UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

~~X .~~x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the ~~fiscal~~Fiscal ~~year~~Year ~~ended:~~Ended December 31, ~~2013~~2014

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

~~For~~o TRANSITION ~~the~~REPORT ~~transition~~PURSUANT ~~period~~TO ~~from~~SECTION ~~__________~~13 toOR ~~__________~~15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~Commission~~For ~~File~~the ~~No.~~Transition ~~333-179461~~Period from ______ to ______

~~ROYAL~~Commission ~~BEES~~File ~~COMPANY,~~Number ~~INC.~~0001540334

~~(Name~~FITWEISER ofHOLDINGS, ~~small business issuer in its charter)~~INC.

Nevada	90-0589577
(State or other jurisdiction	(I.R.S. Employer Identification No.)
of incorporation or organization)

(FORMERLY ROYAL BEES COMPANY, INC.)

~~123~~(Exact ~~West~~name ~~Nye~~of ~~Lane,~~registrant ~~Ste~~as ~~129~~specified in its charter)

Carson City, NV 89706


Nevada	90-0589577
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

5348 Vegas Drive
Las Vegas, Nevada	89108
(Address of principal executive offices)	(Zip Code)

(~~Address of principal executive offices~~702) 373-8615

~~Issuer~~(Registrant’s telephone number:, ~~760-613-0041~~including area code)

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

Securities ~~Registered~~registered pursuant to Section 12(g) of the ~~Exchange~~ Act: ~~None.~~

~~Indicate~~Title byof ~~check~~each ~~mark~~class: ifCommon ~~the~~Stock, ~~registrant~~$.001 ispar avalue ~~well-known~~Name ~~seasoned~~of ~~issuer,~~each asexchange ~~defined~~on inwhich ~~Rule~~registered: ~~405 of~~ Over-the ~~Securities Act.~~-Counter

~~Yes~~ Indicate by check mark if a registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. NoYes o XNo .x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x

~~Yes~~ 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 o No X .x

~~Note~~Indicate –by ~~checking~~check mark whether the ~~box~~registrant ~~above~~has ~~will~~submitted ~~not~~electronically ~~relieve~~and posted on its corporate Web site, if any, ~~registrant~~every Interactive Data File required to ~~file~~be ~~reports~~submitted and posted pursuant to ~~Section~~Rule 13405 orof 15Regulation S-T during the preceding 12 months (d)or offor such shorter period that the ~~Exchange~~registrant ~~Act~~was ~~from~~required ~~their~~to ~~obligations~~submit ~~under~~and ~~those~~post ~~Sections~~such files). Yes o No o

~~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 X~~Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 No of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

Indicate by check mark whether the registrant ~~has~~is ~~submitted~~a ~~electronically~~large ~~and~~accelerated ~~posted~~filer, onan ~~its~~accelerated ~~corporate Web site~~filer, ifa ~~any~~non-accelerated filer, ~~every~~or ~~Interactive~~a ~~Data~~smaller ~~File~~reporting ~~required~~company. toSee bethe ~~submitted~~definitions ~~and~~of ~~posted~~“large ~~pursuant~~accelerated tofiler,” ~~Rule~~“accelerated ~~405~~filer” ofand ~~Regulation~~“smaller ~~S-T~~reporting (§company” ~~232.405~~in Rule 12b-2 of ~~this chapter) during~~ the ~~preceding~~Exchange 12Act. ~~months~~ (orCheck ~~for such shorter period that the registrant was required to submit and post such files~~one).:

~~Yes X~~Large .accelerated Nofiler .o Accelerated filer o

~~Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulations S~~Non-Kaccelerated (§filer x Smaller ~~229.405~~reporting ofcompany ~~this~~o chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. X .

~~Indicate~~ (Do bynot check ~~mark~~if ~~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-2 of the Exchange Act.~~)

~~Large~~Indicate ~~accelerated~~by ~~filer~~check .mark ~~Accelerated~~whether ~~filer~~the .registrant ~~Non-accelerated~~is ~~filer~~a .shell company (Doas ~~not~~defined ~~check~~in ifRule a12b-2 ~~smaller~~of ~~reporting~~the ~~company~~Act). ~~Smaller~~Yeso No ~~reporting company X .~~x

~~Indicate~~The byapproximate ~~check~~aggregate ~~mark~~market ~~whether~~value of the ~~registrant~~voting isand anon-voting ~~shell~~common ~~company~~equity (held by non-affiliates of the registrant was $0 as ~~defined~~of inJune ~~Rule~~30, ~~12b-2~~2013 (the last business day of the ~~Act~~registrant’s most recently completed second fiscal quarter).

~~Yes .~~As ~~No X~~of March 25, 2015, the registrant had 85,855,000 shares of Common Stock outstanding.

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter. Our common stock is not currently listed on any exchange. There was not an active market and no trading volume during fiscal 2013, therefore the aggregate market value of the issuer’s common stock held by non-affiliates at February 3, 2014 is deemed to be $-0-.

Note. – If a determination as to whether a particular person or entity is an affiliate cannot be made without involving unreasonable effort and expense, the aggregate market value of the common stock held by non-affiliates may be calculated on the basis of assumptions reasonable under the circumstances, provided that the assumptions are set forth in this Form.

APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY

PROCEEDING DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

Yes . No .

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date:

Class	Outstanding as of February 3, 2014
Common Stock, $.001 par value	10,855,000

DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1980).

TABLE OF CONTENTS


		Page

Part I
	Item 1. Business	4
	Item 1A. Risk Factors	4
	Item 2. Properties	7
	Item 3. Legal Proceedings	7
	Item 4. Submission of Matters to a Vote of Security Holders	7
Part II
	Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	7
	Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations	8
	Item 8. Financial Statements and Supplementary Data	9
	Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures	22
	Item 9A(T). Controls and Procedures	22
Part III
	Item 10. Directors, Executive Officers and Corporate Governance	23
	Item 11. Executive Compensation	25
	Item 12. Security Ownership of Certain beneficial Owners and Management and Related Stockholder Matters.	25
	Item 13. Certain Relationships and Related Transactions, and Director Independence	25
	Item 14. Principal Accounting Fees and Services	26

Part IV
	Item 15. Exhibits, Reports on Form 8K and Financial Statement Schedules.	26

	Signatures	28

PART I

ITEM 1. DESCRIPTION OF BUSINESS.

~~Business~~Fitweiser, ~~Development~~Inc. was incorporated on November 14, 2013 in the state of Nevada. It completed a Share Exchange Agreement with Royal Bees Company, Inc. (Royal Bees), a Nevada corporation wherein Royal Bees exchanged approximately 83 % of its total issued and outstanding common stock for 100% of Fitweiser Inc. issued and outstanding common stock in a tax free exchange on May 28, 2014. The surviving company changed its name to Fitweiser Holdings, Inc. (the “Company”, “We”, “Our”). The Company is a developing stage entity that is engaged in the development and monetization of intellectual property worldwide. The Company’s Intellectual property (IP) portfolio consist of in-process patent applications and an agreement to acquired patents covering analog and digital wireless communications and telecom, mobile technologies, security strategies and internet search and storage for business, consumer and government clientele. The Company’s patent applications are being developed internally. The company filed for three patents during the third quarter 2014.

WePotential ~~were~~applications ~~originally~~for ~~incorporated~~our onIP ~~June~~include 16dynamic, ~~2010~~interactive ~~under~~and ~~the~~media-rich ~~laws~~text, ofaudio, ~~the~~video, ~~State~~and ofvirtual ~~Nevada.~~content ~~Since~~and ~~inception~~systems delivery through landline/cable and wireless broadband, weWi-Fi, ~~have~~Bluetooth, ~~engaged~~Near Field Communication (NFC) and Rapidly Emerging Technologies, serving multiple industry sectors that can include portable apps used in ~~pollination~~smart ~~services~~device including cell phones and ~~selling~~tablets ~~honey~~for ~~products.~~user-defined Weand ~~have~~offline ~~office~~communications ~~space~~that atencompasses ~~123~~networking, W.input ~~Nye~~and ~~Lane~~output permission-base and/or restricted access, ~~Suite~~authentication, ~~129~~activation, ~~Carson~~recognition ~~City~~and monitory, NVdemographic ~~89706. Royal~~targeting, ~~Bees~~end-user, ~~currently~~profiling, ~~only~~audience ~~requires~~capturing, ~~minimal~~aggregation, ~~office~~sit ~~space~~and/or cloud based storage and search.

WeITEM ~~are in the business of providing bee pollination services and harvesting, developing, producing and selling various honey and bee products both wholesale and retail~~1A. ~~Our~~ ~~current~~RISK ~~market it limited to the San Diego and Bakersfield, California area. We intend to eventually expand our market area as our operations increase.~~FACTORS

~~Our~~An ~~bee~~investment ~~yards~~in orour ~~apiaries~~common ~~are~~stock ~~located~~involves ina ~~San~~high ~~Marcos,~~degree ~~Escondido~~of ~~and~~risk. If ~~Valley~~any ~~Center~~of the following events or outcomes actually occurs, ~~California. Our~~our ~~website~~business, isoperating ~~www~~results and financial condition would likely suffer.~~royalbees.com.~~

InRisks ~~addition~~Related to ~~bee~~Our ~~pollination services we offer a range of products including bottled honey, wax, pollen, royal jelly, nucs and bee queens.~~Business

We ~~currently~~are ~~maintain~~a ~~approximately~~development ~~205~~stage ~~hives~~company ~~which~~with is up from the 65 hives we had at December 31, 2012 and 164 hives we had at June 30, 2013. Through strenuous effort, cautious use of antibiotic and other bee medicines and careful repopulating hives, we were able to significantly increase our bee population. We only yielded about 800 pounds of honey in 2013, and we had no ~~honey yield for 2012 due to inclement weather~~revenues. ~~We anticipate a growing honey yield in 2014, barring inclement weather or other conditions which may affect the bee colonies.~~

We ~~rent~~are ~~our~~a ~~hives~~development tostage ~~local~~company ~~farmers~~with ~~for~~no ~~pollinating~~revenue ~~their~~and ~~crops. We~~do ~~lease~~not ~~the~~expect ~~hives~~to ~~for~~generate ~~$120~~any ~~per~~revenues ~~month~~unless and ~~our~~until ~~hives~~after ~~are~~our ~~typically~~patent ~~leased~~portfolio, ~~out~~or ~~for~~part ~~1 month~~ of ~~the year. Hive production varies~~it, ~~but~~is acommercialized. ~~healthy~~We ~~bee~~do ~~colony~~not inanticipate ~~California~~launching ~~can~~any ~~produce~~new ~~around~~products ~~150~~into -the ~~180~~market ~~pounds~~until oflate ~~honey~~in ~~each year. Honey is produced and sold on a retail level~~2015, ~~through~~at ~~farmers’~~the ~~markets,~~earliest. ~~local~~We ~~grocers,~~will ~~and~~need ~~health~~to ~~food~~raise ~~stores~~additional ~~and~~capital to ~~wholesale~~fund ~~clients~~our ~~such~~operations asand ~~breweries. Asking~~there ~~prices~~ can ~~vary~~be ~~widely,~~no ~~but~~assurance ~~$9-12~~that ~~per~~we ~~pound~~will isbe ~~typical~~successful ~~for~~in ~~bottled~~doing ~~honey and around $3~~so.~~33-$4 per pound~~ ~~for bulk honey. Additional honey products include flavored honey, whipped honey, honey butter, honey flavored candies.~~

We ~~currently~~have ~~make~~received ~~sales online through our website, www.royalbees.com. We also sell our products to~~ a ~~cosmetic~~going ~~company,~~concern ~~Golden~~opinion ~~State~~from ~~Natural Products, Inc. Other distribution channels for~~ our ~~products include retail stores, local organic food companies and delivery companies including Naturally to Your Door, Inc~~auditors.~~, www.naturallytoyourdoor.com, and Organic to You, www.organictoyou.org.~~

~~Competition~~We have an accumulated deficit and have had negative cash flows from our operations. Accordingly, we have received a report from our independent auditors in connection with our audited financial statements that include an explanatory paragraph describing their substantial doubt about our ability to continue as a going concern. This may negatively impact our ability to obtain additional funding or funding on terms attractive to us.

The ~~market~~Company’s ~~for~~future ~~honey~~success ~~and bee products~~ is ~~highly~~largely ~~competitive. Additionally,~~dependent ~~since~~on ~~more~~its ~~and~~current more attention is being brought to the subject of healthy eating, consumption and application of organic products, there have been an increasing number of new entrants, honey suppliers and honey packers penetrating the local marketmanagement.

~~There~~Fitweiser isHoldings, aInc. ~~fierce~~has ~~competition~~been inbuilt by the ~~pollination~~vision, ~~industry. Almond~~dedication ~~pollination~~and ~~season~~expertise ~~attracts~~of ~~beekeepers~~Rudy ~~from~~Camp ~~the~~(“R. ~~entire~~Camp”), ~~United~~Dr. ~~States~~Steven ~~and~~Tuthill ~~Australia~~(“G. ~~According~~S. ~~to the Almond Board of California~~Tuthill”), ~~about~~Michael ~~4,000~~A. ~~commercial~~Soriano ~~beekeepers~~(“M.A. ~~are~~Soriano”) ~~bringing~~and ~~their~~Harry ~~hives~~L. ~~for~~Langdon ~~pollination~~(“H.L. ~~each year~~Langdon”).

Some of our competitors include San Luis Rey Apiary, Chaparral Honey, R&E Beekeeping, Julian Honey Company, Cary’s Honey Farms and others. Many of our competitors sell all or most of their honey wholesale to one or more honey packers or cosmetics companies.4

~~Many~~The success of ~~these~~the ~~businesses~~Company ~~have~~is ~~longer~~dependent ~~operating~~upon ~~histories~~the ~~and~~continued ~~significantly~~efforts ~~greater~~of ~~financial,~~these ~~technical~~people. If it became necessary to replace them, ~~marketing~~it ~~and~~is ~~managerial~~unlikely ~~resources~~new ~~than~~management wecould ~~do. We~~be ~~expect~~found that wewould ~~will~~have ~~continue~~the same level of knowledge and dedication to ~~face~~the ~~additional~~success ~~competition~~of ~~from~~this ~~new~~Company. The ~~entrants~~loss ~~into~~of the ~~market~~services of these professionals especially in the development of future patents and/or applications would adversely affect the Company’s business.

~~Employees~~There may be limited marketability for the Company’s Patents and/or Patent Applications.

AtWhile ~~the~~Company ~~present~~management ~~time~~is weconfident ~~have~~that noit ~~employees. Vladimir~~will ~~Lyashevskiy~~successfully isdevelop, ~~our~~secure, ~~sole~~license ~~officer~~ and/or ~~director~~sell one or more of its patents and/or apatent ~~major~~applications ~~shareholder. Mr.~~to ~~Lyashevskiy~~generate ~~will~~revenue, ~~devote~~there ~~such~~can ~~time~~be asno ~~required~~guarantee toor ~~actively~~other ~~seek~~assurances aas ~~business~~to ~~opportunity~~the ~~for~~timing of when the Company will succeed in this endeavor.

3Our growth strategy may not be successful.

~~Principal~~We ~~Products~~intend orto ~~Services~~expand our operations and ~~Their~~our ~~Markets~~market base. These operations will be subject to all of the risks inherent in the growth of a new business enterprise, particularly one that operates in a highly competitive industry. The timing and related expenses of expansion may cause our earnings, if any, to fluctuate. The likelihood of our success must be considered in light of the problems, expenses, difficulties, complications and delays frequently encountered in connection with growth of a business, including uncertainty as to implementation of our strategies and capabilities, market acceptance of our products and services, our operating and marketing methods, expenses and competition. We may not be successful in our proposed expanded business activities.

~~Pollination~~We are operating in both mature and developing markets, and there is uncertainty as to acceptance of our products in these markets.

~~Our~~We ~~main~~have ~~service~~conducted islimited ~~bee~~marketing ~~pollination. According~~activities to ~~Agricultural~~date. ~~Marketing Resource Center’s report published March 2012~~Thus, ~~there~~we ishave anrelatively ~~increased~~little ~~demand~~information ~~for~~on ~~crop~~which ~~pollination services due~~ to ~~shortage~~estimate ofour ~~honeybee~~levels ~~supply. US Department~~ of ~~Agriculture~~sales, ~~reports California as~~ the ~~largest~~amount ~~producer~~ of ~~agricultural~~revenue ~~products~~we ~~with~~will ~~tree~~generate ~~nuts~~and ~~being~~our ~~the~~operating ~~top~~and ~~export~~other ~~at $3~~expenses.1 There ~~billion~~can inbe ~~2008. We~~no ~~estimate~~assurance that ~~more~~we ~~than 1.6 million bee hives~~ will be ~~required~~successful ~~each~~in ~~year~~our efforts to ~~pollinate~~directly ~~California’s~~market ~~almonds. The~~our ~~California~~products ~~Field Office of the USDA’s National Agricultural Statistics Service reported an estimated 810,000 acres of California almonds in 2008. Typically, commercial beekeepers rent two~~ or ~~more hives per acre~~ to ~~adequately~~develop ~~pollinate~~markets 70in –the ~~120~~manner ~~tress~~we ~~found on each acre~~contemplate.

~~Almond~~There isare ~~not~~economic ~~the~~and ~~only~~general ~~culture~~risks ~~which~~relating ~~requires bees for pollination. With more than 100 crops in California requiring pollination~~ to ~~reproduce, flower or yield, honeybees are in high demand as the most efficient of all pollinators~~business.

~~Natural~~The ~~cross-pollination~~success ~~can~~of beour ~~difficult~~activities inis ~~areas~~subject ~~where~~to ~~land~~risks ~~development~~inherent ~~has~~in ~~eliminated~~business ~~the~~generally, ~~natural~~including ~~habitat~~demand offor ~~pollinating~~products ~~insects~~and services, ~~and~~general ~~widespread~~economic ~~disease~~conditions, ~~among~~changes ~~bee~~in ~~colonies~~taxes ~~has~~and ~~increased~~tax ~~the~~laws ~~demand~~and ~~for~~changes ~~“bees~~in ~~for~~governmental ~~rent~~regulations and policies.”

WeOur ~~currently~~management ~~charge~~has ~~$120~~voting ~~per~~control ~~hive~~of ~~for~~ the 4Company toand 6can ~~week~~effectively ~~bee~~control ~~pollination service period, typically from February until March. We deliver hives to~~ the ~~requested~~Company’s ~~location for almond pollination services where they stay during the blooming season which typically lasts 4 to 6 weeks~~affairs.

~~Bees~~Our ~~Sales~~management has voting control of the Company. As a result, they are able to control matters requiring approval by the Company’s shareholders, including the election of members of the board of managers and the approval of mergers, acquisitions or other extraordinary transactions. Our management may have interests that differ from yours and may vote in a way with which you disagree and which may be adverse to your interests. The persons investing in any offering, therefore, cannot expect to elect the members of management of the Company or directly control its policies or operations.

AsOur aindustry ~~part~~is ofsubject ~~our~~to ~~business~~rapid ~~model,~~technological wechanges ~~sell~~which ~~nucs,~~if orwe ~~Nucleus Colonies which~~ are ~~small~~unable ~~honey bee colonies created from larger colonies. The term refers both~~ to ~~the~~match ~~smaller~~or ~~size~~surpass, ~~box~~will ~~and~~result ~~the~~in ~~colony of honeybees within it. The name is derived from the fact that~~ a ~~nuc~~loss ~~hive is centered around a queen – the nucleus~~ of ~~the~~competitive ~~honey~~advantage ~~bee~~and ~~colony. We~~market ~~also sell queen bees~~opportunity.

~~Swarm~~Because ~~Removal~~of the rapid technological development that regularly occurs in the Broadband Wired and Wireless Communications Technology industry, we must continually devote substantial resources to developing and improving our technology and introducing new product offerings. These efforts and expenditures are necessary to establish market share and, ultimately, to generate revenues. If another company offers better products or technologies, a competitive position or market window opportunity may be lost, and therefore our revenues or revenue potential may be adversely affected.

We offer bee swarm removal services. We charge a flat fee of $100 plus travel if outside our immediate area, for swarm removal if the bees are outside the building structure or simply hanging from an object such as a tree or near a pool, waterfall or a pond. Cost for swarm removal from a structure is on a case by case basis.5

~~Swarm~~If ~~removal~~our ~~services~~patents ~~are~~and ~~typically~~intellectual ~~rendered~~property ~~from~~rights ~~July~~do tonot ~~October~~provide ~~which~~us iswith the ~~swarming~~anticipated ~~season~~market protections, our competitive position, business, and prospects will be impaired.

~~Honey~~We ~~Products~~will rely on our intellectual property rights, including patents and patent applications, to provide competitive advantage and protect us from theft of our intellectual property. We believe that our patents and/or patent applications are for entirely new technologies and are valid, enforceable and valuable. However, Third parties may make claims of invalidity with respect to our patents and such claims could give rise to material costs for defense and divert resources away from our other activities. If our patents and/or patent applications are shown not to be as broad as currently believed, or are otherwise challenged such that some or all of the protection is lost, we may suffer adverse effects from the loss of competitive advantage and our ability to offer unique products and technologies. As a result, there would likely be an adverse impact on our business prospects.

~~Honey~~We isare ~~described~~subject asto aoutside ~~sweet~~influences ~~product~~beyond ~~created~~our ~~by honey bees and other species~~control, ~~derived~~including ~~from~~new ~~flower~~legislation ~~nectar. Honey~~that ~~does~~could ~~not~~adversely ~~need~~affect ~~any~~our ~~more~~licensing ~~products to be added to it. It is naturally made~~ and ~~gets~~enforcement itactivities ~~sweetness from monosaccharides fructose~~ and ~~glucose that~~ have ~~about~~an ~~the~~adverse ~~same~~impact ~~sweetness~~on asthe ~~granulated~~execution ~~sugar. Honey~~of isour ~~often~~business ~~used~~plan ~~for baking~~ and/or asassociated aintellectual ~~substitute over sugar and other kinds of sweeteners~~properties.

~~Honey~~Our ~~has~~licensing ~~several~~and ~~uses~~enforcement ~~such~~activities asare ~~for~~subject ~~cooks~~to numerous risks from outside influences, ~~chefs~~including new legislation, ~~dieters~~regulations and ~~therapists~~rules related to obtaining or enforcing patents. ~~Some~~As ofan example, the ~~main~~U.S. ~~uses~~recently ofenacted ~~honey~~sweeping ~~include~~changes ~~baking,~~to ~~cooking,~~the ~~bread~~United ~~spreads,~~States ~~tea~~patent ~~and~~system ~~food~~including ~~sweetener~~changes that transition the United States from a “first-to-invent” to a “first to file” system and ~~skin~~that ~~rejuvenation~~alter the processes for challenging issued patents. ~~Honey~~Therefore, to the extent that we are unable to secure patent protection for our future technologies and/or our current patents or patent applications, are challenged such that some or all of our protection is ~~used~~lost, inwe ~~different~~may ~~commercial~~suffer ~~beverages~~adverse effects to ~~make~~our ~~these~~ability ~~sweeter~~to offer unique products and technologies. ItAs isa ~~the~~result, ~~main~~there ~~ingredient~~could inbe ~~mead,~~an ~~also~~adverse ~~called~~impact ~~honey~~on ~~beer~~any orfinancial ~~honey~~position ~~wine~~we may have moving forward and hinder our ability to execute our business plan.

~~The~~Because ~~National~~our ~~Honey~~common ~~Report~~stock ~~dated~~will ~~June~~likely ~~15,~~be ~~2012~~considered ~~published~~a by“penny ~~the USDA~~stock,” ~~Fruit~~any ~~and~~investment ~~Vegetable Programs, reported that some beekeepers will run out of honey this year for the first time~~ in 41our ~~years~~shares ~~with~~is ~~honey~~considered ~~prices edging up with no supply on hand. In his report~~ to ~~the~~be American Honey Producers Association on January 5, 2012, Ron Phipps delivered the International Honey Market Report and stated that 2012 begins with an international shortage of honey. Prices for our local honey have nearly doubled in the past three years, reflecting what we believe is a high-risk ~~demand~~investment ~~for the product. Honey produced from the nectar of certain trees, such as tulip poplar, sourwood,~~ and ~~basswood~~is ~~often~~subject ~~bring a premium price. Our market options include farmers’ markets, health food stores, roadside stands and agritourism sites among others. We will also consider selling our honey in bulk~~ to arestrictions ~~honey packer or cosmetics companies dependent~~ on ~~honey for their product development~~marketability.

WeOur ~~sell~~common ~~bottled~~stock ~~honey~~is inconsidered ~~varying size jars, 1 lb. glass jar, 1 lb. plastic squeeze jar and 60 lb. pail. We also sell honey stix and ambrosia,~~ a ~~mixture~~“penny ofstock” ~~honey~~on ~~and~~the ~~bee~~OTC ~~pollen. We~~Bulletin ~~had~~Board aas ~~yield~~it ofcurrently ~~800~~trades ~~pounds of honey in 2013 and we had no honey yield~~ for ~~the~~less ~~2012~~than ~~season~~$5 ~~due~~per ~~to inclement weather~~share. ~~Because~~The ~~the~~OTC ~~bee~~Bulletin ~~colonies~~Board ~~require~~is ~~feeding~~generally ~~and~~regarded ~~medication,~~as ~~which~~a ~~contribute~~less toefficient ~~the~~trading ~~cost~~market ofthan ~~honey,~~the weNASDAQ ~~have~~Capital ~~capitalized~~or ~~those~~Global ~~costs to date~~Markets. ~~As of December 31, 2013, we have $878 in food, nutrients and medicines for the bees capitalized as Inventory.~~

4The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in “penny stocks.” Penny stocks generally are equity securities with a price of less than $5.00 (other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or system). The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from those rules, to deliver a standardized risk disclosure document prepared by the SEC, which specifies information about penny stocks and the nature and significance of risks of the penny stock market. The broker-dealer also must provide the customer with bid and offer quotations for the penny stock, the compensation of the broker-dealer and any salesperson in the transaction, and monthly account statements indicating the market value of each penny stock held in the customer’s account. In addition, the penny stock rules require that, prior to effecting a transaction in a penny stock not otherwise exempt from those rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written agreement to the transaction. These disclosure requirements may have the effect of reducing the trading activity in the secondary market for our common stock.

~~Beeswax~~Since isour ~~another~~common ~~product~~stock ~~created~~will bybe ~~bees~~subject ~~that~~to ~~has~~the ~~several~~regulations ~~functions. Beeswax~~applicable ~~is commercially used~~ to ~~create~~penny ~~cosmetic products~~stocks, ~~fine~~the ~~candles~~market ~~and~~liquidity ~~pharmaceutical~~for ~~products. It~~our iscommon ~~used~~stock incould ~~furniture~~be ~~and~~adversely ~~shoe~~affected ~~polish. Beeswax~~because is the ~~base~~regulations ~~for~~on ~~modeling~~penny ~~waxes. Beeswax~~stocks ~~can~~could belimit ~~used~~the asability anof ~~adhesive~~broker-dealers ~~material~~to ~~and~~sell asour ancommon ~~ingredient~~stock ~~to moustache wax~~ and ~~hair~~thus ~~pomades. It~~your isability ~~also~~to ~~used~~sell asour acommon ~~skin~~stock ~~product~~in ~~when~~the ~~mixed~~secondary ~~with~~market ~~oil~~in ~~based~~the ~~creams and petroleum jelly~~future.

~~Our~~We ~~Operations~~have never paid dividends and have no current plans to do so in the future.

~~Beekeeping~~Holders isof ~~not~~shares aof ~~seasonal~~our ~~enterprise,~~common ~~but~~stock ~~requires~~are ~~year-round~~entitled ~~management. We~~to ~~regularly~~receive ~~open~~such ~~each~~dividends ~~hive~~as tomay ~~examine~~be ~~the~~declared ~~condition~~by our board of ~~the~~directors. To ~~brood~~date, ~~check~~we ~~food~~have ~~stores,~~paid ~~look~~no ~~for~~cash ~~signs~~dividends ofon ~~disease~~our ~~and~~shares ~~pests~~of ~~and~~common ~~perform~~stock ~~various~~and ~~hive~~we ~~maintenance~~do ~~tasks. Every~~not ~~other~~expect ~~spring~~to ~~the~~pay ~~queen~~cash ~~is replaced.~~

While some inspections can be brief, it is important that the hive be examined in a timely manner throughout the year. Swarming, which greatly reduces hive strength, is most often associated with overcrowding in the hive. To avoid swarming and mites infestation, we work year-round to maintain quality hives to insure the premium price during the pollination services.6

Wedividends ~~collect~~on ~~honey~~our ~~during~~common ~~the~~stock ~~honey~~in ~~season~~the ~~which~~foreseeable ~~is typically March through July~~future. ~~The~~We ~~collection~~intend ~~period varies each year and heavily depends on weather conditions. Collecting honey is achieved by using smoke from a bee smoker~~ to ~~pacify~~retain ~~the~~future ~~bees. The~~earnings, ~~frames~~if ~~with sealed honeycombs are removed from the hives and the honey is extracted from that~~any, ~~using a honey extractor. The honey is then filtered and put into 55 gallon barrels from which is it bottled into container and jars. It takes from one~~ to ~~two~~provide ~~months~~funds ~~from~~for ~~extracting~~operations ~~honey~~of ~~from~~our ~~the frames to finally bottling it into jars~~business.

~~Flavors~~Indemnification of ~~honey~~officers ~~depend on the nectar source. Mono-floral, in demand honeys such as buckwheat, star thistle, sour-wood, tulip poplar, clover, orange, lavender,~~ and ~~tupelo generally command higher prices~~directors. Most of our honeys are orange, buckwheat and avocado. We never process, treat or expose our honeys to heat ensuring all the active living enzymes and antioxidants are intact. Our honey comes in its pristine form directly from the hive.

~~Government~~While ~~Regulation~~the members of our Board of Directors and our officers (collectively, the “Directors and Officers”) are generally accountable to us and our stockholders, the liability of the Directors and Officers to us, our stockholders and third parties is limited in certain respects under applicable state law and our Articles of Incorporation and Bylaws, as in effect in the date hereof. Further, we have agreed or may agree to indemnify our Directors and Officers against liabilities not attributable to certain limited circumstances. Such limitation of liability and indemnity may limit rights which our stockholders would otherwise have to seek redress against the Directors and Officers.

WeITEM ~~are subject to a limited variety of local, state, and federal regulations~~2. ~~While~~DESCRIPTION weOF believe that our operations are in compliance with all applicable regulations, there can be no assurances that from time to time unintentional violations of such regulations will not occur. We are subject to federal, state and local laws and regulation applied to businesses, such as payroll taxes on the state and federal levels. In general, our beekeeping activities are subject to local business licensing requirements. Our current business requires that we comply with state corporate filings, city or county business license and the necessary business liability insurance. The requirements of these regulations are minimal and do not cause any undue burden.PROPERTY

~~Internet~~Our ~~access~~current ~~and~~Company ~~online~~headquarters ~~services~~ are ~~not~~at ~~subject~~5348 toVegas ~~direct regulation in the United States. Changes in the laws and regulations relating to the telecommunications and media industry~~Drive, ~~however,~~Las ~~could impact our business. For example~~Vegas, ~~the~~Nevada ~~Federal Communications Commission could begin to regulate the Internet and online service industry, which could result in increased costs for us~~89108. The ~~laws~~Company ~~and~~pays ~~regulations applicable to the Internet and to our services are evolving and unclear and could damage our business~~$129.00 ~~There~~annually ~~are~~for ~~currently~~virtual ~~few~~office ~~laws~~space orat ~~regulations~~that ~~directly applicable to access to, or commerce on, the Internet~~location. At ~~Due to~~ the ~~increasing~~business ~~popularity~~address ~~and use of~~ the ~~Internet,~~Company it is ~~possible~~provided ~~that~~with ~~laws~~mail ~~and regulations may be adopted~~privileges, ~~covering~~office ~~issues such as user privacy~~space, ~~defamation,~~conference ~~pricing,~~rooms ~~taxation,~~and ~~content~~other ~~regulation,~~business ~~quality~~amenities ofon ~~products~~a ~~and~~per ~~services,~~use ~~and~~cost ~~intellectual~~basis. Management ~~property~~believes ~~ownership~~the ~~and~~virtual ~~infringement.~~office ~~Such~~arrangement ~~legislation~~is ~~could~~sufficient ~~expose us~~ to ~~substantial~~meet ~~liability as well as dampen~~ the ~~growth~~business inneeds ~~use~~ of the ~~Internet,~~Company ~~decrease~~until ~~the~~its ~~acceptance~~business ofoperations ~~the Internet as a communications and commercial medium, or require us to incur significant expenses in complying with any new regulations~~expand.

ITEM 1A3. ~~RISK~~LEGAL ~~FACTORS.~~PROCEEDINGS

~~The~~There ~~Company’s~~are ~~business~~no isclaims, ~~subject~~actions, suits, proceedings or investigations that are currently pending or, to ~~numerous~~our ~~risk~~knowledge, ~~factors~~threatened by or against us, ~~including~~or ~~the~~with ~~following~~respect to our operations or assets, by or against any of our officers, directors or affiliates.

~~Our~~ITEM ~~Auditor~~4. ~~Has~~SUBMISSION ~~Expressed~~OF ~~Substantial~~MATTERS ~~Doubt~~TO ~~About~~A ~~Our~~VOTE ~~Ability~~OF ToSECURITY ~~Continue As A Going Concern.~~HOLDERS

~~These~~The ~~financial~~Company ~~statements~~did included with this registration statement have been prepared on a going concern basis. We have a working capital deficiency of $32,601, and have accumulated a retained deficit of $174,612 since inception as of December 31, 2013. We may not besubmit ~~able~~any to generate profitable operations in the future and/or obtain the necessary financing to meet our obligations and repay liabilities arising from normal business operations when they come due. The outcome of these matters ~~cannot be predicted with any certainty at this time. These factors raise substantial doubt that we will be able~~ to ~~continue as~~ a ~~going~~vote ~~concern. The Company as~~ of ~~December 31, 2013, has funded~~ its ~~initial~~security ~~operations~~holders ~~through~~during the ~~issuance~~fiscal ofyears ~~shares~~covered ~~of capital stock and loans from related parties in the amount of $153,968. Management plans to continue to provide for its capital needs~~ by ~~the~~this ~~issuance of common stock and advances from shareholders~~report. ~~Our financial statements do not include any adjustments to the amounts and classification of assets and liabilities that may be necessary should the Company be unable to continue as a going concern.~~

5PART II

WeThere ~~have~~is ano ~~limited~~“established ~~operating~~trading ~~history~~market” ~~and~~for ~~cannot~~our ~~predict~~shares ifof wecommon ~~will~~stock. beOur ~~successful~~stock inis ~~pursuing~~not ~~our~~traded ~~business. We~~on ~~commenced~~any ~~operations~~exchange asor ~~Royal~~listed ~~Bees~~on ~~Company,~~any ~~Inc~~listing service. Management ondoes ~~June~~not ~~16,~~expect ~~2010~~any established trading market to develop unless and ~~only~~until ~~have~~we ~~two~~acquire ~~years~~a oftrading symbol and have material operations. We ~~have~~In ~~not~~any ~~yet~~event, ~~generated~~no aassurance ~~profit~~can ~~from~~be given that any market for our ~~business~~common ~~and~~stock ~~may~~will ~~not~~develop or be ~~able~~maintained. toIf a public market ever ~~generate~~develops in the future, the sale of “unregistered” and “restricted” shares of common stock pursuant to Rule 144 of the Securities and Exchange Commission by members of management or others may have a ~~profit~~substantial adverse impact on any such market.

~~The Costs of Being a Public Company are High and Our Officer/Director has no Experience in Running a Public Company.~~7

~~The~~ RECORD costs associated with being a public company include auditing fees, legal fees, filing fees, Director and Officer Insurance and other costs. These costs will significantly increase our overhead and impact our bottom line. In order to remain a public company, we will have to comply with the U.S. Securities and Exchange Commission’s rules and regulations which include periodic reporting. The mandatory compliance and reporting requirements are costly and time consuming. We estimate that our added costs of being a public company will be approximately $20,000 per year but it may be more. Further, our officer and director has no prior experience in running a public company. This lack of experience may impact our ability to remain compliant.HOLDER

ItThere Isis ~~Likely~~only Weone ~~Will~~class ~~Need~~of ~~Additional~~common ~~Capital~~stock. As Toof ~~Continue~~December ~~Operations.~~31, 2014, there were approximately 36 shareholders of record for the Company's common stock and a total of 85,855,000 shares of common stock issued and outstanding as of December 31, 2014

We estimate that cash flow from operations will not be sufficient to meet our immediate capital needs for the next twelve months. Based on our burn rate of approximately $2,000 per month, we may require up to $25,000 of additional capital depending on weather conditions during pollination season. We also have $123,370 in outstanding loans plus $27.125 in accrued interest which are due and payable on December 31, 2014. We will need additional capital to pay off these loans unless we can negotiate extensions. Even with an extension of time to pay off our loans, it is likely we will need to raise additional capital to service our debt. We are not presently engaged in any capital raising activities but we anticipate we may engage in one or more private offerings of our common stock in the future to raise any needed capital. We may not be able to attract additional capital at favorable rates and may have to sell additional shares at prices lower than what our current shareholders paid for their shares. If we are not able to raise additional capital when needed and are unable to meet our capital requirements from current cash flows, our business may fail.DIVIDENDS

Holders of shares of common stock are entitled to share pro rata in dividends and distributions with respect to the common stock when, as and if declared by the Board of Directors out of funds legally available therefore. We ~~Engage~~have Innot ~~Beekeeping~~paid ~~Activities~~any ~~Which~~dividends ~~Involve~~on Aour ~~High~~common ~~Degree~~stock Ofand ~~Risk~~intend to retain earnings, if any, to finance the development and expansion of our business. Future dividend policy is subject to the discretion of the Board of Directors and will depend upon a number of factors, including future earnings, capital requirements and the financial condition of the Company.

~~The~~RECENT ~~beekeeping~~SALES ~~industry~~OF ~~can~~UNREGISTERED beSECURITIES ~~significantly~~AND ~~affected~~DESCRIPTION byOF ~~any~~REGISTRANT’S ~~number~~SECURITIES ofTO ~~conditions. Pests~~BE and disease organisms present significant risk of losing bees and consequently, any honey crops. Weather and natural disasters such as flood, fire and severe storms can also have a debilitating effect on beehives. Pesticides are yet another factor that can cause risk to beehives. Colony collapse disorder or CCD, which is a phenomenological happening can seriously affect our beehives. These factors can negatively affect our ability to provide pollination services and honey products.REGISTED

~~Inclement~~In ~~weather~~connection with the Share Exchange, the Company issued a total of 75,000,000 unregistered shares of common stock to a total of eleven persons in ~~2012~~exchange ~~severely~~for ~~impacted~~100% ~~our~~of ~~operations~~the issued and outstanding shares of Fitweiser. The shares were issued pursuant to the exception from registration set forth in Section 4(2) of the Securities Act of 1933. Our Articles of Incorporation authorize us to issue 200,000,000 shares of capital stock, par value $0.001 per share, all designated as common stock.

~~Low~~Common temperatures during our peak pollination and honey making season created a situation where the bees did not produce honey. We had no honey yield for the 2012 season. As a result of the weather, we reduced our number of bee colonies from 270 to 65 and are in the process of re-building our bee colonies and honey inventory. During 2013, we had a yield of 800 pounds of honey, and as of December 31, 2013, we have 205 hives. There is no assurance that our 2014 season will be successful with a honey yield. The weather is unpredictable and can severely impact our operations.Stock

~~Our~~The ~~Bees~~holders ~~May~~of Becommon ~~Impacted~~stock Byare ~~Pests~~entitled to one vote per share on each matter submitted to a vote at any meeting of shareholders. Shares of common stock do not carry cumulative voting rights and, ~~Disease~~therefore, ~~Organisms~~a majority of the shares of outstanding common stock will be able to elect the entire board of directors and, ~~Pesticides~~if ~~Resulting~~they Indo Aso, ~~Negative~~minority ~~Impact~~shareholders Onwould not be able to elect any persons to the board of directors. Our ~~Operations~~bylaws provide that a majority of the issued and outstanding shares of the Company constitutes a quorum for shareholders’ meetings, except with respect to certain matters for which a greater percentage quorum is required by statute or the bylaws.

~~Pests~~Shareholders ~~such as tracheal mites, Varroa mites and Wax Moths are some~~ of the ~~pests~~Company ~~commonly~~have ~~found~~no inpreemptive ~~beehives~~rights ~~which~~to ~~either~~acquire ~~severely~~additional ~~damage~~shares aof ~~bee~~common ~~colony~~stock or ~~entirely~~other ~~wipe out a colony~~securities. ~~American~~ ~~Foulbrood~~The ~~and~~common ~~European~~stock ~~Foulbrood~~is ~~diseases~~not ~~are~~subject ~~bacterial~~to ~~diseases~~redemption ~~affecting bee larvae~~ and ~~pupae. American~~carries ~~Foulbrood~~no ~~disease~~subscription isor ~~lethal~~conversion ~~while~~rights. ~~bees~~In ~~usually recover from~~ the ~~European~~event ~~Foulbrood~~of ~~disease. Various~~liquidation ~~pesticides and insecticides used on plants can be harmful to bees resulting in death or transmittal~~ of the ~~poison to the colony. Our colonies may also be subject to Colony Collapse Disorder~~Company, ~~a phenomenological happening wherein~~ the ~~worker~~shares ~~bees~~of ~~from~~common astock ~~specific~~are ~~beehive~~entitled ~~suddenly vanish causing the hive~~ to ~~die~~share ~~off. Although~~equally wein ~~employ~~corporate ~~preventative~~assets ~~measures~~after ~~and~~satisfaction ~~watch our hives closely, any~~ of ~~these~~all ~~risks may impact our hives and our ability to provide pollination services and honey products~~liabilities.

~~The~~Holders ~~Competitive~~of ~~Conditions~~common Instock are entitled to receive such dividends, as the board of directors may from time to time declare out of funds legally available for the payment of dividends. The ~~Beekeeping~~Company ~~Industry~~seeks ~~Could~~growth ~~Increase~~and ~~Our~~expansion ~~Costs,~~of ~~Reduce~~its ~~Our~~business ~~Revenues~~through ~~And~~the ~~Earnings~~reinvestment ~~And~~of ~~Otherwise~~profits, ~~Adversely~~if ~~Affect~~any, ~~Our~~and ~~Results~~does Ofnot ~~Operations~~anticipate ~~And~~that ~~Cash~~it ~~Flows~~will pay dividends in the foreseeable future.

~~The~~Authority beekeeping industry is very competitive and we will be competing with a broad range of companies who provide similar services and products including, state, regional and local businesses. Our ability to ~~provide~~Issue services and products at a competitive price is critical to our continued operations. Some of our competitors have greater financial resources, more established market positions and better opportunities for pollination contracts and have lower costs of capital, labor and material than us. Stock

6The directors have the authority to issue the authorized but unissued shares of common stock without action by the shareholders. The issuance of such shares would reduce the percentage ownership held by current shareholders.

~~Our~~ITEM ~~Business~~7. IsMANAGEMENT'S ~~Concentrated~~DISCUSSION InAND AANALYSIS ~~Geographic~~OF ~~Area Which Increases Our Exposure To Localized Risks.~~FINANCIAL

We CONDITION ~~currently~~AND ~~provide~~RESULTS ~~beekeeping~~OF ~~services in the San Diego and Bakersfield, CA area~~OPERATIONS. Our limited geographic diversity means that adverse general economic, weather or other conditions in this market could adversely affect our results of operations and cash flows or our ability to grow our business. Due to our focus on the Southern California area market, we do not yet have the resources or the market knowledge to expand our services and products to other parts of the United States.

~~Our~~FORWARD-LOOKING ~~Growth~~STATEMENT ~~Strategy~~NOTICE ~~To Expand Into New Geographic Areas Poses Risks.~~

InThis ~~order~~Form to10-K ~~expand~~contains ~~our~~certain ~~market~~forward-looking ~~area~~statements wewithin ~~will~~the ~~need~~meaning toof ~~invest~~the inPrivate ~~additional~~Securities ~~hives~~Litigation ~~and~~Reform ~~associated~~Act ~~equipment~~of 1995. WeFor ~~will~~this ~~also~~purpose ~~have~~any tostatements ~~find~~contained ~~new~~in ~~customers~~this ~~for~~Form ~~our~~10-K ~~pollination~~that ~~services~~are ~~and~~not ~~honey~~statements ~~products. We~~of ~~may~~historical ~~not~~fact may be ~~able~~deemed to ~~successfully~~be ~~manage~~forward-looking statements. Without limiting the ~~risks~~foregoing, ofwords such anas ~~expansion~~“may,” ~~which~~“will,” ~~could~~“expect,” ~~have~~“believe,” a“anticipate,” ~~material~~“estimate” ~~adverse~~or ~~effect~~“continue” onor ~~our~~comparable ~~revenues~~terminology are intended to identify forward-looking statements. These statements by their nature involve substantial risks and uncertainties, ~~earnings~~and actual results may differ materially depending on a variety of factors, ~~cash~~many ~~flows~~of ~~and~~which ~~financial~~are ~~conditions~~not within our control. These factors include but are not limited to economic conditions generally and in the industries in which we may

~~We Are Dependent On The Services Of A Certain Key Officer And The Loss Of His Services Could Harm Our Business.~~8

~~Our~~participate; ~~success~~competition ~~largely~~within ~~depends on the continuing services of~~ our ~~Chairman~~chosen ~~and Chief Executive Officer~~industry, ~~Vladimir~~including ~~Lyashevskiy. Our~~competition ~~continued~~from ~~success~~much ~~also~~larger ~~depends~~competitors; ontechnological ~~our~~advances ~~ability to attract~~ and ~~retain~~failure ~~qualified personnel. We believe that Mr. Lyashevskiy possesses valuable industry knowledge, experience and leadership abilities that would be difficult in the short term~~ to ~~replicate.~~successfully ~~The~~develop ~~loss of him as a key employee could harm our operations,~~ business ~~plans and cash flows~~relationships.

WeResults ~~May Encounter a Conflict~~ of ~~Interest.~~Operations 2013-2014

~~Our~~Analysis ~~sole officer and director and majority shareholder, Vladimir Lyashevskiy controls the operations and business decisions~~ of the ~~company. This~~calendar ~~could~~years ~~create~~ended aDecember ~~conflict~~31, of2013 ~~interest~~through ~~between~~calendar ~~Mr.~~years ~~Lyashevskiy~~ended ~~and~~December ~~the~~31, ~~company~~2014. ~~There is no assurance that conflicts can be avoided or decided in the best interest of the company and its minority shareholders.~~

~~Our~~At ~~Growth~~the ~~Requires~~present ~~Additional~~time ~~Capital,~~we ~~Which~~have ~~May~~no ~~Not~~employees. BeThe ~~Available~~Company utilizes consultants and advisors for various tasks as required.

~~The~~Results beekeeping industry requires significant expenditures for equipment, supplies, bee replenishment and hives. In order to execute our growth strategy, we anticipate that we will need to obtain additional financing as we expand our operations. These funds may be obtained through public or private debt or equity financings, bank borrowings or from strategic alliances or joint ventures. We may not be successful in obtaining additional funds in a timely manner or favorable terms or at all. If we do not have access to additional capital, we may be required to delay, scale back or abandon some or all of ~~our~~Operations ~~growth~~– ~~strategies~~Twelve orMonths ~~reduce~~Ended ~~capital~~December ~~expenditures and the size of our operations and as a result may experience a material adverse affect on our business~~31, ~~results~~2014 ~~of operations and cash flows.~~

~~Our~~We ~~Business~~have experienced losses since inception. We generated $0 in revenues from operations during the period ended December 31, ~~Revenues~~2014, ~~Earnings~~and ~~And~~our ~~Cash~~expenses ~~Flows~~were ~~May~~$166,971 Beplus ~~Adversely~~accrued ~~Affected~~interest Byof ~~Adverse~~$12,853, ~~Weather~~giving ~~Conditions~~us Ora ~~Natural~~net ~~Disasters~~loss for the twelve months ended December 31, 2014 of $179,824. Consulting, legal and accounting fees of $87,601 were the largest expenses during this period, plus $73,500 for stock sold less than par value.

~~Adverse~~Results ~~weather conditions, such as extended periods~~ of ~~rain,~~Operations ~~and~~– ~~natural~~November ~~disasters~~14, ~~such~~2013 as(Inception)- ~~hurricanes,~~December ~~tornadoes~~31, floods and fires, can cause damage to hives. To the extent that natural disasters or adverse weather events occur, our business and results may be adversely affected. To the extent our insurance is not adequate to cover business interruption losses or repair costs resulting from these events, our revenues, earnings and cash flows may be adversely affected. 2013

~~The~~We ~~Penny~~generated ~~Stock~~$0 ~~Rules~~in ~~Could~~revenues ~~Restrict~~from ~~the~~operations ~~Ability~~during ofthis ~~Broker-Dealers~~shortened toperiod ~~Sell~~from ~~Our~~November ~~Shares~~14, ~~Having~~2013 through December 31, 2013. During this time, our expenses were $31,752, plus accrued interest of $625, giving us a ~~Negative~~net ~~Effect~~loss onof ~~Our~~$32,377. ~~Offering~~Legal, consulting and accounting fees were $28,080.

~~The~~Liquidity SEC has adopted penny stock regulations which apply to securities traded over-the-counter. These regulations generally define penny stock to be any equity security that has a market price of less than $5.00 per share or an equity security of an issuer with net tangible assets of less than $5,000,000 as indicated in audited financial statements, if the corporation has been in continuous operations for less than three years. Subject to certain limited exceptions, the rules for any transaction involving a penny stock require the delivery, prior to the transaction, of a risk disclosure document prepared by the SEC that contains certain information describing the nature and ~~level~~Capital ofResources risk associated with investments in the penny stock market. The broker-dealer also must disclose the commissions payable to both the broker-dealer and the registered representative and current quotations for the securities. Monthly account statements must be sent by the broker-dealer disclosing the estimated market value of each penny stock held in the account or indicating that the estimated market value cannot be determined because of the unavailability of firm quotes. In addition, the rules impose additional sales practice requirements on broker-dealers who sell such securities to persons other than established customers and institutional accredited investors (generally institutions with assets in excess of $5,000,000). These practices require that, prior to the purchase, the broker-dealer determined that transactions in penny stocks were suitable for the purchaser and obtained the purchaser’s written consent to the transaction. If a market for our common stock does develop and our shares trade below $5.00 per share, it will be a penny stock. Consequently, the penny stock rules will likely restrict the ability of broker-dealers to sell our shares and will likely affect the ability of purchasers in the offering to sell our shares in the secondary market. Trading in our common stock will be subject to the “penny stock” rules. Due to the thinly traded market of these shares investors are at a much higher risk to lose all or part of their investment. Not only are these shares thinly traded but they are subject to higher fluctuations in price due to the instability of earnings of these smaller companies. As a result of the lack of a highly traded market in our shares investors are at risk of a lack of brokers who may be willing to trade in these shares.

7We have $25,554 cash on hand. Our current liabilities are $328,621 which includes $13,478 in accrued interest, and $251,077 in notes payable, and our current assets were $22,554 leaving us with a working capital deficit of $303,067. Accordingly, our ability to initiate our plan of operations and continue as a going concern is currently dependent on our ability to either generate significant new revenues or raise external capital.

~~ITEM~~RECENT ~~1B.~~ACCOUNTING ~~UNRESOLVED STAFF COMMENTS.~~PRONOUNCEMENTS

~~None~~See Note 2 to the consolidated financial statements in Part II of this Annual Report on Form 10-K for information related to new accounting pronouncements.

~~ITEM~~OFF-BALANCE 2.SHEET ~~PROPERTIES.~~ARRANGEMENTS

We The doCompany ~~not~~has ~~currently own any property. We utilize office space in the residence of our President at~~ no ~~cost. We~~off-balance ~~will~~sheet ~~not seek independent office space until we pursue a viable business opportunity and recognize income~~arrangements.

ITEM 38. ~~LEGAL~~FINANCIAL ~~PROCEEDINGS.~~STATEMENTS

~~The~~As used herein, the term "Company" isrefers ~~not~~to ~~the~~Fitweiser ~~subject~~Holdings, ofInc., ~~any~~a ~~pending~~Nevada ~~legal~~corporation. Consolidated, ~~proceedings;~~audited, and tocondensed financial statements include a balance sheet for the ~~knowledge~~years ofending ~~management~~December 31, 2014 noand ~~proceedings~~December ~~are~~31, ~~presently~~2013, ~~contemplated~~as ~~against~~well ~~the~~as ~~Company~~audited bystatements ~~any~~of ~~federal~~income, ~~state~~and orcash ~~local governmental agency~~flows.

~~Further, to the knowledge of management, no director or executive officer is party to any action in which any has an interest adverse to the Company.~~9

~~ITEM~~John 4.Scrudato ~~SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.~~CPA

~~None.~~CERTIFIED PUBLIC ACCOUNTING FIRM

~~PART~~Report IIof Independent Registered Public Accounting Firm

~~ITEM~~Board 5.of ~~MARKET~~Directors ~~FOR~~and ~~REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.~~Stockholders

~~Market~~Fitweiser ~~Information~~Holdings, Inc. (Formerly Royal Bees Corporation, Inc.)

~~Our~~We ~~common~~have ~~stock~~audited isthe ~~not~~accompanying ~~currently~~balance ~~listed~~sheets onof ~~any~~Fitweiser ~~exchange~~Holdings, Inc.(Formerly Royal Bees Corporation, Inc.) (“the Company”) as of December 31, 2014 and ~~there~~2013 and ~~was~~the ~~not~~related anstatements ~~active~~of ~~market~~operations, stockholders' equity, and nocash ~~trading~~flows ~~volume~~for ~~during~~the ~~fiscal~~year ended December 31, 2014 and the period November 14, 2013(inception) through December 31, 2013. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

~~Holders~~We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal controls over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

AsIn ofour ~~February 3~~opinion, ~~2014,~~the ~~there~~financial ~~were~~statements ~~approximately~~referred 25to ~~shareholders~~above ofpresent ~~record holding 10~~fairly,~~855,000~~ ~~shares~~in ofall ~~common~~material ~~stock.~~respects, ~~The~~the ~~holders~~financial position of ~~common~~Fitweiser ~~stock~~Holdings, ~~are~~Inc. ~~entitled~~(Formerly toRoyal ~~one~~Bees ~~vote~~Corporation, ~~for~~Inc.) as ~~each share held~~ of ended ~~record~~December on31, ~~all~~2014 ~~matters~~and ~~submitted~~2013 toand athe ~~vote~~results of ~~stockholders.~~its ~~Holders~~operations, ofstockholders' ~~the~~equity, ~~common~~and ~~stock~~its ~~have~~cash noflows ~~preemptive~~for ~~rights~~the ~~and~~year noended ~~right~~December to31, ~~convert~~2014 ~~their~~and ~~common~~the ~~stock~~period ~~into~~November ~~any~~14, ~~other~~2013(inception) ~~securities.~~through ~~There~~December ~~are~~31, no2013, ~~redemption~~in orconformity ~~sinking~~with ~~fund~~accounting ~~provisions~~principles ~~applicable~~generally toaccepted in the ~~common~~United ~~stock~~States.

~~Dividends~~The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3, the Company has incurred significant losses since inception of $212,201 and has a working capital deficit. These factors raise substantial doubt about the Company's ability to continue as a going concern. Management's plans in regard to these matters are also discussed in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

We have not paid, nor declared, any cash dividends since our inception and do not intend to declare any such dividends in the foreseeable future. Our ability to pay cash dividends is subject to limitations imposed by Nevada law. Under Nevada law, cash dividends may be paid to the extent that a corporation’/s/ ~~assets~~John ~~exceed~~Scrudato ~~its liabilities and it is able to pay its debts as they become due in the usual course of business.~~CPA

~~Securities~~Califon, ~~Authorized~~New ~~for Issuance Under Equity Compensation Plans~~Jersey

~~None.~~March 23, 2015

~~Recent~~7 ~~Sales~~Valley orView ~~Purchases~~Drive ofCalifon, ~~Unregistered~~New ~~Securities~~Jersey 07830 (908)534-0008

~~None.~~Registered Public Company Accounting Oversight Board Firm

~~ITEM 6. SELECTED FINANCIAL DATA.~~10

Since we are a “smaller reporting company,” as defined by SEC regulation, we are not required to provide the information required by this Item.



FITWEISER HOLDINGS, INC.
(FORMERLY ROYAL BEES COMPANY, INC.)
Balance Sheet
		12/31/14		12/31/13
		Audited		Audited
ASSETS
CURRENT ASSETS
Cash	$	25,554	$	63,063
Deposits		20,866		7,500
TOTAL CURRENT ASSETS		46,420		70,563
Intangible Assets		155,855		0

TOTAL ASSETS	$	202,275	$	70,563

LIABILITIES AND EQUITY
CURRENT LIABILITIES
Accounts payable and accrued expenses	$	64,064	$	26,815
Accrued interest		13,478		625
Short term notes payable		251,079		75,000
TOTAL CURRENT LIABILITIES		328,621		102,440
LONG-TERM DEBT - None		0		0

TOTAL LIABILITIES		328,621		102,440
COMMITMENTS AND CONTINGENCIES
FITWEISER HOLDINGS, INC.SHAREHOLERS' DEFICIT
Common Stock, $0.001 par value; 200,000,000 and 75,000,000 shares authorized 12/31/14 and 12/31/13 respectively;
85,855,000 and 500,000 issued and outstanding 12/31/14 and 12/31/13		85,855		500
Accumulated deficit		(212,201)		(32,377)
TOTAL EQUITY(DEFICIT)		(126,346)		(31,877)

TOTAL LIABILITIES, AND EQUITY(DEFICIT)	$	202,275	$	70,563

“The accompanying notes are an integral part of these consolidated financial statements."

~~ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.~~11



FITWESIER HOLDINGS, INC.
(FORMERLY ROYAL BEES COMPANY, INC.)
Statement of Operations
				For the Year Ended 12/31/14				For the Period 11/14/13(Inception) to 12/31/13
				Audited				Audited

REVENUES	$	0			$	0

OPERATING EXPENSES		166,971				31,752

NET INCOME(LOSS) FROM OPERATIONS		(166,971)				(31,752)

OTHER INCOME (EXPENSE)
Interest expense		(12,853)				(625)

TOTAL OTHER INCOME (EXPENSE)		(12,853)				(625)

INCOME (LOSS) FROM OPERATIONS

BEFORE INCOME TAXES		(179,824)				(32,377)
Income taxes		0				0

NET INCOME (LOSS)	$	(179,824)			$	(32,377)

BASIC INCOME (LOSS) PER SHARE
Basic Income (Loss) Per Share	$	0			$	0
BASIC & DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING			75,412,000				500,000

“The accompanying notes are an integral part of these consolidated financial statements."

~~FORWARD-LOOKING STATEMENTS~~12

The statements made below with respect to our outlook for fiscal 2011 and beyond represent “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934 and are subject to a number of risks and uncertainties. These include, among other risks and uncertainties, whether we will be able to generate sufficient cash flow from our operations or other sources to fund our working capital needs, maintain existing relationships with our lender, successfully introduce and attain market acceptance of any new products, attract and retain qualified personnel both in our existing markets and in new territories in an extremely competitive environment, and potential obsolescence of our technologies.



FITWEISER HOLDINGS, INC.
(FORMERLY ROYAL BEES COMPANY, INC.)
Statement of Cash Flows
		For the Year Ended 12/31/14		For the Period 11/14/13(Inception) to 12/31/13
		Audited		Audited
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	(179,824)	$	(32,377)
Common stock issued for services		73,500		0
(Increase) decrease in other assets		(13,366)		(7,500)
Increase (decrease) in accounts payable		(1,150)		3,015
Increase (decrease) in accounts payable related party		(1,421)		7,500
Increase (decrease) in accrued expenses		45,900		16,300
Increase (decrease) in accrued interest		12,853		625
NET CASH USED IN OPERATING ACTIVITIES		(63,508)		(12,437)

CASH FLOWS FROM INVESTING ACTIVITIES

Acquisition of intangible assets		(155,855)		0

NET CASH PROVIDED (USED) IN INVESTING ACTIVITIES		(155,855)		0

CASH FLOWS FROM FINANCING ACTIVITIES

Stock issued for acquisition		10,855		0
Proceeds from notes payable		170,000		75,000
Proceeds of sale of common stock		1,000		500

NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES	$	181,855	$	75,500

NET INCREASE (DECREASE) IN CASH		(37,508)		63,063

CASH, BEGINNING OF PERIOD		63,063		0

CASH, END OF PERIOD	$	25.554	$	63,063

In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “could,” “would,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “projects,” “predicts,” “potential” and similar expressions intended to identify forward-looking statements. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by such forward-looking statements. Given these uncertainties, you should not place undue reliance on these forward-looking statements. Also, these forward-looking statements represent our estimates and assumptions only as of the date of this report. Except as otherwise required by law, we expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement contained in this report to reflect any change in our expectations or any change in events, conditions or circumstances on which any of our forward-looking statements are based. We qualify all of our forward-looking statements by these cautionary statements.13

Results of Operations



FITWEISER HOLDINGS, INC.
(FORMERLY ROYAL BEES COMPANY, INC.)
Statement of Cash Flows (Continued)
	For the Year Ended 12/31/14	For the Period 11/14/13(Inception) to 12/31/13
	Audited	Audited


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Interest paid	$ 0	$ 0
Income taxes paid	$ 0	$ 0
SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITIES
Common stock issued	$ 73,500	$ 0


"The accompanying notes are an integral part of these consolidated financial statements."

~~Years Ended December 31, 2013 and December 31, 2012~~14

~~For~~FITWEISER ~~the year ended December 31~~HOLDINGS, ~~2013, we had net sales of $17,971 with cost of goods sold at $19,252 for a gross loss of $1,281~~INC. ~~Our~~ ~~expenses~~STATEMENT ~~included~~OF ~~consulting~~SHAREHOLDERS' ~~fees~~EQUITY ~~of $2,114, professional fees of $37,273, general and administrative expenses of $11,894 and interest expense of $10,404 resulting in a net loss from operations of $~~(~~62,966~~DEFICIT)~~. For~~ ~~the~~(FORMERLY ~~year~~ROYAL ~~ended~~BEES ~~December 31~~COMPANY, ~~2012, we had net sales of $48,968 with a cost of goods sold at $25,554 for a gross profit of $23, 414~~INC. Our expenses included consulting fees of $20,130, professional fees of $24,676, general and administrative expenses of $17,324 and interest expense of $7,760 resulting in a net loss from operations of $(46,476). ~~Our~~For ~~gross honey sales for 2013 were 36.70% of gross sales for 2012. We had a very small remaining inventory to sell in 2013, becase we had no honey yield in 2012 and only 65 hives producing honey to begin~~ the year. Our honey yield per hive was 12.31 pounds in 2013 and -0- in 2012. Our Cost of sales decreased 24.66%, including amortization of capitalized hive construction costs and vehicle and equipment depreciation of $17,317 and $21,283 for the years ended December 31, ~~2013~~2014 and ~~2012 respectively, primarily because we had many fewer hives to feed, medicate and maintain. Even though our cost of feeding, medicating, maintaining and growing~~ the ~~hives~~period ~~increased~~November ~~by 46.88%~~11, we2013(Inception) ~~increased our hives from 65 at December 31, 2012~~ to ~~205 at~~ December 31, 2013. ~~Our professional fees increased by 51% due to additional compliance filings, and our general and administrative expenses decreased by 31.35%.~~ "Audited"

Our sales decreased 63.3% in 2013 as compared to 2012, this was a result of no honey yield in 2012, a small honey inventory remaining at December 31, 2012, and drastically reduced hives and honey production in 2013. We started out 2012 with 270 hives. We ended with 65 hives and no honey yield. We started out 2013 with 65 hives and small amounts of honey inventory. We ended 2013 with 205 hives and a yield of 800 pounds of honey, which we completely sold out of as of December 31, 2013. Barring inclement weather or other unforeseen circumstances which could affect hive colonies, we anticipate a healthy honey yield for 2014.


					Additional
	Common Stock				Paid in		Accumulated
	Shares		Amount		Capital		Deficit		Total

Balance 11/14/13	0	$	0	$	0	$	0	$	0

Common stock issued
for services	500,000				500		0		500
Net income for the year
ended 12/31/13	0		0		0		(32,377)		(32,377)

Balance 12/31/13	500,000		0		500		(32,377)		(32,377)
Common stock issued for acquisition	10,855,000		0		0
Common stock issued for services	74,500,000		0		1,000,000
Net income for the year
ended 12/ 31/14	85,355,0000		0		1,000,000		(179,824)		(179,824)

Balance 12/31/14	85,855,000	$	0	$	1.500,000	$	(212,201)	$	(212,201)
“The accompanying notes are an integral part of these financial statements.”

~~Years Ended December 31, 2012 and December 31, 2011~~15

~~For~~FITWEISER ~~the year ended December 31~~HOLDINGS, ~~2012, we had net sales of $48,968 with cost of goods sold at $25,554 for a gross profit of $23,414~~INC. ~~Our~~ expenses included consulting fees of $20,130, professional fees of $24,676, general and administrative expenses of $17,324 and net interest expense of $7,760 resulting in a net loss from operations of ($46,476). For the year ended December 31, 2011, we had net sales of $25,361 with cost of goods sold at $19,347 for a gross profit of $6,014. Our expenses included consulting fees of $6,542, professional fees of $16,814, general and administrative expenses of $20,352, and net interest expense of $6,055 and interest income of $1, resulting in a net loss from operations of ($43,748). Consulting fees were paid to our sole officer and director for his services and expertise in beekeeping.

~~Our~~(FORMERLY ~~sales~~ROYAL ~~increased~~BEES ~~93.1%~~COMPANY, ~~in 2012 as compared to 2011; this was a result of increased honey production of 2011~~INC.)

~~Liquidity~~Notes ~~and~~to ~~Capital~~the ~~Resources~~Consolidated Financial Statements

WeAs ~~have $216 cash on hand with $878 in current inventory. Our fixed assets less accumulated depreciation and amortization consist~~ of ~~vehicles,~~December ~~equipment and hives for 11~~31,~~957~~ ~~for~~2013 ~~total assets of $13,051. Our liabilities include accounts payable-trade of $6,570, accrued interest of $27,125,~~ and ~~long term notes payable of $123,370 for $157,065 in total liabilities.~~2014

9NOTE 1 - RECENT COMPANY BACKGROUND

AFitweiser, ~~various~~Inc. ~~times~~was ~~the~~incorporated ~~Company~~on ~~found~~November it14, ~~necessary~~2013 toin ~~borrow~~the ~~funds~~state ~~from~~of Nevada. It completed a ~~third~~Share ~~party~~Exchange toAgreement ~~continue~~with ~~operations~~Royal Bees Company, Inc. ~~These~~ ~~notes~~(Royal ~~bear~~Bees), ~~simple~~a ~~interest~~Nevada ofcorporation 10wherein Royal Bees exchanged approximately 83 % of its total issued and ~~are~~outstanding ~~due~~common stock for 100% of Fitweiser Inc. issued and ~~payable~~outstanding ~~December~~common 31stock in a tax free exchange on May 28, 2014. As ofThe ~~December~~surviving 31company changed its name to Fitweiser Holdings, ~~2013~~Inc. ~~and~~(the ~~2012~~“Company”, ~~notes~~“We”, ~~payable~~“Our”). toThe Company is a ~~third~~developing ~~party~~stage ~~total~~entity ~~$123,370~~that is engaged in the development and ~~$86,612~~monetization ~~respectively~~of intellectual property worldwide. The ~~accrued~~Company’s ~~interest~~Intellectual onproperty ~~these~~(IP) ~~notes~~portfolio asconsist of ~~December~~in-process ~~31,~~patent ~~2013~~applications and ~~2012~~an ~~was~~agreement ~~$10~~to acquired patents covering analog and digital wireless communications and telecom,~~343~~ mobile technologies, security strategies and ~~$16~~internet search and storage for business,~~782~~ ~~respectively~~consumer and government clientele. The Company’s patent applications are being developed internally. The company filed for three patents during the third quarter 2014.

AsNOTE of2 ~~December~~- ~~31,~~SIGNIFICANT ~~2013~~ACCOUNTING ~~and~~POLICIES ~~2012, the Company recorded interest expense of $10,404 and $7,760 respectively.~~

~~During~~Basis ~~the~~of ~~period~~Presentation ~~ended~~and ~~December~~Use ~~31,~~of ~~2013~~Estimates ~~and~~in ~~2012,~~ the ~~Company~~Financial ~~paid our sole officer/director and major shareholder $2,114 and $20,130 for consulting fees and reimbursements for construction materials and office supplies.~~Statements

AtPreparation ~~the beginning~~ of ~~2012,~~the ~~we had 270 hives and anticipated continued growth in honey production and honey sales. However, inclement weather severely impacted our bee~~Company’s ~~ability~~financial tostatements ~~produce honey. There was no honey yield~~ in ~~2012. We~~conformity ~~sold~~with ~~our~~accounting ~~2011~~principles ~~honey~~generally ~~inventory~~accepted ~~during~~in ~~2012~~the ~~and~~United ~~capitalized~~States onof ~~the~~America ~~tightened~~(“GAAP”) ~~honey~~requires ~~marketplace~~management to ~~maximize~~make ~~sales~~estimates ~~to both wholesale~~ and ~~retail~~assumptions ~~customers. At~~that ~~December~~affect ~~31,~~reported ~~2012~~amounts weof ~~had~~assets 65and ~~hives.~~liabilities Atand ~~December~~disclosure ~~31,~~of ~~2013,~~contingent weassets ~~had 205 hives, due to meticulous~~ and ~~careful~~liabilities ~~feeding~~at ~~and medicating~~ the ~~bees.~~date Weof ~~are still in~~ the ~~process~~financial ofstatements ~~feeding~~ and ~~medicating~~ the ~~bee~~reported ~~colonies~~amounts toof ~~continue~~revenues ~~to build our colonies. We do not have any secured creditors~~ and doexpenses ~~not~~during ~~anticipate~~the ~~using~~reporting ~~any~~period. ofActual ~~our~~results ~~assets~~could todiffer ~~secure~~from ~~credit~~those ~~at the present time~~estimates.

WeCash ~~anticipate~~in ~~that~~Excess ~~our future liquidity requirements will arise from the need to fund our growth from operations, pay current debt obligations and future capital expenditures. The primary sources~~ of ~~funding~~FDIC ~~for~~Insured such requirements are expected to be cash generated from operations and raising additional funds from the private sources and/or debt financing. However, we can provide no assurances that we will be able to generate sufficient cash flow from operations and/or obtain additional financing on terms satisfactory to us, if at all, to remain a going concern. Our continuation as a going concern is dependent upon our ability to generate sufficient cash flow to meet our obligations on a timely basis and ultimately to attain profitability. See “Note 2 – Going Concern” in our financial statements for additional information as to the possibility that we may not be able to continue as a “going concern.”Limits

~~Our internal liquidity is provided by our operations.~~ The Company ismaintains ~~dependent~~its oncash ~~additional~~in ~~funding~~bank todeposit ~~adequately~~accounts ~~implement~~that, ~~its~~at ~~growth~~times, ~~plan.~~may ~~The~~exceed ~~Company~~federally ~~will~~insured ~~seek~~limits. ~~capital~~Accounts ~~investment,~~are ~~through~~guaranteed ~~private~~by ~~placement~~the ofFederal ~~its~~Deposit ~~common~~Insurance ~~stock~~Corporation or(FDIC) ~~through~~up ~~debt~~to ~~arrangement~~certain limits. ~~The~~At ~~Company~~December ~~has~~31, ~~historically~~2014, ~~received~~the ~~temporary~~Company's ~~debt~~cash ~~arrangements~~on ~~from~~deposit awas ~~shareholder~~not toin ~~bridge~~excess ~~temporary~~of ~~cash~~FDIC ~~needs,~~insured ~~however~~limits. ~~the~~The ~~shareholder~~Company has nonot ~~obligation~~experienced toany ~~continue~~losses ~~this~~in ~~arrangement~~such accounts.

WeNo ~~estimate~~Items that cash flow from operations will not be sufficient to meet our immediate capital needs for the next twelve months and we will seek additional funding through loans or equity sales. Based on our burn rate of ~~approximately~~Other ~~$2,000~~Comprehensive ~~per~~Income month we may require up to $25,000 of additional capital depending on weather conditions during pollination season. We also have $123,370 in outstanding loans and $27.125 in accrued interest that are due and payable on December 31, 2014. We will need additional capital to pay off these loans unless we can negotiate extensions. Even with an extension of time to pay off our loans, it is likely we will need to raise additional capital to service our debt. We are not presently engaged in any capital raising activities but we anticipate we may engage in one or more private offerings of our common stock in the future to raise any needed capital. We may not be able to attract additional capital at favorable rates and may have to sell additional shares at prices lower than what our current shareholders paid for their shares. If we are not able to raise additional capital when needed and are unable to meet our capital requirements from current cash flows, our business may fail.Loss

The ~~capital~~Company ~~resources~~has ofno ~~the~~items ~~company~~of ~~are~~other ~~limited~~comprehensive ~~from~~income aor ~~cash~~loss ~~perspective~~for ~~and~~ the ~~company~~period ~~has~~from ~~not~~November ~~established any lines of credit with any banks~~14, ~~however~~2013 it(inception) ~~will consider doing so~~ to ~~fund~~December ~~operations~~31, ~~until significant capital is obtained~~2014. Therefore, In the ~~event~~net aloss ~~supplier~~as orpresented ~~lender~~in ~~requires~~the ~~additional~~Company’s ~~credit~~Statement toof ~~obtain~~Operations ~~equipment~~equals orcomprehensive ~~other business supplies, our officer and director is willing to extend their credit to accomplish the purchase~~loss.

~~The~~Income Company’s management and Board discussed and decided that, while the expansion of its business provides the benefits of diversification and support along with additional revenue streams, it was still not providing sufficient cash flows to facilitate the Company’s principal objective of expanding. Accordingly, the Company’s Board and management decided to undertake the filing of an S-1 Registration Statement with the Securities and Exchange Commission to register the current issued and outstanding shares to make an investment in the Company more attractive to future potential investors.Taxes

~~Off-Balance~~Income ~~Sheet~~taxes ~~Arrangements~~will be provided for the tax effects of transactions reported in the financial statements and will consist of taxes currently due plus deferred taxes resulting from temporary differences. Valuation allowances will be established when necessary to reduce deferred tax assets to the amount expected to be realized.

WeThe doCompany ~~not~~adopted ~~have~~the ~~any~~provisions ~~off-balance~~of ~~sheet~~FASB ~~arrangements~~ASC ~~that~~740 ~~have~~“Income orTaxes” ~~are~~(ASC ~~reasonably~~740). ~~likely~~A toreconciliation ~~have~~of athe ~~current~~beginning orand ~~future~~ending ~~material~~amount ~~effect~~of onunrecognized ~~our~~tax ~~consolidated~~benefits ~~financial~~has ~~condition~~not been provided since there is no unrecognized tax benefit at December 31, ~~results~~2014. ofThe ~~operations~~Company has not recognized interest expense or ~~liquidity~~penalties as a result of the implementation of ASC 740.

10Loss Per Share

~~ITEM~~Basic 7Aloss per share is computed by dividing net loss attributable to common stockholders by the weighted average common shares outstanding for the period. At ~~QUANTITATIVE~~December ~~AND~~31, ~~QUALITATIVE~~2014, ~~DISCLOSURES~~the ~~ABOUT~~Company ~~MARKET~~did ~~RISK~~not have any potentially dilutive common shares.

~~Since~~Fair weValue ~~have no assets and do not have any investments in eligible portfolio companies there is no quantitative information, as~~ of ~~the~~Financial ~~end of December 31, 2013, about market risk that has any impact on our present business. Once we begin making investments in eligible portfolio companies there will be market risk sensitive~~ instruments ~~and we will disclose the applicable market risk information at that time~~

~~ITEM~~The 8.Company ~~FINANCIAL~~measures ~~STATEMENTS~~fair ~~AND~~value ~~SUPPLEMENTARY~~based ~~DATA~~on the prices 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. Fair value measurements are based on a three tier hierarchy that prioritizes the inputs used to measure fair value, using quoted prices in active markets for identical assets (Level 1); significant other observable inputs

~~The required financial statements are included following the signature page of this Form 10-K.~~16

FITWEISER HOLDINGS, INC.

(FORMERLY ROYAL BEES COMPANY, INC.)

Notes to the Consolidated Financial Statements

As of December 31, 2013 and 2014

(Level 2); and significant unobservable inputs (Level 3). At December 31, 2014, the Company's financial instruments are cash held on deposit, trade payables and the short term note payable which are Level 2 in the fair value hierarchy. The carrying amounts of the financial instruments are reasonable estimates of their fair values due to their short term nature.

Recent Accounting Pronouncements

On June 10, 2014, the FASB issued , Development Stage Entities (Topic 915) – Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation, which eliminates the concept of a development stage entity (DSE) in its entirety from current accounting guidance. The Company has elected early adoption of this new standard.

The Company has implemented all other new accounting pronouncements that are in effect and that may impact its consolidated financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

NOTE 3 - GOING CONCERN

As reported in the consolidated financial statements, the Company has an accumulated deficit of $212,201 as of December 31, 2014. and has cash flow constraints with no current revenue stream. These factors create uncertainty about the Company's ability to continue as a going concern. If the Company is unable to obtain adequate capital it could be forced to cease operations.

In order to continue as a going concern, develop and generate revenues and achieve a profitable level of operations, the Company will need, among other things, additional capital resources. Management's plans to obtain such resources for the Company include raising additional capital through sales of common stock, and entering into acquisition agreements with profitable entities with significant operations. In addition, management is continually seeking to streamline its operations and expand the business through a variety of industries. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 4 - EARNINGS PER SHARE

The following table sets forth the information used to compute basic and diluted net income per share attributable to Fitweiser Holdings, Inc. for the year ended December 31, 2014 and the period November 14, 2013(Inception) to December 31, 2013 (there are no warrants, stock options or convertible notes):


	12/31/2014	12/31/2013

Net Income (Loss)	$ (179,824)	$ (32,377)

Weighted-average common stock	75,412,000	500,000

FITWEISER HOLDINGS, INC.

(FORMERLY ROYAL BEES COMPANY, INC.)

Notes to the Consolidated Financial Statements

As of December 31, 2013 and 2014

NOTE 5 - FIXED ASSETS



Fixed assets consist of the following ,$:

For the Periods Ended,	12/31/2014	12/31/2013

Furniture and fixtures	$ 0	$ 0
Computers and software	0	0
Patents and other Intangibles	155,855	0
	155,855	0
Accumulated depreciation	0	0
Current depreciation expense	0	0
	0	0

Net fixed assets	$ 155,855	$ 0

NOTE 6 - RELATED PARTY TRANSACTIONS

Upon incorporation, the founder of the Company, who is also the CEO and Chairman, purchased 500,00 shares of the company’s common stock for a total of $500 at a per share cash price of $0.001. On February 18, 2014 Red Rock Servicing purchased 1,000,000 shares of the company’s common stock for a total $1,000 at a per share cash price of $0.001.

In July 2014, the CEO consulting agreement was extended to May 28, 2015. Some provisions are to defer or pay the CEO for his consulting services and health benefits depending on how and when financing can be secured.

In the third quarter, Rudy Campidonica, CEO, paid two invoices to two vendors for legal fees on behalf of the company totaling $5,526.00 with the promise by the company to reimburse him by year end; this was done on January 2, 2015.

The Company has agreed to the terms of a technology assignment agreement with an individual who is the owner of two patent applications which will be treated as purchased intangible assets upon its completion. The technology assignment agreement was originally negotiated by an entity owned by the CEO of the Company, which is a related party. As consideration for negotiating the agreement, and in concert with the Company entering into the technology assignment with the patent application holder, the Company simultaneously entered into a release agreement with the entity owned by the CEO of the Company which released all rights and claims the entity owned by the CEO had to the patent applications. As consideration for the release all rights and claims, the entity owned by the CEO of the company received a non-refundable deposit of $7,500. Additionally, if the Company is able to successfully execute the technology assignments agreement, which is to be completed on or before July 31, 2014, the entity owned by the CEO will receive $67,500 within five business days of the execution of the technology assignment agreement. This agreement was extended to pay the entity $17,500 in the event the company closes any new round of debt and/or equity financing of $200,000 or more. Additionally, the company and the entity agreed to extend the July 31, 2014 date to May 28, 2015. The entity owned by the CEO of the Company will also receive a royalty and lump-sum payment on the future commercial product sales similar to the seller of the intellectual property. The initial payment of $7,500 was satisfied in January 2014 and is presented as a related party payable on the balance sheet at December 31, 2013.

FITWEISER HOLDINGS, INC.

(FORMERLY ROYAL BEES COMPANY, INC.)

Notes to the Consolidated Financial Statements

As of December 31, 2013 and 2014

During January 2014 the company completed the following related party transactions which were classified as expense by the company. In July 2014, the consulting agreements for Soriano, Tuthill, Jason Campidonica, Red Rock Servicing, Langdon, and O’Hara were extended from January 31, 2015 to May 28, 2015, with provisions to pay the consultants in stock in the event that the company has not completed a Qualified Round of Financing of $1,500,000 or more by January 31, 2015; these provisions were not exercised by the company.


	Consulting Shares
	Authorized	Consulting fees
Michael Soriano	7,450,000	500
Steve Tuthill	7,450,000	500
Jason Campidonica	800,000	800
Red Rock Servicing	6,450,000	-
John Rosati	150,000	-
Michael Hensley	150,000	50
J. Scott Buono	50,000	50
Harry Tachian	50,000	50
Rudy Campidonica	40,500,000	500
Harry L Langdon	7,450,000	500
Mary O'Hara	3,000,000	500

FITWEISER HOLDINGS, INC.

(FORMERLY ROYAL BEES COMPANY, INC.)

Notes to the Consolidated Financial Statements

As of December 31, 2013 and 2014

NOTE 7 – NOTES PAYABLE,$


Notes payable consist of the following for the periods ended;	12/31/2014	12/31/2013

Promissory note from a third party dated November 29, 2013 with interest rate stated at 10%. Interest and principal due at December 1, 2014.An extension was signed with principal and Interest due July 30, 2015	75,000	75,000

A Revised Promissory Note for an additional $25,000 was signed in December 2014 with principal and interest (8%) due July 30, 2015	25,000	0

Assumed a $145,000 loan from World Ventures that was held by Royal Bees as part of the Share Exchange Agreement between Royal Bees and Fitweiser Holdings .Interest rate is 6% and is due for both principal and interest May 28, 2015.	145,000

Short term unsecured loan in September 2014 from the CEO to pay $6079 mostly for legal work. It was paid off January 2,2015.	6079	0

Total Notes Payable	251,079	0

Less Current Portion	251,079	0

Long Term Notes Payable	$ 0	$ 0

Accrued interest on these notes totaled as of 12/31/14 is $12,348.

NOTE 8 - COMMITMENTS AND CONTINGENCIES

The company current has no commitments or contingencies that require reporting, other than Note 6 above.

NOTE 9 - NOTES RECEIVABLE

There are no notes receivable.

NOTE 10 – INCOME TAXES

The Company accounts for income taxes under ASC Topic 740 (SFAS No. 109) Under this method, deferred tax assets and liabilities are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized.

The Company adopted the provisions of FASB ASC 740-10 “ Uncertainty in Income Taxes ” (ASC 740-10), on January 1, 2007. The Company has not recognized a liability as a result of the implementation of ASC 740-10. A reconciliation of the beginning and ending

FITWEISER HOLDINGS, INC.

(FORMERLY ROYAL BEES COMPANY, INC.)

Notes to the Consolidated Financial Statements

As of December 31, 2013 and 2014

amount of unrecognized tax benefits has not been provided since there is no unrecognized benefit since the date of adoption. The Company has not recognized interest expense or penalties as a result of the implementation of ASC 740-10. If there were an unrecognized tax benefit, the Company would recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses.

Currently the Company has projected $212,201 as of December 31, 2014 in Net Loss Operating Loss carryforwards available. The benefits of the potential tax savings will be recognized in the financial statements upon the acquisition or development of revenue source to apply against these losses. The company recognizes that the Internal Revenue Service has the final determination of the NOL available going forward and that amount may be significantly different from that recorded to date.

The net operating loss carry forwards for federal income tax purposes will expire between 2015 and 2029. Generally, these can be carried forward and applied against future taxable income at the tax rate applicable at that time. We are currently using a 35% effective tax rate for our projected available net operating loss carryforward. However, as a result of potential stock offerings and stock issuance in connection with potential acquisitions, as well as the possibility of the Company not realizing its business plan objectives and having future taxable income to offset, the Company’s use of these NOLs may be limited under the provisions of Section 382 of the Internal Revenue Code of 1986, as amended. The Company is in the process of evaluating the implications of Section 382 on its ability to utilize some or all of its NOLs.

Components of Net Operating Loss and Valuation allowance are as follows



Net deferred tax assets consist of the following components as of

	12/31/2014	12/31/2013

Deferred tax assets:
Beginning NOL Carryover	32,377	0
Adjusted Taxable Income(loss)	179,824	32,377
Ending NOL Carryover	212,201	32,377
Tax Benefit Carryforward	72,148	11,008
Valuation allowance	(72,148)	(11,008)

Net deferred tax asset	0	0
Net Valuation Allowance	$ (72,148)	$ (11008)

In accordance with FASB ASC 740 “Income Taxes”, valuation allowances are provided against deferred tax assets, if based on the weight of available evidence, some or all of the deferred tax assets may or will not be realized. The Company has evaluated its ability to realize some or all of the deferred tax assets on its balance sheet and has established a valuation allowance in the amount of $72,148 at December 31, 2014 and $11,008 at December 31, 2013. The allowance is calculated as equal to the full potential tax benefit of the December 31, 2014 NOL value of $212,201.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

~~The~~We ~~Company~~have ~~has~~ had no disagreements on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures with ~~its~~any ~~certified~~of ~~public~~our accountants ~~with~~for ~~respect~~the toyear ~~accounting~~ended ~~practices~~December 31, 2014 or ~~procedures~~any interim period. We have not had any other changes in nor have we had any disagreements, whether or not resolved, with our accountants on accounting and financial ~~disclosure~~disclosures during our recent fiscal year or any later interim period.

ITEM 9A~~(T)~~. CONTROLS AND PROCEDURES.

~~(a)~~ Evaluation of Disclosure Controls and Procedures. Our management, with the participation of our President, evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, our President concluded that our disclosure controls and procedures as of the end of the period covered by this report were effective such that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our management, including our President, as appropriate to allow timely decisions regarding disclosure. A controls system cannot provide absolute assurance, however, that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. We believe our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives and our principal executive officer and principal financial officer concluded that our disclosure controls and procedures are effective.

~~Management’s~~We ~~Annual~~maintain ~~Report~~disclosure oncontrols ~~Internal~~and ~~Control~~procedures ~~over~~(as ~~Financial~~defined ~~Reporting. Our~~in ~~management~~Rules is13a-15(e) ~~responsible~~and ~~for~~15d-15(e) ~~establishing~~of ~~and~~the ~~maintaining~~Securities ~~adequate~~Exchange ~~internal~~Act ~~control~~of ~~over~~1934, ~~financial~~as ~~reporting~~amended (asthe ~~defined~~“Exchange Act”) that are designed to be effective in ~~Rule 13a-15(f)~~providing reasonable assurance that information required to be disclosed in our reports under the Exchange Act). ~~Our~~is ~~internal~~recorded, ~~control~~processed, ~~over~~summarized ~~financial~~and ~~reporting~~reported iswithin athe ~~process~~time ~~designed~~periods tospecified ~~provide~~in ~~reasonable~~the ~~assurance~~rules ~~regarding~~and ~~the~~forms ~~reliability~~ of ~~financial~~the ~~reporting~~Securities and Exchange Commission (the ~~preparation~~“ ofSEC”), ~~financial~~and ~~statements~~that ~~for~~such ~~external~~information ~~purposes~~is ofaccumulated ~~accounting~~and ~~principles~~communicated ~~generally~~to ~~accepted~~our inmanagement ~~the~~to ~~United~~allow ~~States.~~timely decisions regarding required disclosure.

In designing and evaluating disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute assurance of achieving the desired objectives. Also, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Because of ~~its~~the inherent limitations in all control systems, ~~internal~~no evaluation of controls can provide absolute assurance that all control ~~over~~issues ~~financial~~and ~~reporting~~instances ~~may~~of ~~not~~fraud, ~~prevent~~if orany, ~~detect~~have ~~misstatements~~been detected. ~~Therefore,~~These ~~even~~inherent ~~those~~limitations ~~systems~~include ~~determined~~the torealities that judgments in decision-making can be ~~effective~~faulty and that breakdowns can ~~provide~~occur ~~only~~because ~~reasonable~~of ~~assurance~~simple error or mistake. The design of any system of controls is based, in part, upon certain assumptions about the likelihood of future events and there can be no assurance that any design will succeed in achieving ~~their~~its ~~control~~stated ~~objectives~~goals under all potential future conditions.

~~Our~~As ~~management~~of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of ~~the~~management, ~~President~~including our chief executive officer and principal financial officer, ~~evaluated~~of the effectiveness of the ~~Company’s~~design ~~internal~~and ~~control~~operation ~~over~~of ~~financial~~our ~~reporting~~disclosure ascontrols ofand ~~December 31, 2013~~procedures. In ~~making~~Based ~~this~~upon ~~assessment~~that evaluation, ~~our~~ management ~~used~~concluded ~~the~~that ~~criteria~~our ~~set~~disclosure ~~forth~~controls byand ~~the~~procedures ~~Committee~~are effective as of ~~Sponsoring~~December ~~Organizations~~31, of2014 to cause the ~~Treadway~~information ~~Commission~~required ~~(COSO)~~to be disclosed by us in ~~Internal~~reports ~~Control —~~that ~~Integrated~~we ~~Framework. Based~~file onor ~~this~~submit ~~evaluation,~~under ~~our~~the ~~management~~Exchange Act is recorded, ~~with~~processed, ~~the~~summarized ~~participation~~and ofreported within the ~~President~~time periods prescribed by SEC, ~~concluded~~and that, assuch ofinformation ~~December 31,~~is ~~2013~~accumulated and communicated to management, including our ~~internal~~chief ~~control~~executive ~~over~~officer and principal financial ~~reporting~~officer, ~~was~~as ~~effective~~appropriate, to allow timely decisions regarding required disclosure.

~~This~~Evaluation ~~annual report does not include an attestation report~~ of ~~the~~and ~~Company’s~~Report ~~independent~~on ~~registered~~Internal ~~public~~Control ~~accounting firm regarding internal control~~ over ~~financial~~Financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management’s report in this annual report.Reporting

~~(b) Changes~~Management inis ~~Internal~~responsible ~~Control~~for ~~over~~establishing ~~Financial~~and ~~Reporting. There~~maintaining ~~were~~adequate nointernal ~~changes~~control inover financial reporting of the Company's. ~~internal~~Management, ~~controls~~with ~~over~~the participation of our principal executive officer and principal financial ~~reporting~~officer, ~~known~~has toevaluated the ~~chief~~effectiveness ~~executive~~of ~~officer~~our orinternal ~~the~~control ~~chief~~over financial ~~officer~~reporting as of December 31, ~~that~~2014 ~~occurred~~based ~~during~~on the ~~period~~criteria ~~covered~~established in Internal Control – Integrated Framework issued by ~~this~~the ~~report~~Committee ~~that~~of ~~has~~Sponsoring ~~materially~~Organizations ~~affected,~~of orthe isTreadway ~~reasonably~~Commission. ~~likely~~Based toon ~~materially~~this ~~affect~~evaluation, because of the Company'’s limited resources and limited number of employees, management concluded that, as of December 31, 2013, our internal control over financial reporting is not effective in providing reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

~~ITEM~~To 9Bmitigate the current limited resources and limited employees, we rely heavily on direct management oversight of transactions, along with the use of legal and accounting professionals. ~~OTHER~~As ~~INFORMATION~~we grow, we expect to increase our number of employees, which will enable us to implement adequate segregation of duties within the internal control framework.

~~There~~This ~~are~~annual noreport ~~further~~does ~~disclosures.~~not ~~All~~include ~~information~~an ~~that~~attestation report of the company's registered public accounting firm regarding internal control over financial reporting. Management's report was ~~required~~not subject to beattestation ~~disclosed~~by inthe acompany's ~~Form~~registered ~~8-K~~public ~~during~~accounting firm pursuant to temporary rules of the ~~fourth~~SEC ~~quarter~~that ~~2013~~permit ~~has~~the ~~been~~company ~~disclosed~~to provide only management's report in this annual report.

1122

~~PART~~Changes ~~III~~in Internal Control over Financial Reporting

~~ITEM~~There ~~10.~~was ~~DIRECTORS~~no change in our internal controls over financial reporting identified in connection with the requisite evaluation that occurred during our last fiscal quarter that has materially affected, ~~EXECUTIVE~~or ~~OFFICERS~~is ~~AND~~reasonably ~~CORPORATE~~likely ~~GOVERNANCE~~to materially affect, our internal control over financial reporting.

~~Identification of Directors and Executive Officers~~Limitations

~~The~~Our ~~following~~management, ~~table~~including ~~sets~~our ~~forth~~Principal Executive Officer and Principal Financial Officer, does not expect that our disclosure controls or internal controls over financial reporting will prevent all errors or all instances of fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the ~~name~~control system's objectives will be met. Further, ~~age~~the design of a control system must reflect the fact that there are resource constraints, ~~position~~and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and ~~office~~instances ~~term~~of fraud, if any, within our company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of ~~each~~simple ~~executive~~error ~~officer~~or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and ~~director~~any design may not succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions or deterioration in the ~~Company~~degree of compliance with policies or procedures. Because of the inherent limitation of a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

Name		Age		Position		Director or Officer Since
Vladimir Lyashevskiy and Director		49		President, Secretary, Treasurer		June 16, 2010

During the course of our audit we noted the following significant deficiencies.

~~All~~Because ~~officers~~of ~~hold~~the ~~their~~Company's ~~positions~~small atnumber ~~the~~of ~~will~~people ofand ~~the~~its ~~Board~~inherent oflimitations, ~~Directors~~internal control over financial reporting still may not prevent or detect misstatements. ~~All~~ ~~directors~~Therefore, ~~hold~~even those systems determined to be effective can provide only reasonable assurance of achieving their ~~positions~~control ~~for~~objectives. ~~one~~The ~~year~~Company does not have an audit committee or ~~until~~an ~~their~~independent ~~successors~~audit ~~are~~committee ~~elected~~financial expert. While not being legally obligated to have an audit committee or independent audit committee financial expert, it is the management’s view that to have an audit committee, comprised of independent board members, and ~~qualified~~an independent audit committee financial expert is an important entity-level control over the Company’s financial statements.

~~Set~~A ~~forth~~significant ~~below~~deficiency is ~~certain~~a ~~biographical~~deficiency, ~~information~~or ~~regarding~~a combination of deficiencies, in internal control over financial reporting that is less severe than a material weakness, yet important enough to merit attention by those responsible for oversight of the company’s financial reporting A material weakness is a deficiency (within the meaning of the Public Company Accounting Oversight Board (PCAOB) auditing standard 5) or combination of deficiencies in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the Company’s ~~executive~~annual ~~officer~~or interim financial statements will not be prevented or detected on a timely basis. Management has determined that a material weakness exists due to the items stated above, resulting from the Company’s limited resources and ~~director:~~personnel.

OnPART ~~June 16, 2010, Vladimir Lyashevskiy was appointed President, Secretary, Treasurer and Director of the Company.~~III

~~Vladimir~~ITEM ~~Lyashevskiy~~10. ~~Mr.~~ Lyashevskiy founded VVL Construction in 2003 and continues to work in the construction industry in southern California. Mr. Lyashevskiy started beekeeping as a hobby which quickly grew into a full time job. In May of 2009DIRECTORS, heEXECUTIVE ~~registered~~OFFICERS ~~Royal~~AND ~~Bees~~CORPORATE Company in California and he now supervises the Company’s apiary of about 65 hives that service the San Diego and Bakersfield, California areas providing commercial pollination as well as selling honey to local residents and businesses. Mr. Lyashevskiy comes from seven generations of bee keepers. He has operated several businesses in his career and has a strong understanding of the bee keeping industry and honey and honey related products. He has hands on practical experience in running and growing a bee keeping business and has vast connections with other bee keepers, honey producers, marketing sources and orchard growers.GOVERNANCE

~~The~~Directors ~~Company has no audit committee financial expert, as defined under Section 228.401, serving on its audit committee because it has no audit committee~~ and ~~is not required to have an audit committee because it is not a listed security as defined in Section 240.10A-3.~~Officers

~~Term~~The following sets forth the names and ages of ~~Office~~all of our directors and executive officers as of the date of this annual report. Also provided herein is a brief description of the business experience of each director and executive officer during the past five years and an indication of directorships held by each director in other companies subject to the reporting requirements under the Federal securities laws. All of the directors will serve until the next annual meeting of shareholders and until their successors are elected and qualified, or until their earlier death, retirement, resignation or removal. There are no arrangements or understandings between

~~The term of office of the current directors shall continue until new directors are elected or appointed.~~23

~~Involvement~~any indirector ~~Certain~~or ~~Legal~~executive ~~Proceedings~~officer and any other person pursuant to which the director or executive officer was selected.

~~During~~The ~~the~~following ~~past~~persons ~~five~~constitute ~~years,~~all ~~no present or former director, person nominated to become a director, executive officer, promoter or control person~~ of the Company:’s Executive Officers and

~~(1)~~Directors: ~~Was a general partner or executive officer of any business by or against which any bankruptcy petition was filed, whether at the time of such filing or two years prior thereto;~~

(2) Was convicted in a criminal proceeding or named the subject of a pending criminal proceeding (excluding traffic violations and other minor offenses);


NAME	AGE	POSITION

Rudy Campidonica	58	CEO

Harry L. Langdon	74	CFO

G S. Tuthill	65	Chief Technology Officer

Michael A. Soriano	67	Chief Operating Officer

~~(3)~~Rudy ~~Was~~Camp ~~the~~-- ~~subject~~Chairman ofand ~~any~~Chief ~~order,~~Executive judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities; andOfficer

~~(4)~~ Rudy ~~Was~~Camp is the ~~subject~~founder of ~~any order~~Fitweiser, ~~judgment~~Inc. and has led the acquisition and/or ~~decree,~~development ~~not~~of ~~subsequently~~the ~~reversed~~Company’s current portfolio of patents and applications in process. Over the past 5 years, ~~suspended~~Mr. orCamp ~~vacated~~has served as a consultant to emerging technology companies. From 2005-2008, he led a leveraged buyout serving as President/CEO and later as a consultant and minority shareholder of ~~any~~LocalTel, ~~federal~~Inc. ora ~~state~~multistate ~~authority~~Phone ~~barring~~Directories publisher backed by Riverside Company, ~~suspending~~a orPrivate ~~otherwise~~Equity ~~limiting~~firm. ~~for~~Mr ~~more~~Camp ~~than~~has 60over ~~days~~25 years experience in the ~~right~~Telecom, ofPublishing ~~such~~and ~~person~~Communications toTechnology ~~engage~~industries, inincluding ~~any~~GTE, ~~activity~~RH ~~described~~Donnelley ~~above~~(a ~~under~~Dun ~~this~~& ~~Item~~Bradstreet Company), orJohnson toPublishing, be(acquired ~~associated~~by ~~with~~US ~~persons~~West) ~~engaged~~and as VP of Ameritel Direct whose clients included Pacific Bell and Ameritech (now AT&T). He also served in ~~any~~the ~~such~~US ~~activity;~~Navy and Naval Honor Guard. Education: BS-Business Administration, Trinity College.

~~(5)~~Harry ~~Was~~Langdon ~~found~~-- bySecretary, ~~a court of competent jurisdiction (in a civil action)~~Treasurer, ~~the~~Chief ~~Commission~~Financial orOfficer ~~the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law,~~ and ~~the judgment has not been reversed, suspended, or vacated.~~Director

12Mr. Langdon was appointed to serve as CFO in November 2013. Over the past 20 plus years, he has served as a Board Member and Chairman of the Audit Committee of Wedbush Securities, and has served on the Board of Directors and the Audit Committee of Wedbush Inc.; both companies are in the financial services industry. Mr. Langdon spent most of his career in the oil industry serving as an executive with Exxon and later as the senior operating officer of Tosco, an oil company that was acquired by Conoco Phillips in 2003. Education: BS-Chemical Engineering, Virginia Tech; MBA, Harvard University.

~~Financial~~Michael ~~Expert~~A. Soriano -- President and Chief Operating Officer

~~The~~Mr. ~~Company~~Soriano ~~has~~was noappointed ~~audit~~to ~~committee~~serve ~~financial expert,~~ as ~~defined~~President/COO ~~under~~in ~~Section~~January ~~228~~2014.~~401,~~ ~~serving~~Over onthe ~~its~~past ~~audit~~5 ~~committee~~years ~~because~~Mr. itSoriano has noserved ~~audit~~as ~~committee~~a senior consultant to transportation and istechnology ~~not~~companies ~~required~~recently toincluding ~~have~~Omni anAir ~~audit~~Transport ~~committee~~(a ~~because~~private itaviation iscompany ~~not~~in aTulsa, ~~listed~~OK). ~~security~~Over the course of his 25 + year career he has served as ~~defined~~an executive in ~~Section~~the ~~240~~Telecom and Communications industry including RH Donnelley (a D&B Company), US West and Citicorp.~~10A~~ Education: BA-3 Business, Bloomfield College; MBA, Fairleigh Dickinson University.

~~Code~~Dr. ofSteven ~~Ethics~~Tuthill -- Chief Technology Officer

~~The~~Dr. ~~Company~~Tuthill ~~has~~was ~~adopted~~appointed ato ~~code~~serve ofas ~~ethics~~CTO ~~that~~in ~~applies~~January to2014. Over the ~~Company’s~~past ~~principal~~5 ~~executive officer~~years, ~~principal~~Dr. ~~financial~~Tuthill ~~officer~~has served as consultant to emerging technology companies including AviaSphere, ~~principal~~Corp. ~~accounting~~(a ~~officer~~SaaS oraircraft ~~controller~~documentation company) as CTO. ~~The~~ ~~Company~~Over ~~will~~the ~~provide~~course of his 25 + year career, athe nohas ~~cost~~served diverse industries including Healthcare, aAviation, ~~copy~~Telecom, ofand ~~the~~Finance ~~Code~~for ofM&A ~~Ethics~~investment groups, Technology Account Rep to ~~any~~IBM ~~shareholder~~for ofArthur ~~the~~Anderson, ~~Company~~and ~~upon~~as ~~receiving~~a technical consultant and expert witness for a ~~written~~patent ~~request~~law ~~sent~~firm. Education: toBA-Social ~~the~~Science ~~Company’s~~and ~~address~~Psychology, ~~shown~~MA-Curriculum onDesign, ~~Page~~San 1Diego ofState ~~this~~University; ~~report~~Ed.D.-Computer Science, United States International University.

Compliance with Section 16(a) of the Exchange Act

Section 16(a) of the Securities Exchange Act of 1934, as amended, requires each of the Company’s directors and executive officers, and any beneficial owner of more than 10 percent of the Company's common stock, to file reports with the SEC. These include initial reports and reports of changes in the individual’s beneficial ownership of the Company’s common stock. Such persons are also required by SEC regulations to furnish the Company with copies of such reports.

Audit Committee and Audit Committee Financial Expert

The Company does not have a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act, or a committee performing similar functions. The Company does not have an audit committee financial expert because it has been unable to attract and compensate an individual with the necessary skills to serve in such role. The Company intends to identify and appoint a financial expert when possible.

ITEM 11. EXECUTIVE COMPENSATION

NoNarrative ~~current~~Disclosure or prior officer or director has received any remuneration or compensation from the Company in the past three years, nor has any member of the Company’s management been granted any option or stock appreciation right. Accordingly, no tables relating to ~~such~~Summary ~~items~~Compensation ~~have been included within this Item. None of our employees are subject to a written employment agreement nor has any officer received a cash salary since our founding.~~Table

~~The~~No ~~Summary~~salaries ~~Compensation~~have ~~Table~~been ~~shows~~paid ~~certain~~to ~~compensation~~date. ~~information~~Some ~~for~~CEO ~~services~~consulting ~~rendered~~compensation inis ~~all~~accrued. ~~capacities~~The ~~for~~Company ~~the~~has ~~fiscal~~contingent ~~periods~~compensation ~~ended~~arrangements ~~December~~based ~~31,~~on ~~2013,~~future ~~2012 and 2011~~funding. There ~~Other~~are ~~than~~no asbonus ~~set~~plans, ~~forth~~stock ~~herein~~awards, nooption ~~executive~~awards, ~~officer's~~non-equity ~~salary~~incentive ~~and~~plans, ~~bonus~~non-qualified ~~exceeded~~deferred ~~$100,000~~compensation inplans ~~any~~or ofother ~~the~~compensation ~~applicable~~programs, ~~years.~~and ~~The~~there ~~following~~are ~~information~~no ~~includes~~outstanding ~~the~~unexercised ~~dollar~~options, ~~value~~unvested ofstocks ~~base~~or ~~salaries,~~equity ~~bonus~~incentive plan awards, ~~the~~as ~~number~~ of ~~stock~~December ~~options~~31, ~~granted~~2014, ~~and certain~~ other ~~compensation,~~than ifwhat ~~any,~~is ~~whether~~described ~~paid~~in orNote ~~deferred.~~6 above.

SUMMARY COMPENSATION TABLE
Name and principal position	Year	Salary ($)	Bonus ($)	Stock Awards ($) (4)	Option Awards ($) (4)	Non-Equity Incentive Plan Compensation ($)	Nonqualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
Vladimir Lyashevskiy Sole Officer	2013	-0-	-0-	-0-	-0-	-0-	-0-	2,114(1)	2,114
	2012	-0-	-0-	-0-	-0-	-0-	-0-	20,130(1)	20,130
	2011	-0-	-0-	-0-	-0-	-0-	-0-	6,542(1)	6,542

Employment Agreements

~~(1)~~The Company has employment agreements that expire in 2015with its executive officers, but there are no firm salary stipulations.

WeDirector ~~paid Mr. Lyashevskiy $2,114 in 2013, $20,130 in 2012 and $6,542 in 2011 for consulting fees and reimbursements for construction materials and office supplies.~~Compensation

~~Compensation~~The Company’s directors do not receive cash compensation for their services on the board of ~~Directors~~directors.

~~There~~ITEM ~~are~~12. noSECURITY ~~agreements~~OWNERSHIP toOF ~~compensate~~CERTAIN ~~any~~BENEFICIAL ofOWNERS ~~the~~& ~~directors~~MANAGEMENT ~~for~~AND ~~their~~RELATED ~~services~~STOCKHOLDER MATTERS.

~~Our~~The ~~officers~~following ~~and~~table ~~directors~~sets ~~are~~forth, ~~reimbursed~~as ~~for~~of ~~expenses~~December ~~incurred~~31, on2014, ~~our~~the ~~behalf. Our~~number ~~officers~~ and ~~directors~~percentage ~~will~~of outstanding ~~not~~shares ~~receive~~of ~~any~~common ~~finder’s~~stock which, according to the information ~~fee~~supplied asto aus, ~~result~~were ofbeneficially ~~their~~owned ~~efforts~~by to(i) ~~implement~~each ~~the~~current ~~business~~director, ~~plan~~(ii) ~~outlined~~each ~~herein.~~current ~~However~~executive officer, ~~our~~(iii) ~~officers~~all ~~and~~current directors ~~anticipate~~and ~~receiving~~executive ~~benefits~~officers as a group, and (iv) each person who, to our knowledge, is the beneficial ~~shareholders~~owner of more than 5% of our ~~common~~outstanding common stock. Except as otherwise indicated, the persons named in the table below have sole voting and dispositive power with respect to all shares beneficially owned, subject to community property laws (where applicable).

We have not adopted any retirement, pension, profit sharing, stock option or insurance programs or other similar programs for the benefit of our employees.



Class	Beneficial Owner			Amount of	Ownership
Type	Name	Title	Address	Ownership	Percentage

Common Stock	Rudy Campidonica	Director	5348 Vegas Drive . Las Vegas, NV 89108	41,500,000	48.34%
Common Stock	Harry Langdon	Director	5348 Vegas Drive . Las Vegas, NV 89108	7,450,000	8.68%
Common Stock	Steve Tuthill	Officer	5348 Vegas Drive . Las Vegas, NV 89108	7,450,000	8.68%
Common Stock	Michael Soriano	Officer	5348 Vegas Drive . Las Vegas, NV 89108	7,450,000	8.68%
Common Stock	Red Rock Servicing	Investor	8101 W. Flamingo Rd. #2179, Las Vegas NV 89147	7,450,000	8.68%
Common Stock	Vladimir Lyashevskiy	Investor	6049 Paseo Acampo, #257, Carlsbad, CA 92009	10,000,000	11.65%
			Total as Group	81,300,000	94.69%

~~There~~Certain ~~are~~Relationships noand ~~compensatory~~Related plans or arrangements, including payments to be received from the Company, with respect to any former employees, officers or directors which would in any way result in payments to any such person because of his or her resignation, retirement or other termination of such person’s employment with the Company or its subsidiaries, or any change in control of the Company, or a change in the person’s responsibilities following a change in control of the Company.Transactions

~~ITEM~~When 12the Company is contemplating entering into any transaction in which any executive officer, director, nominee or any family member of the foregoing would have any direct or indirect interest, regardless of the amount involved, the terms of such transaction have to be presented to the full board of directors (other than any interested director) for approval. ~~SECURITY~~The ~~OWNERSHIP~~board OFhas ~~CERTAIN~~not ~~BENEFICIAL~~adopted ~~OWNERS~~a ~~AND~~written ~~MANAGEMENT~~policy ~~AND~~for ~~RELATED~~related ~~STOCKHOLDER~~party ~~MATTERS~~transaction review but when presented with such transaction, they are discussed by the full board of directors and documented in the board minutes.

~~The~~Related ~~following~~transactions ~~table~~are ~~sets~~discussed ~~forth~~in asNote of6 ~~February~~above 3,for ~~2014,~~fiscal ~~the~~years ~~number~~ended ~~and~~December ~~percentage of the 10~~31,~~855,000~~ ~~shares~~2014 of outstanding common stock which, according to the information supplied to the Company, were beneficially owned by (i) each person who is currently a director of the Company, (ii) each executive officer, (iii) all current directors and ~~executive~~December ~~officers of the Company as a group and (iv) each person who~~31, ~~to the knowledge of the Company, is the beneficial owner of more than 5% of the outstanding common stock~~2013. ~~Except as otherwise indicated, the persons named in the table have sole voting and dispositive power with respect to all shares beneficially owned, subject to community property laws where applicable.~~

13Director Independence

Title of Class	Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership	Percentage of Class
Common	Vladimir Lyashevskiy(1)	10,000,000	92.12%
Common	All Executive Officers and Directors as a Group	10,000,000	92.12%

Our board of directors affirmatively determines the independence of each director and nominee for election as a director in accordance with guidelines it has adopted, which include all elements of independence set forth in NASDAQ Rule 4200(a)(15). Based on this standard, the board of directors has determined that it currently has no members who qualify as “independent.”

~~(1)~~25

~~Officer~~ITEM ~~and~~14. ~~director~~PRINCIPAL ACCOUNTANT FEES AND SERVICES

~~There are no contracts or other arrangements that could result in a change of control of the Company.~~Audit Fees

~~ITEM~~The ~~13.~~aggregate ~~CERTAIN~~fees ~~RELATIONSHIPS~~billed ~~AND~~for ~~RELATED~~each ~~TRANSACTIONS,~~of ~~DIRECTOR~~the ~~INDEPENDENCE.~~last two fiscal years for professional services rendered by principal accountants for our audit of annual consolidated financial statements and reviews of our interim consolidated financial statements included in our Form 10-Q and Form 10-K or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years was:

~~Transactions with Management and Others~~·

WeAudit ~~utilize~~Fees ~~office space at the residence of Vladimir Lyashevskiy to conduct our activities at no charge.~~2013 $5,000

~~Certain Business Relationships~~·

~~None.~~Audit Fees 2014 $7,000

~~Indebtedness~~Tax ~~of Management~~Fees

None~~; not applicable~~.

~~Conflicts~~All ofOther ~~Interest~~Fees

None of our key personnel is required to commit full time to our affairs and, accordingly, these individuals may have conflicts of interest in allocating management time among their various business activities. In the course of their other business activities, certain key personnel may become aware of investment and business opportunities which may be appropriate for presentation to us, as well as the other entities with which they are affiliated. As such, they may have conflicts of interest in determining to which entity a particular business opportunity should be presented.

~~Each~~Audit ~~officer~~Committee ~~and~~Policies director is, so long as he is an officer or director, subject to the restriction that all opportunities contemplated by our plan of operation that come to his attention, either in the performance of his duties or in any other manner, will be considered opportunities of, and be made available to us and the companies that he is affiliated with on an equal basis. A breach of this requirement will be a breach of the fiduciary duties of the officer or director. If we or the companies to which the officer or director is affiliated each desire to take advantage of an opportunity, then the applicable officer or director would abstain from negotiating and voting upon the opportunity. However, the officer or director may still take advantage of opportunities if we should decline to do so. Except as set forth above, we have not adopted any other conflict of interest policy in connection with these types of transactionsProcedures

~~ITEM~~As 14of the date of this Annual Report, the Company does not have an established audit committee. The ~~PRINCIPAL~~appointment ~~ACCOUNTING~~of ~~FEES~~John ~~AND~~Scrudato ~~SERVICES~~CPA was approved by the Board of Directors as the principal auditor for the Company. When independent directors with the appropriate financial background join the board, the board plans to establish an audit committee, which will then adopt an appropriate charter and pre-approval policies and procedures in connection with services to be rendered by the independent auditors.

~~Audit~~PART ~~Fee~~IV

~~The~~ITEM ~~aggregate~~15. ~~fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of Royal Bees Company~~EXHIBITS, ~~Inc.~~REPORTS ~~annual~~ON ~~financial~~FORM ~~statement and review of financial statements included in Royal Bees Company’s 10~~8-QK ~~reports~~AND ~~and~~FINANCIAL ~~services~~STATEMENT ~~normally provided by the accountant in connection with statutory and regulatory filings or engagements were $21,500 for fiscal year ended 2013 and $12,500 for fiscal year ended 2012.~~SCHEDULES

~~Audit-Related~~(a) ~~Fees~~Exhibits

~~The~~Exhibits ~~aggregate~~required ~~fees~~to ~~billed~~be inattached ~~each of the last two fiscal years for assurance and related services~~ by ~~the~~Item ~~principal~~601 ~~accountant that are reasonably related to the performance~~ of ~~the~~Regulation ~~audit~~S-B ~~or review of Royal Bees Company Inc.’s financial statements that~~ are ~~not~~listed ~~reported~~in ~~above~~the ~~were~~Index $0to ~~for~~Exhibits ~~fiscal year ended 2013~~ and $0are ~~for~~incorporated ~~fiscal~~herein ~~year~~by ~~ended~~this ~~2012~~reference.

~~Tax~~(b) Reports ~~Fees~~on Form 8-K.

The ~~aggregate~~following ~~fees~~reports ~~billed~~on inForm ~~each~~8-K ofwere ~~the~~filed ~~last~~during ~~two~~the ~~fiscal~~period ~~years~~covered ~~for professional services rendered~~ by ~~the~~this ~~principal accountant for tax compliance, tax advice, and tax planning were $575 for fiscal year ended 2013 and $575 for fiscal year ended 2012.~~audit:

14·

~~All~~8-K ~~Other~~filed ~~Fees~~June 3, 2014

The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported above were $0 for fiscal year ended 2013 and $0 for fiscal year ended 2012.·

We8-KA doamended ~~not~~July ~~have an audit committee currently serving and as a result our board of directors performs the duties of an audit committee. Our board of directors will evaluate and approve in advance~~28, ~~the scope and cost of the engagement of an auditor before the auditor renders audit and non-audit services. We do not rely on pre-approval policies and procedures.~~2014

~~PART IV~~·

~~ITEM~~10-Q ~~15.~~filed ~~EXHIBITS~~August 19, ~~FINANCIAL STATEMENT SCHEDULES.~~2014

~~(a) Exhibits~~ ·

~~The~~10-Q ~~Company~~filed ~~has~~November ~~adopted a code of ethics that applies to the Company’s principal executive officer~~12, principal financial officer, principal accounting officer or controller. The Company will provide, at no cost, a copy of the Code of Ethics to any shareholder of the Company upon receiving a written request sent to the Company’s address shown on Page 1 of this report.2014

Exhibit #	Description	Location
Exhibit 3(i)	Articles of Incorporation	*
Exhibit 3(ii)	Bylaws	*
Exhibit 31	Certification of the Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Attached
Exhibit 32	Certification of the Principal Executive Officer and Principal Financial Officer pursuant to U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**	Attached
101.INS	XBRL Instance Document	Attached
101.SCH	XBRL Taxonomy Extension Schema Document	Attached
101.CAL	XBRL Taxonomy Calculation Linkbase Document	Attached
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document	Attached
101.LAB	XBRL Taxonomy Label Linkbase Document	Attached
101.PRE	XBRL Taxonomy Presentation Linkbase Document	Attached

* Incorporated by reference. Filed as exhibit to S-1 Registration Statement filed February 10, 2012.EXHIBIT

** The Exhibit attached to this Form 10-KSB shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to liability under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filingNO. DESCRIPTION

~~(i)~~ ARTICLES OF INCORPORATION AND BY-LAWS

~~Reports~~3(i) * Articles onof ~~Form~~Incorporation ~~8-K~~as amended

~~None.~~3(vi) * Bylaws

~~(ii)~~ CERTIFICATIONS

~~Financial~~31.1 Rule ~~Statement~~13a-14(a) ~~Schedules~~Sarbanes-Oxley Sec. 302 certifications of Principal Executive Officer and Chief Financial Officer

~~None~~31.2 Rule 13a-14(a) Sarbanes-Oxley Sec. 302 certifications of Principal Executive Officer and Chief Financial Officer

1532.1 Certifications of Principal Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350

~~SIGNATURES~~32.2 Certifications of Principal Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350

In* Incorporated ~~accordance~~herein ~~with~~by ~~Section~~reference 13from orfilings ~~15(d)~~previously ofmade ~~the Exchange Act, the registrant caused this amended report to be signed on its behalf~~ by the ~~undersigned, thereunto duly authorized.~~

	ROYAL BEES COMPANY, INC.
Date: February 11, 2014	/s/ Vladimir Lyashevskiy
	Vladimir Lyashevskiy
	Chief Executive Officer and
	Chief Financial Officer

Company

~~In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.~~27

Date: February 11, 2014	/s/ Vladimir Lyashevskiy
	Vladimir Lyashevskiy
	Director

SIGNATURES

16In accordance with the requirements of the Exchange Act, the registrant caused

Tothis ~~the~~report ~~Board~~to ofbe ~~Directors~~signed ~~and~~on ~~Shareholders~~its behalf by the undersigned, hereunto duly

~~Royal~~authorized, ~~Bees~~this 26th day of March, ~~Inc~~2015.

~~San~~ Fitweiser ~~Diego~~Holdings, ~~California~~Inc.

~~Report~~ /s/ Rudy ~~of Independent Registered Public Accounting Firm~~Campidonica

We have audited the balance sheets of Royal Bees, Inc. as of December 31, 20113, and 2012 and the related statements of operations, statement of shareholders’ deficit and cash flows for the years ending December 31, 2013 and 2012. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. ----------------------------

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides reasonable basis for our opinion. CEO

In ~~our~~accordance ~~opinion,~~with the ~~financial~~Exchange ~~statements referred to above present fairly~~Act, inthis ~~all~~report ~~material~~has ~~respects,~~been ~~the~~signed ~~financial~~below ~~position~~by ~~of Royal Bees, Inc. as of December 31, 2013 and 2012, and,~~ the ~~results of operations, statement of shareholders’ deficit and its cash flows for the years then ended, in conformity with generally accepted accounting principles in the United States of America.~~

~~The~~following ~~accompanying~~persons ~~financial~~on ~~statements~~behalf ~~have~~of ~~been prepared assuming~~ the ~~Company~~registrant ~~will~~and ~~continue as a going concern. As discussed~~ in ~~note 2 to~~ the ~~financial~~capacities ~~statements, the Company has incurred net losses since inception, a retained deficit of $175,000~~ and noon ~~working capital, which raise substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from~~ the ~~outcome of this uncertainty.~~

~~/S/~~dates Rindicated.~~R. Hawkins and Associates International, a PC~~

~~January 31, 2014~~Signature Title Date

~~Los~~/s/ ~~Angeles~~Rudy Campidonica CEO March 26, CA2015

F-1--------------------

~~Royal~~ Rudy ~~Bees Company, Inc.~~Campidonica

~~Balance~~/s/Harry ~~Sheet~~L. Langdon CFO March 26, 2015

~~For the years ended December 31, 2013 and 2012~~-----------------

				2013		2012
ASSETS
	Current Assets
		Cash in Bank		$	216	$	-
		Accounts receivable			-		-
		Inventory			878		800
			Total Current Assets		1,094		800
	Fixed Assets
		Vehicles			36,414		36,414
		Equipment/Hives			7,521		7,521
		(Less) Accumulated Depreciation			(36,654)		(27,089)
		Hive construction			29,005		27,197
		(less) Accumulated Amortization			(24,329)		(17,242)
			Total Fixed Assets		11,957		26,801
			Total Assets	$	13,051	$	27,601
LIABILITIES AND STOCKHOLDERS' EQUITY
	Current Liabilities
		Accounts Payable-trade		$	6,570	$	5,255
		Accrued Interest			27,125		16,782
			Total Current Liabilities		33,695		22,037
	Long Term Liabilities
		Notes payable			123,370		86,612
			Total Long Term Liabilities		123,370		86,612
			Total Liabilities		157,065		108,649
	Shareholders' Equity
		Capital stock, 100,000,000 shares authorized
			10,855,000 shares outstanding		10,855		10,855
		Paid-In Capital			19,743		19,743
		Retained Earnings			(174,612)		(111,646)
			Total Shareholder's equity		(144,014)		(81,048)
			Total Liabilities and Shareholders' Equity	$	13,051	$	27,601

Harry L. Langdon

~~The accompanying footnotes are an integral part of these financial statements.~~28

F-2

Royal Bees Company, Inc.

Statement of Operations

For the years ended December 31, 2013 and 2012

			2013		2012
Net sales			$	17,971	$	48,968
Cost of goods sold				(19,252)		(25,554)
Gross Profit				(1,281)		23,414
Expenses
	Consulting fees-related party			2,114		20,130
	Professional fees			37,273		24,676
	General and Administrative Expenses			11,894		17,324
		Total expenses		51,281		62,130
Net (loss) from operations				(52,562)		(38,716)
Other income and (expenses)
	Interest Income			-		-
	Interest Expense			(10,404)		(7,760)
		Total other income and (expense)		(10,404)		(7,760)
Net (loss)			$	(62,966)	$	(46,476)
Net loss per share			$	(0.01)	$	(0.01)
Weighted average of outstanding shares				10,855,000		10,855,000

The accompanying footnotes are an integral part of these financial statements.

F-3

Royal Bees Company, Inc.

Statement of Shareholders’ Equity

For the years ended December 31, 2013 and 2012

	Par $.001
	COMMON		PAID IN	RETAINED
Description	SHARES	AMOUNT	CAPITAL	DEFICIT	TOTAL
Opening Balance
Loan contribution - related party	-	-	7,558	-	7,558
Founders shares issued for cash	10,000,000	10,000	(9,000)	-	1,000
Shares sold for cash	540,000	540		-	540
Shares sold for cash	305,000	305	30,195	-	30,500
Shares sold for cash	10,000	10	990	-	1,000
Loan contribution-related party	-	-	(10,000)	-	(10,000)
Net Income/Loss	-	-	-	(21,422)	(21,422)
December 31, 2010	855,000	10,855	19,743	(21,422)	9,176
Net Income/Loss	-	-	-	(43,748)	(43,748)
December 31, 2011	855,000	10,855	19,743	(65,170)	(34,572)
Net Income/Loss	-	-	-	(46,476)	(46,476)
December 31, 2012	855,000	10,855	19,743	(111,646)	(81,048)
Net Income/Loss	-	-	-	(62,966)	(62,966)
December 31, 2013	855,000	10,855	19,743	(174,612)	(144,014)

The accompanying footnotes are an integral part of these financial statements.

F-4

Royal Bees Company, Inc.

Statement of Cash Flows

For the years ended December 31, 2013 and 2012

			2013		2012
Cash flows from operations
	Net (Loss)		$	(62,966)	$	(46,476)
	Adjustments to reconcile net income to net operating activities
		Depreciation		9,565		12,909
		Amortization of hive construction		7,087		8,374
		Increase (Decrease) in accrued interest		10,343		7,760
		Increase (Decrease) in accounts payable		1,315		1,215
		Inventory		(79)		2,892
Net cash provided by operations				(34,735)		(13,326)
Investing Activities
	Purchase of fixed assets					(9,000)
	Hive construction			(1,807)		(4,354)
Net cash used in investing activities				(1,807)		(13,354)
Financing Activities
	Sale of Stock			-		-
	Shareholder contribution			36,758		23,112
	Borrowings for purchase of assets			-		-
Net cash generated by financing activities				36,758		23,112
Increase (decrease) in cash and equivalents				216		(3,568)
Cash at the beginning of period				-		3,568
Cash at the end of period			$	216	$	-
Supplemental disclosures to the Statement of Cash Flows
	State Franchise tax paid		$	-	$	-
	Interest paid		$	-	$	-

The accompanying footnotes are an integral part of these financial statements.

F-5

Royal Bees Company, Inc.

Footnotes to Financial Statements

As of December 31, 2013 and 2012

NOTE 1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of the business – The Company was incorporated under the laws of the State of Nevada on June 16, 2010. The Company’s primary business is harvesting honey from their beehives as well as renting out their bees to pollinate fields for farmers and other agricultural ventures.

Pervasiveness of estimates – The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates.

Cash and cash equivalents – For financial statement presentation purposes, the Company considers all short term investments with a maturity date of three months or less to be cash equivalents.

Inventories – The Company inventories are comprised of honey (raw goods), containers and labels in which to package the honey for sale, and finished goods ready for sale. The Company accounts for its inventory by applying the lower of cost or market method, on a first-in, first-out (FIFO) basis.

Property and Equipment – Property and equipment is stated at cost. Depreciation on property and equipment is calculated using the straight-line method over the estimated useful lives of the assets.

Trucks and trailers	3 years
Hive equipment	5 years
Hive construction	3 years

Expenditures for major renewals and betterments that extend the useful lives of the assets are capitalized and amortized over 3-5 years. Expenditures for maintenance and repairs of the assets are charged to expense as incurred.

Loan Fees – Loan fees are stated at cost. Amortization on loan fees is calculated using the straight-line method over the term of the loans.

Revenue Recognition – Wholesale revenues are recognized when the risks and rewards of ownership have passed to the customer, based on the terms of sale. This occurs upon shipment or upon receipt by the customer depending on the country of the sale and the agreement with the customer. Provisions for sales discounts, returns and miscellaneous claims from customers are made at the time of sale.

Income Tax – The Company accounts for income taxes under ASC 740 "Income Taxes" which codified SFAS 109, "Accounting for Income Taxes." under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.

Basic and Diluted Net Income (Loss) Per Share – The Company computes net income (loss) per share in accordance with ASC 260 "Earnings Per Share" which codified SFAS No. 128. "Earnings per Share." ASC 260 requires presentation of both basic and diluted earnings per Share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In Basic and Diluted Net Income (Loss) Per Share computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive.

Fair Value of Financial Instruments – Accounting Standard Codification ASC 825 "Financial Instruments" codified Statement of financial accounting standard No. 107, Disclosures about fair value of financial instruments, requires that the Company disclose estimated fair values of financial instruments. Unless otherwise indicated, the fair values of all reported assets and liabilities, which represent financial instruments, none of which are held for trading purposes, approximate are carrying values of such amounts.

F-6

Royal Bees Company, Inc.

Footnotes to Financial Statements

As of December 31, 2013 and 2012

Stock-based compensation ASC 718 "Compensation - Stock Compensation" codified SFAS No. 123 prescribes accounting and reporting standards for all stock-based compensation plans payments award to employees, including employee stock options, restricted stock, employee stock purchase plans and stock appreciation rights, may be classified as either equity or liabilities. The Company should determine if a present obligation to settle the share-based payment transaction in cash or other assets exists. A present obligation to settle in cash or other assets exists if: (a) the option to settle by issuing equity instruments lacks commercial substance or (b) the present obligation is implied because of an entity's past practices or stated policies. If a present obligation exists, the transaction should be recognized as a liability; otherwise, the transaction should be recognized as equity.

The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50 "Equity - Based Payments to Non-Employees" which codified SFAS 123 and the Emerging Issues Task Force consensus in Issue No. 96-18 ("EITF 96-18"), "Accounting for Equity Instruments that are Issued to Other Than Employees for Acquiring or in Conjunction with Selling, Goods or Services". Measurement of share-based payment transactions with non-employees shall be based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction should be determined at the earlier of performance commitment date or performance completion date.

Issuance of shares for service – The Company accounts for the issuance of equity instruments to acquire goods and services based on the fair value of the goods and services or the fair value of the equity instrument at the time of issuance, whichever is more reliably measurable.

Recent Pronouncements

Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s financial statements upon adoption.

NOTE 2

UNCERTAINTY OF ABILITY TO CONTINUE AS A GOING CONCERN

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying financial statements as of December 31, 2013, the company has net accumulated losses since inception of $174,612 and a negative working capital deficiency of $32,601. These factors raise substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the company’s ability to raise additional funds through the sale of stock and / or debt and by implementing its business plan, which calls for increasing sales through marketing its existing services to surrounding businesses in the San Diego area and current industry connections. As sales increase, the Company intends to broaden its target markets. The financial statements do not include any adjustments that might be necessary if the company is unable to continue as a going concern.

NOTE 3:

ACCOUNTS RECEIVABLE

As of December 31, 2013 and 2012, the Company had Accounts receivable of $0 and $0, respectively.

NOTE 4:

INVENTORY

The Company inventories are comprised of honey (raw goods), stored in 60- and 24-gallon buckets, containers and labels in which to package the honey for sale, and finished goods ready for sale. The Company accounts for its container inventory by applying the lower of cost or market method, on a first-in, first-out (FIFO) basis. The Company accounts for its raw honey by calculating a cost per pound based on the care and feeding of the bees in the off-season. The cost of producing the honey is recalculated each year. The cost of finished goods inventory is the cost of the honey (raw goods), container and label (if any) which comprise the finished product.

As of December 31, 2013 and 2012, the Company had inventory of $878 and $800

	2013		2012
Raw honey		878		51
Containers & labels		-		749
Total Inventory	$	878	$	800

The Company had no honey harvest in 2012, due to weather conditions. In 2013, the honey harvest was slim and the Company sold all of its honey inventory. As of December 31, 2013, the raw honey inventory reflects the expenses incurred in feeding and medicating the bees during the dormant season.

F-7

Royal Bees Company, Inc.

Footnotes to Financial Statements

As of December 31, 2013 and 2012

NOTE 5

PROPERTY AND EQUIPMENT

The major classifications of equipment are summarized below:

		December 31,
	Estimated Life	2013		2012
Trucks and trailer	3 years	$	36,414	$	36,414
Equipment	5 years	$	7,521	$	7,521
		$	43,935	$	43,935
Less: accumulated depreciation			(36,654)		(27,089)
		$	7,281	$	16,846
Hive construction	3 years	$	29,005	$	27,197
Less: accumulated amortization			(24,329)		(17,242)
		$	4,676	$	9,955

Depreciation expense for the period ending December 31, 2013 and 2012 was $9,565 and $12,909, respectively. Amortization expense for the period ending December 31, 2013 and 2012 was $7,087 and $8,374, respectively (see Note 9).

NOTE 6

NOTES PAYABLE

At various times during the periods, the Company found it necessary to borrow funds from a third party to fund the Company. These notes bear simple interest of 10% and are due and payable December 31, 2014. As of December 31, 2013 and 2012, Notes payable to a third party total $123,370 and $86,612. The accrued interest on these notes as of December 31, 2013 and 2012 was $10,343 and $16,782, respectively.

As of December 31, 2013 and 2012, the Company recorded interest expense of $10,404 and $7,760, respectively.

NOTE 7

RELATED PARTY TRANSACTIONS

During the period ended December 31, 2013 and 2012, the company paid its major shareholder $2,114 and $20,130 for consulting fees and reimbursements for construction materials and office supplies, respectively.

In anticipation of forming the company, the major shareholder contributed $7,558 in construction, hives and other tools. The major shareholder was loaned $10,000 by a third party. This loan was assumed by the company in the fourth quarter of 2010. All imputed interest to the company is calculated from the assumption date (see Note 6).

NOTE 8

COMMON STOCK

In August 2010, the company issued 10 million shares of founder’s stock for $1,000 to the majority shareholder.

In 2 subsequent rounds of financing, the company issued 540,000 shares at $.001/share and 315,000 shares at $.10/share for $540 and $31,500 respectively to independent investors.

As of December 31, 2013 and 2012, of the 100,000,000 shares of $.001 par value common stock authorized, there were 10,855,000 common stock shares issued and outstanding.

NOTE 9

REVENUES

The Company generates revenues from sales of honey harvested from its hives, rental of bees, sales of nucs (small clusters of bees with a queen) and swarm removal services. In accordance with ASC-280-10, the Company uses the management method of reporting its business segment activities. The segments were grouped by product sales and services to be provided. As of December 31, 2013 and 2012, revenue was generated as follows:

F-8

Royal Bees Company, Inc.

Footnotes to Financial Statements

As of December 31, 2013 and 2012

2013	Honey and Bee Nuc Sales		Pollination and Swarm Removal		Total
Revenue	$	8,851	$	9,120	$	17,971
Cost of Sales		(10,927)		(8,325)		(19,252)
Gross Profit		(2,076)		795		(1,281)
Expenses		(30,843)		(30,842)		(61,685)
Net Loss	$	(32,919)	$	(30,047)	$	(62,966)

2012	Honey and Bee Nuc Sales		Pollination and Swarm Removal		Total
Revenue	$	35,268	$	13,700	$	48,968
Cost of Sales		(14,585)		(10,969)		(25,554)
Gross Profit		20,683		2,731		23,414
Expenses		(34,945)		(34,945)		(69,890)
Net Loss	$	(14,262)	$	(32,214)	$	(46,476)

For 2013 and 2012, depreciation expense and amortization of hive construction costs was allocated equally between segments.

As of December 31, 2013 and 2012, the Company recorded depreciation expenses of $9,565 and $12,909, respectively.

As of December 31, 2013 and 2012, the Company recorded amortization expenses of $7,087 and $8,374, respectively.

NOTE 10 - INCOME TAXES

No provision was made for income tax for the years ended December 31, 2013 and 2012. The Company, from the date of inception, has incurred net operating losses for tax purposes of approximately $178,612. The net operating loss carry-forward may be used to reduce taxable income through the year 2026. The availability of the Company's net operating loss carry-forwards is subject to limitation if there is a 50% or more change in the ownership of the Company's stock.

There was no significant difference between reportable income tax and statutory income tax. A 100% valuation allowance has been established against the deferred tax asset, as the utilization of the loss carry-forwards cannot reasonably be assured. A reconciliation between the income taxes computed in the United States is as follows:

	2013	2012
Deferred tax asset	76,517	47,351
Valuation allowance	(76,517)	(47,351)
US federal income tax rate	34.00%
California foreign corporation tax rate	8.84%
Valuation allowance -	42.84%
Provision for income tax	(42.84%)

NOTE 11

SUBSEQUENT EVENTS

Management performed an evaluation of the Company’s activity through the date these financials were issued to determine if they must be reported. The Management of the Company determined that there were no other reportable subsequent events to be disclosed.

F-9

Filing Compare · FITWEISER HOLDINGS, INC.