SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT



     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

       Date of Report (Date of earliest event reported): February 11, 2002

                        COMMISSION FILE NUMBER: 002-32673

                         Thinka Weight-Loss Corporation
                         ------------------------------
             (Exact name of registrant as specified in its charter)

Nevada                                                                98-0218912
------                                                                ----------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

2267 Aria Drive, Henderson, Nevada                                         89052
-----------------------------------                                        -----
(Address of principal executive offices)                              (Zip Code)


       Registrant's telephone number, including area code: (800) 297-4450


                                 Not applicable
                                 --------------
          (Former name or former address, if changed since last report)




                              Thomas E. Stepp, Jr.
                                 Stepp Law Group
                           1301 Dove Street, Suite 460
                         Newport Beach, California 92660
                                 (949) 660-9700
                            Facsimile: (949) 660-9010

                                    Page 1 of 34
                      Index to Exhibits specified on Page 3
<PAGE>





ITEM 1. CHANGES IN CONTROL OF REGISTRANT

Not Applicable.

ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS

On January 31, 2002, we entered into an Asset Purchase  Agreement with One World
Networks Integrated  Technologies,  Inc., a Nevada corporation,  which agreement
superseded and replaced the Letter of Intent and amendments  previously  entered
into  between  those  parties on  September  17, 2001 and  September  26,  2001,
respectively. The Asset Purchase Agreement provides for our purchase of the Carb
Fighter  product from One World Networks  Integrated  Technologies,  Inc. for an
aggregate purchase price of $250,000.

A true and correct copy of the Asset Purchase Agreement and General  Conveyance,
Transfer,  Assignment and Bill of Sale for the Carb Fighter  product is attached
to this Current Report as Exhibit 2.1.

ITEM 3. BANKRUPTCY OR RECEIVERSHIP

Not Applicable.

ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

Not Applicable.

ITEM 5. OTHER EVENTS

Not Applicable.

ITEM 6. RESIGNATIONS OF DIRECTORS AND EXECUTIVE OFFICERS

Not Applicable.

ITEM 7. FINANCIAL STATEMENTS

Not Applicable.

ITEM 8. CHANGE IN FISCAL YEAR

Not Applicable.

ITEM 9. REGULATION FD DISCLOSURE

Not Applicable.











<PAGE>







                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this Form 8-K to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


                                              THINKA WEIGHT-LOSS CORPORATION

                                              By: /s/ Stacey Lauridia
Date: March 15, 2002                              --------------------------
                                                  Stacey Lauridia
                                                  President and Director






Index to Exhibits
-----------------

Exhibit 2.1   Asset Purchase Agreement
[{"type": "8-K", "sequence": "1", "filename": "thinka8k021102.txt", "description": "THINKA WEIGHT LOSS 8K, 02.11.02", "secsgml_size_bytes": 3718}]
{"company-data": {"conformed-name": "THINKA WEIGHT LOSS CORP", "cik": "0001107445", "assigned-sic": "1400", "state-of-incorporation": "NV", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-32673", "film-number": "02584247"}, "business-address": {"street1": "3110 EAST SUNSET ROAD, SUITE H1", "city": "LAS VEGAS", "state": "NV", "phone": "(800) 297-4450"}, "mail-address": {"street1": "3110 EAST SUNSET ROAD, SUITE H1", "city": "LAS VEGAS", "state": "NV", "zip": "89120"}, "former-company": {"former-conformed-name": "ENCORE VENTURES INC", "date-changed": "20000222"}}
SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

       Date of Report (Date of earliest event reported): February 11, 2002

                        COMMISSION FILE NUMBER: 002-32673

                         Thinka Weight-Loss Corporation
                         ------------------------------
             (Exact name of registrant as specified in its charter)

Nevada                                                                98-0218912
------                                                                ----------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

2267 Aria Drive, Henderson, Nevada                                         89052
-----------------------------------                                        -----
(Address of principal executive offices)                              (Zip Code)

       Registrant's telephone number, including area code: (800) 297-4450

                                 Not applicable
                                 --------------
          (Former name or former address, if changed since last report)

                              Thomas E. Stepp, Jr.
                                 Stepp Law Group
                           1301 Dove Street, Suite 460
                         Newport Beach, California 92660
                                 (949) 660-9700
                            Facsimile: (949) 660-9010

                                    Page 1 of 34
                      Index to Exhibits specified on Page 3
ITEM 1. CHANGES IN CONTROL OF REGISTRANT

Not Applicable.

ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS

On January 31, 2002, we entered into an Asset Purchase  Agreement with One World
Networks Integrated  Technologies,  Inc., a Nevada corporation,  which agreement
superseded and replaced the Letter of Intent and amendments  previously  entered
into  between  those  parties on  September  17, 2001 and  September  26,  2001,
respectively. The Asset Purchase Agreement provides for our purchase of the Carb
Fighter  product from One World Networks  Integrated  Technologies,  Inc. for an
aggregate purchase price of $250,000.

A true and correct copy of the Asset Purchase Agreement and General  Conveyance,
Transfer,  Assignment and Bill of Sale for the Carb Fighter  product is attached
to this Current Report as Exhibit 2.1.

ITEM 3. BANKRUPTCY OR RECEIVERSHIP

Not Applicable.

ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

Not Applicable.

ITEM 5. OTHER EVENTS

Not Applicable.

ITEM 6. RESIGNATIONS OF DIRECTORS AND EXECUTIVE OFFICERS

Not Applicable.

ITEM 7. FINANCIAL STATEMENTS

Not Applicable.

ITEM 8. CHANGE IN FISCAL YEAR

Not Applicable.

ITEM 9. REGULATION FD DISCLOSURE

Not Applicable.
SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this Form 8-K to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                                              THINKA WEIGHT-LOSS CORPORATION

                                              By: /s/ Stacey Lauridia
Date: March 15, 2002                              --------------------------
                                                  Stacey Lauridia
                                                  President and Director

Index to Exhibits
-----------------

Exhibit 2.1   Asset Purchase Agreement