U.S. Securities and Exchange Commission

Washington, D.C. 20549

Form 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the ~~quarterly~~Three ~~period~~Months ended: ~~September~~March. 3031, ~~2013~~2014 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to _________

Commission File No. 001-32032

Dewmar International BMC, Inc.

(Name of Registrant in its Charter )


NEVADA		26-4465583
State or other jurisdiction of		(I.R.S. Employer I.D. No.)
incorporation or organization)

132 E. Northside Dr. Suite C Clinton, MMS 39056 ~~(Address of principal executive offices)~~

(Address of principal executive offices)

(601) 488-4360

(Registrant’s telephone number, including area code)

Indicate by check mark whether the Issuer (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] No [ ]

~~Yes~~Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [X] NoYes [ ] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

[X] Yes [ ] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of the “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):


Large Accelerated Filer	[ ]	Accelerated Filer	[ ]
Non-Accelerated Filer	[ ]	Smaller reporting company	[X]

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

[ ] Yes [X] No

APPLICABLE ONLY TO CORPORATE ISSUERS:

As of ~~November~~May 145, ~~2013~~2016 the registrant had 12,~~010~~759,~~858~~542,~~175~~401 issued and outstanding shares of common stock.

Dewmar International BMC, Inc.

TABLE OF CONTENTS

	Page
PART I - FINANCIAL INFORMATION	3
Item 1. Financial Statements:	4
ITEM 1. FINANCIAL STATEMENTS	4
Consolidated Balance Sheets (unaudited)	F-1
CONSOLIDATED BALANCE SHEETS	4
Consolidated Statements of Operations (unaudited)	F-2
CONSOLIDATED STATEMENTS OF OPERATIONS	5
Consolidated Statements of Cash Flows (unaudited)	F-3
CONSOLIDATED STATEMENTS OF CASH FLOWS	6
Notes to Consolidated Financial Statements (unaudited)	F-4
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT	7
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	5
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS	8
Item 3. Quantitative and Qualitative Disclosure About Market Risk	7
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	12
Item 4. Controls and Procedures	8
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	14
PART II - OTHER INFORMATION	8
ITEM 4. CONTROLS AND PROCEDURES	14
Item 1. Legal Proceedings.	9
PART II - OTHER INFORMATION	15
Item 1A. Risk Factors.	10
ITEM 1. LEGAL PROCEEDINGS	15
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	10
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	15
Item 3. Defaults Upon Senior Securities	10
ITEM 3. DEFAULTS UPON SENIOR SECURITIES	15
Item 4. Mine Safety Disclosures	10
ITEM 4. MINE SAFETY DISCLOSURES	15
Item 5. Other Information.	10
ITEM 5. OTHER INFORMATION	15
Item 6. Exhibits	10
ITEM 6. EXHIBITS	15
SIGNATURES	1116

PART I - FINANCIAL INFORMATION

Forward-Looking Information

This report on Form 10-Q contains forward-looking statements. Forward-looking statements involve risks and uncertainties, such as statements about our plans, objectives, expectations, assumptions or future events. In some cases, you can identify forward-looking statements by terminology such as “anticipate,” “estimate,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “we believe,” “we intend,” “may,” “should,” “will,” “could” and similar expressions denoting uncertainty or an action that may, will or is expected to occur in the future. These statements involve estimates, assumptions, known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from any future results, performances or achievements expressed or implied by the forward-looking statements.

Examples of forward-looking statements include:

the timing of the development of future products;

projections of costs, revenue, earnings, capital structure and other financial items;

statements of our plans and objectives;

statements regarding the capabilities of our business operations;

statements of expected future economic performance;

statements regarding competition in our market; and

assumptions underlying statements regarding us or our business.

The ultimate correctness of these forward-looking statements depends upon a number of known and unknown risks and events. We discuss our known material risks under Item 1.A “Risk Factors contained in the Company’s Annual Report on Form 10K/A for the year ended December 31, ~~2012~~2013. Many factors could cause our actual results to differ materially from the forward-looking statements. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

The forward-looking statements speak only as of the date on which they are made, and, except as required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events.

~~Item~~ITEM 1. ~~Financial~~FINANCIAL ~~Statements~~STATEMENTS

DEWMAR INTERNATIONAL BMC, INC. ~~(fka CONVENIENTCAST, INC.)~~

~~INDEX~~CONSOLIDATED TOBALANCE ~~FINANCIAL STATEMENTS~~SHEETS

SEPTEMBER 30, 2013


	March 31, 2014		December 31, 2013
	(Unaudited)
ASSETS

Current Assets
Cash and cash equivalents	$	166,069	$	7,231
Account receivables, net		47,427		9,532
Related party receivable		9,738		4,085
Advances to related party		9,333		9,332
Inventory		73,336		35,144
Prepaid expenses and other current assets		-		6,000
Total Current Assets		305,903		71,324

Property & equipment, net of accumulated depreciation of $16,098 and $14,210		24,957		26,845

Total assets	$	330,860	$	98,169

LIABILITIES AND STOCKHOLDERS’ DEFICIT

Current Liabilities
Accounts payable and accrued liabilities	$	717,595	$	714,868
Accrued interest		10,134		9.707
Notes payable		173,890		173,890
Convertible notes payable, net of unamortized discount of $34,047 and $77,230, respectively		120,273		122,750
Derivative liability		317,665		151,120

Total Liabilities		1,339,557		1,172,335

COMMITMENTS AND CONTINGENCIES (NOTE 10)				-

Stockholders’ Deficit
Preferred stock; $0.001 par value; 50,000,000 shares authorized; 50,000,000 issued and outstanding		50,000		50,000
Common stock; $0.001 par value; 4,450,000,000 shares authorized, 2,649,542,401 and 2,310,488,796 shares issued and outstanding, respectively		2,649,546		2,310,493
Additional paid-in capital		3,945,263		3,370,195
Accumulated deficit		(7,653,506)		(6,804,854)
Total Stockholders’ Deficit		(1,008,697)		(1,074,166)

Total Liabilities and Stockholders’ Deficit	$	330,860	$	98,169

Consolidated Balance Sheets as of September 30, 2013(unaudited) and December 31, 2012	F-2
Consolidated Statements of Operations for the Three and Nine Months Ended
September 30, 2013 and 2012 (unaudited)	F-3
Consolidated Statements of Cash Flows for the Nine Months Ended
September 30, 2013 and 2012 (unaudited)	F-4
Notes to Unaudited Consolidated Financial Statements	F-5

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

~~Dewmar~~DEWMAR ~~International~~INTERNATIONAL BMC, ~~Inc~~INC.

CONSOLIDATED ~~BALANCE~~STATEMENTS ~~SHEETS~~OF OPERATIONS

(Unaudited)

	September 30,		December 31,
	Three Months Ended
	2013		2012
	March 31, 2014			March 31, 2013
ASSETS
Revenue, net	$	112,424		$	79,451
CURRENT ASSETS
Cost of goods sold		44,317			46,605
Cash	$	11,949	$	38,388
Gross profit		68,107			32,846
Accounts receivable		27,530		32,714
Operating expenses
Related party receivable		10,853		13,501
Occupancy and related expenses		8,926			16,579
Prepaid expenses		10,010		11,710
Marketing and advertising		300			14,719
Inventory		9,446		27,095
General and administrative expenses		596,232			722,833
Advances to related party		9,332		9,332
Contract labor		7,850			64,178
TOTAL CURRENT ASSETS		79,120		132,740
Total operating expenses		613,308			818,309
Property Plant and Equipment, net of accumulated depreciation of $12,323 and $8,570, respectively		28,732		12,585
Loss from operations		(545,201)			(785,463)
TOTAL ASSETS	$	107,852	$	145,325
Other income (expenses)
LIABILITIES AND STOCKHOLDERS' DEFICIT
Interest expense		(47,305)			(39,911)
CURRENT LIABILITIES
Interest income		39			-
Accounts payable	$	19,405	$	37,736
Gain (loss) on derivative liability		(256,185)			(91,586)
Accrued liabilities		533,551		454,590
Total other income (expenses)		(303,451)			(131,497)
Accrued Interest on notes payable		9,811		3,282
Net loss	$	(848,652)		$	(916,960)
Common stock payable		-		199,193
Net loss per common share - basic and fully diluted	$	(0.00)		$	(0.01)
Notes payable, net of unamortized discount of $44,683 and $36,008, respectively		465,917		166,992
Weighted average common shares outstanding - basic and diluted		2,576,768,133			102,556,395
Derivative liability		77,034		39,028
TOTAL CURRENT LIABILITIES		1,105,718		900,821
TOTAL LIABILITIES		1,105,718		900,821
STOCKHOLDERS’ EQUITY
Preferred stock authorized and issued 50,000,000 @ .001 par		50,000		50,000
Common stock authorized 2,500,000,000; issued and outstanding @.001 par 787,682,881 and 66,182,382, respectively		787,684		66,182
Additional paid in capital		4,468,144		3,525,708
Accumulated deficit		(6,303,694)		(4,397,386)
TOTAL STOCKHOLDERS' DEFICIT		(997,866)		(755,496)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	107,852	$	145,325

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

~~F-1~~5

~~Dewmar~~DEWMAR ~~International~~INTERNATIONAL BMC,~~Inc~~ INC.

CONSOLIDATED ~~STATEMENT~~STATEMENTS OF ~~OPERATIONS~~CASH FLOWS

(Unaudited)

		For the Three Months Ended					For the Nine Months Ended
	Three Months Ended			Three Months Ended
		September 30,					September 30,
	March 31, 2014			March 31, 2013
		2013		2012			2013		2012
Cash flows from operating activities:
Revenues
Net loss	$	(848,652)		$	(916,960)
Revenue, net	$	51,638	$	110,653		$	232,326	$	405,745
Adjustments to reconcile net loss to net cash used in operating activities:
Cost of Goods Sold
Depreciation expense		1,888			893
Cost of goods sold-product		14,409		26,134			89,138		149,508
Stock-based compensation		473,500			489,200
Gross Profit		37,229		84,519			143,188		256,237
Amortization of debt discount		43,183			37,100
Operating Expenses
Noncash legal expense		-			5,500
Occupancy and related expenses		8,613		10,210			34,867		25,094
Loss on derivative liability		256,185			91,586
Marketing and advertising		18,565		14,553			34,527		30,950
Changes in operating assets and liabilities:
General and administrative expenses		205,715		118,061			1,516,618		756,050
Accounts receivable		(37,896)			(14,502)
Contract labor		23,235		32,762			111,003		103,308
Related party receivables and payables		(5,653)			9,826
Total Operating Expenses		256,128		175,586			1,697,015		915,402
Inventory		(38,192)			(14,383)
Loss from operations		(218,899)		(91,067)			(1,553,827)		(659,165)
Prepaid expenses and other current assets		6,000			-
Other Income (Expense)
Accounts payable and accrued liabilities		4,855			214,980
Interest expense, net		(70,827)		(3,549)			(195,227)		(3,555)
Net cash used in operating activities		(144,782)			(96,760)
Gain (loss) on derivative liability		(50,574)		15,613			(157,254)		15,613
Cash flows from financing activities:
Loss on extinguishment of debt		-		-			-		(5,000)
Proceeds from notes payable		-			80,000
Total other income (expense)		(121,401)		12,064			(352,481)		7,058
Proceeds from issuance of common stock		303,620
Net Profit / (Loss)	$	(340,300)	$	(79,003)		$	(1,906,308)	$	(652,107)
Net cash provided from financing activities		303,620			80,000
Net loss per common share - basic and diluted	$	(0.00)	$	(0.00)		$	(0.01)	$	(0.01)
Net change in cash and cash equivalents		158,838			(16,760)
Weighted average shares outstanding - basic and diluted		518,813,217		59,233,000			279,513,432		59,041,396
Cash and cash equivalents, at beginning of period		7,231			38,388
Cash and cash equivalents, at end of period	$	166,069		$	21,628
Supplemental cash flow information:
Interest paid	$			$	-
Supplemental noncash investing and financing activities:
Issuance of common stock for conversions of notes payable	$	47,360			54,500
Reclassification of accounts payable to notes payable	$	-			178,623
Creation of debt discount	$	-			37,397
Reduction in derivative liability due to conversions of convertible notes payable	$	89,640			100,272
Reduction in common stock payable for issuance of common stock	$				37,500

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

~~F-2~~6

~~Dewmar~~DEWMAR ~~International~~INTERNATIONAL BMC, ~~Inc~~INC.

CONSOLIDATED STATEMENTS OF ~~CASH~~STOCKHOLDERS’ ~~FLOWS~~DEFICIT

(Unaudited)

			Nine Months Ended September 30,
	Preferred Stock				Common Stock
			2013		2012
	Shares		Amount		Shares		Amount		Additional Paid-in Capital		Accumulated Deficit		Total Stockholders’ Deficit
Cash flows from operating activities:
Balance December 31, 2013	50,000,000		$50,000		2,310,488,796	$	2,310,493	$	3,370,195	$	(6,804,854)	$	(1,074,166)
Net loss		$	(1,906,308)	$	(652,107)
Shares issued for cash	-		-		161,538,888		161,539		142,081		-		303,620
Adjustments to reconcile net loss to net cash used in operating activities:
Shares issued for service	-		-		75,000,000		75,000		446,500		-		521,500
Depreciation expense			3,753		2,678
Shares cancelled					(100,000,000)		100,000		52,000				(48,000)
Stock-based compensation			932,451		354,026
Shares issued for conversions of notes payable	-		-		202,514,717		202,514		(155,154)		-		47,360
Amortization of debt discount			174,120		1,830
Reduction in derivative liability due to conversion	-		-						89,641		-		89,641
Non cash legal fees			-		6,500
Net loss	-		-								(848,652)		(848,652)
Loss on extinguishment of debt			-		5,000
Balance March 31, 2014	50,000,000		$50,000		2,649,542,401		$2,649,546		$3,945,263		$(7,653,506)		($1,008,697)
(Gain) Loss On Derivative Liability			157,254		(15,613)
Changes in operating assets and liabilities:
Accounts receivable			5,184		60,168
Related party receivables			2,648		1,690
Inventory			17,649		(19,982)
Prepaid expenses and other current assets			1,700		(2,624)
Accounts payable and accrued liabilities			405,690		81,557
Net cash used in operating activities			(205,859)		(176,877)
Cash flows from investing activities:
Cash paid for purchase of vehicles			(19,900)		-
Net cash used in investing activities			(19,900)		-
Cash flows from financing activities:
Proceeds from convertible notes payable			199,320		90,000
Net cash provided by (used in) financing activities			199,320		90,000
Net change in cash and cash equivalents			(26,439)		(86,877)
Cash and cash equivalents, beginning of period			38,388		91,506
Cash and cash equivalents, end of period		$	11,949	$	4,629
Supplemental cash flow information:
Interest paid		$	10,709	$	-
Supplemental noncash investing and financing activities:
Increase in common stock payable		$		$	315,026
Extinguishment of debt for common stock		$	-	$	47,481
Issuance of common stock for conversions of notes payable and accrued interest		$	230,250	$	-
Reclassification of accounts payable to notes payable		$	334,661	$	-
Debt discount on convertible notes		$	182,796	$	21,500
Reclassification of derivative liability to additional paid in capital		$	302,044	$	-
Reclassification of stock payable to common stock and additional paid in capital		$	199,193	$	-

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

~~F-3~~7

DEWMAR INTERNATIONAL BMC, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

~~SEPTEMBER~~MARCH 3031, ~~2013~~2014

NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

OnDewmar ~~October~~International ~~28,~~BMC ~~2011,~~was ~~pursuant~~formed toas ana ~~Exchange~~Nevada ~~Agreement~~corporation ~~(“Agreement”),~~on ~~Dewmar~~March ~~International BMC~~13, ~~Inc~~2009. ~~(fka Convenientcast~~ Today, ~~Inc.) (“~~Dewmar International BMC, ~~Inc.~~is ora ~~the~~diversified ~~“Company”),~~operating acompany ~~publicly~~headquartered ~~reporting~~in ~~Nevada corporation~~Clinton, ~~acquired~~Mississippi. The ~~DSD~~Company ~~Network~~conducts ofbusiness ~~America,~~across ~~Inc. (“DSD”),~~ a ~~Nevada~~variegated ~~corporation,~~set inof ~~exchange~~categories ~~for~~and ~~the~~sectors ~~issuance~~including ofconsumer 40goods,~~000,000~~ ~~shares~~wholesale oftrade, ~~common~~pharmaceuticals ~~stock~~and ofhealth ~~Dewmar~~sciences. ~~International~~The ~~BMC,~~Company ~~Inc.~~and ~~(the~~its ~~“Exchange~~subsidiaries ~~Shares”)~~develop, amarket ~~majority~~and ofdistribute ~~the common stock~~goods, totherapeutics ~~the~~and ~~former~~services ~~owners~~in ofnational ~~DSD.~~and Ininternational ~~conjunction~~markets ~~with~~through ~~the~~licensing ~~Merger~~agreements, ~~DSD~~e-commerce ~~became~~platforms, ~~a wholly~~fee-~~owned~~for-service ~~subsidiary~~arrangements ofand ~~the~~distribution ~~Company~~contracts.

~~For~~NOTE ~~financial accounting purposes, this acquisition (referred to as the “Merger”) was a reverse acquisition of Dewmar International BMC, Inc~~2. bySUMMARY ~~DSD~~OF ~~and~~SIGNIFICANT ~~was~~ACCOUNTING ~~treated as a recapitalization.~~POLICIES

AsBasis of the time of the Merger, Dewmar International BMC, Inc. held minimal assets and was a developmental stage company. Following the Merger, the Company, through DSD, is a manufacturer of its Lean Slow Motion Potion™ brand relaxation beverage, which was launched by DSD in September of 2009. After the Merger, the Company operates through one operating segment.Presentation

~~NOTE~~The 2Company prepares its financial statements in accordance with accounting principles generally accepted in the United States of America. ~~SUMMARY~~The OFaccompanying ~~SIGNIFICANT~~interim ~~ACCOUNTING~~unaudited ~~POLICIES~~financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the Company’s opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three month period ended March 31, 2014 are not necessarily indicative of the results for the full years. While management of the Company believes that the disclosures presented herein and adequate and not misleading, these interim financial statements should be read in conjunction with the audited combined financial statements and the footnotes thereto for the periods ended December 31, 2014 filed in our Annual Report on Form 10K.

~~Basis~~NOTE of3. ~~Presentation~~CONVERTIBLE NOTES PAYABLE

~~The~~In ~~Company~~October, ~~prepares~~2012, ~~its financial statements in accordance with accounting principles generally accepted in~~ the ~~United~~Company ~~States~~entered ofinto ~~America.~~a ~~The~~10% ~~accompanying~~Contingently ~~interim~~Convertible ~~unaudited~~Promissory ~~financial~~Note ~~statements have been prepared in accordance~~ with ~~generally~~Birr ~~accepted~~Marketing ~~accounting~~Group, ~~principles~~Inc. for ~~interim~~$20,000 ~~financial information in accordance~~ with ~~Article~~a 8due date of ~~Regulation~~April ~~S-X. Accordingly~~1, ~~they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements~~2013. InAt ~~the~~March ~~Company’s opinion~~31, ~~all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine month period ended September 30~~2014, ~~2013 are not necessarily indicative of~~ the ~~results~~Company ~~for~~revalued the ~~full~~fair ~~year.~~market ~~While~~value ~~management~~ of the ~~Company~~derivative ~~believes~~liability ~~that the disclosures presented herein are adequate~~ and ~~not~~recorded ~~misleading,~~a ~~these~~loss ~~interim~~of ~~financial statements should be read in conjunction with the audited combined financial statements and the footnotes thereto for the period ended December 31~~$242,356 ~~2012 filed in our Annual Report~~ on ~~Form~~derivative ~~10K~~liability.

~~Certain~~On ~~amounts~~April in16, ~~prior~~2013, ~~periods~~the ~~have~~Company ~~been~~entered ~~reclassified~~into toa ~~conform~~sixth toSecurities ~~current~~Purchase ~~period~~Agreement ~~presentation~~with Asher Enterprises, Inc. (“Asher”) a Delaware Corporation for an 8% contingently convertible promissory note with an aggregate principal amount of $42,500 which together with any unpaid accrued interest was due on December 21, 2013.

~~Fair value of Financial Instruments~~·

~~Generally~~On ~~accepted~~January ~~accounting~~2, ~~principles~~2014, inAsher converted the ~~United~~remaining ~~States~~$6,500 ~~(“US~~of ~~GAAP”)~~its ~~define~~outstanding ~~fair~~notes ~~value~~payable asand ~~the~~$1,700 ~~price~~accrued ~~that~~interest ~~would~~into be34,166,667 ~~received~~shares toof ~~sell~~common anstock ~~asset~~at ora ~~paid~~conversion toprice ~~transfer~~of $0.00024. After conversion, a ~~liability~~principal inbalance anof ~~orderly~~$0 ~~transaction~~remained ~~between~~on ~~market~~the ~~participants~~notes atpayable. On the ~~measurement~~day ~~date~~of conversion, the Company revalued the derivative liability and ~~establishes~~recorded a ~~three-level~~loss ~~valuation~~on ~~hierarchy~~the ~~for~~derivative ~~disclosure~~liability of ~~fair~~$4,425; ~~value~~and ~~measurements.~~reduced ~~The~~the ~~valuation~~pro-rated ~~hierarchy~~balance ~~categorizes~~of ~~assets~~the ~~and~~derivative ~~liabilities~~liability ~~measured~~by at$17,877 ~~fair~~into ~~value~~additional ~~into~~paid ~~one~~in ofcapital. As ~~three~~such, ~~different~~the ~~levels~~derivative ~~depending~~liability had a $0 balance after conversion on ~~the~~January ~~observability~~2, of2014. In 2014, the ~~inputs~~Company ~~employed~~accelerated inamortization of the ~~measurement.~~discount ~~The~~of ~~three~~$1,670 ~~levels~~into ~~are~~interest asexpense. ~~follows:~~

~~Level~~On 1April 7, 2013, the Company entered into a convertible promissory note with a vendor to satisfy outstanding invoices in the amount of $68,000. The note bears no interest and was convertible into shares of common stock On March 31, 2014, the Company re-valued ~~Observable~~the ~~inputs~~derivative ~~such~~liability asand ~~quoted~~recorded ~~prices~~a gain on derivative liability of $538 making the balance in ~~active~~the ~~markets~~derivative liability at ~~the~~March ~~measurement~~31, ~~date~~2014 ~~for~~$65,656. The ~~identical~~Company also recorded $16,127 ~~unrestricted~~amortization ~~assets~~of orthe ~~liabilities~~original discount into interest expense.

~~Level~~On 2May -21, ~~Other~~2013, ~~inputs~~the ~~that~~Company ~~are~~entered ~~observable,~~into ~~directly~~a orsecond ~~indirectly~~Convertible Promissory Note with Continental Equities, ~~such~~LLC, asa ~~quoted~~New ~~prices~~York limited liability corporation for an 8% convertible promissory note in ~~markets~~the ~~that~~aggregate ~~are~~principal ~~not~~amount ~~active~~of $30,000, orwhich ~~inputs~~together ~~which~~with ~~are~~any ~~observable,~~unpaid ~~either~~accrued ~~directly~~interest oris ~~indirectly~~due on May 20, ~~for~~2014. ~~substantially~~$28,500 of the ~~full~~proceeds ~~term~~was offunded directly to the ~~asset~~company orwhile ~~liability~~$1,500 was recorded original issuance discount.

~~Level 3 - Unobservable inputs for which there is little or no market data and which we make our own assumptions about how market participants would price the assets and liabilities.~~8

~~F-4~~·

~~Our~~On January 21, 2014, Continental converted the remaining $17,760 of its outstanding notes payable into 64,581,818 shares of common stock at a conversion price of $0.000275. On the day of conversion, the Company revalued the derivative ~~liabilities~~liability ~~have~~and ~~been~~recorded ~~valued~~a asgain ~~Level~~on 3derivative ~~instruments~~liability of $28 and reduced the pro-rated portion of the derivative liability by $20,975 into additional paid in capital bringing the derivative liability to $0. The Company also accelerated the amortization of $7,433 of the original discount into interest expense.

	Level 1		Level 2		Level 3		Total
Fair value of Derivative Liability - December 31, 2012	$	-	$	-	$	39,028	$	39,028
	Level 1		Level 2		Level 3		Total
Fair value of Derivative Liability - September 30, 2013	$	-	$	-	$	77,034	$	77,034

On December 10, 2013, the Company entered into an assignment agreement where the Company assigned a previously entered into $17,500 Notes payable with Pitts Riley to Microcap Equity Group, LLC, a third party. As such the Company entered into a 10% Convertible note with Microcap Equity Group for $17,500 which matured on December 10, 2014.

~~NOTE 3. GOING CONCERN~~·

~~The~~On ~~accompanying~~January ~~financial~~27, ~~statements~~2014, ~~have~~Microcap ~~been~~converted ~~prepared~~the inremaining ~~conformity~~$7,400 ~~with~~of ~~accounting principles generally accepted in~~ the ~~United~~notes ~~States~~payable ofinto ~~America~~52,857,142 ~~which~~shares ~~contemplates continuation~~ of ~~the~~common ~~Company~~stock asat a ~~going~~conversion ~~concern.~~price ~~The~~of ~~Company has incurred net losses and has an accumulated deficit totaling~~ $~~6,303,694~~0.00014 ~~The~~bringing ~~Company~~the ~~also~~notes ~~had~~payable ~~negative~~balance ~~working~~to ~~capital~~$0. On ~~The Company’s operating results are subject to numerous factors, including fluctuation in~~ the ~~cost~~day of ~~raw materials~~conversion, ~~changes in consumer preference for beverage products and competitive pricing in~~ the ~~marketplace.~~Company ~~These~~re-valued ~~conditions give rise to substantial doubt about~~ the ~~Company’s~~derivative ~~ability~~liability toand ~~continue~~recorded as a ~~going~~gain ~~concern.~~on ~~These financial statements do not include adjustments relating to~~ the ~~recoverability~~derivative ~~and~~liability ~~classification~~ of ~~reported~~$335 ~~asset~~and ~~amounts~~reduced or the ~~amount~~pro-rated ~~and~~portion ~~classification~~ of ~~liabilities that might be necessary should~~ the ~~Company~~derivative beliability ~~unable~~of to$25,958 ~~continue~~into asadditional apaid ~~going~~in ~~concern~~capital. Additionally, ~~The~~the ~~Company’s~~company ~~continuation~~accelerated asthe aamortization ~~going~~of ~~concern~~$3,952 ~~is dependent upon its ability to obtain additional financing or sale~~ of ~~its~~the ~~common~~original ~~stock~~discount asinto ~~may~~interest ~~be required and ultimately to attain profitability~~expense.

~~Management’s~~On ~~plan~~December 24 ,2013, inThe ~~this~~Company ~~regard~~entered into an assignment agreement where the Company assigned a previously entered into $48,470 isNotes Payable to ~~raise~~Pitts ~~financing~~Riley to ~~through~~Magna ~~equity~~Group, ~~financing~~LLC, toa ~~augment~~third party. As such the ~~cash~~Company ~~flow~~entered itinto ~~receives~~a ~~from~~10% ~~product~~Convertible ~~sales~~note with Magna Group for $48,470 on December 26, 2013. The Note matured on December 26, 2014. On January 6, 2014, Magna converted the remaining $14,000 of the original notes payable into 50,909,090 shares of common stock at a conversion price of $0.00028. After conversion, $0 remained on the original notes payable. On the day of conversion, the Company revalued the derivative liability and ~~finance~~recorded a loss on derivative liability of $10,305 and reduced the ~~continuing~~pro-rated ~~development~~portion ~~for~~of the ~~next~~derivative ~~twelve~~liability ~~months~~by $24,830 into additional paid in capital. The Company also accelerated the remaining discount of $14,000 into interest expense.

~~NOTE~~In 4summary, during the periods ended March 31, 2014 and 2013, the Company recorded a total of $47,305 and $39,911, respectively in interest expense. During ~~NOTES~~periods ~~PAYABLE~~ended March 31, 2014 and 2013, the amount of interest expense associated with the amortization of discounts associated with the amortization of the debt discounts established by derivative liabilities in the convertible notes was $43,183 and $37,100.

~~During~~NOTE ~~the period ended September 30, 2013, the Company reclassified certain accounts payable balances into notes payable based on agreements with various vendors with balances of $334,661~~4. ~~The~~DERIVATIVE notes payable are due on demand and bear no interest. At September 30, 2013 and December 31, 2012, the Company has presented $251,160, and $56,500 in Notes Payable related to these reclassifications on the balance sheet. LIABILITY

~~NOTE~~In June 2008, the FASB issued authoritative guidance on determining whether an instrument (or embedded feature) is indexed to an entity’s own stock. Under the authoritative guidance, effective January 1, 2009, instruments which do not have fixed settlement provisions are deemed to be derivative instruments. The conversion feature of certain of the Company’s Convertible Promissory Note (described in Note 5), does not have a fixed settlement provision because conversion of the Asher Notes and the Continental Notes will be lowered if the Company issues securities at lower prices in the future. ~~CONVERTIBLE~~The ~~NOTES~~Company ~~PAYABLE~~was required to include the reset provisions in order to protect the holders of the Asher Notes and the Continental Note from the potential dilution associated with future financings. In accordance with the FASB authoritative guidance, the conversion feature of the Asher Notes and the Continental Notes were separated from the host contract and recognized as a derivative instrument. The conversion feature of the Asher Notes and the Continental Notes have been characterized as a derivative liability to be re-measured at the end of every reporting period with the change in value reported in the statement of operations.

In October, 2012, the Company entered into a 10% Contingently Convertible Promissory Note with Birr Marketing Group, Inc. for $20,000 with a due date of April 1, 2013. After the due date of April 1, 2013, the note became convertible at a fixed price of $0.001 into the Company’s common shares at the Holder’s option. The ~~Holder~~following ~~shall~~table ~~receive~~summarizes ~~a royalty or commission of $0.50 per case of Easta Pink Lean that was produced as a result of monies allocated from this note. Because of~~ the ~~outstanding~~derivative ~~Continental~~liabilities ~~note~~included described below, this convertible note is considered to be “tainted” by the indeterminate amount of shares to be issued under that note. Since the number of shares outstanding at any future date is undetermined by the Company, the Company determined that the conversion feature in ~~this note qualified as an “embedded derivative,” and therefore separated~~ the ~~conversion~~consolidated ~~feature~~balance from the host contract and estimated the fair market value as of June 30, 2013 to be $21,297 and $21,297 was recorded as loss on derivative. At September 30, 2013, the Company revalued the derivative liability and determined that its fair market value was $9,466. As such the company recorded a gain on derivative liability of $11,831. This amount was determined by management using a weighted-average Black-Scholes Merton option pricing model.sheet:

During the nine months ended September 30, 2013, the Company entered into two 10% Contingently Convertible Promissory Notes with Birr Marketing Group, Inc. for $28,000 and $22,820 with a due date of June 4, 2014 and June 26, 2014. After the due date, the note becomes convertible at a fixed price of $0.001 into the Company’s common shares at the Holder’s option.


Derivative liability
Derivative liabilities as of December 31, 2013	$	151,120
Net Loss on derivative liability		256,185
Debt discount		-
Settlement of derivative liability due to conversion of related notes		(89,640)
Derivative liabilities as of March 31, 2014	$	317,665

~~F-5~~9

OnNOTE ~~June 27, 2012, the Company entered into a Securities Purchase Agreement with Asher Enterprises, Inc~~5. (“Asher”) a Delaware Corporation for an 8% convertible promissory note with an aggregate principal amount of $32,500 which together with any unpaid accrued interest was due on March 29, 2013. This convertible note together with any unpaid accrued interest is convertible into shares of common stock at the holderSTOCKHOLDERS’s option 180 days from inception at a variable conversion price calculated as 55% of the market price which means the average of the lowest three trading prices during the ten trading day period ending on the latest complete trading day prior to the conversion date with no floor stated in the conversion feature. In July 2012, this convertible promissory note was funded in the amount of $30,000, with $2,500 being recorded as legal fees for amounts held by note holder. The Company analyzed the note on the date on which the contingent conversion feature was settled on December 24, 2012. The Company determined that the variable conversion price results in need of bifurcation of the conversion feature into a separate derivative liability valued at fair market value. On December 24, 2012, the Company estimated the fair market value of the derivative liability associated with the bifurcated conversion feature to be $25,209. The Company recorded an original discount of $25,209. DEFICIT

·Shares Issued for Cash

OnDuring ~~January~~the ~~11,~~period ~~2013,~~ended ~~Asher~~March ~~converted~~31, ~~$12~~2014,~~000~~ ofthe ~~its~~Company ~~outstanding~~issued ~~notes payable entered into on June 27~~161, ~~2012 into 3~~538,~~750,000~~888 shares of common stock atfor ~~a conversion price of~~ $~~0.0032. After conversion~~303,620 a principal balance of $20,500 remained. On the day of conversion, the Company accelerated the amortization of the discount of $2,851 into interest expense; revalued the derivative liability and recorded a gain on the derivative liability of $2,283; and reduced the pro-rated portion of the derivative liability by $6,325 into Additional paid in ~~capital~~cash.

·Shares Issued for Services

OnDuring ~~February~~the 1,period ~~2013,~~ending ~~Asher~~March ~~converted~~31, ~~an additional $12~~2014,~~100~~ ofthe ~~its~~Company ~~outstanding~~issued ~~notes payable entered into on June 27~~75, ~~2012 into 5~~000,~~761,905~~000 shares ofto ~~common~~consultants ~~stock~~for atservices ~~a conversion price of $0~~rendered.~~0021.~~ The ~~After~~Company ~~conversion,~~estimated athe ~~principal~~fair ~~balance~~market value of ~~$8,400~~the ~~remained.~~shares Onissued ~~the~~to ~~day~~be ~~of conversion~~$521,500 ~~the~~and ~~Company~~recorded ~~accelerated~~this ~~the~~as ~~amortization~~stock ofbased ~~the~~compensation. In ~~discount of $12~~addition,~~100~~ ~~into interest expense; revalued~~ the ~~derivative~~Company ~~liability~~cancelled ~~and recorded~~ a ~~loss~~consulting onagreement ~~the~~which ~~derivative~~it ~~liability~~had ofpreviously ~~$31,181;~~accounted for and ~~reduced~~as ~~the~~such ~~pro-rated~~reversed ~~portion~~100,000,000 ofshares ~~the~~and ~~derivative~~a ~~liability~~corresponding by $1548,~~632~~000 ~~into~~from ~~Additional~~share ~~paid~~based ~~in capital~~compensation.

·Shares Issued for Conversion of Notes Payable

OnDuring ~~February~~the ~~14,~~period ~~2013,~~ending ~~Asher~~March ~~converted the remaining $8~~31,~~400~~ ~~of its outstanding notes payable entered into on June 27~~2014, ~~2012~~the ~~together~~Company ~~with~~issued ~~unpaid interest of $1~~202,~~300 into 4~~514,~~850,000~~717 shares of common stock atrelated ato ~~conversion~~conversions ~~price~~ of ~~$0.0020.~~various ~~After conversion, a principal balance of $0 remained on the June 27, 2012~~ notes payable. See OnNote ~~the~~5 ~~day~~for offurther conversion, the Company accelerated the amortization of the discount of $8,400 into interest expense; revalued the derivative liability and recorded a loss on the derivative liability of $25,722; and reduced the pro-rated portion of the derivative liability by $52,076 into Additional paid in capitaldiscussion. ~~At June 30, 2013, $0 remained in the derivative liability.~~

OnNOTE August 30, 2012, the Company entered a second Contingently Convertible Promissory Note with Asher for an 8% convertible promissory note with an aggregate principal amount of $42,500 which together with any unpaid accrued interest was due on June 4, 20136. ~~$40,000~~RELATED ~~was~~PARTY funded on September 13, 2012 with $2,500 being recorded as legal fees for funds held by the note holder. This convertible note together with any unpaid accrued interest is convertible into shares of common stock at the holder’s option 180 days from inception at the greater of (1) a variable conversion price calculated as 55% of the market price which means the average of the lowest three trading prices during the ten trading day period ending on the latest complete trading day prior to the conversion date with no floor stated in the conversion feature; or (2) a fixed price of $0.00009. Because of the outstanding Continental note described below, this convertible note is considered to be “tainted” by the indeterminate amount of shares to be issued under that note. The note contains an anti-dilution provision which causes the conversion price to decrease if the company issues any common stock at a lower price or with no consideration. TRANSACTIONS

·Sales to Related Party Distributor

OnThe ~~February~~Company ~~26,~~is ~~2013,~~engaged with a distributor that is wholly-owned by the Company’s ~~analyzed~~CEO (the ~~conversion~~“Distributor”). ~~feature~~The ~~and~~Distributor ~~determined~~is ~~that~~responsible itfor ~~met~~shipping ~~the~~out ~~criteria~~product assamples, antransferring ~~embedded~~small ~~derivative~~quantities ~~and~~of ~~therefore~~product ~~bifurcated~~to ~~the~~local ~~conversion~~distributors ~~feature~~at ~~from~~the request of the ~~host~~Company, ~~contract~~sales ~~and~~of ~~recorded~~product ato ~~separate~~local ~~derivative~~retailers ~~liability~~or atsmall ~~fair~~wholesalers ~~market~~and ~~value.~~for Atthe ~~February~~fulfillment ~~26,~~of ~~2012,~~online ~~the~~sales ~~fair~~orders. ~~market~~The ~~value~~Company may withdraw cases of product from the ~~derivative~~Distributor ~~liability~~at ~~was~~the ~~estimated~~Company’s towill befor ~~$37~~Company use,~~397~~ ~~and~~for ~~resulted~~which inthe anCompany ~~immediate~~will ~~discount~~provide to the ~~notes~~Distributor ~~payable.~~with ~~This~~a ~~discount~~credit ~~will~~memo bebased ~~amortized~~on ~~over~~a ~~the~~per-case ~~maturity~~price ofequal to the ~~note~~price orpaid ~~conversion~~by ~~whichever~~the isDistributor ~~sooner.~~to the Company.

·At March 31, 2014 and December 31, 2013, receivable from the Distributor was $9,738 and $4,085, respectively.

OnAdvances ~~March~~to ~~14,~~Related 2013, the holder converted $12,000 of the note into 3,428,571 shares of common stock at a price of $0.0035. On the day of the conversion, the Company re-valued the derivative liability and recorded a loss of $5,113. After conversion, the Company reduced the derivative liability by its prorated portion of the original note value. On March 31, 2013, the Company re-valued the remaining derivative liability and recorded a loss of $14,684 resulting in a balance of $45,191.Party

~~F-6~~At March 31, 2014, and December 31, 2013, the Company had outstanding accounts receivable of $9,333, respectively, from a company owned by the CEO’s wife. These receivables represent shipping reimbursements erroneously billed by logistics and shipping companies. The Company paid these invoices and then in turn generated invoices to the company owned by the CEO’s wife for reimbursement.

·NOTE 7. LEGAL PROCEEDINGS

OnThe ~~April~~Company ~~15,~~is ~~2013,~~aggressively ~~the~~defending ~~holder~~itself ~~converted~~in ~~$15,000~~all of the ~~note~~below ~~into~~proceedings. ~~7,894,737~~The ~~shares~~Company’s ofmanagement ~~common~~believes ~~stock~~the atlikelihood ~~a price~~ of ~~$0.0019.~~future Onliability to the ~~day~~Company offor ~~the~~these ~~conversion~~contingencies is remote, and the Company ~~re-valued~~has ~~the~~not ~~derivative~~recorded any liability ~~and~~for ~~recorded~~these alegal ~~gain~~proceedings ofat ~~$14~~March 31,~~588~~ 2014 and December 31, 2013. ~~After~~While ~~conversion~~the results of these matters cannot be predicted with certainty, the Company’s ~~reduced~~management believes that losses, if any, resulting from the ~~pro-rated~~ultimate ~~portion~~resolution of ~~the~~these ~~derivative~~proceedings ~~liability~~will bynot ~~$15~~have a material adverse effect on the Company’s financial position,~~051~~ ~~into~~results ~~Additional~~of ~~paid~~operations, inor ~~capital.~~cash flows.

·On January 20, 2011, a claim was filed against Dewmar International BMC, Inc.(“Dewmar”) by Corey Powell, in Ascension Parish, LA 23rd Judicial District Court. Corey Powell was a former distributor of LEAN, a relaxation beverage marketed by Dewmar. Powell filed suit to recover allegedly unpaid commissions, “invasion fees” and “finder’s fees.” The commissions related to payments allegedly owed for Powell’s direct sale of LEAN product to wholesalers and retailers. The invasion fees relate to payments allegedly owed to Powell when the LEAN product was sold by other wholesalers in his geographic territory. The finders’ fees relate to payments allegedly owed to Powell for introducing investors to the Dewmar’s management. Discovery is complete. Dewmar has vigorously contested each and every one of the plaintiff’s allegations and has instructed counsel to proceed to trial on the merits which is scheduled this summer. Plaintiff sent a settlement demand earlier this year which was rejected by Dewmar. Currently, there is no trial date set.

~~On April 22, 2013, the holder converted $15,500 of the note into~~ 10,117,647 shares of common stock at a price of $0.0017. On the day of the conversion, the Company re-valued the derivative liability and recorded a loss of $4,582. After conversion, the Company reduced the pro-rated portion of the derivative liability by $20,135 into Additional paid in capital. At June 30, 2013, $0 remained in the derivative liability.

OnNOTE ~~August 30, 2012, the Company entered into a Convertible Promissory Note with Continental Equities, LLC, a New York limited liability corporation for an~~ 8~~% convertible promissory note in the aggregate principal amount of $21,500, which together with any unpaid accrued interest was due on August 15, 2013~~. ~~$20,000~~COMMITMENTS ofAND the proceeds was funded directly to the company while $1,500 was recorded as legal expense for funds held by the note holder. This convertible note together with any unpaid accrued interest is convertible into shares of common stock at the holder’s option beginning on the date of the note at a variable conversion price calculated as 55% of the market price which means the average of the lowest three trading prices during the ten trading day period ending on the latest complete trading day prior to the conversion date with the only mention of a “share cap” is that the number of shares of common stock issuable upon the conversion would not exceed 4.99% of the outstanding shares of the company at the time of conversion. Since the number of shares outstanding at any future date is undetermined by the Company, the Company determined that the conversion feature in this note qualified as an “embedded derivative,” and therefore separated the conversion feature from the host contract and estimated the fair market value at inception to be $34,119. As a result, the Company recorded a discount on the original note of $21,500. CONTINGENCIES

·Employment Agreement

On ~~March~~January 61, ~~2013~~2011, ~~Continental~~the ~~converted~~Company ~~$5,000~~entered ofinto ~~its~~employment ~~outstanding~~agreement ~~notes~~with ~~payable~~Dr. ~~into~~Moran ~~1,567,398~~(“Employee”) ~~shares~~to ofserve ~~common~~as ~~stock~~President atand aChief ~~conversion~~Executive ~~price~~Officer of $0the Company.~~0032.~~ ~~After~~The ~~conversion,~~employment acommenced ~~principal~~on ~~balance~~January ~~of $16~~1,~~500~~ ~~remained.~~2011 Onand ~~the~~runs ~~day~~for ~~of conversion,~~ the ~~Company~~period ~~revalued~~through ~~the~~January ~~derivative~~1, ~~liability~~2015. ~~and~~The ~~recorded~~Company awill ~~loss~~pay onEmployee, ~~the~~as ~~derivative~~consideration ~~liability~~for ofservices $9rendered,~~893;~~ ~~and~~a ~~reduced~~base ~~the~~salary ~~pro-rated portion~~ of ~~the derivative liability by~~ $6120,~~839~~000 ~~into~~per ~~Additional paid in capital~~year.

·As additional compensation, Employee is eligible to receive one percent of the issued and outstanding shares of the Company if the gross revenues hit specified milestones for each fiscal year under the agreement. The Company will provide additional benefits to Employee during the employment term which include, but are not limited to, health and life insurance benefits, vacation pay, expense reimbursement, relocation reimbursement and a Company car. If Employee dies, the Company will pay the designated beneficiary an amount equal to two years’ compensation, in equal payments over the next twenty four months.

OnIn ~~March~~the ~~25,~~event ~~2013,~~Employee’s ~~Continental~~employment ~~converted~~is anconstructively ~~additional~~terminated ~~$5,000~~within five years of ~~its~~the ~~outstanding~~commencement ~~notes~~date, ~~payable~~Employee ~~into~~shall 2receive a termination payment,~~000,000~~ ~~shares~~which ofwill ~~common~~be ~~stock~~determined ataccording to a ~~conversion~~schedule ~~price~~based upon the number of ~~$0.0025.~~years ~~After~~since ~~conversion~~the commencement of the contract, within a ~~principal~~range ~~balance~~ of $11120,~~500~~000 ~~remained~~to $400,000. OnAdditionally, Employee shall continue to receive the ~~day~~additional benefits mentioned above for a period of ~~conversion,~~two years from the ~~Company~~termination ~~revalued~~date. If the ~~derivative~~constructive ~~liability~~termination ~~and~~date ~~recorded~~is alater ~~loss~~than onfive ~~the~~years ~~derivative~~after ~~liability~~the ofcommencement $1date,~~842;~~ ~~and~~Employee ~~reduced~~shall receive the ~~pro-rated~~lesser ~~portion~~amount of an amount equal to his aggregate base salary for five years following the ~~derivative~~date ~~liability~~of bythe $7termination date,~~397~~ ~~into~~or ~~Additional~~an ~~paid~~amount inequal ~~capital.~~to Athis ~~March~~aggregate ~~25,~~base ~~2013,~~salary athrough ~~derivative~~the ~~liability~~end of ~~$17,013~~the ~~remained~~term. ~~On March 31~~Additionally, ~~2013,~~Employee ~~the~~shall ~~Company~~continue ~~re-valued~~to receive the ~~remaining~~additional ~~derivative~~benefits ~~liability~~mentioned ~~and~~above ~~recorded~~during athe ~~loss~~period ofhe ~~$5,535~~is ~~resulting~~entitled into areceive ~~balance~~the ofbase ~~$22,548~~salary.

·During the period ending March 31, 2014 and 2013, the Company incurred $50,000 base salary to Dr. Moran, respectively, which was included as a component of general and administrative expenses. The Company recorded total accrued payroll to Dr. Moran in the amounts of $520,502 and $494,000 in accounts payable and accrued liabilities on its consolidated balance sheets at March 31, 2014and December 31, 2013, respectively. On November 7, 2012, the Company agreed to convert $50,000 of accrued salary for Dr. Marco Moran into 19,047,619 shares of common stock. The number of shares issued was calculated using a 25% discount to the trading price on the agreement date. The fair market value of the shares on the date of the agreement was $66,667 which resulted in recognition of loss on settlement of accrued salaries of $16,667 during the year ended December 31, 2012 for the difference in the amount of accrued salary and the fair market value of the shares issued.

OnNOTE ~~April 3, 2013, Continental converted an additional $5,000 of its outstanding notes payable into 2,631,578 shares of common stock at a conversion price of $0~~9.~~0019.~~ ~~After~~SUBSEQUENT conversion, a principal balance of $6,500 remained. On the day of conversion, the Company revalued the derivative liability and recorded a gain on the derivative liability of $11,205; and reduced the pro-rated portion of the derivative liability by $4,932 into Additional paid in capital. At April 3, 2013, a derivative liability of $6,412 remained.EVENTS

·During the quarter ended June 30, 2014, Dewmar accounted for the issuance of 55,000,000 shares due under various consulting arrangements.

OnDuring ~~April~~the ~~11,~~quarter ~~2013,~~ended ~~Continental~~September ~~converted an additional $4~~30,~~000~~ ~~of its outstanding notes payable into 2~~2014,~~222,222~~ ~~shares~~Dewmar ofaccounted ~~common~~for ~~stock at a conversion price of $0.0018. After conversion, a principal balance of $2,500 remained. On~~ the ~~day~~issuance of ~~conversion~~55, ~~the Company revalued the derivative liability and recorded a loss on the derivative liability of $763; and reduced the pro-rated portion of the derivative liability by $4~~000,~~415~~000 ~~into~~shares ~~Additional~~due ~~paid~~under invarious ~~capital.~~consulting ~~At April 11, 2013, a derivative liability of $2,760 remained~~agreements.

·On December 4, 2014, Health & Wellness Research Consortium, LLC, (“Health & Wellness”) was created with Dewmar owning 100% of the LLC membership units. The business objective of Health & Wellness is to develop, implement and execute healthcare sales and marketing strategies for pharmacies, clinics and hospitals in order to help the client broaden market presence, influence effective prescribing behaviors and ultimately maximize their return on assets.

On April 24, 2013, Continental converted the remaining $2,500 of its outstanding notes payable entered into on September 6, 2012 together with unpaid interest of $969 into 2,312,520 shares of common stock at a conversion price of $0.0015. After conversion, a principal balance of $0 remained. On the day of conversion, the Company accelerated the amortization of the discount of $2,500 into interest expense; revalued the derivative liability and recorded a loss on the derivative liability of $1,959; and reduced the pro-rated portion of the derivative liability by $4,719 into Additional paid in capital. At June 30, 2013, $0 remained in the derivative liability.11

~~F-7~~ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

InExcept ~~November,~~for ~~2012,~~ the ~~Company~~historical ~~entered~~information ~~into~~contained ain ~~third~~this 8%report ~~Contingently~~on ~~Convertible~~Form ~~Promissory Note with Asher for $30~~10-Q,~~000~~ ~~which~~the ismatters ~~due~~discussed ~~together~~herein ~~with~~are ~~any~~forward-looking ~~unpaid~~statements. ~~accrued~~Words ~~interest~~such onas ~~August~~“anticipates,” 29“believes,” ~~2013.~~“expects,” ~~This~~“future,” ~~convertible~~and ~~note~~“intends,” ~~together~~and ~~with~~similar ~~any~~expressions ~~unpaid~~are ~~accrued~~used ~~interest~~to isidentify ~~convertible~~forward-looking ~~into~~statements. ~~shares~~These ofand ~~common~~other ~~stock~~statements atregarding ~~the~~matters ~~holder’s~~that ~~option~~are ~~180~~not ~~days~~historical ~~from~~are ~~inception~~forward-looking atstatements. ~~the~~These ~~greater~~matters ofinvolve ~~(1)~~risks aand ~~variable~~uncertainties ~~conversion~~that ~~price~~could ~~calculated~~cause asactual ~~55%~~results ofto ~~the~~differ ~~market~~materially ~~price~~from ~~which~~those ~~means~~in the ~~average~~forward-looking ofstatements. ~~the~~Factors ~~lowest~~that ~~three~~could ~~trading~~cause ~~prices~~or ~~during~~contribute ~~the~~to ~~ten~~such ~~trading~~differences ~~day~~in ~~period~~results ~~ending~~and onoutcomes ~~the~~include ~~latest~~without ~~complete~~limitation ~~trading~~those ~~day~~discussed ~~prior~~below toas ~~the~~well ~~conversion~~as ~~date~~those ~~with~~discussed noelsewhere ~~floor stated~~ in ~~the~~this ~~conversion~~report. ~~feature;~~Readers orare ~~(2)~~cautioned anot ~~fixed~~to ~~price~~place ofundue ~~$0.00009.~~reliance ~~The Company analyzed the note~~ on ~~the~~these ~~date~~forward-looking onstatements, which ~~the~~reflect ~~contingent~~management’s ~~conversion~~analysis ~~feature~~only ~~was~~as ~~settled on May 26, 2013. Because~~ of the ~~outstanding~~date ~~Continental~~hereof. ~~note~~We ~~described~~assume ~~below,~~no ~~this~~obligation ~~convertible note is considered~~ to beupdate ~~“tainted”~~these byforward-looking ~~the~~statements ~~indeterminate amount of shares~~ to bereflect ~~issued~~actual ~~under~~results ~~that~~or ~~note.~~changes ~~Since~~in ~~the~~factors ~~number~~or ofassumptions ~~shares~~affecting ~~outstanding~~such atforward-looking ~~any~~statements. ~~future~~This ~~date~~information isshould ~~undetermined~~also bybe ~~the~~read ~~Company, the Company determined that the conversion feature~~ in ~~this~~conjunction ~~note~~with ~~qualified~~our asaudited anhistorical ~~“embedded~~financial ~~derivative,”~~statements ~~and~~which ~~therefore~~are ~~separated~~included ~~the~~in ~~conversion~~our ~~feature~~Annual ~~from~~Report ~~the~~on ~~host~~Form ~~contract~~10-K ~~and~~for ~~estimated~~ the ~~fair~~fiscal ~~market~~year ~~value~~ended atDecember ~~inception to be $11~~31,~~648.~~ ~~The Company recorded an original discount of $11~~2013,~~648. The note contains an anti-dilution provision which causes the conversion price to decrease if the company issues any common stock at a lower price or with no consideration.~~

·Company Overview

OnDewmar ~~June~~International 4,BMC ~~2013,~~was ~~Asher~~formed ~~converted~~as ~~$12,000 of its outstanding notes payable into 10,000,000 shares of common stock at~~ a ~~conversion~~Nevada ~~price~~corporation ~~of $0.0012. After conversion, a principal balance of $18,000 remained. On the day of conversion, the Company revalued the derivative liability and recorded a loss~~ on ~~the~~March ~~derivative liability of $592; and reduced the pro-rated portion of the derivative liability by $4~~13,~~896~~ ~~into Additional paid in capital~~2009. ~~At June 4, 2013, a derivative liability of $7,344 remained.~~

·Today, Dewmar International BMC, Inc. is a diversified operating company headquartered in Clinton, Mississippi. The Company conducts business across a variegated set of categories and sectors including consumer goods, wholesale trade, pharmaceuticals and health sciences.

OnThe ~~June13,~~Company ~~2013,~~and ~~Asher converted an additional $13,000 of~~ its ~~outstanding~~subsidiaries ~~notes payable into 14~~develop,~~130,435~~ ~~shares~~market ofand ~~common~~distribute ~~stock at a conversion price of $0.00092. After conversion~~goods, atherapeutics ~~principal balance of $5,000 remained. On the day of conversion, the Company revalued the derivative liability~~ and ~~recorded~~services ain ~~gain~~national ~~on the derivative liability of $191;~~ and ~~reduced~~international ~~the~~markets ~~pro-rated~~through ~~portion~~licensing ~~of the derivative liability by $5~~agreements,~~961~~ ~~into~~e-commerce ~~Additional paid in capital. At June13~~platforms, ~~2013,~~fee-for-service aarrangements ~~derivative~~and ~~liability~~distribution ~~of $1,192 remained~~contracts.

·Business Strategy

OnThe ~~June~~Company’s ~~27,~~business ~~2013,~~strategy ~~Asher~~is ~~converted~~to ~~the~~identify ~~remaining~~paradigm ~~$5,000~~shifts ofoccurring ~~its~~in ~~outstanding notes payable entered into on November 27~~large, ~~2012~~traditional ~~together~~or ~~with~~growth ~~unpaid~~markets ~~interest~~within ~~of $1,200 into 8,266,667 shares of common stock at a conversion price of $0.00075. After conversion, a principal balance of $0 remained. On~~ the ~~day of conversion, the~~ Company’s ~~accelerated~~sphere ~~the amortization~~ of ~~the~~expertise ~~discount~~to ofcreate $5innovative products,~~000~~ ~~into~~services ~~interest expense; revalued the derivative liability~~ and/or ~~recorded~~financial aofferings ~~loss~~that onexploit ~~the~~new ~~derivative~~market ~~liability of $2,413; and reduced the pro-rated portion of the derivative liability by $3,605 into Additional paid in capital~~opportunities. ~~At June 30, 2013, $0 remained in the derivative liability.~~

~~On January 15~~Forward-looking, ~~2013,~~management ~~the~~expects ~~Company~~business ~~entered~~growth ~~into~~resulting afrom ~~fourth~~increased ~~Securities~~domestic ~~Purchase~~and ~~Agreement~~foreign ~~with Asher Enterprises~~trade, ~~Inc.~~new ~~(“Asher”)~~health ascience ~~Delaware~~service ~~Corporation~~offerings ~~for~~and anexpanded 8%placement ~~contingently convertible promissory note with an aggregate principal amount~~ of ~~$53,000 which together with any unpaid accrued interest is due on September 17, 2013. This convertible note together with any unpaid accrued interest is convertible into shares of common stock at~~ the ~~holder~~Company’s ~~option~~licensed ~~180~~products days from inception at a variable conversion price calculated as the greater of (i) the variable conversion price of 48% of the market price calculated as the average of the lowest three trading prices for the common stock during the 10 trading day period prior to the conversion date or (ii) the fixed price of $0.0009. This convertible promissory note was funded in ~~the~~Walmart ~~amount~~and ofother ~~$50,000,~~big ~~with~~box ~~$3,000 being recorded as legal fees for amounts held by note holder~~retailers. The note contains an anti-dilution provision which causes the conversion price to decrease if the Company issues any common stock at a lower price or with no consideration. The Company analyzed the note on the date on which the contingent conversion feature was settled on July 14, 2013. The Company determined that the variable conversion price results in need of bifurcation of the conversion feature into a separate derivative liability valued at fair market value. On July 14, 2013, the Company estimated the fair market value of the derivative liability associated with the bifurcated conversion feature to be $39,542. The Company recorded an original discount of $39,542.

·Results of Operations

OnFor ~~July~~the ~~24,~~three ~~2013,~~months ~~Asher~~ended ~~converted~~March $631,~~000~~ of2014 ~~its~~and ~~outstanding notes payable entered into on January 15,~~ 2013 ~~into 14,285,714 shares of common stock at a conversion price of $0~~.00042. After conversion, a principal balance of $47,000 remained. revalued the derivative liability and recorded a gain on the derivative liability of $10,086; and reduced the pro-rated portion of the derivative liability by $3,335 into Additional paid in capital.

·Revenue

OnRevenue ~~August~~is 1,presented ~~2013,~~net ~~Asher converted an additional $5,000~~ of ~~its~~sales ~~outstanding~~allowances. ~~notes~~Net ~~payable~~revenue ~~entered into on January 15~~increased $32,973, ~~2013~~or ~~into 14~~42%,~~285,714~~ ~~shares~~to ~~of common stock at a conversion price of~~ $~~0.00035. After conversion~~112,424 afrom ~~principal balance of~~ $4279,~~000~~451 ~~remained.~~for On the ~~day~~three ofmonths ~~conversion,~~ended ~~the~~March ~~Company~~31, ~~revalued~~2014 ~~the derivative liability~~ and ~~recorded~~2013 arespectively. ~~loss~~This onincrease ~~the~~was ~~derivative~~primarily ~~liability~~due ofto ~~$1,485;~~an ~~and~~overall ~~reduced~~increase ~~the pro-rated portion of the derivative liability by $5,730 into Additional paid~~ in ~~capital.~~purchase orders.

~~F-8~~Cost of Goods Sold

·Cost of goods sold decreased $2,288, or 5%, to $44,317 from $46,605 for the three months ended March 31, 2014 and 2013, respectively. This overall decrease was primarily the result of the payment and recognition of the costs of raw materials were made during the previous quarter.

On August 21, 2013, Asher converted $10,400 of its outstanding notes payable entered into on January 15, 2013 into 30,588,235 shares of common stock at a conversion price of $0.00034. After conversion, a principal balance of $31,600remained on the January 15, 2013 notes payable. On the day of conversion, the Company accelerated the amortization of the discount of $7,942 into interest expense; revalued the derivative liability and recorded a loss on the derivative liability of $4,858; and reduced the pro-rated portion of the derivative liability by $10,795 into Additional paid in capital. 12

·Operating Expenses

OnOperating ~~August~~expenses ~~27,~~decreased ~~2013~~$205,001, ~~Asher~~or ~~converted~~25%, to $1613,~~100~~308 offrom ~~its~~$818,309 ~~outstanding~~for ~~notes~~the ~~payable~~three ~~entered~~months ~~into~~ended onMarch ~~January 15~~31, ~~2013~~2014 ~~into~~and ~~3,235,294~~2013 ~~shares~~respectively. ofThe ~~common~~overall ~~stock~~decrease atin aoperating ~~conversion~~expenses ~~price~~results offrom ~~$0.00034.~~decreases ~~After~~in ~~conversion,~~stock abased ~~principal~~compensation ~~balance~~arrangements oftotaling ~~$30,500~~for ~~remained~~three onmonths ~~the~~ended ~~January~~March 1531, ~~2013~~2014 ~~notes~~as ~~payable.~~compared ~~On the day of conversion~~to2013, ~~the~~respectively. ~~Company~~Marketing ~~accelerated~~and ~~the~~advertising ~~amortization~~costs ofdecreased ~~the discount of~~ $114,~~100~~419, ~~into~~or ~~interest~~97%, ~~expense;~~to ~~revalued~~$300 for the ~~derivative~~three ~~liability~~month ~~and~~ended ~~recorded~~March a31, ~~loss~~2014, onas ~~the~~compared ~~derivative~~to ~~liability of~~ $1714,~~401;~~719 ~~and~~for ~~reduced~~ the ~~pro-rated~~three ~~portion~~month ofended ~~the~~March ~~derivative liability by $14~~31,~~154~~ ~~into Additional paid in capital~~2013.

·Contract labor costs decreased $56,328 or 88% to $7,850 from $64,178 for the three months ended March 31, 2014 and 2013, respectively. Contract labor costs primarily included costs for administrative and marketing/sales support.

OnInterest August 29, 2013, Asher converted $10,800 of its outstanding notes payable entered into on January 15, 2013 into 31,764,706 shares of common stock at a conversion price of $0.00034. After conversion, a principal balance of $19,700 remained on the January 15, 2013 notes payable. On the day of conversion, the Company accelerated the amortization of the discount of $10,800 into interest expense; revalued the derivative liability and recorded a loss on the derivative liability of $990; and reduced the pro-rated portion of the derivative liability by $12,677 into Additional paid in capital. Expense

·For the three months ended March 31, 2014 and 2013, the Company incurred interest expense of $47,305 and $39,911 respectively. The increase is due to an increased in convertible notes payable from the prior year period.

OnNet September 9, 2013, Asher converted $10,400 of its outstanding notes payable entered into on January 15, 2013 into 38,518,519 shares of common stock at a conversion price of $0.00027. After conversion, a principal balance of $9,300 remained on the January 15, 2013 notes payable. On the day of conversion, the Company accelerated the amortization of the discount of $10,400 into interest expense; revalued the derivative liability and recorded a loss on the derivative liability of $6,390; and reduced the pro-rated portion of the derivative liability by $11,452 into Additional paid in capital. Loss

AtOur ~~September~~net ~~30,~~losses ~~2013,~~for the ~~Company~~three ~~revalued~~months ~~the~~ended ~~outstanding~~March ~~derivative~~31, ~~liability~~2014 and ~~estimated~~2013 ~~its~~were ~~fair~~$848,652 ~~market~~and ~~value~~$916,960, torespectively. beThe ~~$16,406~~decrease ~~and~~in asnet aloss ~~result~~is ~~recorded~~attributable anto ~~additional~~the ~~loss~~decrease onin ~~derivative~~expenses ~~liability~~from ofthe ~~$13~~operating expenses and overall increase in sales,~~968.~~ which is discussed above.

On February 19, 2013, the Company entered into a fifth Securities Purchase Agreement with Asher Enterprises, Inc. (“Asher”) a Delaware Corporation for an 8% contingently convertible promissory note with an aggregate principal amount of $32,500 which together with any unpaid accrued interest is due on November 21, 2013. This convertible note together with any unpaid accrued interest is convertible into shares of common stock at the holder’s option 180 days from inception at a variable conversion price calculated as the greater of (i) the variable conversion price of 55% of the market price calculated as the average of the lowest three trading prices for the common stock during the 10 trading day period prior to the conversion date or (ii) the fixed price of $0.0009. This convertible promissory note was funded in the amount of $30,000, with $2,500 being recorded as legal fees for amounts held by note holder. The note contains an antiOff-~~dilution~~Balance ~~provision~~Sheet which causes the conversion price to decrease if the Company issues any common stock at a lower price or with no consideration. The Company analyzed the note on the date on which the contingent conversion feature was settled on August 18, 2013. The Company determined that the variable conversion price results in need of bifurcation of the conversion feature into a separate derivative liability valued at fair market value. On August 18, 2013, the Company estimated the fair market value of the derivative liability associated with the bifurcated conversion feature to be $54,674. The Company recorded an original discount of $32,500 and an immediate loss on derivative liability of $22,174. At September 30, 2013, the Company revalued the derivative liability and determined that is fair market value was $23,555 resulting in a gain on derivative liability of $31,119. The Company amortized $14,711 of the original discount into interest expense for the period ending September 30, 2013. Arrangements

OnAs ~~April~~of ~~16,~~March ~~2013~~31, ~~the Company entered into a sixth Securities Purchase Agreement with Asher Enterprises~~2014, ~~Inc.~~we ~~(“Asher”)~~have ano ~~Delaware~~off-balance ~~Corporation~~sheet ~~for~~arrangements ansuch 8%as ~~contingently convertible promissory note with an aggregate principal amount of $42~~guarantees,~~500~~ ~~which~~retained ~~together~~or ~~with~~contingent ~~any unpaid accrued~~ interest isin ~~due~~assets ~~on December 21~~transferred, ~~2013.~~obligation ~~This~~under ~~convertible~~a ~~note~~derivative ~~together~~instrument ~~with~~and ~~any~~obligation ~~unpaid~~arising ~~accrued~~out ~~interest is convertible into shares~~ of ~~common~~or ~~stock at the holder’s option 180 days from inception at~~ a variable ~~conversion~~interest price calculated as the greater of (i) the variable conversion price of 55% of the market price calculated as the average of the lowest three trading prices for the common stock during the 10 trading day period prior to the conversion date or (ii) the fixed price of $0.0009. This convertible promissory note was funded in ~~the amount of $40,000, with $2,500 being recorded as legal fees for amounts held by note holder. The note contains~~ an ~~anti-dilution~~unconsolidated ~~provision which causes the conversion price to decrease if the Company issues any common stock at a lower price or with no consideration~~entity.

~~F-9~~Critical Accounting Policies

OnOur ~~April~~financial 7,statements ~~2013,~~and ~~the~~accompanying ~~Company~~notes ~~entered~~have ~~into~~been aprepared ~~convertible~~in ~~promissory~~accordance ~~note~~ with aUnited ~~vendor~~States togenerally ~~satisfy~~accepted ~~outstanding~~accounting ~~debt~~principles ~~invoices~~applied inon ~~the~~a ~~amount~~consistent ~~of $68,000~~basis. The ~~note~~preparation ~~bears~~of nofinancial ~~interest~~statements ~~and~~in ~~was~~conformity ~~convertible~~with ~~into~~U.S. ~~shares~~generally ofaccepted ~~common~~accounting ~~stock~~principles 6requires ~~months~~management ~~from~~to ~~the~~make ~~inception~~estimates atand assumptions that affect the ~~greater~~reported amounts of ~~(1)~~assets ~~stock~~and ~~price~~liabilities, the disclosure of ~~the~~contingent ~~conversion~~assets and liabilities at the date; orof ~~(2)~~the ~~stock~~financial ~~price~~statements onand the ~~execution~~reported ~~date~~amounts of revenues and expenses during the ~~promissory~~reporting ~~note~~periods.

OnWe ~~April~~regularly ~~10,~~evaluate ~~2013,~~ the ~~Company~~accounting ~~entered~~policies ~~into~~and aestimates ~~convertible~~that ~~promissory~~we ~~note~~use ~~with a vendor~~ to ~~satisfy~~prepare ~~outstanding~~our ~~debt~~financial ~~invoices in the amount of $6,000~~statements. ~~The~~ ~~note~~Our ~~bears~~Annual noReport ~~interest~~on ~~and~~Form ~~was~~10-K ~~convertible~~for ~~into shares of common stock at~~ the ~~holder’s~~year ~~option~~ended ~~beginning~~December on31, ~~the~~2013 ~~date~~contains ~~of the note at~~ a ~~variable~~discussion ~~conversion price calculated by the average 10 day trading price~~ of ~~the~~these ~~Company’s~~significant ~~common~~accounting ~~stock prior to the date of conversion~~policies. ~~Since~~There ~~the~~have ~~number~~been ofno ~~shares~~significant ~~outstanding~~changes ~~at any future date is undetermined by the Company, the Company determined that the conversion feature~~ in ~~this~~our ~~note~~significant ~~qualified~~accounting aspolicies ansince ~~“embedded~~December ~~derivative”. On April 10~~31, 2013,. ~~the~~See ~~Company~~our ~~estimated~~Note ~~the~~2 ~~fair~~in ~~market~~our ~~value~~unaudited offinancial ~~the~~statements ~~derivative~~for ~~liability associated with~~ the ~~bifurcated~~three ~~conversion~~months ~~feature~~ended toMarch be31, ~~$10~~2014,~~155. The~~ ~~Company~~as ~~recorded~~set anforth ~~original discount of $6,000~~herein.

·Liquidity and Capital Resources

OnDuring ~~April 24, 2013,~~ the ~~vendor~~three ~~converted~~months ~~$6,000~~ended ofMarch ~~its outstanding note payable into 2~~31,~~000,000~~ ~~shares~~2014 ofand ~~common stock. After conversion~~2013, ~~a principal balance of $0 remained. On~~ the ~~day~~Company ofrecognized ~~the~~negative ~~conversion,~~cash ~~the~~flows ~~Company~~from ~~accelerated~~operating ~~the~~activities ~~amortization~~ of ~~the~~$(144,782) ~~discount~~and of $6(96,~~000~~760), ~~into~~respectively. ~~interest~~As ~~expense;~~of ~~revalued~~March ~~the~~31, ~~derivative~~2014 ~~liability~~ and ~~recorded~~December a31 ~~loss~~2013, on the ~~derivative~~Company ~~liability~~held ofcash ~~$3,882;~~ and ~~reduced~~cash ~~the~~equivalents ~~pro-rated portion~~ of ~~the derivative liability by~~ $14166,~~037~~069 ~~into~~and ~~Additional paid in capital. At June 30~~$7, ~~2013~~231, ~~$0 remained in the derivative liability~~respectively.

OnCash ~~April~~used ~~30,~~in ~~2013,~~investing ~~the~~activities ~~Company~~totaled ~~converted a~~ $0% ~~promissory~~or ~~note reclassified from certain accounts payable during~~ the ~~period~~three months ended March 31, 2013, into an 8% contingently convertible promissory note with Continental Equities, LLC, a New York limited liability corporation. The note has an aggregate principal amount of $34,000 which together with any unpaid accrued interest is due on April 30, 2014~~. This~~ convertible note together with any unpaid accrued interest is convertible into shares of common stock at the holder’s option 180 days from inception at a variable conversion price calculated as 55% of the market price which means the average of the lowest three trading prices during the ten trading day period ending on the latest complete trading day prior to the conversion date with the only mention of a “share cap” is that the number of shares of common stock issuable upon the conversion would not exceed 4.99% of the outstanding shares of the company at the time of conversion. Since the number of shares outstanding at any future date is undetermined by the Company, the Company determined that the conversion feature in this note qualified as an “embedded derivative,” and therefore separated the conversion feature from the host contract and estimated the fair market value at inception to be $19,798. As a result, the Company recorded a discount on the original note of $19,798. As of June 30, 2013, ~~the Company recorded the amortization of the discount of $3,300 into interest expense; revalued the derivative liability and recorded a gain on the derivative liability of $4,106~~respectively. ~~At June 30, 2013, $15,693 remained in the derivative liability.~~

·Cash provided by financing activities totaled $303,620 for the three months ended March 31, 2014, respectively, and consisted of proceeds from issuances of common stock for cash.

On August 12, 2013, Continental converted $5,460 of its outstanding notes payable entered into on April 30, 2013 into 14,000,000 shares of common stock at a conversion price of $0.00039. After conversion, a principal balance of $28,540 remained on the April 30, 2013 notes payable. On the day of conversion, the Company revalued the derivative liability and recorded a loss on the derivative liability of $5,524; and reduced the pro-rated portion of the derivative liability by $3,407 into Additional paid in capital.13

·ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

OnNot August 27, 2013, Continental converted $5,460 of its outstanding notes payable entered into on April 30, 2013 into 13,650,000 shares of common stock at a conversion price of $0.0004. After conversion, a principal balance of $23,080 remained on the April 30, 2013 notes payable. On the day of conversion, the Company revalued the derivative liability and recorded a loss on the derivative liability of $5,777; and reduced the pro-rated portion of the derivative liability by $7,575 into Additional paid in capital.Required

·ITEM 4. CONTROLS AND PROCEDURES

OnEvaluation ~~September 10 2013, Continental converted $6,090~~ of ~~its~~Disclosure ~~outstanding~~Controls notes payable entered into on April 30, 2013 into 21,000,000 shares of common stock at a conversion price of $0.00029. After conversion, a principal balance of $16,990 remained on the April 30, 2013 notes payable. On the day of conversion, the Company revalued the derivative liability and ~~recorded a loss on the derivative liability of $250; and reduced the pro-rated portion of the derivative liability by $7,885 into Additional paid in capital.~~Procedures

FAs of the end of the period covered by this report, the Company carried out an evaluation of the effectiveness of the Company’s disclosure controls and procedures (as defined by Rule 13-1015(e) under the Securities Exchange Act of 1934) under the supervision and with the participation of the Company’s Chief Executive Officer and Chief Financial Officer. Based on and as of the date of such evaluation, the aforementioned officers have concluded that the Company’s disclosure controls and procedures were not effective to ensure the recording, processing and timely filing of periodic financial reports.

·Changes in Internal Controls over Financial Reporting

OnChanges ~~September~~in ~~18,~~Internal ~~2013,~~Controls ~~Continental~~Over ~~converted~~Financial ~~$5,720 of its outstanding notes payable entered into on April 30, 2013 into 22,000,000 shares of common stock at a conversion price of $0~~Reporting.~~00026.~~ ~~After~~There ~~conversion,~~were ano ~~principal~~changes ~~balance~~in ofour ~~$11,270~~internal ~~remained~~control onover ~~the~~financial ~~April~~reporting ~~30,~~during ~~2013 notes payable. On~~ the ~~day~~quarter ofended ~~conversion,~~March ~~the Company accelerated $5~~31,~~720~~ of2014 ~~the~~that ~~amortization~~have ofmaterially ~~discount into interest expense; revalued the derivative liability and recorded a loss on the derivative liability of $2~~affected,~~891;~~ ~~and~~or ~~reduced~~are ~~the~~reasonably ~~pro-rated~~likely ~~portion~~to ofmaterially ~~the derivative liability by $7~~affect,~~198~~ ~~into~~our ~~Additional~~internal ~~paid~~control inover ~~capital~~financial reporting.

·14

OnPART ~~September~~II 25, 2013, Continental converted $4,950 of its outstanding notes payable entered into on April 30, 2013 into 22,500,000 shares of common stock at a conversion price of $0.00022. After conversion, a principal balance of $6,320 remained on the April 30, 2013 notes payable. On the day of conversion, the Company accelerated $4,950 of the amortization of discount into interest expense; revalued the derivative liability and recorded a loss on the derivative liability of $10,553; and reduced the pro-~~rated~~ ~~portion~~OTHER ~~of the derivative liability by $11,497 into Additional paid in capital.~~INFORMATION

OnITEM ~~September~~1. ~~30,~~LEGAL ~~2013, the Company revalued the derivative liability and determined that the fair market value was $13,248 and as such recorded an additional loss on derivative liability of $10,623.~~PROCEEDINGS

OnThe ~~April 30, 2013, the~~ Company ~~converted~~is aaggressively ~~second~~defending 0%itself ~~promissory~~in ~~note~~all ~~reclassified~~of ~~from certain accounts payable during~~ the ~~period~~legal ~~ended~~proceedings. ~~March~~See ~~31,~~Note ~~2013,~~9: ~~into~~Legal anProceedings 8%in ~~contingently~~the ~~convertible~~footnotes ~~promissory~~for ~~note with Continental Equities, LLC,~~ a ~~New~~complete ~~York~~listing ~~limited~~of ~~liability~~legal ~~corporation~~proceedings. The note has an aggregate principal amount of $22,500 which together with any unpaid accrued interest is due on April 30, 2014. This convertible note together with any unpaid accrued interest is convertible into shares of common stock at the holderCompany’s ~~option~~management ~~180~~believes ~~days from inception at a variable conversion price calculated as 55% of~~ the ~~market~~likelihood ~~price which means the average~~ of ~~the~~future ~~lowest~~liability ~~three trading prices during the ten trading day period ending on the latest complete trading day prior~~ to the ~~conversion~~Company ~~date~~for ~~with~~these ~~the~~contingencies ~~only mention of a “share cap”~~ is ~~that~~remote, ~~the~~and ~~number of shares of common stock issuable upon~~ the ~~conversion~~Company ~~would~~has not ~~exceed~~recorded ~~4.99%~~any ofliability ~~the~~for ~~outstanding~~these ~~shares~~legal ofproceedings ~~the~~at ~~company~~March at31, ~~the~~2014 ~~time~~and ofDecember ~~conversion~~31, 2013. ~~Since~~While the ~~number~~results of ~~shares~~these ~~outstanding~~matters atcannot ~~any~~be ~~future~~predicted ~~date~~with ~~is undetermined by the Company~~certainty, the Company’s ~~determined~~management believes that ~~the~~losses, ~~conversion~~if ~~feature in this note qualified as an “embedded derivative~~any,” ~~and~~resulting ~~therefore separated the conversion feature~~ from the ~~host~~ultimate ~~contract~~resolution ~~and~~of ~~estimated~~these ~~the~~proceedings ~~fair~~will ~~market~~not ~~value~~have ata ~~inception~~material toadverse beeffect ~~$19,798.~~on ~~As a result,~~ the Company’s ~~recorded~~financial aposition, ~~discount~~results onof ~~the~~operations, ~~original~~or ~~note~~cash ~~of $19,798~~flows.

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

OnDuring ~~May~~the ~~28,~~period ~~2013,~~ended ~~Continental~~March ~~converted~~31, $52014,~~500~~ ofthe ~~its~~Company ~~outstanding~~issued ~~notes payable into 5~~161,~~000~~538,~~000~~888 shares of common stock atfor ~~a conversion price of~~ $~~0.0011. After conversion~~303,620 ain ~~principal~~cash ~~balance~~During ofthe ~~$17,000~~period ~~remained.~~ending OnMarch ~~the~~31, ~~day of conversion~~2014, the Company ~~revalued~~issued ~~the~~75,000,000 ~~derivative~~shares ~~liability~~to ~~and~~consultants ~~recorded~~for aservices ~~gain~~rendered. During on the ~~derivative~~period ~~liability~~ending ofMarch $131,~~024;~~ ~~and~~2014, ~~reduced~~ the ~~pro-rated~~Company ~~portion~~issued of202,514,717 ~~the~~shares ~~derivative~~of ~~liability~~common bystock ~~$4,589~~related ~~into~~to ~~Additional~~conversions ~~paid~~of invarious ~~capital~~notes payable. See AtNote ~~May~~5 ~~28,~~for ~~2013,~~further adiscussion. The ~~derivative~~public ~~liability~~float as of ~~$14~~April 18,~~185~~ ~~remained.~~2016 was 2,225,613,590 shares

·ITEM 3. DEFAULTS UPON SENIOR SECURITIES

~~On June 17, 2013, Continental converted $3,900 of its outstanding notes payable into 5,000,000 shares of common stock at a conversion price of $0~~None.00078. After conversion, a principal balance of $13,100 remained. On the day of conversion, the Company revalued the derivative liability and recorded a loss on the derivative liability of $72; and reduced the pro-rated portion of the derivative liability by $3,271 into Additional paid in capital. At June 17, 2013, a derivative liability of $10,986 remained.

·ITEM 4. MINE SAFETY DISCLOSURES

~~On June 24, 2013, Continental converted $5,090 of its outstanding notes payable into 7,485,000 shares of common stock at a conversion price of $0~~None.~~00068.~~ After conversion, a principal balance of $8,010 remained. On the day of conversion, the Company revalued the derivative liability and recorded a loss on the derivative liability of $4,550; and reduced the pro-rated portion of the derivative liability by $6,036 into Additional paid in capital. At June 24, 2013, a derivative liability of $9,499 remained. On June 30, 2013, the Company re-valued the remaining derivative liability and recorded a loss of $2,417 resulting in a balance of $11,916.

·ITEM 5. OTHER INFORMATION

~~On July 9, 2013, Continental converted $4,079 of its outstanding notes payable into 7,485,000 shares of common stock at a conversion price of $0~~None.00054. After conversion, a principal balance of $3,931 remained. On the day of conversion, the Company accelerated the amortization of $5,308 of the discount into interest expense; revalued the derivative liability and recorded a loss on the derivative liability of $3,128; and reduced the pro-rated portion of the derivative liability by $7,661 into Additional paid in capital.

~~F-11~~ITEM 6. EXHIBITS

·The following exhibits are filed herewith:

On July 24 2013, Continental converted the final $3,931 of its outstanding notes payable into 7,963,400 shares of common stock at a conversion price of $0.00049. After conversion, a principal balance of $0 remained. On the day of conversion, the Company revalued the derivative liability and recorded a gain on the derivative liability of $625; and reduced the pro-rated portion of the derivative liability by $6,759 into Additional paid in capital. At September 30, 2013, there is $0 remaining in the derivative liability.



Exhibit Number		Exhibit Description
31.1		Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2		Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema
101.CAL		XBRL Taxonomy Extension Calculation Linkbase
101.DEF		XBRL Taxonomy Extension Definition Linkbase
101.LAB		XBRL Taxonomy Extension Label Linkbase
101.PRE		XBRL Taxonomy Presentation Linkbase

On May 21, 2013, the Company entered into a second Convertible Promissory Note with Continental Equities, LLC, a New York limited liability corporation for an 8% convertible promissory note in the aggregate principal amount of $30,000, which together with any unpaid accrued interest is due on May 20, 2014. $28,500 of the proceeds was funded directly to the company while $1,500 was recorded as legal expense for funds held by the note holder. This convertible note together with any unpaid accrued interest is convertible into shares of common stock at the holder’s option beginning on the date of the note at a variable conversion price calculated as 55% of the market price which means the average of the lowest three trading prices during the ten trading day period ending on the latest complete trading day prior to the conversion date with the only mention of a “share cap” is that the number of shares of common stock issuable upon the conversion would not exceed 4.99% of the outstanding shares of the company at the time of conversion. Since the number of shares outstanding at any future date is undetermined by the Company, the Company determined that the conversion feature in this note qualified as an “embedded derivative,” and therefore separated the conversion feature from the host contract and estimated the fair market value at inception to be $16,112. As a result, the Company recorded a discount on the original note of $17,613. On June 30, 2013, the Company re-valued the remaining derivative liability and recorded a gain of $475 resulting in a balance of $15,637. At September 30, 2013, the Company recorded $3,964 of interest expense associated with the amortization of the discount associated with the bifurcation of the conversion feature and revalued the derivative liability and recorded a gain of $1,277 resulting in an ending balance of $14,360 in the derivative liability.

~~Note 6 - Derivative Liability~~SIGNATURES

InPursuant ~~June 2008, the FASB issued authoritative guidance on determining whether an instrument (or embedded feature) is indexed~~ to ~~an entity’s own stock. Under~~ the ~~authoritative~~requirements ~~guidance, effective January 1, 2009, instruments which do not have fixed settlement provisions are deemed to be derivative instruments. The conversion feature~~ of ~~certain of~~ the ~~Company’s~~Securities ~~Convertible~~Exchange ~~Promissory~~Act ~~Note (described in Note 5), does not have a fixed settlement provision because conversion~~ of the Asher Notes and the Continental Notes will be lowered if the Company issues securities at lower prices in the future. The Company was required to include the reset provisions in order to protect the holders of the Asher Notes and the Continental Note from the potential dilution associated with future financings. In accordance with the FASB authoritative guidance1934, the ~~conversion~~registrant ~~feature~~has ofduly ~~the~~caused ~~Asher~~this ~~Notes~~report and the Continental Notes were separated from the host contract and recognized as a derivative instrument. The conversion feature of the Asher Notes and the Continental Notes have been characterized as a derivative liability to be ~~re-measured~~signed aton ~~the~~its ~~end~~behalf ofby ~~every reporting period with~~ the ~~change~~undersigned, inthereunto ~~value~~duly ~~reported in the statement of operations~~authorized.

The following table summarizes the derivative liabilities included in the consolidated balance sheet:


	Dewmar International BMC, Inc.

Date: May 5, 2016	By:	*/s/ Marco Moran*
		President, CEO, and Director

Derivative liability
Derivative liabilities as of December 31, 2012	$ 39,028
Change in fair value of derivative liability	157,254
Derivative on new loans	182,796
Settlement of derivative liability due to conversion of related notes	(302,044)
Derivative liabilities as of September 30, 2013	$ 77,034

NOTE 7. STOCKHOLDERS’ DEFICIT

Shares Issued for Services

During the period ending September 30, 2013, the Company issued 381,805,207 shares to consultants for services rendered. The Company estimated the fair market value of the shares issued to be $932,451 and recorded this as stock based compensation.

F-12

Shares Issued for Conversion of Notes Payable

During the period ending September 30, 2013, the Company issued 339,695,262 shares of common stock related to conversions of various notes payable. See Note 5 for further discussion.

NOTE 8. RELATED PARTY TRANSACTIONS

Sales to Related Party Distributor

The Company is engaged with a distributor that is wholly-owned by the Company’s CEO (the “Distributor”). The Distributor is responsible for shipping out product samples, transferring small quantities of product to local distributors at the request of the Company, sales of product to local retailers or small wholesalers and for the fulfillment of online sales orders. The Company may withdraw cases of product from the Distributor at the Company’s will for Company use, for which the Company will provide the Distributor with a credit memo based on a per-case price equal to the price paid by the Distributor to the Company.

The Distributor pays the Company on a per case basis which is consistent with terms between the Company and third party distributors. Since the Company uses a substantial amount of the Distributor’s inventory as samples and promotions, the Company offers the Distributor credit terms of “on consignment.” During the nine months ended September 30, 2013 and 2012, the Company recognized revenue from product sales to the Distributor of $9,054 and $8,500, respectively, which represented 4% and 2%, respectively, of total product revenue recognized by the Company. At September 30, 2013 and December 31, 2012, receivable from the Distributor was $10,853 and $6,329 respectively.

Shipping Reimbursements from Related Party

At September 30, 2013 and December 31, 2012, the Company had outstanding accounts receivable of $0 and $2,603, respectively, from a company owned by the CEO’s wife. These receivables represent shipping reimbursements erroneously billed by logistics and shipping companies. The Company paid these invoices and then in turn generated invoices to the company owned by the CEO’s wife for reimbursement.

Advances to Related Party

During 2011, the Company advanced $49,484 to a company owned by the CEO’s wife. As of September 30, 2013 and December 31, 2012, that company had repaid $40,152 of these advances resulting in outstanding advances due of $9,332 as of these dates.

NOTE 9. LEGAL PROCEEDINGS

The Company is aggressively defending itself in all of the below proceedings. The Company’s management believes the likelihood of future liability to the Company for these contingencies is remote, and the Company has not recorded any liability for these legal proceedings at September 30, 2013 and December 31, 2012. While the results of these matters cannot be predicted with certainty, the Company’s management believes that losses, if any, resulting from the ultimate resolution of these proceedings will not have a material adverse effect on the Company’s financial position, results of operations, or cash flows.

During January 2011, a claim was filed against DSD by Corey Powell, in Ascension Parish, LA 23rd Judicial District Court. Corey Powell was a former distributor of LEAN, a relaxation beverage marketed by DSD. Powell filed suit to recover allegedly unpaid commissions, “invasion fees” and “finder’s fees.” The commissions related to payments allegedly owed for Powell’s direct sale of LEAN product to wholesalers and retailers. The invasion fees relate to payments allegedly owed to Powell when the LEAN product was sold by other wholesalers in his geographic territory. The finders’ fees relate to payments allegedly owed to Powell for introducing investors to the DSD management. Discovery is ongoing. Written discovery has been propounded and depositions have been taken to better understand the nature and basis for the plaintiff’s claims and to build DSD’s defenses. DSD has vigorously contested each and every one of the plaintiff’s allegations and has instructed counsel to proceed to trial on the merits. There have been negotiations between the counsels for the parties regarding dropping approximately half of the original claims. However no trial date has been set.

F-13

On November 9, 2011, Charles Moody and DeWayne McKoy filed a claim against DSD and Marco Moran, CEO, in Bossier Parish, LA 26th Judicial Court. Charles Moody and Dewayne McKoy, allegedly both shareholders of DSD, brought an action against Dr. Moran alleging that he engaged in various acts of misconduct and breaches of his fiduciary duties to the corporation which damaged them as minority shareholders. Moody and McKoy also seek damages from Dr. Moran for dilution and/or loss of value of their shareholder interest in DSD as a result of his alleged misconduct. DSD is a nominal defendant in this derivative action, as required by Louisiana law. Initial pleadings have been filed and exceptions to the plaintiff’s claims have been asserted. Discovery has not yet commenced. DSD vigorously denies that its officers or directors engaged in any conduct which may have harmed minority shareholders.

During December 2011, Innovative Beverage Group Holdings (“IBGH”) filed a claim against Dewmar International BMC, Inc., Unique Beverage Group, and LLC. and Marco Moran, CEO of the Company, in Harris County, TX 61st Judicial District Court, whereas the plaintiff asserted certain allegations. On February 24, 2012, the Company filed a motion for summary judgment to dismiss these frivolous allegations due to lack of proper evidence. On April 12, 2012 Dewmar International BMC, Inc was given written notice of its non-suit without prejudice from Innovative Beverage Group, Inc. This releases Dewmar International BMC, Inc. from any and all liability. On June 27, 2012, Innovative Beverage Group Holdings (“IBGH”) filed the same claims against Dewmar International BMC, Inc., DSD Network of America, Inc. and Marco Moran CEO of the Company, in Harris County, Texas 127th Judicial District Court, whereas plaintiff asserted that the Defendants engaged in various acts of unfair business practices that caused harm to IBGH. The company’s and Marco Moran have filed an Answer and Counterclaim in this matter on

October 31, 2012. Discovery has not yet begun in this matter. Written discovery will be propounded and depositions will have to be taken to better understand the nature and basis for the plaintiff’s claims and to build the Company’s defenses. The Company has vigorously contested each and every one of the plaintiff’s allegations and has instructed counsel to proceed to trial on the merits.

On March 22, 2012 Plaintiff, DSD NETWORK OF AMERICA, INC. (hereinafter “DSD”) filed suit against Defendants DeWayne McKoy, Charles Moody, Corey Powell and Peter Bianchi in United States District Court; District of Nevada for a combined thirteen claims accusing this group of defendants in colluding against the Company. Answers have been received from McKoy, Moody and Powell and Powell has filed a counterclaim. As a result of a mandatory settlement conference, all claims by all parties to this action were dismissed.

NOTE 10. COMMITMENTS AND CONTINGENCIES

Employment Agreement

On January 1, 2011, the Company entered into an employment agreement with Dr. Moran (“Employee”) to serve as President and Chief Executive Officer of the Company. The employment commenced on January 1, 2011 and runs for the period through January 1, 2015. The Company will pay Employee, as consideration for services rendered, a base salary of $120,000 per year.

As additional compensation, Employee is eligible to receive one percent of the issued and outstanding shares of the Company if the gross revenues hit specified milestones for each fiscal year under the agreement. The Company will provide additional benefits to Employee during the employment term which include, but are not limited to, health and life insurance benefits, vacation pay, expense reimbursement, relocation reimbursement and a Company car. If Employee dies, the Company will pay the designated beneficiary an amount equal to two years’ compensation, in equal payments over the next twenty four months.

In the event Employee’s employment is constructively terminated within five years of the commencement date, Employee shall receive a termination payment, which will be determined according to a schedule based upon the number of years since the commencement of the contract, within a range of $120,000 to $400,000. Additionally, Employee shall continue to receive the additional benefits mentioned above for a period of two years from the termination date. If the constructive termination date is later than five years after the commencement date, Employee shall receive the lesser amount of an amount equal to his aggregate base salary for five years following the date of the termination date, or an amount equal to his aggregate base salary through the end of the term. Additionally, Employee shall continue to receive the additional benefits mentioned above during the period he is entitled to receive the base salary.

F-14

During the periods ending September 30, 2013 and 2012, the Company incurred $94,026 and $90,000 base salary to Dr. Moran, respectively, which was included as a component of general and administrative expenses. The Company recorded total accrued payroll to Dr. Moran in the amounts of $467,000 and $414,500 in accounts payable and accrued liabilities on its consolidated balance sheets at September 30, 2013 and December 31, 2012, respectively. On November 7, 2012, the Company agreed to convert $50,000 of accrued salary for Dr. Marco Moran into 19,047,619 shares of common stock. The number of shares issued was calculated using a 25% discount to the trading price on the agreement date. The fair market value of the shares on the date of the agreement was $66,667 which resulted in recognition of loss on settlement of accrued salaries of $16,667 during the year ended December 31, 2012 for the difference in the amount of accrued salary and the fair market value of the shares issued. The 19,047,610 shares, previously recorded as common stock payable, were issued in 2013 .

Consulting Agreements

During 2012, the Company issued 110,000 shares according to two business agreements. The shares were previously recorded as common stock payable and were issued in 2013.

On October 27, 2012, the Company entered into a consulting agreement with Dash Consulting, LLC to provide bookkeeping and invoicing consulting for a period of 12 months. As compensation, the Company agreed to deliver 10,000,000 shares of restricted common stock per month. For the nine months ending September 30, 2013, the Company has issued 110,000,000 shares of which 20,000,000 shares were previously recorded as stock payable, at the total estimated fair market value of $355,000.

In January 2013, the Company entered into a consulting agreement with Pitts Riley for business consulting services. The Company agreed to deliver 5,000,000 shares of restricted common stock as compensation per month. As of September 30, 2013, the Company has issued 45,000,000 shares per the agreement. The total estimated fair market value of the 30,000,000 share is $196,500.

In January 2013, the Company entered into a consulting arrangement with United General Holdings for general business services. As of September 30, 2013, the Company issued 16,000,000 shares of restricted common stock as compensation, with a total estimated value of $94,400.

In January 2013, the Company issued 21,500,000 shares according to three business consulting agreements entered in the beginning of 2013. The total estimated fair market value of the 21,500,000 share is $106,300.

In April 2013, the Company entered into a consulting arrangement with Origins CF for business consulting services. The Company agreed to deliver 20,000,000 shares of restricted common stock as compensation per month. As of September 30, 2013, the Company issued 120,000,000 shares of restricted common stock as compensation, with a total estimated value of $230,000.

In April 2013, the Company entered into a consulting arrangement with THR Enterprises for general business services. The Company agreed to deliver 2,000,000 shares of restricted common stock for 12 months service term. As of September 30, 2013, the Company recognized an expense of $7,800 for the services provided from April to June 2013.

In April 2013, the Company entered into a consulting arrangement with Tony Council for general business services. The Company agreed to deliver 2,000,000 shares of restricted common stock for 12 months service term. The stock shall be considered earned upon mutual signing of the agreement by the Consultant and the Company. As of September 30, 2013, the Company issued 2,000,000 shares of restricted common stock as compensation, with a total estimated value of $1,500.

In April 2013, the Company entered into amendment consulting arrangement with Chad Tendrich for business consulting services. The Company agreed to deliver 7,000,000 shares of restricted common stock as additional compensation to his original agreement entered in January 2013. As of September 30, 2013, the Company issued 7,000,000 shares of restricted common stock as compensation, with a total estimated value of $32,900.

In April 2013, the Company issued 100,000 shares to Omar Wilson according to the term of business consulting agreement. The total estimated fair market value of the 100,000 share is $75.

F-15

During the nine months ended September 30, 2013, 39,047,618 shares were issued to Heritage for general marketing consulting services. The total estimated fair market value of these shares was $25,476.

NOTE 11. SUBSEQUENT EVENTS

On October 1, 2013, Asher converted $7,700 of its original $53,000 (Asher Note #4) into 55,000,000 shares of common stock at a conversion price of $0.00014 per share.

On October 8, 2013, Continental converted the final $6,320 of its original note in the amount of $34,000 into 26,333,333 shares of common stock at a conversion price of $0.00024. In addition, they converted $1,004 of interest into 4,187,416 shares of common stock at a conversion price of $0.00024.

On October 11, 2013, Asher converted the final $1,600 of its original Asher Note #4 note in the original amount of $53,000 into 37,200,000 shares of common stock at $0.0001 per share.

On October 16, 2013, Asher converted $3,300 of its original $32,500(Asher #5) note for 30,000,000 shares of common stock at a conversion price of $0.00011 per share.

On November 1, 2013, Asher converted an additional $7,750 of its original $32,500 (Asher Note #5) note for 70,454,545 shares of common stock at a conversion price of $0.00011 per share.

F-16

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Except for the historical information contained in this report on Form 10-Q, the matters discussed herein are forward-looking statements. Words such as “anticipates,” “believes,” “expects,” “future,” and “intends,” and similar expressions are used to identify forward-looking statements. These and other statements regarding matters that are not historical are forward-looking statements. These matters involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Factors that could cause or contribute to such differences in results and outcomes include without limitation those discussed below as well as those discussed elsewhere in this report. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s analysis only as of the date hereof. We assume no obligation to update these forward-looking statements to reflect actual results or changes in factors or assumptions affecting such forward-looking statements. This information should also be read in conjunction with our audited historical financial statements which are included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2011,

Background

On October 28, 2011, pursuant to an Exchange Agreement (“Agreement”), Dewmar International BMC, Inc. (fka Convenientcast, Inc.) (“Dewmar International BMC, Inc or the “Company”), a publicly reporting Nevada corporation, acquired DSD Network of America, Inc. (“DSD”), a Nevada corporation, in exchange for the issuance of 40,000,000 shares of common stock of Dewmar International BMC, Inc. (the “Exchange Shares”), a majority of the common stock, to the former owners of DSD. In conjunction with the Merger, DSD became a wholly-owned subsidiary of the Company.

For financial accounting purposes, this acquisition (referred to as the “Merger”) was a reverse acquisition of Dewmar International BMC, Inc. by DSD and was treated as a recapitalization. Accordingly, the financial statements were be prepared to give retroactive effect of the reverse acquisition completed on October 28, 2011, and represent the operations of DSD prior to the Merger.

As of the time of the Merger, Dewmar International BMC, Inc held minimal assets and was a developmental stage company. Following the Merger, the Company, through DSD, is a manufacturer of its Lean Slow Motion Potion™ brand relaxation beverage, which was launched by DSD in September of 2009. After the Merger, the Company operates through one operating segment.

Results of Operations

For three months ended September 30, 2013 as compared to the three months ended September 30, 2012.

Revenue

Revenue is presented net of sales allowances. Net revenue decreased $59,015, or 53%, to $51,638 from $110,653 for the three months ended September 30, 2013 and 2012, respectively. This decrease was primarily due to an overall decrease in purchase orders.

Cost of Goods Sold

Cost of goods sold decreased $11,725, or 45%, to $14,409 from $26,134 for the three months ended September30, 2013 and 2012, respectively. This overall decrease was primarily the result of decreased sales.

Operating Expenses

Operating expenses increased $80,542, or 46%, to $256,128 from $175,586 for the three months ended September 30, 2013 and 2012, respectively. The overall increase was due to the increase of stock based compensation.

Marketing and advertising costs increased $4,012, or 27%, to $18,565 for the three month ended September 30, 2013, as compared to $14,553 for the three month ended September 30, 2012. This overall decrease was due to reducing marketing and advertising commitments.

Interest Expense

For the three months ended September 30, 2013 and 2012, the Company incurred net interest expense of $70,827 and $3,549espectively primarily due to amortization of debt discounts associated with the derivative liabilities.

Net Loss

Our net losses for the three months ended September 30, 2013 and 2012 were $340,300 and $79,003, respectively. The increase in net loss is attributable to the increase of stock based compensation recognized; interest expense and losses on derivative liabilities.

Results of Operations

For nine months ended September 30, 2013 as compared to the nine months ended September 30, 2012.

Revenue

Revenue is presented net of sales allowances. Net revenue decreased $173,419 from $405,745 to $232,326 for the nine months ended September 30, 2013 and 2012, respectively. This decrease was primarily due to an overall decrease in purchase orders.

Cost of Goods Sold

Cost of goods sold decreased $60,370 from $149,508 to $89,138 for the nine months ended September 30, 2013 and 2012, respectively. This overall decrease was primarily the result of decreased sales.

Operating Expenses

Operating expenses increased $781,613 from $915,402 to $1,697,015 for the nine months ended September 30, 2013 and 2012, respectively. The overall increase in operating expenses results primarily from increases in marketing and advertising costs of $3,577 and by increases in increases in general and administrative costs of $760,568.

Interest Expense

For the nine months ended September 30, 2013 and 2012, the Company incurred net interest expense of $195,227 and $3,555respectively.

Net Loss

Our net losses for the nine months ended September 30, 2013 and 2012 were $1,906,308 and $652,107, respectively. The increase in net loss is primarily attributable to the decrease in sales revenue recognized.

Off-Balance Sheet Arrangements

As of September 30, 2013, we have no off-balance sheet arrangements such as guarantees, retained or contingent interest in assets transferred, obligation under a derivative instrument and obligation arising out of or a variable interest in an unconsolidated entity.

Critical Accounting Policies

Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.

We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. Our Annual Report on Form 10-K/for the year ended December 31, 2012 contains a discussion of these significant accounting policies. There have been no significant changes in our significant accounting policies since December 31, 2012. See our Note 2 in our unaudited financial statements for the nine months ended September 30, 2013, as set forth herein.

Liquidity and Capital Resources

During the nine months ended September 30, 2013 and 2012, the Company recognized negative cash flows from operating activities of $ (205,859) and $(176,877), respectively. As of September 30, 2013, the Company held cash and cash equivalents of $11,949 as compared to cash on hand of $38,388 as of December 31, 2012.

Cash used in investing activities totaled $(19,900) and 0, for the nine months ended September 30, 2013 and 2012, respectively. Cash provided by financing activities totaled $199,320, and $90,000 for the nine months ended September 30, 2013 and 2012, respectively.

The Company is dependent upon obtaining adequate financing to enable it to pursue its business plan and manage its operations for profitability. The Company has limited financial resources available, which has had an adverse impact on the Company's liquidity, activities and operations. These limitations have adversely affected the Company's ability to obtain certain projects and pursue additional business. There is no assurance that the Company will be able to raise sufficient funding to enhance the Company's financial resources sufficiently to generate volume for the Company, or to engage in any significant research and development, or purchase plant or significant equipment.

Management has been successful in raising sufficient funds to cover the Company’s immediate expenses including general and administrative.

The Company as a whole may continue to operate at a loss for an indeterminate period thereafter, depending upon the performance of its new businesses. In the process of carrying out its business plan, the Company will continue to identify new financial partners and investors. However, it may determine that it cannot raise sufficient capital to support its business on acceptable terms, or at all. Accordingly, there can be no assurance that any additional funds will be available on terms acceptable to the Company or at all.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Not Required

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this report, the Company carried out an evaluation of the effectiveness of the Company’s disclosure controls and procedures (as defined by Rule 13-15(e) under the Securities Exchange Act of 1934) under the supervision and with the participation of the Company’s Chief Executive Officer and Chief Financial Officer. Based on and as of the date of such evaluation, the aforementioned officers have concluded that the Company’s disclosure controls and procedures were not effective as of September 30, 2013.

Management’s Annual Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our financial statement for external reporting purposes in accordance with U.S generally accepted accounting principles. It should be noted, however, that because of inherent limitation, any system of internal controls, however well-designed and operated, can provide only reasonable, but not absolute, assurance that financial reporting objectives will be met. In addition, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

An internal control material weakness is significant deficiency, or combination of significant deficiencies, that results in more than a remote likelihood that a material misstatement of the financial statements would not be prevented or detected on a timely basis by employees in the normal course of their work. Our Chief Executive Officer, also performing the functions of the principal financial officer, conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2012, based on the framework in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organization of the Treadway Commission (the COSO criteria). Based on that evaluation under the COSO criteria, our management concluded that the Company did not maintain effective internal control over financial reporting as of December 31 2012. Based on our internal control over financial reporting as designed, documented and tested, we identified multiple material weaknesses related to maintaining an adequate control environment. The material weaknesses in our internal controls related to inadequate staffing within our accounting department and upper management, lack of controls regarding the assignment of authority and responsibility, lack of consistent policies and procedures, inadequate monitoring of controls and inadequate disclosure controls.

For the period ending December 31, 2012 and September 30, 2013, the Company retained the services of a third party consulting firm to perform its bookkeeping and financial reporting duties on an outsourced basis. When funds become available, the Company intends to hire additional accounting and financial reporting personnel who will institute controls regarding the assignment of authority and responsibility, consistent policies and procedures, monitoring of controls and adequate disclosure controls.

Changes in Internal Controls over Financial Reporting

Changes in Internal Controls Over Financial Reporting. There were no changes in our internal control over financial reporting during the quarter ended September 30, 2013 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

The Company is aggressively defending itself in all of the below proceedings. The Company’s management believes the likelihood of future liability to the Company for these contingencies is remote, and the Company has not recorded any liability for these legal proceedings at June 30, 2013 and December 31 2012. While the results of these matters cannot be predicted with certainty, the Company’s management believes that losses, if any, resulting from the ultimate resolution of these proceedings will not have a material adverse effect on the Company’s financial position, results of operations, or cash flows.

On March 22, 2012 Plaintiff, DSD NETWORK OF AMERICA, INC. (hereinafter “DSD”) filed suit against Defendants DeWayne McKoy, Charles Moody, Corey Powell and Peter Bianchi in United States District Court; District of Nevada for a combined thirteen claims accusing this group of defendants in colluding against the Company. Answers have been received from McKoy, Moody and Powell and Powell has filed a counterclaim. DSD vigorously denies all the claims in Powell’s counterclaim. As a result of a mandatory settlement conference, all claims by all parties to this action were dismissed.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Shares Issued for Services

Shares Issued for Conversion of Notes Payable

During the period ending September 30, 2013, the Company issued 339,695,262 shares of common stock related to conversions of various notes payable. See Note 5 for further discussion.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

None.

Item 6. Exhibits

The following exhibits are filed herewith:

Exhibit Number	Exhibit Description
31.1	Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema
101.CAL	XBRL Taxonomy Extension Calculation Linkbase
101.DEF	XBRL Taxonomy Extension Definition Linkbase
101.LAB	XBRL Taxonomy Extension Label Linkbase
101.PRE	XBRL Taxonomy Presentation Linkbase

SIGNATURES

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

	Dewmar International BMC, Inc.
Date: November 14, 2013	By:	/s/ Marco Moran
		President, CEO, and Director

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