, $27,850 of accrued interest and $2,100 of conversion fee, pursuant to the conversion terms of the convertible notes which contained embedded derivatives. The Company valued these shares of common stock at the fair value ranging from $0.0002 to $0.0008 per share or $235,932 based on the quoted trading price on the date of grants. Accordingly, the Company recorded the difference between the converted amount and the fair value of the common stock issued as (loss) from extinguishment of debt which amounted to $(120,982) and derivative fair value of $85,730 which was recorded as a gain from extinguishment with the net (loss) from extinguishment of debt, related to note conversions, amounting to $35,252 during the three months ended March 31, 2022.

3.	During the three months ended March 31, 2022, the Company issued an aggregate of 100,000,004 shares of the Company’s common stock to two consultants, pursuant to a consulting agreement dated March 14, 2022, with aggregate grant date fair value of $20,000 or $0.0002 per share which was recorded as deferred compensation and is being amortized over a three-month period. During the three months ended March 31, 2022, the Company amortized $6,666 of the deferred compensation which was recorded as consulting fee in the accompanying condensed consolidated statement of operations. As of March 31, 2022, the deferred compensation had a balance of $13,334 in connection with this consulting agreement.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

The Company is in ~~default~~Default ~~upon~~on ~~several~~the ~~convertible~~Convertible ~~notes.~~Notes Below:

On July 18, 2017, the Company issued 12% Convertible Promissory Note for principal borrowings of up to $110,000. The note is unsecured and bears interest at the rate of 12% per annum (24% default rate) and matured in April 2018. This note is currently in default and $43,487 of default penalty was added to the principal balance, during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. As of ~~December~~March 31, ~~2021,~~2022 and September 30, 2021, the principal balance of this note was $121,518.

37On ~~Table~~September 25, 2017, the Company issued 12% Convertible Promissory Notes for principal borrowings of ~~Contents~~up to $110,000. The note is unsecured, bears an interest rate of 12% per annum and matured in June 2018. This note is currently in default and $80,248 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. As of March 31, 2022 and September 30, 2021, the principal balance of this note was $190,248.

On ~~September~~November 2527, ~~2017~~2018, the Company issued a 12% Convertible Promissory ~~Notes~~Note with a certain note holder for principal borrowings of up to $~~110~~250,000. The note is unsecured, bears an interest rate of 12% per annum and matured inon ~~June~~May ~~2018~~27, 2019. This note is currently in default for non-payment and $80115,~~248~~294 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. During the nine months ended June 30, 2021, the Company issued an aggregate of 493,005,626 shares of common stock to the note holder upon the conversion of accrued interest of $33,142 and conversion fee of $2,000. As of ~~December~~March 31, ~~2021,~~2022 and September 30, 2021, the principal balance of this note was $~~190~~330,~~248~~556.

On40 ~~November~~Table ~~27, 2018, the Company issued a 12% Convertible Promissory Note with a certain note holder for principal borrowings~~ of up to $250,000. The note is unsecured, bears an interest rate of 12% per annum and matured on May 27, 2019. This note is currently in default for non-payment and $115,294 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. During the nine months ended June 30, 2021, the Company issued an aggregate of 493,005,626 shares of common stock to the note holder upon the conversion of accrued interest of $33,142 and conversion fee of $2,000. As of December 31, 2021, and September 30, 2021, the principal balance of this note was $330,556.Contents

On July 12, 2019, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $125,000 and received proceeds of $118,750, net of discount. The note is unsecured, bears an interest rate of 10% per annum and matured on June 12, 2020. This note is currently in default for non-payment and $12,500 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. As of ~~December~~March 31, ~~2021,~~2022 and September 30, 2021, the principal balance of this note was $137,500.

On September 5, 2019, the Company issued a 10% Convertible Promissory Note with a certain note holder for principal borrowings of up to $220,000 and received proceeds of $209,000, net of discount. The note is unsecured, bears an interest rate of 10% per annum and matured on September 5, 2020. This note is currently in default for non-payment and $22,000 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. During the nine months ended June 30, 2021, the Company issued an aggregate of 118,918,182 shares of common stock to the note holder upon the conversion of $2,900 of principal amount and accrued interest of $370. As of ~~December~~March 31, ~~2021,~~2022 and September 30, 2021, the principal balance of this note was $239,100.

On October 9, 2019, the Company issued 12% Convertible Promissory Notes for principal borrowings of up to $36,000 and received proceeds of $30,250, net of discount. The note is unsecured, bears an interest rate of 12% per annum and matured on July 9, 2020. This note is currently in default for non-payment and $15,000 of default penalty was added to the principal balance during the year ended September 30, 2020, pursuant to the note and accrue interest at the default interest rate upon default. As of ~~December~~March 31, ~~2021,~~2022 and September 30, 2021, the principal balance of this note was $51,000.

~~ITEM~~The 4.Company ~~MINE~~is ~~SAFETY~~in ~~DISCLOSURES~~Default on the Notes Payable Below:

~~Not~~On ~~applicable~~September 16, 2019, the Company and a lender (collectively as “Parties”) entered into a Settlement Agreement and Release (“Settlement Agreement”) to settle the June 2017 Note, July 2017 Note and January 2018 Note with an aggregate principal of $509,715 and accrued interest of $258,250, for a total outstanding balance of $767,965. Pursuant to the Settlement Agreement, the Parties agreed to settle the outstanding balance of $767,965 for a settlement payment of $430,000 of which $250,000 was paid in cash and $180,000 in form of a 24-month interest free promissory which matured on September 16, 2021, and shall accrued default interest rate of 16% upon default notice from the lender, after which the original notes shall be retired and extinguished, and the Company released from any and all claims relating to the note including liens and foreclosures. The settlement resulted in a gain from extinguishment of debt in the amount of $337,965 during the year ended September 30, 2019.

~~ITEM~~In 5connection with the Settlement Agreement, the Company, through its majority owned subsidiaries, CFTB Movie and CFTB GA, issued two separate 6% promissory notes to former director of the Company for $125,000 and a third-party note holder for $125,000 (the collectively as “Notes”), for a total principal amount of $250,000 which are both due on July 16, 2021. ~~OTHER~~The ~~INFORMATION~~Notes bears an interest rate of 6% and 16% upon the event of default. The Notes shall be paid in equal monthly installments of $6,014 including accrued interest with the first installment due on December 1, 2019. The payment of the 6% promissory notes are guaranteed by the Company. In the event, the Company sells the Movie, the Notes including the accrued interest shall become immediately due and payable from the proceeds of such sale. These Notes came into default at maturity for non-payment and accrue interest at the default rate of 16% per annum. The Company and Brian Lukow, CEO of the Company, have not transferred and assigned any of its rights, title and interest in the Movie equally to each holder of the Notes.

~~None~~As of March 31, 2022, these notes payable had an aggregate principal $430,000 and aggregate accrued interest of $67,342. As of September 30, 2021, theses notes payable had an aggregate principal $430,000 and aggregate accrued interest of $30,658.

38ITEM ~~Table~~4. ofMINE ~~Contents~~SAFETY DISCLOSURES

~~ITEM~~Not 6applicable. ~~EXHIBITS~~

Exhibit Number		Description
3.1		Certificate of Incorporation (1)
3.2		By-Laws (1)
3.3		Articles of Amendment (1)
10.1		Asset Exchange Agreement with Crazy For the Boys, LLC dated October 26, 2015 (1)
10.2		Employment Agreement with Brian Lukow (1)
10.3		Board of Directors Agreement with Brian Lukow (1)
10.4		Board of Directors Agreement with Brian Gold (1)
10.5		Promissory Note with Auctus Fund I dated July 18, 2017 (2)
10.6		Promissory Note with GS Capital Partners, LLC dated October 31, 2018 (3)
10.7		Promissory Note with GS Capital Partners, LLC dated November 6, 2018 (3)
10.8		Promissory Note with Coolidge Capital, LLC dated November 20, 2018 (3)
10.9		Promissory Note with GS Capital Partners, LLC dated November 23, 2018 (3)
10.10		Promissory Note with Auctus Fund, LLC dated November 27, 2018 (3)
10.11		Promissory Note with GS Capital Partners, LLC dated December 13, 2018 (3)
10.12		Promissory Note with GS Capital Partners, LLC dated December 28, 2018 (3)
10.13		Promissory Note with GS Capital Partners LLC dated February 8, 2019 (4)
10.14		Promissory Note with GS Capital Partners LLC dated March 15, 2019 (4)

ITEM 5. OTHER INFORMATION

~~39 Table of Contents~~None.

10.15		Promissory Note with GS Capital Partners LLC dated April 8, 2019 (4)
10.16		Promissory Note with GS Capital Partners, LLC dated May 22, 2019 (5)
10.17		Promissory Note with Odyssey Capital Funding LLC dated July 12, 2019 (5)
10.18		Promissory Note with GS Capital Partners, LLC dated July 24, 2019 (5)
10.19		Promissory Note with GS Capital Partner, LLC dated September 4, 2019 (6)
10.20		Promissory Note with Odyssey Capital Funding LLC dated September 4, 2019 (6)
10.21		Stock Purchase and Sale Agreement with Carmel Valley Productions Inc. (7)
10.22		Promissory Note with GS Capital Partners, LLC dated January 7, 2021 (7)
10.23		Promissory Note with GS Capital Partners, LLC dated February 3, 2021 (7)
10.24		Promissory Note with GS Capital Partners, LLC dated February 24, 2021 (7)
10.25		Promissory Note with GS Capital Partners, LLC dated April 1, 2021 (7)
31.1		Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *
32.1		Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *
101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101.SCH		Inline XBRL Taxonomy Extension Schema Document.
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB		Inline XBRL Taxonomy Extension Labels Linkbase Document.
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

Table of Contents

~~__________~~ITEM 6. EXHIBITS

(1)	As filed with our Form 10 on January 3, 2017, as amended, and incorporated herein by reference.
ExhibitNumber		Description
(2)	As filed with our form 10-K filed on January 16, 2018, and incorporated herein by reference.
3.1		Certificate of Incorporation (1)
(3)	As filed with our Form 10-K filed on January 15, 2019.
3.2		By-Laws (1)
(4)	As filed with our Form 10-Q filed on May 17, 2019.
3.3		Articles of Amendment (1)
(5)	As filed with our Form 10-Q filed on August 14, 2019.
10.1		Asset Exchange Agreement with Crazy For the Boys, LLC dated October 26, 2015 (1)
(6)(7)	As filed with our Form 10-K filed on January 14, 2020.As field with our Form 10-Q filed on June 8, 2021.
10.2		Employment Agreement with Brian Lukow (1)
*	Filed herewith
10.3		Board of Directors Agreement with Brian Lukow (1)
10.4		Board of Directors Agreement with Brian Gold (1)
10.5		Promissory Note with Auctus Fund I dated July 18, 2017 (2)
10.6		Promissory Note with GS Capital Partners, LLC dated October 31, 2018 (3)
10.7		Promissory Note with GS Capital Partners, LLC dated November 6, 2018 (3)
10.8		Promissory Note with Coolidge Capital, LLC dated November 20, 2018 (3)
10.9		Promissory Note with GS Capital Partners, LLC dated November 23, 2018 (3)
10.10		Promissory Note with Auctus Fund, LLC dated November 27, 2018 (3)
10.11		Promissory Note with GS Capital Partners, LLC dated December 13, 2018 (3)
10.12		Promissory Note with GS Capital Partners, LLC dated December 28, 2018 (3)
10.13		Promissory Note with GS Capital Partners LLC dated February 8, 2019 (4)
10.14		Promissory Note with GS Capital Partners LLC dated March 15, 2019 (4)

40 Table of Contents

10.15		Promissory Note with GS Capital Partners LLC dated April 8, 2019 (4)

10.16		Promissory Note with GS Capital Partners, LLC dated May 22, 2019 (5)

10.17		Promissory Note with Odyssey Capital Funding LLC dated July 12, 2019 (5)

10.18		Promissory Note with GS Capital Partners, LLC dated July 24, 2019 (5)

10.19		Promissory Note with GS Capital Partner, LLC dated September 4, 2019 (6)

10.20		Promissory Note with Odyssey Capital Funding LLC dated September 4, 2019 (6)

10.21		Stock Purchase and Sale Agreement with Carmel Valley Productions Inc. (7)

10.22		Promissory Note with GS Capital Partners, LLC dated January 7, 2021 (7)

10.23		Promissory Note with GS Capital Partners, LLC dated February 3, 2021 (7)

10.24		Promissory Note with GS Capital Partners, LLC dated February 24, 2021 (7)

10.25		Promissory Note with GS Capital Partners, LLC dated April 1, 2021 (7)

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

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

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

~~SIGNATURES~~__________

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

(1)	As filed with our Form 10 on January 3, 2017, as amended, and incorporated herein by reference.
(2)	As filed with our form 10-K filed on January 16, 2018 and incorporated herein by reference.
(3)	As filed with our Form 10-K filed on January 15, 2019.
(4)	As filed with our Form 10-Q filed on May 17, 2019.
(5)	As filed with our Form 10-Q filed on August 14, 2019.
(6) (7)	As filed with our Form 10-K filed on January 14, 2020. As field with our Form 10-Q filed on June 8, 2021.
*	Filed herewith

	ALL FOR ONE MEDIA CORP.
Date: February 18, 2022	By:	/s/ Brian Lukow
	Name:	Brian Lukow
	Title:	Chief Executive Officer (Principal Executive Officer)
		Chief Financial Officer (Principal Financial and Accounting Officer)

Table of Contents

41SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	ALL FOR ONE MEDIA CORP.

Date: May 16, 2022	By:	/s/ Brian Lukow
	Name:	Brian Lukow
	Title:	Chief Executive Officer (Principal Executive Officer)
		Chief Financial Officer (Principal Financial and Accounting Officer)

Filing Compare · ALL FOR ONE MEDIA CORP.