UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________________

FORM 10-K

____________________________

~~X .~~ x ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the fiscal year ended September 30, ~~2012~~2013

Commission File No. 000-53609

DAVI LUXURY BRAND GROUP, INC.

(Exact name of registrant as specified in its charter)

Nevada

(State or other jurisdiction of incorporation or organization)

26-2463412

(IRS Employer Identification Number)

9426 Dayton Way

Beverly Hills, CA 90210

(Address of principal executive offices)

(310) 288-8393

(Registrant’s telephone number)

Securities registered pursuant to section 12(b) of the Act:

None.

Securities registered pursuant to section 12(g) of the Act:

Common Stock, Par Value $0.001 per share

(Title of Class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ~~. Yes X~~ . o Yes x No

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

Indicate by check mark whether the registrant (1) has filed all reports required 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. X . x Yes . o No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, 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 . x Yes . o No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulations S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. . o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer .o Accelerated filer .o Non-accelerated filer .o (Do not check if a smaller reporting company) Smaller reporting company ~~X .~~x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

. o Yes X x . No

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter $1854,~~012,532~~510.

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date. The issuer had 914,~~284~~145,~~117~~ 917 shares of common stock issued and outstanding as of December 2730, ~~2012~~2013.

Documents incorporated by reference: None.

Table of Contents

Item	Description	Page
PART I
Item 1.	Business	[2]
Item 1A.	Risk Factors	5[6]
Item 1B.	Unresolved Staff Comments	[9]
Item 2.	Properties	[9]
Item 3.	Legal Proceedings	[9]
Item 4.	Mine Safety Disclosures	[9]
PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer ~~Purchases of Securities~~	10
Item 6.	Selected Financial Data	11
	Purchases of Securities	[10]
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	11
Item 6.	Selected Financial Data	[11]
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	15
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of
Item 8.	Financial Statements and Supplementary Data	15
	Operations	[11]
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	16
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	[15]
Item 9A.	Controls and Procedures	16
Item 8.	Financial Statements and Supplementary Data	[15]
Item 9B.	Other Information	16
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial
	Disclosure	[31]
Item 9A.	Controls and Procedures	[31]
Item 9B.	Other Information	[32]
PART III
Item 10.	Directors, Executive Officers and Corporate Governance	17[32]
Item 11.	Executive Compensation	18[34]
Item 12.	Security Ownership of Certain Beneficial Owners and Management and ~~Related Stockholder Matters~~	19
Item 13.	Certain Relationships and Related Transactions and Director Independence	19
	Related Stockholder Matters	[35]
Item 14.	Principal Accounting Fees and Services	20
Item 13.	Certain Relationships and Related Transactions and Director Independence	[36]
Item 14.	Principal Accounting Fees and Services	[36]
PART IV
Item 15.	Exhibits, Financial Statements Schedules	20[37]
SIGNATURES		22[38]

PART I

Item 1. Business

~~Business~~ Summary

~~Organizational~~Davi ~~History~~Luxury Brand Group, Inc. (“we,” “us,” “our,” "the Company,” and "our company") is a prestige skin care/cosmetics company that offers a full line of grape-vineyard, botanical luxury branded skin care products marketed under the Company's “DAVI®”, “DAVI NAPA®” and “DAVI SKIN®” brand names. Through licensing and other arrangements, our products are currently available in high-end retail stores in Asia, luxury hotels worldwide, and in-flight and duty-free shops of a global luxury airline. Our headquarters are located in Beverly Hills, California.

~~Davi~~Organizational Luxury Brand Group, Inc. (“we,” “us,” “our,” the “Company,” and "our company") was incorporated in the State of Nevada on July 26, 2007 under the name “Dafoe Corp.” Until September 2010, we were engaged in the acquisition and exploration of mineral properties. During the fiscal year ended September 30, 2010, the Company lost all of the mineral rights that it owned. In November 2010, our Board became aware of the availability of the “Davi Skin” skin care brand and certain related intellectual properties that were used by a luxury brand skin care company that had ceased operations.History

~~Upon~~We ~~completion~~were ofincorporated in ~~our~~the ~~research~~State ~~and analysis, we decided to change our line~~ of ~~business~~Nevada ~~and~~on ~~explore~~July ~~the~~26, ~~prospect~~2007 ofunder ~~entering~~ the ~~luxury~~name ~~brand~~“Dafoe ~~skin care business~~Corp. ~~Our~~” ~~Board~~In ~~contacted Parrish Medley and Carlo Mondavi~~2011, ~~two~~we ~~executives~~changed ~~who~~our ~~previously~~name ~~were the co-founders and executive officers of that luxury brand skin care company,~~ to ~~discuss their availability in building a new company based on the~~ “Davi ~~Skin”~~Luxury Brand ~~brand. Based on the foregoing~~Group, weInc.” ~~decided~~and tomoved ~~purchase~~our ~~the~~executive ~~“Davi~~offices ~~Skin”~~from ~~intellectual~~Carson ~~properties~~City, ~~hire the two executives~~Nevada, ~~and attempt~~ to ~~build~~Beverly aHills, ~~luxury~~California, ~~brand~~and commenced our skin care business.

OnWe ~~November~~currently ~~30,~~maintain our ~~2010,~~corporate wewebsite ~~entered~~at ~~into~~www.daviskin.com. anOur ~~Asset~~annual ~~Purchase~~reports ~~Agreement~~on ~~(the~~Form ~~“Purchase Agreement”) with Zenith Global Enterprises Limited~~10-K, anquarterly ~~unaffiliated~~reports ~~Hong~~on ~~Kong~~Form ~~company (“Zenith”)~~10-Q, tocurrent ~~acquire~~reports ~~certain~~on Form ~~trade~~8-K ~~names~~ and ~~trademarks,~~amendments anto ~~Internet~~such ~~address,~~reports ~~and~~filed ~~logos~~or ~~that~~furnished ~~were~~pursuant ~~previously~~to ~~used~~section ~~by Davi Skin, Inc., in connection with~~ 13(a) ~~line~~or 15(d) of ~~luxury~~the ~~branded~~Securities ~~skin care products for men~~ and ~~women~~Exchange ~~distributed~~Act of ~~by Davi Skin~~1934, ~~Inc.~~as amended (the “~~Transaction~~Exchange Act”)~~. Zenith~~, aand ~~major~~other ~~stockholder~~related ofinformation ~~Davi~~will ~~Skin,~~be ~~Inc.~~available, ~~had~~free ~~purchased~~of ~~the~~charge, ~~trademark~~on ~~and~~our ~~other~~website as ~~assets~~soon ~~from~~as ~~Davi~~we ~~Skin,~~electronically ~~Inc.’s~~file ~~Bankruptcy~~those ~~Trustee~~documents inwith, ~~September~~or ~~2010. The~~otherwise ~~Transaction~~furnish ~~closed~~them ~~on December 22~~to, ~~2010. As~~the aSecurities ~~result,~~and weExchange ~~now~~Commission ~~own~~(“SEC”). Our ~~all~~Internet ofwebsite and the ~~rights~~information tocontained ~~the~~therein, ~~“Davi~~or ~~Skin”~~connected ~~brand~~thereto, ~~logo,~~are ~~website~~not ~~address~~ and ~~other~~are ~~marketing~~not ~~rights. We~~intended ~~currently~~to ~~offer~~be ~~skin~~incorporated into ~~care~~this ~~products~~Annual ~~marketed~~Report ~~and~~on ~~sold~~Form ~~under~~10-K ~~the~~or ~~“Davi”~~any ~~and~~other ~~related~~SEC ~~trademarks~~filing.

~~Concurrently~~On ~~with~~May ~~the execution of the Purchase Agreement~~10, ~~Kyle Beddome~~2012, we ~~our~~effected ~~then~~a ~~sole~~reverse ~~director~~stock ~~and~~split ~~Chief~~of ~~Executive~~our ~~Officer,~~outstanding ~~appointed~~shares ~~Messrs. Medley and Mondavi to the Board~~ of ~~Directors~~common ~~and~~stock ~~elected~~on ~~them~~a as1-for-10 ~~officers,~~basis ~~effective December 22, 2010. Accordingly, Mr. Medley became~~ (the ~~Company’s~~"Reverse ~~President,~~ Split") and ~~Mr.~~a ~~Mondavi~~corresponding ~~became~~decrease in the ~~Company’s~~number ~~Chairman~~ of ~~the~~shares ~~Board. On~~of ~~January~~our ~~25,~~common ~~2011,~~stock that we ~~entered~~are ~~into~~authorized ~~an employment agreement with Mr. Medley, pursuant~~ to ~~which Mr~~issue. All ~~Medley~~common ~~agreed~~stock ~~to serve as the Company’s Chief Executive Officer for a four-year term,~~ and weper ~~entered~~share ~~into~~information a(other ~~consulting~~than ~~agreement~~par ~~with~~value) ~~Carlo~~contained ~~Mondavi,~~in ~~pursuant~~this toAnnual ~~which~~Report ~~Mr.~~on ~~Mondavi~~Form ~~agreed~~10-K tohas ~~perform~~been ~~public relations and marketing services relating~~ adjusted to ~~our~~reflected ~~products. Effective May 4, 2012, Mr. Mondavi resigned as a director of~~ the ~~Company,~~foregoing ~~and~~stock ~~effective November 3, 2012, the consulting agreement with Mr~~split. ~~Mondavi terminated. However, Mr. Mondavi is providing consulting services to the Company on an as needed basis.~~

InCurrent ~~January 2011, the Company changed its name to “Davi Luxury Brand Group, Inc~~Business.~~” and moved its executive offices from Carson City, Nevada, to Beverly Hills, California. Our offices are located at 9426 Dayton Way Beverly Hills, California 90210.~~

We ~~currently~~are ~~maintain~~in ~~our~~the prestige ~~corporate~~skin ~~website~~care atline/cosmetics ~~www~~business.~~daviskin.com.~~ ~~Our~~We ~~annual~~generate ~~reports~~revenues onfrom ~~Form~~a 10full line of grape-Kvineyard, ~~quarterly~~botanical ~~reports~~based onluxury branded ~~Form~~skin ~~10-Q,~~care ~~current~~products ~~reports~~marketed onunder ~~Form~~the ~~8-K~~“DAVI®”, ~~and~~“DAVI ~~amendments~~NAPA®” toand ~~such~~“DAVI SKIN®” ~~reports~~brand ~~filed~~names. Directly, or ~~furnished~~through ~~pursuant~~our tolicensees, ~~section~~we ~~13(a)~~have ordeveloped ~~15(d)~~and are currently marketing a line of ~~the~~high ~~Securities~~quality ~~and~~skin ~~Exchange~~care ~~Act~~products ofthat ~~1934,~~are sold as ~~amended~~prestige products principally through high-end distribution channels to complement the prestige images associated with the DAVI®, DAVI NAPA® and ~~other~~DAVI ~~related~~SKIN® ~~information~~brands. ~~will~~We are becurrently ~~available~~targeting high-end retail stores, luxury hotels, and in-flight and duty-free shops of ~~charge~~global, onluxury ~~our~~airlines ~~website~~in order asto ~~soon~~establish our brand as wea ~~electronically~~luxury ~~file~~product ~~those~~used ~~documents~~in ~~with,~~first orclass ~~otherwise~~locations. ~~furnish~~Our ~~them~~goal is to, expand the ~~Securities~~targeted ~~and~~scope ~~Exchange~~of ~~Commission. Our~~our sales ~~Internet~~efforts ~~website~~with ~~and~~respect ~~the~~to ~~information~~upscale ~~contained~~department ~~therein,~~stores orand ~~connected~~specialty ~~thereto~~retailers. In addition, we are ~~not~~currently ~~and~~developing ~~are~~our ~~not~~first retail ~~intended~~store toin beBeverly ~~incorporated~~Hills, ~~into~~California. ~~this~~We ~~Annual~~currently ~~Report~~have more than 20 products available for sale on ~~Form~~our ~~10-K~~www.daviskin.com orwebsite, ~~any~~including ~~other~~our ~~Securities~~Le Grand Cru collection of products, and ~~Exchange~~we ~~Commission~~expect ~~filing~~to offer additional products online during fiscal year 2014.

On May 10, 2012, the Company effected a reverse stock split of its outstanding shares of common stock on a 1-for-10 basis (the "Reverse Split") and a corresponding decrease in the number of shares of its common stock that it is authorized to issue. All common stock and per share information (other than par value) contained in this Annual Report has been adjusted to reflected the foregoing stock split. 2

Current Operations and Business Arrangements.

WeSince ~~have~~having ~~developed and are expanding~~ begun our ~~skin~~new ~~care line/cosmetics~~ business ~~based~~in onJanuary ~~a series of grape and botanical-based luxury branded skin care products marketed under the “DAVI”~~2011, ~~“DAVI SKIN”~~ and ~~“DAVI~~in ~~NAPA”~~accordance brand names. We intend to develop, manufacture and market a line of high quality skin care products that are sold as prestige products principally through limited distribution channels to complement the images associated with ~~the DAVI, DAVI SKIN and DAVI NAPA brands. We are currently targeting high-end luxury hotels and resorts, and in-flight and duty-free shops in order to establish~~ our ~~brand~~business ~~as a luxury product used in first class locations. Our goal is to expand the targeted scope of our sales efforts to upscale department stores~~plan, ~~specialty retailers, prestige hotels, salons and spas. In addition,~~ we have ~~made~~commenced ~~the~~selling LeDAVI ~~Grand~~branded ~~Cru~~luxury ~~Face~~skin care ~~Cream and other~~ products ~~available for sale~~ through ~~our~~the ~~www.daviskin.com~~following ~~website and plan to offer more of our products online as they are developed.~~arrangements:

2LGHH License Agreement. On September 4, 2012, we entered into a Brand and Trademark License Agreement (the “LGHH License Agreement”) with LG Household and Health Care, Ltd. (“LGHH”). Korea-based LGHH is a global leader in the manufacture and distribution of skin care products, cosmetics, personal care product, health products and related goods. Under the LGHH License Agreement, we granted LGHH an exclusive license to manufacture, sell, market and distribute in Korea, Japan, China and certain other Asian markets DAVI branded skin care, cosmetics, hair care and other products, including the right to develop retail outlets and other commercial ventures in the Asian-Pacific region. Under the 10-year LGHH License Agreement, LGHH has agreed to pay us a royalty based on the DAVI branded products that it sells in the licensed territory. During the past year, we have collaborated with LGHH's research and development team to create a new skincare product line utilizing LGHH's advanced technology along with our exclusive Meritage™ Blend and the patented Phytosphere technology - "Phyto-Meritage™" that we use for our products. A full line of these skin care products, consisting of over 30 SKUs, has now been developed and commercially released in Asia.

~~Current~~LGHH ~~Operations~~commenced sales of DAVI products in the third quarter of 2013 with the opening of four new DAVI retail stores in Seoul, Korea that are dedicated to the sale of DAVI branded skincare and ~~Business~~cosmetic ~~Arrangements~~products. These DAVI retail stores are currently operating in two of Seoul's most prestigious Luxury Department store chains, the Lotte and Galleria department stores. Additional new DAVI stores in high-level luxury department stores are expected to open in Korea in 2014. LGHH also plans to launch additional DAVI branded stores through high-level department stores in other Asian-Pacific territories such as Japan, China, Hong Kong and Singapore in 2014.

~~Since~~Korean ~~having~~Air--In Flight ~~commenced~~Amenities. ~~our~~In ~~new business in~~ January 2011, we entered into an agreement to be the exclusive First Class and Business Class in-flight amenity ~~accordance~~provider ~~with~~for ~~our~~all ~~business~~Korean ~~plan,~~Air weflights ~~have~~worldwide. Korean Air commenced ~~marketing~~providing DAVI and ~~selling~~ DAVI NAPA branded ~~luxury~~amenity travel bags that contain DAVI skin care products ~~through~~to its First and Business Class passengers in May 2011. These products are currently available on all Korean Air flights. Korean Air purchases the ~~following~~DAVI ~~arrangements:~~and DAVI NAPA amenity products directly from our manufacturer and we receive a royalty fee for those products.

~~Peninsula~~Korean ~~Hotels~~Air--Direct Product Sales. In ~~January~~November 2011, we ~~entered~~launched ~~into~~a ansales ~~agreement~~program ~~with~~to ~~Gilchrist~~sell &our ~~Soames~~Le Grand Cru face cream directly to ~~provide~~Korean ~~Peninsula~~Air’s passengers. ~~Hotels~~Korean ~~with~~Air has added our ~~DAVI,~~Davi ~~DAVI~~Le ~~SKIN~~Grand ~~and~~Cru ~~DAVI~~luxury ~~NAPA~~face ~~branded~~cream ~~in-room~~to ~~skin~~the ~~care~~products ~~and~~that ~~related~~it ~~amenities~~offers for sale on board its flights. ~~The~~ In ~~Peninsula~~addition, ~~Hotel~~Korean ~~chain~~Air ~~purchases~~has also included our ~~DAVI,~~Davi ~~DAVI~~Le ~~SKIN~~Grand ~~and~~Cru ~~DAVI~~luxury ~~NAPA~~face ~~branded~~cream ~~products~~in ~~directly~~the ~~from~~SKY ~~our~~SHOP ~~manufacturer~~Magazine that is distributed to all passengers on its flights, and ~~pays~~now usoffers aour ~~fee~~Davi Le Grand Cru face cream for ~~each~~sale ~~product~~on ~~purchased. The~~Korean ~~DAVI,~~Air’s ~~DAVI~~on-line ~~SKIN~~shop ~~and~~(www.cyberskyshop.com). Korean ~~DAVI~~Air ~~NAPA~~has previously purchased these products ~~are~~directly ~~provided~~from byus. ~~all~~However, ofbeginning ~~the~~July ~~Peninsula~~1, ~~Hotels~~2013, toKorean ~~their~~Air ~~hotel~~began ~~clients~~purchasing the asDavi ~~in-room~~Le ~~amenities. The~~Grand ~~Peninsula~~Cru ~~Hotel~~face ~~chain~~creams ~~currently~~from ~~uses~~LGHH ~~these~~and ~~products~~we atreceive ~~all~~royalties offrom ~~their~~the ~~nine~~purchases ~~existing~~in ~~Peninsula~~accordance ~~Hotels~~with ~~worldwide~~the LGHH License Agreement.

~~Korean~~Peninsula ~~Air--~~Hotels—In Room ~~Flight~~ Amenities. In January 2011, we ~~also~~ entered into aan ~~multi-year~~ agreement with ~~Korean~~Gilchrist ~~Air~~& Soames to beprovide ~~the~~Peninsula ~~exclusive~~Hotels ~~First~~with our ~~Class~~DAVI, DAVI SKIN and ~~Business~~DAVI ~~Class~~NAPA branded in-~~flight~~room ~~amenity~~skin ~~provider~~care ~~for~~and ~~all~~related ~~Korean~~amenities. ~~Air~~The ~~flights~~Peninsula ~~worldwide. Korean~~Hotel ~~Air~~chain ~~commenced~~purchases ~~providing~~our DAVI, DAVI SKIN and DAVI NAPA branded ~~amenity~~products ~~travel~~directly ~~bags~~from ~~that~~our ~~contain~~manufacturer ~~DAVI~~and ~~skin~~pays ~~care~~us ~~products~~a tofee ~~its~~for ~~First~~each ~~and~~product ~~Business~~purchased. ~~Class~~The ~~passengers~~DAVI, DAVI inSKIN ~~May~~and ~~2011. These~~DAVI NAPA products are ~~currently~~provided ~~available~~by on all ~~Korean~~of ~~Air~~the ~~flights. Korean~~Peninsula ~~Air~~Hotels ~~purchases~~to ~~the~~their ~~DAVI~~hotel ~~and~~clients ~~DAVI~~as ~~NAPA~~in-room ~~amenity~~amenities. ~~products~~The ~~directly~~Peninsula Hotel ~~from~~chain ~~our~~currently ~~manufacturer~~uses ~~and~~these weproducts ~~receive~~at aall ~~royalty~~of ~~fee~~its ~~for~~nine ~~those~~existing ~~products~~Peninsula Hotels worldwide.

~~Korean Air~~On-~~-Direct~~Line ~~Product~~ Sales. In Our ~~November~~products ~~2011,~~are wealso ~~launched~~available afor ~~new~~purchase ~~sales~~on ~~program to sell~~ our Lecorporate ~~Grand~~website ~~Cru~~at ~~face cream directly to Korean Air’s passengers~~www. ~~Korean~~daviskin.com. ~~Air~~Until ~~has~~recently, ~~added~~ our ~~Davi~~e-commerce Leinitiative for ~~Grand~~sales ~~Cru~~via ~~luxury~~our ~~face~~website ~~cream~~was limited to the ~~products that it offers for~~ sale onof ~~board~~a ~~its~~single ~~flights. In addition~~product, ~~Korean Air has also included~~ our ~~Davi~~flagship Le Grand Cru ~~luxury~~crème, ~~face~~as ~~cream~~we incontinued to develop the ~~SKY~~remaining ~~SHOP~~products. ~~Magazine~~We ~~that~~recently isincreased ~~distributed~~our toproduct ~~all~~offering ~~passengers~~ on ~~its~~our ~~flights,~~website and now ~~offers~~currently ~~our~~offer ~~Davi~~more Lethan 20 ~~Grand~~products ~~Cru face cream~~ for sale on ~~Korean~~our ~~Air’s~~website, ~~on-line~~including ~~shop~~our ~~(www~~Le Grand Cru collection of products.~~cyberskyshop.com). Korean~~ ~~Air~~We ~~purchases~~expect ~~these~~to offer additional products online ~~directly~~during ~~from~~fiscal ~~us.~~year 2014.

~~On-Line Sales~~U. WeS. ~~currently~~and Retail ~~maintain~~Sales ~~our~~Initiatives. ~~corporate~~Now ~~website~~that atwe ~~www.daviskin.com. We~~ have ~~recently~~a ~~launched~~full ~~our~~line ~~e-commerce~~of ~~initiative~~high onquality ~~that~~skin ~~website~~care byproducts ~~offering~~available, ~~for sale~~ our ~~Davi~~goal Leis ~~Grand~~to launch ~~Cru~~the ~~luxury~~DAVI ~~face~~branded ~~cream. As~~products ~~described~~in ~~above,~~the weNorth ~~have~~American retail market ~~developed~~in ~~other~~2014 ~~DAVI~~through ~~branded~~the ~~skin~~sale ~~care~~of DAVI branded products ~~that~~in ~~are~~U.S. ~~marketed~~specialty and ~~sold~~high-end ~~via~~luxury ~~our~~department ~~website~~stores. We ~~anticipate~~also ~~that~~are wedeveloping ~~will~~our ~~include~~own ~~additional~~boutique retail ~~products~~store in onBeverly ~~our~~Hills, ~~website during 2013~~California.

LGHH License Agreement. On September 4, 2012, we entered into a Brand and Trademark License Agreement (the “LGHH License Agreement”) with LG Household and Health Care, Ltd. (“LGHH”). Under the LGHH License Agreement, we granted LGHH an exclusive license to manufacture, sell, market and distribute in Korea, Japan, China and other Asian markets DAVI branded women's and men's skin care, cosmetics, hair care and other products. Under the 10-year LGHH License Agreement, LGHH has agreed to pay us a royalty based on the DAVI branded products that it sells in the licensed territory, although LGHH has no obligation under the LGHH License Agreement to sell any products.3

~~Products.~~Our Strategy

InOur strategy ~~cooperation~~has been to develop our DAVI®, DAVI NAPA® and DAVI SKIN® brands as trademarks associated with luxury and distinctive prestige products. We are grounded in a ~~professional~~mission ~~skin~~of efficacious skincare ~~care~~and ~~formulator~~strategic, weorganic ~~have~~growth. Accordingly, ~~developed~~while we were developing a full line of skin care products, ~~based~~we onentered ~~products~~into ~~that~~agreements ~~include~~for aour ~~bio~~DAVI ~~complex~~branded ~~blend~~skin ofcare ~~various~~products ~~raw~~as exclusive ~~materials~~amenities ~~that~~to ~~contain~~the ~~anti-oxidant~~prestigious ~~properties~~Peninsula ~~that~~Hotels ~~are~~and ~~believed~~ to ~~help~~the ~~fight~~luxury ~~free~~global ~~radical~~airlines ~~damage~~Korean ~~caused~~Air byexclusively ~~sunlight,~~for ~~stress~~their first class and ~~other~~business ~~environmental~~class ~~factors~~passengers. ~~The~~ ~~formulas~~Both ~~also~~of ~~include~~these ~~ingredients~~relationships ~~that~~have weperfectly ~~selected~~complimented ~~for~~our ~~their~~primary ~~purported~~goal to develop ~~efficacy~~DAVI inas ~~helping~~a toluxury ~~correct~~global ~~existing~~brand consisting of a full line of luxury skin ~~damage~~care ~~and~~products ~~age-related~~to ~~signs~~be ~~(such~~sold asin ~~wrinkles,~~high-end ~~reduced~~retail stores ~~skin~~in ~~firmness~~Asia, Europe and ~~poor~~in ~~elasticity)~~the U. ~~Our~~S. ~~plan~~either ofdirectly ~~operations~~or isthrough tothird ~~develop~~party astrategic ~~line~~relationships. ofWe ~~creams~~have ~~that~~been ~~use~~extremely careful ~~natural,~~and ~~renewable~~selective ~~ingredients~~with ~~that~~our ~~are~~distribution ~~desired by consumers~~decisions. ~~These~~ ~~natural~~Our ~~ingredients~~strategy ~~are~~is ~~incorporated~~to ~~into~~leverage ~~our~~the ~~skin~~product ~~care~~development, ~~products~~marketing ~~using~~and distribution ~~the~~capabilities ~~latest~~of ~~technology~~large inmanufacturers ~~order~~and licensees to ~~distinguish~~assist ~~our~~us ~~luxury~~in ~~products~~the ~~from~~development ~~other~~and ~~brands~~distribution ~~that~~of ~~rely~~DAVI branded onproducts ~~petrochemical~~in ~~and/or~~exclusive ~~undesirable~~high ~~synthetic~~end ~~ingredients~~department stores. In ~~addition~~Our toarrangements ~~developing~~with ~~products~~the ~~that~~Peninsula ~~incorporate~~Hotels, ~~natural~~Korean ~~ingredients~~Airlines ~~believed~~and LGHH tohave ~~contain~~placed ~~anti-aging~~us ~~properties,~~in ~~our~~a ~~goal~~position iswhere towe ~~have~~can ~~our~~now ~~products~~pursue ~~provide~~distribution ~~consumers~~alliances with ahigh-end ~~pleasurable~~retail ~~sensory~~markets ~~experience,~~in ~~particularly~~Europe ~~smell~~ and North ~~touch~~America. We ~~currently~~As ~~are~~part ~~using~~of ~~the~~our ~~services~~efforts ofto establish a ~~professional~~U.S. ~~skin~~retail ~~care~~presence, ~~formulator~~we onintend anto ~~“as~~open ~~needed”~~a ~~basis~~boutique toretail ~~improve~~store ~~and~~in ~~enhance~~an important ~~our~~luxury ~~existing~~retail ~~skin~~district ~~care~~of ~~products~~Beverly ~~and~~Hills, toCalifornia, ~~develop~~during ~~additional~~the ~~skin~~first ~~care~~half ~~products~~of 2014.

As part of the development and formulation of our skin care products, our manufacturer has tested our products for stability and compliance with the Cosmetic Toiletry Fragrance Association standards, a self-regulatory organization for the cosmetic industryProducts. This will include various types of tests, including product safety, preservative efficacy, package stability, and assay testing for all products, including over the counter ingredients. Testing stability involves a three month period where analysts are looking for changes in viscosity (thickness), appearance and odor at various temperatures to help determine shelf life, expiry dates, and other things.

~~All~~The Company, in collaboration with LGHH's research and development team, developed a line of ~~our~~skin care products based on products that include a bio complex blend of various active ingredients that contain anti-oxidant properties that are, orbelieved ~~will~~to behelp ~~sold~~fight ~~“over~~free ~~the~~radical damage ~~counter.” Therefore~~caused by sunlight, stress and other environmental factors. The formulas also include ingredients that we doselected ~~not~~for ~~have~~their purported efficacy in helping to ~~obtain~~correct ~~any~~existing ~~Federal~~skin ~~Food~~damage and ~~Drug~~age-related ~~Administration~~signs ~~approvals~~(such ~~and~~as wewrinkles, doreduced ~~not~~skin firmness and poor elasticity). Our plan onof ~~doing~~operations ~~any~~is ~~clinical~~to ~~testing~~continue ofdeveloping ~~any~~innovative ~~kind~~skin care products associated with luxury ingredients that are desired by consumers. ~~The~~ These natural ingredients are incorporated into our skin care products ~~containing~~using ~~SPF~~the orlatest ~~any~~technology in order to distinguish our luxury products from other ~~over~~brands ~~the~~that ~~counter~~rely on petrochemical and/or undesirable synthetic ingredients,. In ~~however,~~addition ~~will~~to ~~need~~developing innovative products that incorporate active ingredients believed to ~~meet~~contain ~~FDA~~anti-age ~~testing~~defying ~~regulations~~properties, our ~~and~~goal ~~the~~is ~~global~~to ~~standards~~have ~~for~~our ~~sales~~products inprovide ~~countries~~consumers ~~other~~with ~~than~~an ~~the~~effective, ~~United~~high-quality ~~States~~and complete line of skincare products.

3As of the date of this Annual Report, LGHH currently offers over 30 DAVI branded products for sale in Asia, of which over 20 are also sold directly by us on our website. We intend to make available many of the products manufactured by LGH available through select high-end luxury department stores both in the United states and Europe.

~~Our~~As ~~goal~~part isof tothe development ~~offer~~and anformulation ~~all-natural,~~of ~~grape-based~~our ~~luxury~~ skin care ~~line. There~~products, ~~are~~our ~~high~~manufacturer ~~concentrations~~has oftested ~~minerals,~~our ~~vitamins,~~products ~~and~~for ~~nutrients~~stability inand ~~the~~compliance ~~by-product of~~ with the ~~wine~~Cosmetic ~~making~~Toiletry ~~process~~Fragrance ~~called~~Association ~~the pomace~~standards, ~~and~~a ~~the~~self-regulatory ~~maceration~~organization ~~process~~for tothe ~~which~~cosmetic ~~grapes are subjected yields polyphenols in relatively high quantity~~industry. ~~Polyphenols~~This ~~are~~will ~~the~~include various ~~free~~types ~~radical~~of ~~scavengers that~~tests, ~~among~~including ~~other~~product ~~things~~safety, ~~help~~preservative toefficacy, ~~protect~~package ~~collagen~~stability, and ~~elastin~~assay ~~fibers~~testing ~~and~~for ~~prevent~~all ~~the~~products, including ~~destruction~~over ~~of hyaluronic acid in~~ the ~~skin~~counter ingredients. We ~~believe~~Testing ~~that~~stability ~~the~~involves ~~use~~a ofthree ~~this~~month ~~pomace~~period ~~enables~~where ~~skin~~analysts ~~creams~~are tolooking ~~help~~for ~~fight~~changes in ~~the~~viscosity ~~natural~~(thickness), ~~aging~~appearance ~~process~~and ofodor ~~the~~at ~~skin. We~~various ~~believe~~temperatures ~~that we have access~~ to ~~the~~help ~~pomace~~determine ofshelf ~~some~~life, ofexpiry ~~the~~dates, ~~finest~~and ~~wines~~other ~~produced in California for use in our products~~things.

~~Our~~There ~~goal~~are ishigh concentrations toof ~~also~~minerals, tovitamins, ~~offer~~and anutrients ~~broader~~in ~~range~~the by-product of ~~skin~~the ~~care~~wine ~~products~~making ~~that~~process ~~address~~called ~~various~~the ~~skin~~pomace, ~~care~~and ~~needs~~the ~~for~~maceration process ~~women~~to ~~and~~which ~~men~~grapes ~~based~~are onsubjected ~~our~~yields ~~formulations. The~~polyphenols ~~products~~in werelatively ~~intend~~high toquantity. ~~release~~Polyphenols ~~include~~are ~~moisturizers,~~the ~~creams,~~free ~~lotions~~radical scavengers that, ~~cleansers~~among other things, help to protect collagen and ~~SPF~~elastin ~~lotions,~~fibers aand ~~number~~prevent the destruction of ~~which~~hyaluronic ~~have~~acid ~~been~~in ~~developed~~the ~~for~~skin. We ~~use~~believe onthat ~~particular~~the ~~areas~~use of ~~the~~this ~~body,~~pomace ~~such~~enables asskin ~~the~~creams ~~face,~~to help fight the ~~hands~~natural oraging ~~around~~process of the ~~eyes~~skin. ~~Our~~ ~~initial~~We ~~line~~believe ofthat we ~~women’s~~have ~~and~~access ~~men’s~~to ~~skin~~the ~~cream~~pomace ~~products~~of ~~consists~~some of the ~~following:~~finest wines produced in California for use in our products.

~~Women’s~~Our ~~line:~~goal is to also to offer other skin care products that address various skin care needs for women and men based on our formulations. The products we developed include moisturizers, creams, lotions, cleansers, and SPF lotions. A number of these products have been developed for use specifically on particular areas of the body such as the face, the hands or around the eyes.

1.4

LeMarketing ~~Grand~~and ~~Cru - face cream~~Distribution

2Our marketing strategy depends on the name recognition and goodwill associated with both (i) the DAVI, DAVI NAPA and DAVI SKIN trademarks and logo, and (ii) on the name and reputation of Carlo Mondavi, grandson of wine maker Robert Mondavi. In addition, we believe that Mr. Mondavi’s knowledge of grapes and viticulture enhances our chances of building a successful brand name for all-natural grape-based products.

~~Harvest~~Currently ~~Mist~~LGHH has –opened ~~toner~~four DAVI stores in high-level department stores in Seoul, Korea and a fifth store is expected to open shortly. We expect that LGHH will open more DAVI stores in Korea and other Asian territories in 2014. We currently have no distribution agreements in place for the sale and distribution of our existing or proposed products. However, we have contacted a number of high-end luxury retailers and are exploring several different methods of marketing DAVI branded skin care products. As our brand’s association as a luxury product has been further enhanced in the Asian Pacific community, we intend to continue building the brand by offering our skin care products in high-end retailers in the U.S and Europe. We do not, however, have any arrangements in place for the future sale of our products to such retailers.

3Government Regulation.

~~Eye~~All ~~Treatment~~of –our ~~antioxidant~~products are, ~~anti-aging~~or will be sold “over the counter.” Therefore, we do not have to obtain any Federal Food and Drug Administration (FDA) approvals and we do not plan on doing any clinical testing of any kind. The products containing SPF or any other over the counter ingredients, however, will need to meet FDA testing regulations and the global standards for sales in countries other than the United States.

4While we do not believe we need to clinically test our products under the FDA’s rules, some elements of our products may nevertheless be subject to regulation by the FDA and the Federal Trade Commission in the United States, as well as by certain other Federal, state, local regulatory authorities in which our products are sold. Such regulations are expected to principally relate to the ingredients, labeling, packaging and marketing of our products. Until, if ever, that we hire in-house personnel to monitor our compliance with the various regulations that may apply to our products, our goal is to rely on our independent cosmetics manufacturers, packaging designers and companies, and marketing/distribution companies to assist us in our compliance with these regulations.

~~Moscato – purifying cleanser~~Employees

5As of the date of this Annual Report, we have two full-time employees. The bookkeeping, financial, administrative and operational functions that are not performed by our employees are outsourced to qualified contractors and consultants as deemed necessary.

~~Vine~~Research ~~Fresh~~and Development ~~– SPF 30 lotion~~Expenditures

6All of the cost of developing the new line of DAVI branded skin care products was borne by LGHH as part of the licensing agreement that we entered into with LGHH. Accordingly, we did not incur any direct research and development costs in 2013. Prior to our LGHH agreement, we engaged a third party laboratory to develop our skin care products for us based on the criteria and know-how of the Company’s executive officers. We do not anticipate that we will incur a material amount expenses in the near future related to the development of our products. The amount spent during each of the last two fiscal years on research and development activities is approximately $24,000.

~~Crushed Grape Seed – exfoliating cleanser~~Competition

~~Men~~The skin care and cosmetic products business is highly competitive. Our products compete against similar, branded products of many large and small companies, including well-known global competitors. We compete with other companies that have far greater experience and financial and other resources than us. Competition in the skin care business is based on pricing of products, the quality of the products, innovation, perceived value, promotional activities, advertising, new product introductions, name recognition, and other factors. It is difficult for us to predict how we will be able to effectively compete with our competitors’s ~~line:~~actions in these areas.

1.5

LePatents ~~Grand~~and ~~Cru – face cream~~Trademarks

2In December 2010, we purchased all of the rights to the trademark DAVI SKIN, Reg. No. 3,029,808, Ser. No. 76/549,132, registered with the United States Patent & Trademark Office on December 13, 2005, in International Class 3 for “skin care products, namely lip balms, eye creams, facial scrubs, body scrubs, facial moisturizers, body moisturizers and facial masques,” as well as all right, title and interest in and to that trademark, and all associated goodwill, the name and term DAVI SKIN and any other similar or associated trademarks (whether registered or unregistered), trade names, service names, logos and designs used by or relating to the business operations of skin care products.

~~Crushed~~We ~~Grape~~also ~~Seed~~have –registered with ~~exfoliating~~the ~~cleanser~~United States Patent and Trademark Office in the same class and with the same description as DAVI SKIN the following additional trademarks that we currently use in our skin care business: DAVI, Reg. No. 4,228,848, Ser. No. 85/412,103, LE GRAND CRU, Reg. No. 4,135,614, Ser. No. 85/462,875, and DAVI NAPA, Reg. No. 4,263,241, Ser. No. 85/412,13. We also filed on December 12, 2012 an application with the United States Patent and Trademark Office for MERITAGE, Ser. No. 85/801,354, in International Class 1 for “combination of cosmetic ingredients used as an integral component of non-medicated skin care preparations”; that application was published for opposition on November 19, 2013.

3As part of our plan to expand our skin care presence in Asia, we have registered with the Korean Intellectual Property Office the DAVI, DAVI NAPA and DAVI SKIN trademarks and logo, and we have registered with the Japan Patent Office (“JPO”) the following trademarks: DAVI SKIN (with katakana and design),DAVI (with design), and DAVI NAPA (with design). We also filed on April 24, 2013 a trademark application with the JPO for “LE GRAND CRU”.

~~Reserve~~Item ~~Shave~~1A. ~~Cream~~Risk Factors

4An investment in our securities involves a high degree of risk. You should carefully consider the risks described below before deciding to invest in or maintain your investment in our company. The risks described below are not intended to be an all-inclusive list of all of the potential risks relating to an investment in our securities. If any of the following or other risks actually occur, our business, financial condition or operating results and the trading price or value of our securities could be materially and adversely affected.

~~Vine~~Risks ~~Fresh~~Related –To ~~SPF~~Our ~~15 lotion~~Business

5We have a limited operating history, and are subject to all of the risks and uncertainties of a new business.

~~Coastal~~Since ~~Vine~~the –beginning of ~~after~~2011, ~~shave~~we have directed our efforts on developing a luxury branded line of skin care products based on the “Davi”, “Davi Skin” and “Davi Napa” brands. However, until recently, our products have only been offered and available to consumers through two arrangements (Korean Air and the Peninsula Hotels), and we have had limited products for sale directly to consumers through our website. Although LGHH began selling DAVI products in the third quarter of 2013 in Korea and plans to launch additional DAVI branded stores in other Asian-Pacific territories in 2014, under the LGHH License Agreement, the success of the LGHH License Agreement cannot be accurately forecasted given the limited history of sales. Additionally, although we now have more than 20 products offered for sale on our website, these products were not available to the public until the fourth quarter of 2013. Due to these factors, during fiscal year 2013, we generated limited revenues from our luxury skin care business.

~~Manufacturing~~Because we have had a little under three years of operations, we are subject to all of the risks and uncertainties normally associated with a new business, including potential manufacturing issues, difficulties establishing our marketing and distribution operations, lack of name recognition, lack of adequate capital, difficulties hiring and retaining qualified employees, and difficulties in complying with all applicable federal, state and local regulatory and administrative requirements. As a new company, we expect to incur operating losses until, if ever, we successfully release a line of products that will generate enough revenues to become profitable or thereafter maintain profitability. There is no assurance that we will be able to validate and market products that will generate enough revenues for us to become profitable or thereafter maintain profitability. As a result, the Company cannot predict when, if ever, it might achieve profitability and cannot be certain that it will be able to sustain profitability, if achieved. Our lack of an operating history may make it difficult for you to evaluate our business prospects in connection with an investment in our securities.

We dohave ~~not~~had ~~manufacture~~operating ~~our~~losses ~~products. Rather,~~since weformation and ~~outsource~~expect ~~the~~to ~~manufacture~~continue ~~of our products~~ to aincur ~~major,~~net ~~independent~~losses ~~cosmetics manufacturer that also manufactures cosmetics~~ for ~~a number of other cosmetics companies. With~~ the ~~assistance~~near of this manufacturer and a separate product formulator on an “as needed” basis, we have designed and had manufactured the peripheral items involved in the manufacturing and marketing process, including:term.

Although we have been in existence since July 2007, we did not enter the luxury brand skin care business until 2011. As of September 30, 2013, we had an accumulated deficit of approximately $1,360,000. We have reported net losses of approximately $584,000 and $221,000 for the years ended September 30, 2013 and 2012, respectively. Unless our sales and licensing revenues increase significantly, we anticipate that we will continue to incur net losses in the near term.

~~the shape and size of the product containers;~~6

2We currently rely on LGHH to manufacture and provide DAVI branded skin care products to us for our use in the U.S., and, therefore, we would be significantly impacted if LGHH stops providing us with DAVI products.

We have no ability or intention to manufacture our own products and plan to rely entirely on third parties for the ~~types~~manufacture of ~~caps;~~our ingredients, bottles and packages. All DAVI products that are sold to retail customers are currently manufactured by LGHH for use by LGHH under the LGHH License Agreement. LGHH currently provides us with DAVI branded products that we import from Korea for sale in the U.S. As of the date of the Annual Report, LGHH is not contractually obligated to sell us any of the DAVI skin care products that they manufacture. While LGHH currently supports our efforts to commercially release in the U.S. the DAVI skin care products that were developed under our licensing agreement with LGHH, LGHH could cease selling such products to us at any time. In addition, LGHH could change the price and other terms under which we obtain DAVI products from LGHH. Should we be unable to obtain the DAVI products from LGHH that we anticipate we will need for our retail expansion in the U.S., we would have to find an alternate manufacturer of those products. Manufacturing DAVI products for our own account rather than obtaining the products from LGHH would be expensive, would significantly impede and delay our proposed expansion plans in the U.S., and would be expose us to numerous other hardships. In addition, no assurance can be given that we would be able to manufacture similar high quality products in a cost effective manner. Accordingly, we are currently dependent upon obtaining DAVI products that LGHH manufactures. Should LGHH cease manufacturing DAVI products, or should LGHH cease selling us those products to us, our business, financial condition and future prospects would be significantly negatively impacted.

3We have generated limited revenues to date, and we can give no assurance that we will ever be able to generate significant licensing revenues or product sales.

While we believe that we have the ~~packaging;~~ability to increase our licensing revenues in the future, the amount of such sales and licensing revenues is uncertain. Our goal, however, is to generate revenues primarily from product sales. To date, we have had minimal sales of our products. To become profitable, we will have to successfully develop, manufacture, market and sell a number of skin care products.

4There is no guarantee that our products will be accepted by consumers.

~~the~~To ~~logo~~date, we have had minimal sales of our products with limited commercial release. The market acceptance of skin care and ~~label~~cosmetic ~~designs;~~products varies significantly and cannot be predicted. Factors that may cause a skin care and cosmetic product to be accepted or rejected by consumers include price, quality of ingredients, effectiveness, packaging, availability, advertising, and numerous other intangible factors. Consumer demand for our proposed products also may be affected by word of mouth testimonials, fads, and general consumer trends. Unless we can achieve a sufficient following of consumers who purchase our products, we will not operate profitably and may have to cease our operations. No assurance can be given that any of our products will achieve sufficient consumer acceptance.

5We are currently dependent upon three licensing/royalty agreements for most of our revenues, and the loss of any of these arrangements may have a material negative effect on our financial condition.

~~unit~~During ~~cartons~~fiscal year 2013, we generated approximately $510,000 of revenues, of which $443,000 represented royalty revenues that we received under our licensing/royalty agreements with Korean Air, Peninsula Hotels and LGHH. Should any of these revenue sources terminate their arrangements, our financial condition could be materially and adversely affected, and our on-going operations could be severely hampered.

~~Marketing~~We ~~and~~will ~~Distribution~~need significant additional capital, without which we will have to curtail or cease operations.

Our ~~marketing~~business ~~strategy~~plan assumes ~~depends~~that onwe ~~the~~will ~~name~~raise ~~recognition~~debt ~~and~~or ~~goodwill~~equity ~~associated~~financing ~~with~~in ~~both~~the ~~(i)~~near term in order to fund the ~~“Davi~~commercial ~~Skin,”~~release ~~“Davi”~~of our products and our ~~“Davi~~short ~~Napa”~~term ~~trademarks~~working ~~and~~capital ~~logo~~needs. There can be no assurance that sufficient funding will be available to us at acceptable terms, or ~~and~~at ~~(ii)~~all. onIf ~~the~~we ~~name~~are ~~and~~unable ~~reputation~~to ofobtain ~~Carlo~~sufficient ~~Mondavi~~financing on a timely basis, ~~grandson~~the growth of ~~wine~~our ~~maker~~company ~~Robert~~and ~~Mondavi. In~~business ~~addition~~will be delayed, and we ~~believe~~could ~~that~~be ~~Mr.~~forced ~~Mondavi’s~~to ~~knowledge~~reduce the scope of ~~grapes~~our current and ~~viticulture~~proposed ~~enhances~~business ~~our~~or ~~chances~~otherwise oflimit ~~building~~or aterminate ~~successful~~our ~~brand~~operations altogether. ~~name~~Any ~~for~~additional ~~skin~~equity ~~care~~funding ~~products~~ that ~~are~~we ~~marketed~~obtain aswill areduce ~~grape-based~~the ~~luxury~~percentage ~~skin~~ownership ~~care~~held ~~line.~~by our existing security holders.

InWe ~~May~~are ~~2011,~~dependent we engaged Hansam Moolsan Co., Ltd. to represent us in our “duty free” sales initiative to offer and sell our “DAVI” skin care retail product line in the Asia Pacific airline industry. The duty free market consists of on~~-board~~ ~~duty~~key ~~free magazines and duty free shops located at international airports~~personnel.

~~Apart~~Successful ~~from~~implementation of ~~the LGHH License Agreement and~~ our ~~arrangement~~business ~~with~~plan ~~Korean~~depends ~~Air,~~on ~~we currently have no distribution agreements in place for~~ the ~~sale~~skills and ~~distribution~~efforts of our ~~existing~~President ~~or proposed products. However, we have contacted a number of distributors~~ and ~~retailers~~Chief ~~and~~Executive ~~are~~Officer, ~~exploring~~Parrish ~~several~~Medley. ~~different~~The ~~methods~~loss of ~~marketing DAVI branded skin care products~~ Mr. ~~After~~ ~~our~~Medley ~~brand’s~~would ~~association~~have as a ~~luxury~~material ~~product~~negative ~~has~~impact ~~been~~on ~~further~~our ~~enhanced,~~operations weand ~~intend~~on toour ~~seek~~ability to ~~offer~~market ~~some of~~ our ~~skin care~~ products. toWe ~~high-end~~also ~~retailers. We~~need doto ~~not~~attract, ~~however~~ train, ~~have~~retain ~~any~~and ~~arrangements~~motivate inadditional ~~place~~technical, ~~for~~managerial, ~~the~~marketing ~~future~~and ~~sale~~customer ofsupport ~~our products to such retailers~~personnel.

~~Our~~We ~~plan~~compete iswith tonumerous ~~leverage the existing infrastructure of other~~companies, ~~larger organizations in the distribution and sale of DAVI branded products. Accordingly, we are actively seeking to establish additional strategic relationships,~~ including ~~joint~~several ~~venture,~~multi-national ~~partnerships~~companies ~~or licensing arrangements, with larger, international organizations. However, no assurance can be given~~ that wehave ~~will~~significantly begreater ~~able~~financial toand doother ~~so in the future~~resources.

~~Government~~The ~~Regulation~~skin care and cosmetic products business is highly competitive. We will be competing with hundreds of large and small cosmetics companies, including such companies as L’Oréal S.A., The Procter & Gamble Company, The Estée Lauder Companies Inc. and numerous other multi-national manufacturers. Most of our competitors market products that are well known and trusted by the consumer marketplace. Since virtually all of our competitors have significantly greater financial and other resources than we do, our competitors have the ability to spend more aggressively on advertising and marketing, spend more on product development and testing, and have more flexibility than we do to respond to changing business and economic conditions. Competition in the skin care business is based on pricing of products, the quality of the products, innovation, perceived value, promotional activities, advertising, new product introductions, name recognition, and other factors. It is difficult for us to predict how we will be able to effectively compete with our competitors’ actions in these areas.

We ~~believe~~have ~~that~~no ~~some~~patent ~~elements of our products will be subject to regulation by the Food~~ protection and Drug Administration and the Federal Trade Commission in the United States, as well as by certain other Federal, state, local regulatory authorities in which our products are sold. Such regulations are expected to principally relate to the ingredients, labeling, packaging and marketing of our products. Until, if ever, that we hire in-house personnel to monitor our compliance with the various regulations that may ~~apply~~not tobe ~~our~~able ~~products, our goal is~~ to ~~rely~~protect on our ~~independent~~proprietary ~~cosmetics manufacturers, packaging designers and companies, and marketing/distribution companies to assist us in our compliance with these regulations~~rights.

~~Employees~~Our ability to compete successfully will depend, in part, on the quality and uniqueness of our products. Although we have trademark protection in the U.S., in Korea and in Japan for our principal trademarked brands, we have no product patent protection for any of our current or proposed products or any of the ingredients or compounds in our products. We may claim proprietary rights in various unpatented technologies, know-how and trade secrets relating to our products and manufacturing processes, and we intend to protect our proprietary rights in our product formulas and operations through contractual obligations with our consultants and vendors. However, because we do not have patent protection on any of our products or compounds, other companies can attempt to compete with us by imitating our products. We cannot guarantee the adequacy of the protections we intend to take to protect our proprietary rights, or that our competitors will not independently develop or produce products or processes that are substantially equivalent or superior to our products or processes.

~~Other~~While ~~than~~we ~~Parrish~~will attempt ~~Medley,~~to protect our ~~President~~proprietary ~~and~~information ~~Chief~~as ~~Executive~~trade ~~Officer,~~secrets wethrough ~~have~~agreements nowith ~~full-time~~each of our employees, aslicensing ofpartners, consultants, ~~the~~agents ~~date~~and ofother ~~this~~organizations ~~Annual~~to ~~Report. Certain~~which ofwe disclose our ~~administrative~~proprietary ~~and~~information, ~~operational~~we ~~functions~~cannot ~~are~~give ~~performed~~any assurance that these agreements will provide effective protection for usour byproprietary ~~part-time~~information ~~employees~~in the event of unauthorized use or ~~consultants~~disclosure of such information.

~~Research~~We ~~and~~may ~~Development~~be ~~Expenditures~~subject to product liability claims.

InThe ~~connection~~development, manufacture ~~with~~and ~~the~~sale ~~development~~ of ~~our~~ skin care and cosmetic products, weexpose ~~have~~us ~~worked~~to ~~with~~the arisk ~~third~~of ~~party~~damages ~~laboratory~~from toproduct ~~develop~~liability or other consumer claims. Although each of our ~~skin~~current ~~care~~and proposed products ~~based~~will onbe ~~the~~subject ~~criteria~~to ~~and~~industry ~~know-how~~accepted ofproduct tests to reduce the ~~Company’s~~likelihood of ~~executive~~any ~~officers. Accordingly~~successful product liability claim against us, weno ~~anticipate~~assurance is given that we will ~~incur~~not be subject to product liability claims in the future. ~~expenses~~We ~~related~~currently todo no maintain product liability insurance for liabilities arising from the ~~development~~use of our products. Accordingly, a successful product liability claim could have a materially adverse effect on our business, financial condition and results of operations.

~~Patents~~Risks ~~and~~Related ~~Trademarks~~To Our Common Stock

InOur ~~December~~stock ~~2010,~~is wethinly ~~purchased all of the rights to the trademark DAVI SKIN~~traded, ~~Reg.~~so you ~~No.~~may ~~3,029,808,~~be ~~Ser.~~unable No. 76/549,132, registered with the United States Patent & Trademark Office on December 13, 2005, in International Class 3 for “skin care products, namely lip balms, eye creams, facial scrubs, body scrubs, facial moisturizers, body moisturizers and facial masques,” as well as all right, title and interest in and to ~~that~~sell ~~trademark,~~your ~~and~~shares ~~all~~at ~~associated~~or ~~goodwill,~~near the ~~name~~quoted ~~and~~bid ~~term~~prices ~~DAVI~~if ~~SKIN~~you ~~and~~need ~~any other similar or associated trademarks (whether registered or unregistered), trade names, service names, logos and designs used by or relating~~ to ~~the~~sell ~~business~~a ~~operations~~significant number of ~~skin~~your ~~care products~~shares.

WeThe ~~also~~shares ~~have~~of our ~~registered~~common ~~with~~stock are thinly-traded on the ~~United~~OTC ~~States~~Bulletin ~~Patent~~Board, ~~and~~meaning ~~Trademark~~that ~~Office~~the number of persons interested in ~~the~~purchasing ~~same~~our ~~class~~common shares ~~and~~at ~~with~~or ~~the~~near ~~same~~bid ~~description~~prices asat ~~DAVI~~any ~~SKIN~~given ~~the~~time ~~following~~may ~~additional~~be ~~trademarks~~relatively small or non-existent. This situation is attributable to a number of factors, including the fact that we ~~currently~~are ~~use~~a insmall ~~our~~company ~~skin~~which ~~care~~is ~~business: DAVI,~~unknown ~~Reg.~~to ~~No.~~stock 4analysts,~~228~~ stock brokers,~~848,~~ ~~Ser.~~institutional ~~No.~~investors and ~~85/412~~others in the investment community that generate or influence sales volume,~~103,~~ and LEthat ~~GRAND~~even ~~CRU,~~if ~~Reg.~~we ~~No.~~came ~~4,135,614,~~to ~~Ser.~~the ~~No.~~attention ~~85/462~~of such persons,~~875. On~~ ~~August~~they ~~31,~~tend ~~2011,~~to webe ~~filed~~risk-adverse and would be reluctant to follow an ~~application~~unproven, ~~with~~early ~~the~~stage ~~United~~company ~~States~~such ~~Patent~~as ~~and~~ours ~~Trademark~~or ~~Office~~purchase or ~~for~~recommend the ~~registration~~purchase of ~~the~~our ~~trademark~~shares ~~DAVI~~until ~~NAPA,~~such ~~Ser.~~time Noas we became more seasoned and viable. ~~85/412~~As a consequence,~~131;~~ ~~that~~there ~~application~~may ~~was~~be ~~published~~periods of ~~for~~several ~~opposition~~days onor ~~October~~more 9,when ~~2012~~trading ~~and~~activity in our shares is ~~expected~~minimal or non-existent, as compared to bea ~~registered~~seasoned inissuer ~~the~~which has ~~imminent~~a ~~future. We~~large ~~also~~and ~~filed~~steady onvolume ~~December~~of ~~12,~~trading ~~2012~~activity that will generally support continuous sales without an ~~application~~adverse ~~with~~effect ~~the~~on ~~United~~share price. ~~States~~We ~~Patent~~cannot ~~and~~give ~~Trademark~~you ~~Office~~any assurance that a broader or more active public trading market for ~~MERITAGE~~our common shares will develop or be sustained, ~~Ser.~~or Nothat current trading levels will be sustained. ~~85/801~~Due to these conditions,~~354,~~ inwe ~~International~~can ~~Class~~give 1you ~~for~~no ~~“blend~~assurance ofthat ~~cosmetics~~you will ~~ingredients~~be ~~used~~able into ~~the~~sell ~~manufacture~~your ofshares ~~skin~~at ~~care~~or ~~products”;~~near ~~that~~bid ~~application~~prices ~~has~~or ~~not~~at ~~yet~~all ~~been~~if ~~assigned~~you need money or otherwise desire to aliquidate ~~trademark~~your ~~examiner~~shares.

AsYou ~~part~~may ofhave ~~our~~difficulty ~~plan to expand~~ selling our ~~skin~~shares ~~care~~because ~~presence~~they inare ~~Asia,~~deemed we“penny ~~have filed applications with the Korean Intellectual Property Office for registrations in Korea of the following trademarks: DAVI, Application No~~stocks”. 40-2011-50722, DAVI SKIN, Application No. 40-2011-50724, and DAVI NAPA, Application No. 40-2011-50723. All three of the Korean applications have been approved for registration and will register in due course.

~~Additionally~~Since our common stock is not listed on the Nasdaq Stock Market, weif ~~have~~the ~~been~~trading ~~assigned~~price of our common stock remains below $5.00 per share, trading in our common stock will be subject to the ~~trademark~~requirements ~~DAVI~~of ~~SKIN~~certain (rules promulgated under the Exchange Act, which require additional disclosure by broker-dealers in connection with ~~katakana~~any ~~and~~trades ~~design)~~involving a stock defined as a penny stock (generally, ~~Reg~~any non-Nasdaq equity security that has a market price of less than $5.00 Noper share, subject to certain exceptions) and a “cooling off period” before brokers and dealers can effect transactions in penny stocks. ~~4910617~~The additional burdens imposed upon broker-dealers by such requirements could discourage broker-dealers from effecting transactions in our common stock, ~~registered~~which ~~with~~could severely limit the ~~Japan~~market liquidity ~~Patent~~of ~~Office~~the common stock and the ability of holders of the common stock to sell their shares.

~~Item 1A.~~8

~~Risk~~Potential ~~Factors~~issuance of additional common stock could dilute existing stockholders.

AnWe ~~investment~~are inauthorized to ~~our~~issue ~~securities~~up ~~involves~~to a75,000,000 ~~high~~shares ~~degree~~ of ~~risk~~common stock. ~~You~~ ~~should~~To ~~carefully consider~~ the ~~risks~~extent ~~described~~of ~~below~~such ~~before~~authorization, ~~deciding~~our toBoard ~~invest~~of inDirectors orhas ~~maintain~~the ~~your~~ability, without ~~investment~~seeking instockholder ~~our~~approval, ~~company. The risks described below are not intended~~ to beissue anadditional ~~all-inclusive~~shares ~~list~~ of ~~all~~common ofstock in the ~~potential~~future ~~risks~~for ~~relating~~such toconsideration anas ~~investment~~the ~~in our securities. If any~~ Board of ~~the~~Directors ~~following~~may orconsider ~~other~~sufficient. ~~risks~~The ~~actually~~issuance ~~occur,~~of ~~our~~additional ~~business,~~common ~~financial~~stock ~~condition~~in orthe ~~operating~~future ~~results~~will ~~and~~reduce the ~~trading~~proportionate ~~price~~ownership and orvoting ~~value~~power of ~~our~~the ~~securities~~currently ~~could~~issued becommon ~~materially and adversely affected~~stock.

5The market price of our stock may be adversely affected by market volatility.

~~Risks~~The ~~Related~~market Toprice of ~~Our~~our ~~Business~~common stock is likely to be volatile and could fluctuate widely in response to many factors, including:

~~We have~~ (a) announcements by ~~limited~~us ~~operating~~or ~~history,~~our ~~and are subject to all of the risks and uncertainties of a new business.~~competitors;

Since the beginning of 2011, we have directed our efforts on developing a luxury branded line of skin care products based on the “Davi”, “Davi Skin” and “Davi Napa” brands. However, to date, our products are only offered and available to consumers through two arrangements (~~Korean Air and the Peninsula Hotels~~b)~~, and we have limited products for sale directly to consumers through our website. Although we have recently entered into the LGHH License Agreement with LGHH, as~~ announcements of ~~the~~new ~~date of this Annual Report, no~~ products ~~have been developed~~ or ~~sold~~new incontracts ~~connection~~by ~~with~~us ~~this~~or ~~agreement. As a result, during fiscal year 2012, we generated limited revenues from~~ our ~~luxury skin care business.~~ competitors;

Because we have had a little under two years of operations, we are subject to all of the risks and uncertainties normally associated with a new business, including potential manufacturing issues, difficulties establishing our marketing and distribution operations, lack of name recognition, lack of adequate capital, difficulties hiring and retaining qualified employees, and difficulties in complying with all applicable federal, state and local regulatory and administrative requirements. As a new company, we expect to incur operating losses until, if ever, we successfully release a line of products that will generate enough revenues to become profitable (c) actual or ~~thereafter~~anticipated ~~maintain~~variations profitability. There is no assurance that we will be able to validate and market products that will generate enough revenues for us to become profitable or thereafter maintain profitability. As a result, the Company cannot predict when, if ever, it might achieve profitability and cannot be certain that it will be able to sustain profitability, if achieved. Our lack of an operating history may make it difficult for you to evaluate our business prospects in ~~connection with an investment in~~ our ~~securities.~~operating results;

We(d) ~~have~~changes ~~had~~in ~~operating~~financial ~~losses~~estimates ~~since~~by ~~formation~~securities analysts and ~~expect~~whether toour ~~continue~~earnings tomeet ~~incur~~or ~~net~~exceed ~~losses~~such ~~for the near term.~~estimates;

~~Although~~(e) conditions and wetrends ~~have been~~ in ~~existence since July 2007, we did not enter~~ the ~~luxury brand~~ skin care business until 2011. Accordingly, we have a limited operating history. As of September 30, 2012, we had an accumulated deficit of approximately $776,000. We have reported net losses of approximately $221,000 and ~~$472,000~~cosmetics for the years ended September 30, 2012 and 2011, respectively. Unless our sales and licensing revenues increase significantly, we anticipate that we will continue to incur net losses in the near term. industries;

We(f) general economic, ~~have~~political ~~generated~~and ~~limited~~market ~~revenues~~conditions ~~to date,~~ and weother ~~can~~factors; ~~give no assurance that we will ever be able to generate significant licensing revenues or product sales.~~ and

~~While we believe that we have~~ (g) the ~~ability to increase our licensing revenues in the future, the amount~~ occurrence of ~~such~~any ~~sales and licensing revenues is uncertain. Our business model and our goal, however, is to generate revenues primarily from product sales. To date, we have had minimal sales~~ of ~~our~~the ~~products.. We~~risks ~~have~~described ~~developed~~in ~~other~~this ~~skin~~Annual ~~care products, but there is no guarantee that we will ever manufacture and commercially release significant quantities of such products~~Report. To become profitable, we will have to successfully develop, manufacture, market and sell a number of skin care products. There can be no assurance that our product development efforts will be successfully completed, that we will be able to manufacture our products at an acceptable cost and with acceptable quality, or that our products can be successfully marketed in the future.

~~There~~Item ~~is no guarantee that our products will be accepted by consumers~~1B. Unresolved Staff Comments

~~To date, we have had minimal sales of our products with limited commercial release~~None. The market acceptance of skin care and cosmetic products varies significantly and cannot be predicted. Factors that may cause a skin care and cosmetic product to be accepted or rejected by consumers include price, quality of ingredients, effectiveness, packaging, availability, advertising, and numerous other intangible factors. Consumer demand for our proposed products also may be affected by word of mouth testimonials, fads, and general consumer trends. Unless we can achieve a sufficient following of consumers who purchase our products, we will not operate profitably and may have to cease our operations. No assurance can be given that any of our products will achieve sufficient consumer acceptance.

We are currently dependent upon two licensing/royalty agreements for most of our revenues, and the loss of one or both of these arrangements would have a material negative affect on our financial conditionItem 2. Properties

~~During~~The ~~fiscal~~Company ~~year~~leases approximately ~~2012~~1,500 wesquare ~~generated~~feet ~~approximately~~of ~~$502~~office space at 9426-9428 Dayton Way,~~000~~ ofBeverly ~~revenues~~Hills, ofCalifornia. ~~which~~The ~~$435~~lease term expires on January 31,~~000~~ ~~represented~~2016, ~~royalty~~unless ~~revenues~~earlier ~~that~~terminated wein ~~received~~accordance with the lease. The Company’s monthly base rent expense under ~~two~~the ~~agreements~~lease is ~~(our~~approximately ~~agreement~~$5,700 toper ~~provide~~month, ~~DAVI~~which ~~branded~~will ~~products~~increase to (iapproximately )$6,000 ~~Korean~~per ~~Air~~month ~~and~~beginning ~~(ii)~~February 1, 2014 through the term ~~Peninsula~~of ~~Hotels). Should~~the ~~either~~lease, orplus ~~both~~payments of ~~these~~approximately ~~revenue~~$1,000 ~~sources~~per ~~terminate~~month ~~their~~for ~~arrangements,~~common ~~our~~area ~~financial~~operating ~~condition~~expenses. ~~would~~The beCompany ~~materially~~has ~~and~~the ~~adversely~~option to ~~affected,~~extend ~~and~~the ~~our~~term ~~on-going~~of ~~operations~~the ~~would~~lease beby ~~severely~~two ~~hampered~~additional years.

6Item 3. Legal Proceedings

We ~~will~~are ~~need~~not ~~significant~~currently a ~~additional~~party ~~capital, without which we will have~~ to ~~curtail~~any orlegal ~~cease operations~~proceedings.

~~Our business plan assumed that we would raise debt or equity financing in the near term in order to fund the commercial release of our products and our short term working capital needs~~Item 4. ~~Our~~ Mine ~~business~~Safety plan assumed that we would raise between $2,000,000 and $5,000,000, most of which would be used to manufacture, market and distribute the various skin care products that we have designed and developed (but have not yet commercially released). During fiscal year 2012 and 2011, we have only raised $155,000 and $627,500, respectively of equity funding (combined raise of $782,500), and received $20,000 from the sale of a convertible promissory note during fiscal year 2012. We have not identified any sources for the additional financing that we will require. As a result of our lack of funding, we have not been able to develop our business plan to the extent anticipated, and our goal of achieving our business plan has been hindered. Without raising additional funding (directly from investors or from strategic partners), our ability to continue as a going concern and to grow into a material, and viable, skin care company is in doubt. There can be no assurance that sufficient funding will be available to us at acceptable terms, or at all. If we are unable to obtain sufficient financing on a timely basis, the growth of our Company and business will be delayed, and we could be forced to reduce the scope of our current and proposed business or otherwise limit or terminate our operations altogether. Any additional equity funding that we obtain will reduce the percentage ownership held by our existing security holders.Disclosures

WeNot ~~are dependent on key personnel~~Applicable.

Successful implementation of our business plan depends on the skills and efforts of our President and Chief Executive Officer, Parrish Medley. The loss of Mr. Medley would have a material negative impact on our operations and on our ability to market our products. We also need to attract, train, retain and motivate additional technical, managerial, marketing and customer support personnel. 9

WePART ~~will be subject to competition from numerous companies, including a number of multi-national companies that have significantly greater financial and other resources.~~ II

~~The~~Item ~~skin care and cosmetic products business is highly competitive~~5. We ~~will~~Market befor ~~competing with hundreds of large and small cosmetics companies, including such companies as L~~Registrant’~~Oréal~~s ~~S.A.,~~Common ~~The Procter & Gamble Company~~Equity, ~~The~~Related ~~Estée~~Stockholder ~~Lauder~~Matters ~~Companies Inc.~~ and ~~numerous~~Issuer ~~other~~Purchases ~~multi-national manufacturers. Most~~ of ~~our~~Equity competitors market products that are well known and trusted by the consumer marketplace. Since virtually all of our competitors have significantly greater financial and other resources than we do, our competitors have the ability to spend more aggressively on advertising and marketing, spend more on product development and testing, and have more flexibility than we do to respond to changing business and economic conditions. Competition in the skin care business is based on pricing of products, the quality of the products, innovation, perceived value, promotional activities, advertising, new product introductions, name recognition, and other factors. It is difficult for us to predict how we will be able to effectively compete with our competitors’ actions in these areas. Securities

WeMarket ~~will have to rely on third parties to manufacture our products who may not perform to our standards or timeline.~~ Information

~~All~~Our ofcommon ~~our~~stock is ~~products~~quoted ~~are~~for ~~currently~~trading ~~manufactured by one third party manufacturing company. We have no ability or intention to manufacture our own products and plan to rely entirely~~ on ~~third parties for~~ the ~~manufacture~~OTC ofBulletin ~~our~~Board ~~ingredients,~~under ~~bottles and packages. We believe that there are a number of qualified manufacturers who could produce our products to our specifications (and to~~ the ~~specifications~~symbol ~~of our licensees)~~“MDAV”. The manufacturer(s) that we currently use, or may use in the future, may encounter difficulties involving product yields, quality control, adequacy of control procedures and policies, and compliance with applicable regulations. Should our manufacturing company refuse or fail to manufacture the quantity or quality of the products that we need, the marketing and sales of our products could be delayed, suspended or otherwise adversely affected until we identify a suitable, replacement manufacturing company. While we believe that there are a number of manufacturers in the U.S. who could manufacture our products, the failure of any of our manufacturers to manufacture our products in a timely fashion, or to our specifications, could materially and adversely affect our operations.

Trading in our common stock has been extremely limited since we were first listed on the OTC Bulletin Board. Trading has been limited in our stock during both 2013 and 2012, and has been sporadic and subject to significant swings in the number of shares sold. The following table sets forth the range of closing prices for our common stock for the quarters indicated. Such quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions. On May 10, 2012, the Company’ effected the 1-for-10 reverse stock split that decreased the Company's ~~audited~~issued ~~financial~~and outstanding ~~statements~~shares ~~express~~of ~~substantial~~common ~~doubt~~stock ~~about~~from ~~our~~76,040,000 ~~ability~~pre-reverse split shares to ~~continue~~7,604,117 aspost-reverse asplit ~~going~~shares. ~~concern~~The information in the following table has been retroactively adjusted to reflect the reverse split.

Our audited financial statements for the period ended September 30, 2012, have been prepared assuming that the Company will continue as a going concern. However, our auditors have expressed substantial doubt about our ability to continue as a going concern because as of the date of the audited statements, we had not achieved profitable operations and we may need additional financing in order to fund our projected loss in 2013. The Company’s ability to continue as a going concern is subject to its ability to finance its operations by generating and sustaining profits and/or obtaining necessary funding from outside sources. We have only recently commenced operations, and expect to continue to experience significant losses in the foreseeable future. There can be no assurance that we will ever achieve (or sustain) profitability, or successfully secure outside financing. Accordingly, there can be no assurance about our ability to continue as a going concern.

Fiscal Year Ended September 30, 2013	High Bid	Low Bid
First Quarter	$0.18	$0.08
Second Quarter	$0.14	$0.08
Third Quarter	$0.25	$0.10
Fourth Quarter	$0.25	$0.10

Fiscal Year Ended September 30, 2012	High Bid	Low Bid
First Quarter	$0.40	$0.10
Second Quarter	$0.40	$0.10
Third Quarter	$0.48	$0.10
Fourth Quarter	$0.35	$0.10

~~We have no patent protection and may not be able to protect our proprietary rights.~~ Holders

~~Our~~As ~~ability to compete successfully will depend, in part, on the quality and uniqueness~~ of ~~our products. Although we have trademark protection in the U.S. and/or abroad for our “Davi"~~December 30, ~~“Davi Skin”~~2013, ~~"Davi~~there ~~Napa"~~were ~~and~~approximately ~~"Le~~40 ~~Grand~~holders ~~Cru" brands,, we have no product patent protection for any~~ of ~~our~~record ~~current or proposed products or any~~ of ~~the ingredients or compounds in~~ our ~~products. We~~common ~~may~~stock ~~claim~~based proprietary rights in various unpatented technologies, know-how and trade secrets relating to our products and manufacturing processes, and we intend to protect our proprietary rights in our product formulas and operations through contractual obligations with our consultants and vendors. However, because we do not have patent protection on ~~any~~information ofprovided ~~our products or compounds, other companies can attempt to compete with us~~ by ~~imitating~~ our ~~products~~transfer agent. We The ~~cannot~~foregoing ~~guarantee~~number ~~the adequacy~~ of ~~the~~record ~~protections~~holders wedoes ~~intend to take to protect our proprietary rights, or that our competitors will~~ not ~~independently~~include ~~develop~~any orpersons ~~produce~~who ~~products~~hold ortheir ~~processes~~Company ~~that~~common ~~are~~stock ~~substantially~~in ~~equivalent~~“street ~~or superior to our products or processes~~name. ”

While we will attempt to protect our proprietary information as trade secrets through agreements with each of our employees, licensing partners, consultants, agents and other organizations to which we disclose our proprietary information, we cannot give any assurance that these agreements will provide effective protection for our proprietary information in the event of unauthorized use or disclosure of such information. Dividends

We ~~may~~have not paid any dividends on our common stock to date and do not anticipate that we will pay dividends in the foreseeable future. Any payment of cash dividends on our common stock in the future will be ~~subject~~dependent upon the amount of funds legally available, our earnings, if any, our financial condition, our anticipated capital requirements and other factors that the Board of Directors may think are relevant. However, we currently intend for the foreseeable future to ~~product~~follow ~~liability~~a ~~claims~~policy of retaining all of our earnings, if any, to finance the development and expansion of our business and, therefore, do not expect to pay any dividends on our common stock in the foreseeable future.

~~The~~Securities ~~development,~~Authorized manufacture and sale of skin care and cosmetic products expose us to the risk of damages from product liability or other consumer claims. Although each of our current and proposed products will be subject to industry accepted product tests to reduce the likelihood of any successful product liability claim against us, no assurance is given that we will not be subject to product liability claims in the future. We currently do no maintain product liability insurance for ~~liabilities~~Issuance Under ~~arising~~Equity ~~from~~Compensation ~~the use of our products. Accordingly, a successful product liability claim could have a materially adverse effect on our business, financial condition and results of operations.~~Plans

~~Risks~~We have ~~Related~~no Tocompensation ~~Our~~plans ~~Common~~under ~~Stock~~which our equity securities are authorized for issuance.

~~Our~~Recent ~~stock~~Sales ~~is thinly traded, so you may be unable to sell your shares at or near the quoted bid prices if you need to sell a significant number~~ of ~~your shares.~~Unregistered Securities

~~The~~On ~~shares~~August of8, ~~our~~2013, ~~common~~we issued ~~stock~~to ~~are~~a ~~thinly-traded~~consultant ~~on the OTC Bulletin Board~~200,000 ~~meaning~~shares ~~that the number~~ of ~~persons~~common ~~interested~~stock infor ~~purchasing~~services ~~our~~rendered ~~common~~during ~~shares~~fiscal atyear or2013 ~~near~~valued ~~bid prices~~ at ~~any given time may be relatively small or non-existent~~$20,000. ~~This~~On ~~situation~~August 23, ~~is attributable to a number of factors~~2013, ~~including the fact that~~ we ~~are~~sold a250,000 ~~small~~shares ~~company~~of ~~which~~common isstock ~~unknown~~ to ~~stock~~an ~~analysts,~~accredited ~~stock~~investor ~~brokers,~~for ~~institutional~~proceeds ~~investors~~of ~~and~~$25,000. ~~others~~On inSeptember ~~the~~9, ~~investment community that generate or influence sales volume~~2013, ~~and that even if~~ we ~~came~~sold 500,000 toshares ~~the attention~~ of ~~such~~common ~~persons,~~stock ~~they tend~~ to beanother ~~risk-adverse~~accredited ~~and~~investor ~~would~~for beproceeds ~~reluctant~~of ~~to follow an unproven~~$50,000. ~~early~~The ~~stage~~foregoing ~~company~~securities ~~such~~were asexempt ~~ours~~from the orregistration ~~purchase~~requirements orpursuant ~~recommend~~to ~~the~~Section ~~purchase~~4(2) of ~~our~~the ~~shares~~Securities ~~until~~Act ~~such~~of ~~time~~1933, as ~~we became more seasoned and viable. As a consequence~~amended, ~~there~~because: (i) ~~may~~the beCompany did ~~periods~~not ofengage ~~several days or more when trading activity~~ in ~~our~~any ~~shares~~general issolicitation ~~minimal~~ or ~~non-existent,~~general asadvertising ~~compared~~in toconnection awith ~~seasoned~~the ~~issuer~~offer ~~which has a large~~ and ~~steady~~sale ~~volume~~ of ~~trading~~any ~~activity~~of ~~that~~the ~~will~~securities; (ii) ~~generally~~the ~~support~~Company ~~continuous~~reasonably ~~sales~~believed ~~without an adverse effect on share price. We cannot give you any assurance~~ that aeach ~~broader~~consultant orand ~~more~~investor ~~active~~had ~~public~~knowledge ~~trading~~and ~~market~~experience ~~for~~in ~~our~~financial ~~common~~and ~~shares~~business ~~will~~matters such ~~develop or be sustained, or~~ that ~~current~~each ~~trading~~such ~~levels~~person ~~will~~was becapable ~~sustained. Due~~of toevaluating ~~these~~the ~~conditions,~~merits weand ~~can~~risks ~~give~~of ~~you~~investing noin ~~assurance~~our ~~that~~securities; ~~you~~(iii) ~~will~~each beinvestor ~~able~~represented he towas ~~sell~~acquiring ~~your~~the ~~shares~~securities atfor orinvestment ~~near~~purposes ~~bid~~only; ~~prices~~and or(iv) atthe ~~all~~Company ifplaced ~~you~~appropriate ~~need~~legends ~~money~~and orrestrictions on ~~otherwise~~transfer ~~desire~~on tothe ~~liquidate~~securities ~~your shares~~issued.

~~You~~Repurchase ~~may~~of ~~have difficulty selling our shares because they are deemed “penny stocks”.~~Securities

~~Since~~We ~~our~~did ~~common stock is~~ not ~~listed~~repurchase any onshares ~~the Nasdaq Stock Market, if the trading price~~ of our common stock ~~remains~~during ~~below $5.00 per share, trading in our common stock will be subject to~~ the ~~requirements~~fourth ofquarter ~~certain rules promulgated under the Securities Exchange Act~~ of ~~1934, as amended (~~the ~~“Exchange~~year ~~Act”),~~ended ~~which~~September ~~require additional disclosure by broker-dealers in connection with any trades involving a stock defined as a penny stock (generally~~30, ~~any non-Nasdaq equity security that has a market price of less than $5~~2013.00 per share, subject to certain exceptions) and a “cooling off period” before brokers and dealers can effect transactions in penny stocks. The additional burdens imposed upon broker-dealers by such requirements could discourage broker-dealers from effecting transactions in our common stock, which could severely limit the market liquidity of the common stock and the ability of holders of the common stock to sell their shares.

~~Potential issuance of additional common stock could dilute existing stockholders.~~10

~~We are authorized to issue up to 75,000,000 shares of common stock~~Item 6. To Selected ~~the~~Financial extent of such authorization, our Board of Directors has the ability, without seeking stockholder approval, to issue additional shares of common stock in the future for such consideration as the Board of Directors may consider sufficientData. ~~The issuance of additional common stock in the future will reduce the proportionate ownership and voting power of the currently issued common stock.~~

8Not applicable to a “smaller reporting company” as defined in Item 10(f)(1) of SEC Regulation S-K.

~~Our~~Item ~~President~~7. ~~and~~Management’s ~~Chief~~Discussion ~~Executive Officer, Parrish Medley,~~ and ~~former~~Analysis ~~Chairman~~ of ~~the~~Financial ~~Board,~~Condition ~~Carlo~~and ~~Mondavi,~~Results ~~hold a substantial amount~~ of ~~our common stock and may be able to prevent other stockholders from influencing significant corporate decisions~~Operations.

AsForward-looking of the date of this Annual Report, our President and Chief Executive Officer, Parrish Medley, and our former Chairman of the Board, Carlo Mondavi, beneficially own a total of approximately 28% of our outstanding voting capital stock. These stockholders, if they act together, may be able to direct the outcome of matters requiring approval of the stockholders, including the election of our directors and other corporate actions such as: statements

(This Annual Report on Form 10-K, including any documents which may be incorporated by reference into this Annual Report, contains “Forward-Looking Statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are “Forward-Looking Statements” for purposes of these provisions, including our plans to develop, market and sell skin care products, and implement our growth strategy, any projections of revenues or other financial items, any statements of the plans and objectives of management for future operations, any statements concerning proposed new products, services or strategic partnerships, any statements regarding future economic conditions or performance, and any statements of assumptions underlying any of the foregoing. All Forward-Looking Statements included in this document are made as of the date hereof and are based on information available to us as of such date. We assume no obligation to update any Forward-Looking Statement. In some cases, Forward-Looking Statements can be identified by the use of terminology such as “may,” “will,” “expects,” “plans,” “anticipates,” “intends,” “believes,” “estimates,” “potential,” or “continue,” or the negative thereof or other comparable terminology. These statements by their nature involve substantial risks and uncertainties, such as our ability to establish a) new business, develop market and sell skin care products, and implement our growth strategy, certain of which are beyond our control. Although we believe that the expectations reflected in the Forward-Looking Statements contained herein are reasonable, should one or more of these risks or uncertainties materialize or should the underlying assumptions prove incorrect, actual outcomes and results could differ materially from those indicated in the Forward-Looking Statements. Future financial condition and results of operations, as well as any Forward-Looking Statements are subject to inherent risks and uncertainties, including any other factors referred to in our press releases and reports filed with the SEC. All subsequent Forward-Looking Statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. Additional factors that may have a direct bearing on our operating results are described under “Risk Factors” and elsewhere in this Annual Report.

aCritical ~~merger~~Accounting ~~of the Company with or into another company;~~ Policies

~~(b)~~The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported assets, liabilities, sales and expenses in the accompanying financial statements. Critical accounting policies are those that require the most subjective and complex judgments, often employing the use of estimates about the effect of matters that are inherently uncertain. Such critical accounting policies, including the assumptions and judgments underlying them, are disclosed in Note 2 to the Financial Statements included in this Annual Report.

aThe ~~sale~~following discussion ofand ~~substantially~~analysis ~~all~~should ofbe read in conjunction with the information set forth in our ~~assets;~~audited financial statements and the related notes that appear elsewhere in this Annual Report.

~~(c)~~11

~~amendments~~Results ~~to our articles~~ of ~~incorporation.~~ Operations

~~The~~Year ~~decisions~~Ended ofSeptember ~~these~~30, ~~stockholders~~2013 ~~may~~(“fiscal ~~conflict~~2013”) Compared ~~with~~to ~~our~~the ~~interests~~Year orEnded ~~those~~September of30, ~~our~~2012 ~~other~~(“fiscal ~~stockholders.~~ 2012”)

The ~~market~~following ~~price~~table ofrepresents our statement ~~stock~~of ~~may~~operations befor ~~adversely~~fiscal ~~affected~~2013 byand ~~market~~fiscal ~~volatility.~~2012:

The market price of our common stock is likely to be volatile and could fluctuate widely in response to many factors, including:

		Year ended September 30,
		2013			2012
		$		% of Revenues	$		% of Revenues
Sales:
	Royalty revenues	$	443,245	87%	$	435,025	87%
	Product sales		66,894	13%		67,393	13%
Total sales			510,139	100%		502,418	100%

Cost of goods sold			9,111	2%		30,813	6%

Gross profit			501,028	98%		471,605	94%

Costs and expenses:
	Wages and professional fees		692,208	136%		457,110	91%
	Product development		-	-%		23,554	4%
	General and administrative		376,686	74%		214,204	43%
Total costs and expenses			1,068,894	191%		694,868	138%

Loss from operations			(567,866)	(111)%		(223,263)	(44)%

Other income (expense):
	Interest expense		(15,829)	(3)%		(5,000)	(1)%
	Derivative income		-	-%		7,275	1%

Total other income (expense)			(15,829)	(3)%		2,275	-%

Net loss		$	(583,695)	(114)%	$	(220,988)	(44)%

~~(a)~~Sales

~~announcements~~Royalty revenues generated during fiscal 2013 and 2012 were primarily the result of royalty agreements we entered into during early 2011 for the sale of DAVI branded skin care products to Peninsula Hotels for use by ustheir orhotel clients as in-room amenities, and to Korean Air as on-board amenities for use by Korean Air’s First Class and Business Class passengers. We will be paid a royalty on all sales of DAVI branded products sold by LGHH under the LGHH License Agreement. LGHH commercially released the first DAVI products during the third quarter of fiscal 2013. As a result, we have only earned $25,500 of royalties in fiscal 2013 under the LGHH License Agreement. Our product sales include sales to Korean Air of our ~~competitors;~~Le Grand Cru face creams for re-sale on-board its flights to its passengers and through its Skyshop Magazine. Beginning July 1, 2013, Korean Air purchased the Le Grand Cru face creams for its on-board sales and for its Skyshop Magazine sales directly from LGHH. Accordingly, revenues that we receive from Korean Air's purchases decreased in the fourth quarter of fiscal 2013 and will cease in the future. However, since Korean Air is purchasing DAVI products from LGHH, our licensee, we will receive royalties from LGHH as a result of these purchases in accordance with the LGHH License Agreement. We expect that our royalty revenue will increase in future periods as LGHH continues to roll out DAVI branded products in other retail stores in Seoul, Korea, and in retail stores expected to open in other Asian-Pacific territories in 2014. We also expect our product sales to increase in future periods as we sell our DAVI line of newly developed products through our website.

~~(b)~~Cost of Goods Sold

~~announcements~~Cost of ~~new~~goods sold ~~products~~during orfiscal ~~new~~2013 ~~contracts~~decreased approximately 70% in comparison to fiscal 2012. The decrease is due primarily to $16,000 of sales commissions paid on the sale of Le Grand Cru face cream during fiscal 2012, as compared to the payment of only $4,500 of such sales commissions during fiscal 2013. The remainder of cost of goods sold during fiscal 2013 and 2012 relate to the cost of our skin care products sold by Korean Air to its passengers through the Skyshop Magazine and its on-line shop. As Korean Air began purchasing the Le Grand Cru face creams for its on-board sales and for its Skyshop Magazine sales directly from LGHH beginning July 1, 2013, we expect our cost of goods sold and sales commissions related to such sales to continue to decrease in future periods. Since both Peninsula Hotels and Korean Air purchase the DAVI branded hotel room amenities and skin care products directly from our manufacturer, we did not have any cost of goods sold relating to royalty payments made to us orunder our ~~competitors;~~Peninsula Hotel and Korean Air agreements. Likewise, since we are paid a royalty from sales made by LGHH under the LGHH License Agreement, we will not incur any cost of goods sold as a result of those sales.

~~(c)~~12

~~actual~~Wages orand ~~anticipated~~Professional ~~variations in our operating results;~~Fees

~~(d)~~Wages and professional fees increased 51% in fiscal 2013 in comparison to fiscal 2012 due primarily to stock based compensation expenses related to stock options granted in March and June 2013 to our Chief Executive Officer, Parrish Medley, and a stock option granted in the fourth quarter of fiscal 2013 to a consultant for accounting services, resulting in an additional $262,000 of expense during fiscal 2013. Additionally, nonrecurring services valued at approximately $108,000 were recognized for distributor relations and business development services primarily in connection with the LGHH License Agreement for which warrants were issued in March and April 2013. These increases were offset by decreases in fees relating to advertising and marketing during fiscal 2013 as our primary focus during the year was on developing new skin care products, including working with LGHH to create our new DAVI skincare product line in Korea. We expect advertising and marketing fees related to our skin care products to increase in future periods as we begin marketing the newly developed DAVI branded products.

~~changes~~Product ~~in financial estimates by securities analysts and whether our earnings meet or exceed such estimates;~~Development

~~(e)~~Product development for fiscal 2012 totaled approximately $24,000, and related primarily to services provided by a professional skincare formulator to improve and enhance our skin care products and to develop additional skin care products. In fiscal 2013, we redirected our focus on establishing our product line and, in collaboration with LGHH's research and development team, created a new DAVI skincare product line. However, all product development costs associated with the development of the new skincare product line were incurred by LGHH under the LGHH License Agreement.

~~conditions~~General and ~~trends~~Administrative ~~in the skin care and cosmetics industries;~~Expenses

~~(f)~~General and administrative expenses during fiscal 2013 increased 76% in comparison to fiscal 2012. The increase during fiscal 2013 is principally the result of approximately $65,000 of inventory containers and product written off during the period as we switched from the prior version of our products to the new product line we developed with LGHH, a $75,000 payment for the development of a new website in order to improve our e-commerce site and capabilities, and an increase in travel expenses of approximately $46,000 resulting from business development trips to Asia related to the LGHH License Agreement and Korean Air. These increases were offset by a refund received from a chemical manufacturer of approximately $16,000 worth of product which was intended to be used in the production of our Le Grand Cru collection. The product was originally purchased in fiscal 2012 and subsequently found to be defective. During fiscal 2013, we received the refund for the defective product.

~~general~~Other ~~economic,~~Income ~~political and market conditions and other factors; and~~(Expenses)

Other expenses for fiscal 2013 totaled approximately $16,000 and consist of the write-off of the debt discount associated with the beneficial conversion feature on $20,000 of convertible debt and related warrants of the Company, as well as interest expense associated with the convertible debt. On March 25 2013, the debt and all accrued interest were converted into 211,800 shares of common stock. Accordingly, the related debt discount was eliminated. Other income (gexpense) during fiscal 2012 totaled $2,275 of income, consisting of $5,000 of interest expense and $7,275 of derivative income.

~~the~~Net ~~occurrence of any of the risks described in this Annual Report.~~Loss

~~Item~~Our 1Bnet loss for fiscal 2013 and 2012 totaled approximately $584,000 and $221,000, respectively. A significant portion of the increase in our net loss resulted from stock options and warrants granted during the year valued at $370,000 for services which are not expected to be recurring in the future. However, we expect to continue to incur losses into 2014 as we expand our business operations in the U.S. and increase our marketing activities.

~~Unresolved Staff Comments~~13

~~None.~~Liquidity and Capital Resources

~~Item~~As 2of September 30, 2013, we had approximately $654,000 in cash, $86,000 of other current assets and working capital of approximately $315,000, compared to approximately $347,000 in cash, $284,000 of other current assets and working capital of approximately $180,000 as of September 30, 2012. To date, our operating activities have been primarily financed from the sales of our securities and royalty payments received (i) as an advance against future royalties under the LGHH License Agreement, and (ii) from sales of our skin care products to Korean Air and the Peninsula Hotel chain.

~~Properties~~Our net loss during fiscal 2013 and 2012 was approximately $584,000 and $221,000, respectively. We had net cash used in operating activities of approximately $43,000 during fiscal 2013 and net cash provided by operating activities of approximately $54,000 during fiscal 2012. The decrease in the net cash provided by operating activities resulted primarily from the increase in cash payments made by the Company in fiscal 2013 relating to operating expenses incurred in connection with our growing business.

~~The~~Net ~~Company~~cash ~~leases~~used in ~~approximately~~investing ~~1,500~~activities ~~square~~during ~~feet~~fiscal of2013 ~~office~~was ~~space~~approximately at$74,000 ~~9426-9428~~and ~~Dayton~~consisted ~~Way,~~of ~~Beverly~~approximately ~~Hills~~$54,000 ~~California. The~~of ~~lease~~payments ~~term~~for ~~expires~~leasehold improvements onto ~~January~~our ~~31,~~office ~~2016,~~space ~~unless~~and ~~earlier~~computer ~~terminated in accordance with the lease~~equipment. ~~The~~ ~~Company’s~~Additionally, ~~monthly~~we ~~rent~~incurred ~~expense~~costs ~~under~~of ~~the lease is~~ approximately $520,~~600~~000 ~~per~~for ~~month,~~the ~~plus~~acquisition of ~~payments~~various ofintangible ~~10%~~assets ofincluding ~~common~~the ~~area~~trademark ~~operating~~rights ~~expenses.~~for ~~The~~the ~~Company~~use ~~has~~of the ~~option~~“DAVISKIN” toname ~~extend~~in ~~the~~Japan ~~term~~and ofa ~~the~~license to ~~lease~~use bycertain ~~two~~images ~~additional~~on ~~years~~our website.

~~Item~~Net 3cash provided by financing activities during fiscal 2013 was approximately $425,000 and resulted from the sale of 4,250,000 shares of common stock at $0.10 per share to several accredited investors.

~~Legal~~As ~~Proceedings~~of September 30, 2013, we have a working capital surplus of approximately $315,000 and the amount of cash we currently have on hand, together with the royalty and product sales revenues we received and expect to receive from Korean Air, the Peninsula Hotel chain, LGHH, and other future revenues we expect to generate from sales of our skin care products through other channels are expected to be sufficient to fund our anticipated working capital needs for the next twelve months. However, additional sources of revenues may be needed to enable us to further implement our business plan or to otherwise continue to grow. Accordingly, we may have to raise additional financing to fund additional product manufacturing costs and other anticipated expenditures related to the roll-out of our retail products. Our business plan also calls for us to market our products through other distribution channels, which will require us to incur additional marketing expenses. We may have to raise additional funds to fund our U.S. retail sales and online marketing initiatives and to be able to engage in other distribution activities.

We presently do not have any available credit, bank financing or other external sources of liquidity. Currently, our only source of cash is derived from the agreements that we have entered into relating to Korean Air in-flight amenities, the Peninsula Hotels in-room amenities and the LGHH License Agreement, as well as from sales of our skincare products generated from our website. Royalty revenue from our skincare products to Korean Air and the Peninsula Hotels since the inception of the agreements through September 30, 2013 resulted in approximately $1,050,000 of revenue. Both arrangements may be terminated at any time. Beginning July 1, 2013, Korean Air began purchasing the Le Grand Cru face creams for direct sale on board its flights and through its SKY SHOP magazine from LGHH. Accordingly, we receive royalty revenue from such purchases instead of revenue from product sales in accordance with the LGHH License Agreement. Product sales to Korean Air from November 2011 through September 30, 2013 resulted in approximately $110,000 of revenue. Although LGHH has begun selling Davi licensed products under the LGHH License Agreement, we are uncertain as to the extent of royalty income that we may recognize in future periods from LGHH's sales of DAVI-branded products. Accordingly, the amount of revenue that we will receive from our current principal sources of revenues is uncertain. Although we anticipate that sales by LGHH will be significant in 2014, we will not ~~currently~~receive any cash royalty payments as a ~~party~~result of those sales until LGHH has recouped the $250,000 cash advance LGHH paid us in September 2012. Should any or all of these revenue sources terminate their arrangements with us, our financial condition could be materially and adversely affected, and our on-going operations could be severely hampered. Additionally, our general and administrative expenses, and wages and professional fees are expected to increase in 2014 in connection with our growing business, and we may have to incur additional product branding and marketing expenses to further promote our current and any ~~legal~~future products. ~~proceedings~~As a result, we may have to obtain additional capital from the sale of additional securities or by borrowing funds from private lenders. There is no assurance that we will be successful in obtaining additional funding.

~~Item~~Our 4current status as a micro-cap company that has limited operations is expected to make it difficult to obtain financing through the issuance of equity or debt securities. If we issue additional equity or debt securities, stockholders may experience additional dilution or the new equity securities may have rights, preferences or privileges senior to those of existing holders of our common stock. No assurance can be given that we will be able to obtain sufficient capital to meet our future requirements.

~~Mine~~Inflation ~~Safety~~and changing ~~Disclosures~~prices have had no effect on our continuing operations over our two most recent fiscal years.

~~Not~~Off-balance ~~Applicable.~~sheet arrangements

9We have no off-balance sheet arrangements including arrangements that would affect our liquidity, capital resources, market risk support and credit risk support or other benefits.

~~PART II~~14

Item 57A. Quantitative and Qualitative Disclosures About Market Risk.

~~Market~~Not ~~for~~applicable to ~~Registrant’s~~a ~~Common~~“smaller ~~Equity,~~reporting ~~Related~~company” ~~Stockholder~~as ~~Matters~~defined ~~and~~in ~~Issuer~~Item ~~Purchases~~10(f)(1) of ~~Equity~~Regulation ~~Securities~~S-K.

~~Market~~Item ~~Information~~ 8. Financial Statements and Supplementary Data.

~~Our~~REPORT OF ~~common~~INDEPENDENT ~~stock~~REGISTERED ~~has~~PUBLIC ~~been~~ACCOUNTING quoted for trading on the OTC Bulletin Board since June 14, 2009. In conjunction with our name change to “Davi Luxury Brand Group, Inc.”, the Company began trading in January 2011 under the symbol “MDAV”.FIRM

~~Trading in our common stock has been extremely limited since we were first listed on the OTC Bulletin~~ Board~~. During~~ ~~2011, there were several days in which no shares were traded. Trading has been limited in our stock in 2012 as well, and has been sporadic and subject to significant swings in the number~~ of ~~shares~~Directors sold. The following table sets forth the range of closing prices for our common stock for the quarters indicated. Such quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions. On May 10, 2012, the Company effected the 1-for-10 Reverse Split that decreased the Company's issued and outstanding shares of common stock from 76,040,000 pre-Reverse Split shares to 7,604,000 post-Reverse Split shares. The information in the following table has been retroactively adjusted to reflect the Reverse Split.Stockholders

Fiscal Year Ended September 30, 2011	High Bid	Low Bid
First Quarter	$20.00	$14.00
Second Quarter	$26.00	$8.50
Third Quarter	$10.00	$14.00
Fourth Quarter	$1.14	$0.20

Davi Luxury Brand Group, Inc.

Fiscal Year Ended September 30, 2012	High Bid	Low Bid
First Quarter	$0.40	$0.10
Second Quarter	$0.40	$0.10
Third Quarter	$0.48	$0.10
Fourth Quarter	$0.35	$0.10

Beverly Hills, California

~~Holders~~We have audited the accompanying balance sheet of Davi Luxury Brand Group, Inc. (the “Company”) as of September 30, 2013 and the related statements of operations, changes in stockholders’ equity, and cash flows for the year ended September 30, 2013. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

AsWe conducted our audit in accordance with standards of ~~December~~the ~~27,~~Public ~~2012~~Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, ~~there~~nor were ~~approximately~~we 34engaged ~~holders~~to perform an audit of ~~record~~the Company’s internal control over financial reporting. Our audit included consideration of ~~our~~internal ~~common~~control ~~stock~~over ~~based~~financial onreporting ~~information~~as ~~provided~~a bybasis ~~our~~for ~~transfer~~designing ~~agent. The~~audit ~~foregoing~~procedures ~~number~~that ofare appropriate ~~record~~in ~~holders~~the ~~does~~circumstances, but not ~~include~~for ~~any~~the ~~persons~~purpose ~~who~~of ~~hold~~expressing ~~their~~an opinion on the effectiveness of the Company’s internal ~~common~~control ~~stock~~over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in ~~“street~~the ~~name~~financial statements.” An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

~~Dividends~~In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Davi Luxury Brand Group, Inc. as of September 30, 2013, and the results of its statements of operations, changes in stockholders’ equity, and cash flows for the year ended September 30, 2013 in conformity with U.S. generally accepted accounting principles.

We/s/ have not paid any dividends on our common stock to date and do not anticipate that we will pay dividends in the foreseeable future. Any payment of cash dividends on our common stock in the future will be dependent upon the amount of funds legally availableKBL, our earnings, if any, our financial condition, our anticipated capital requirements and other factors that the Board of Directors may think are relevant. However, we currently intend for the foreseeable future to follow a policy of retaining all of our earnings, if any, to finance the development and expansion of our business and, therefore, do not expect to pay any dividends on our common stock in the foreseeable future. LLP

~~Securities~~KBL, ~~Authorized for Issuance Under Equity Compensation Plans~~ LLP

WeNew ~~have~~York, ~~no compensation plans under which our equity securities are authorized for issuance.~~NY

~~Recent~~December ~~Sales~~30, ~~of Unregistered Securities~~2013

On July 11, 2012, the Company sold 800,000 shares of common stock for proceeds of $80,000 to an accredited investor. As of July 16, 2012, we issued 130,000 shares of common stock to an accredited investor in exchange for the removal of certain price protection provisions under a stock purchase agreement that we entered into with the investor. On August 6, 2012, the Company sold 250,000 shares of common stock to an accredited investor for $25,000. On each of August 14 and 16, 2012, the Company sold 250,000 shares of common stock to an accredited investor for aggregate proceeds of $50,000. The foregoing proceeds will be used to continue funding our current operations. The foregoing shares were issued in reliance upon an exemption from the registration requirements pursuant to Section 4(2) of the Securities Act of 1933, as amended. 15

~~Repurchase~~LBB of& ~~Securities~~ASSOCIATES LTD., LLP

We10260 ~~did~~Westheimer ~~not repurchase any shares of our common stock during the fourth quarter of the year ended September 30~~Road, ~~2012.~~Suite 310

10Houston, TX 77042

~~Item~~Phone: 6.(713) 800-4343 Fax: (713) 456-2408

~~Selected~~Report ~~Financial~~of ~~Data.~~Independent Registered Public Accounting Firm

~~Not~~To ~~applicable~~the toBoard ~~a “smaller reporting company” as defined in Item 10(f)(1)~~ of ~~SEC~~Directors ~~Regulation S-K.~~of

~~Item~~Davi 7Luxury Brand Group, Inc.

~~Management’s~~Beverly ~~Discussion~~Hills, ~~and Analysis of Financial Condition and Results of Operations.~~ California

~~Forward-looking~~We have audited the accompanying balance sheet of Davi Luxury Brand Group, Inc. (the “Company”) as of September 30, 2012, and the related statements of operations, stockholders' equity, and cash flows for year then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

~~This~~We ~~Annual~~conducted ~~Report~~our onaudit ~~Form~~in ~~10-K,~~accordance with ~~including any documents which may be incorporated by reference into this Annual Report, contains “Forward-Looking Statements” within~~ the ~~meaning~~standards of ~~Section 27A of~~ the ~~Securities~~Public ~~Act~~Company ofAccounting ~~1933,~~Oversight asBoard ~~amended,~~(United ~~and Section 21E of the Securities Exchange Act of 1934, as amended~~States). ~~All~~ ~~statements~~Those ~~other~~standards ~~than~~require ~~statements~~that ofwe ~~historical~~plan ~~fact~~and ~~are~~perform the ~~“Forward-Looking~~audit ~~Statements” for purposes of these provisions, including our plans~~ to ~~develop,~~obtain ~~market~~reasonable ~~and~~assurance ~~sell~~about ~~new~~whether ~~skin~~the ~~care products, and implement our growth strategy, any projections of revenues or other~~ financial ~~items, any~~ statements ofare ~~the~~free ~~plans and objectives~~ of ~~management~~material ~~for~~misstatement. ~~future~~The ~~operations,~~Company is ~~any~~not ~~statements~~required ~~concerning~~to ~~proposed new products or services~~have, ~~any~~nor ~~statements~~were ~~regarding~~we ~~future~~engaged ~~economic~~to ~~conditions or performance~~perform, ~~and~~an ~~any~~audit ~~statements~~ of ~~assumptions~~its ~~underlying~~internal ~~any~~control ofover ~~the~~financial ~~foregoing~~reporting. ~~All~~ ~~Forward-Looking~~Our ~~Statements~~ audits included inconsideration ~~this document are made as~~ of ~~the~~internal ~~date~~control ~~hereof~~over ~~and~~financial ~~are~~reporting ~~based on information available to us~~ as ofa ~~such~~basis ~~date. We~~for ~~assume~~designing noaudit ~~obligation~~procedures tothat ~~update~~are ~~any~~appropriate in ~~Forward-Looking~~the ~~Statement. In some cases~~circumstances, ~~Forward-Looking~~but ~~Statements~~not ~~can~~for ~~be identified by~~ the ~~use~~purpose of ~~terminology~~expressing ~~such~~an asopinion ~~“may,”~~on ~~“will,”~~the ~~“expects,”~~effectiveness ~~“plans,”~~of ~~“anticipates,”~~the ~~“intends,”~~Company’s ~~“believes,”~~internal ~~“estimates,”~~control over ~~“potential,”~~financial orreporting. ~~“continue~~Accordingly,” orwe ~~the~~express ~~negative~~no ~~thereof~~such ~~or other comparable terminology~~opinion. ~~These~~ ~~statements~~An byaudit ~~their~~also ~~nature~~includes ~~involve substantial risks and uncertainties~~examining, ~~such~~on ~~as our ability to establish~~ a ~~new~~test ~~business~~basis, ~~develop~~evidence supporting ~~market~~the ~~and~~amounts ~~sell skin care products,~~ and ~~implement~~disclosures ~~our growth strategy, certain of which are beyond our control. Although we believe that the expectations reflected~~ in the ~~Forward-Looking~~financial ~~Statements contained herein are reasonable~~statements, ~~should~~assessing ~~one or more of these risks or uncertainties materialize or should~~ the ~~underlying~~accounting ~~assumptions~~principles ~~prove~~used ~~incorrect, actual outcomes~~ and ~~results~~significant ~~could~~estimates made ~~differ~~by ~~materially from those indicated in the Forward-Looking Statements. Future financial condition and results of operations~~management, as well as ~~any~~evaluating ~~Forward-Looking Statements are subject to inherent risks and uncertainties, including any other factors referred to in our press releases and reports filed with~~ the ~~Securities~~overall ~~and~~financial ~~Exchange~~statement ~~Commission~~presentation. ~~All~~ ~~subsequent~~We ~~Forward-Looking~~believe ~~Statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. Additional factors~~ that ~~may~~our ~~have~~audit provides a ~~direct~~reasonable basis ~~bearing~~for on our ~~operating results are described under “Risk Factors” and elsewhere in this Annual Report~~opinion.

~~Critical~~In ~~Accounting~~our ~~Policies~~opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Davi Luxury Brand Group, Inc. as of September 30, 2012, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

~~The~~As ~~preparation~~discussed ~~of financial statements~~ in ~~conformity~~Note ~~with~~1 ~~accounting principles generally accepted in the United States requires management~~ to ~~make estimates and assumptions that affect~~ the ~~reported assets, liabilities, sales and expenses in the accompanying~~ financial statements~~. Critical~~, ~~accounting policies are those that require~~ the ~~most~~Company's ~~subjective~~recurring ~~and~~losses ~~complex~~from ~~judgments~~operations, ~~often~~and ~~employing~~its ~~the~~need ~~use~~for ofadditional ~~estimates~~financing ~~about~~in ~~the~~order ~~effect~~to offund ~~matters~~its ~~that~~projected loss ~~are~~in ~~inherently~~2013 ~~uncertain. Such~~raise ~~critical~~substantial ~~accounting~~doubt ~~policies,~~about ~~including~~its ~~the~~ability ~~assumptions and judgments underlying them, are disclosed in Note 2~~ to ~~the~~continue ~~Financial~~as ~~Statements~~a ~~included~~going inconcern. ~~this~~The ~~Annual~~2012 ~~Report. However,~~financial westatements do not ~~believe that there are~~ include any ~~alternative~~adjustments ~~methods of accounting for our operations~~ that ~~would~~might ~~have~~result afrom ~~material~~the ~~effect~~outcome onof ~~our~~this ~~financial statements~~uncertainty.

~~The~~/s/ ~~following~~LBB ~~discussion~~& ~~and~~Associates ~~analysis should be read in conjunction with the information set forth in our audited financial statements and the related notes that appear elsewhere in this Annual Report~~Ltd., LLP

~~Results~~LBB of& ~~Operations~~Associates Ltd., LLP

~~Year Ended September 30~~Houston, ~~2012 Compared to the Year Ended September 30, 2011~~Texas

~~Our~~December ~~revenues for the fiscal year ended September 30~~20, 2012 (“fiscal 2012”) increased by 153% compared with our revenues for the fiscal year ended September 30, 2011 (“fiscal 2011”), while operating expenses in fiscal 2012 increased by less than 7%. Our net loss in fiscal 2012 is approximately 53% lower than it was in fiscal 2011.

1116

The following table represents our statement of operations for the years ended September 30, 2012 and 2011:

DAVI LUXURY BRAND GROUP, INC.
BALANCE SHEETS

	September 30,
	2013		2012

ASSETS

Current assets:
Cash	$	654,346	$	346,699
Accounts receivable, net		76,234		207,376
Inventory, net		5,952		74,534
Other assets		3,585		2,192
Total current assets		740,117		630,801

Property and equipment, net		51,809		18,442
Intangible assets, net		69,447		50,000
Security deposit		10,596		21,600

Total assets	$	871,969	$	720,843

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:
Accounts payable and accrued expenses	$	26,876	$	72,394
Accounts payable - related party		119,500		138,000
Common stock payable		95,010		-
Deferred revenue		183,250		235,640
Convertible debt, net		-		5,000
Total current liabilities		424,636		451,034

Deferred lease		2,330		2,190

Total liabilities		426,966		453,224

Commitments

Stockholders’ equity:

Common stock, $0.001 par value; 75,000,000 shares authorized; 13,195,917 and 9,284,117 shares issued and outstanding at September 30, 2013 and 2012, respectively		13,196		9,284
Additional paid-in capital		1,791,315		1,034,148
Accumulated deficit		(1,359,508)		(775,813)

Total stockholders’ equity		445,003		267,619

Total liabilities and stockholders’ equity	$	871,969	$	720,843

See accompanying notes to financial statements

		Year Ended September 30,
		2012			2011
		$		% of Revenues	$		% of Revenues
Sales
	Royalty revenues	$	435,025	87%	$	197,505	99%
	Product sales		67,393	13%		1,210	1%
Total sales			502,418	100%		198,715	100%
Cost of goods sold			30,813	6%		2,895	1%
Gross profit			471,605	94%		195,820	99%
Costs and expenses:
	Wages and professional fees		457,110	91%		464,443	234%
	Product development		39,485	8%		-	-%
	General and administrative		198,273	39%		186,720	94%
Total costs and expenses			694,868	138%		651,163	328%
Loss from operations			(223,263)	(44%)		(455,343)	(229%)
Other income (expense)
	Interest expense		(5,000)	(1%)		-	-%
	Derivative income (expense)		7,275	1%		(16,380)	(8%)
Total other income (expense)			2,275	-%		(16,380)	(8%)
Net loss		$	(220,988)	(44%)	$	(471,723)	(237%)

Sales

DAVI LUXURY BRAND GROUP, INC.
STATEMENTS OF OPERATIONS


		Year ended September 30,
		2013		2012

Sales
	Royalty revenues	$	443,245	$	435,025
	Product sales		66,894		67,393
Total sales			510,139		502,418

Cost of goods sold			9,111		30,813

Gross profit			501,028		471,605

Operating expenses:
	Wages and professional fees		692,208		457,110
	Product development		-		23,554
	General and administrative		376,686		214,204
Total operating expenses			1,068,894		694,868

Loss from operations			(567,866)		(223,263)

Other income (expense)
	Interest expense		(15,829)		(5,000)
	Derivative income		-		7,275
Total other income (expense)			(15,829)		2,275

Net loss		$	(583,695)	$	(220,988)

Weighted average number of common shares outstanding - basic and diluted			11,170,603		7,904,395

Net loss per share - basic and diluted		$	(0.05)	$	(0.03)


See accompanying notes to financial statements

Revenues generated during fiscal 2012 and 2011 were primarily the result of royalty agreements we entered into during early 2011 for the sale of our “DAVI” branded skin care products to the Peninsula Hotels for use by their hotel clients as in-room amenities, and to Korean Air for re-sale on-board its flights to its passengers, through its Skyshop Magazine and through its online shop. During fiscal 2012 we generated approximately $435,000, of royalty revenues from ”DAVI” branded products sold to the Peninsula Hotels and Korean Air, as compared to approximately $198,000 of royalty revenues during fiscal 2011. The net increase of royalty revenues during fiscal 2012 as compared to fiscal 2011 is principally the result of increased sales of our products to the Peninsula Hotels and Korean Air during the full fiscal 2012, as compared with only nine months during fiscal 2011. We recognized approximately $58,000 of revenues during fiscal 2012which had previously been deferred, related to sales of our Le Grand Cru face cream on consignment to Korean Air for re-sale on-board and through its Skyshop Magazine. Sales of our Le Grand Cru skin cream through our on-line store, www.daviskin.com, totaled approximately $9,800 in fiscal 2012, compared to approximately $1,200 in fiscal 2011. We intend to offer additional products on our website during 2013.18

Cost of Goods Sold

DAVI LUXURY BRAND GROUP, INC.
STATEMENT OF STOCKHOLDERS' EQUITY
For the years ended September 30, 2013 and 2012

	Common Stock		Additional	Accumulated
	Shares	Amount	Paid-In Capital	Deficit	Total


Balance, September 30, 2011	7,509,117	$ 7,509	$ 826,948	$ (554,825)	$ 279,632
Beneficial conversion feature and warrants associated with convertible debt	-	-	20,000	-	20,000
Issuance of common stock for cash	1,550,000	1,550	153,450	-	155,000
Issuance of common stock for stock payable	70,000	70	(70)	-	-
Issuance of common stock for services rendered	25,000	25	1,325	-	1,350
Issuance of common stock in connection with modification of stock purchase agreement	130,000	130	32,495	-	32,625
Net loss	-	-	-	(220,988)	(220,988)
Balance, September 30, 2012	9,284,117	9,284	1,034,148	(775,813)	267,619
Issuance of common stock for cash	3,500,000	3,500	346,500	-	350,000
Issuance of common stock for accrued wages & bonus	200,000	200	19,800	-	20,000
Issuance of common stock resulting from debt conversion	211,800	212	20,968	-	21,180
Warrants granted for services	-	-	107,502	-	107,502
Stock based compensation	-	-	262,397	-	262,397
Net loss	-	-	-	(583,695)	(583,695)
Balance, September 30, 2013	13,195,917	$ 13,196	$ 1,791,315	$ (1,359,508)	$ 445,003

See accompanying notes to financial statements

Cost of goods sold during fiscal 2012 totaled approximately $31,000 of which approximately $16,000 related to sales commissions paid on the sale of our Le Grand Cru Face Cream to Korean Air for re-sale on-board and through its Skyshop Magazine. The balance of the cost of goods sold relates to the cost of our skin care products sold to Korean Air which it offers for re-sale in its Skyshop Magazine and its on-line shop. Since both the Peninsula Hotels and Korean Air purchase our DAVI branded hotel room amenities and skin care products directly from our manufacturer, we did not have any cost of goods sold relating to royalty payments made to us in fiscal 2012 and 2011 under our Peninsula Hotel and Korean Air agreements. 19

DAVI LUXURY BRAND GROUP, INC.
STATEMENTS OF CASH FLOWS


	Years ended September 30,
	2013		2012
Cash flows from operating activities
Net loss	$	(583,695)	$	(220,988)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities
Depreciation and amortization		21,328		16,800
Inventory obsolescence		62,441		-
Stock based compensation		369,899		1,350
Amortization of debt discount		15,000		5,000
Derivative income		-		(7,275)
Changes in operating assets and liabilities
Accounts receivable		131,142		(94,127)
Inventory		6,141		(53,358)
Other assets		(1,393)		45,903
Accounts payable and accrued expenses		(44,338)		33,743
Accounts payable - related parties		1,500		97,000
Common stock payable		20,000		-
Deferred revenue		(52,390)		235,640
Deferred lease		140		(5,724)
Security deposit		11,004		-

Net cash (used in) provided by operating activities		(43,221)		53,964

Cash flows from investing activities
Purchase of fixed assets		(54,193)		(3,458)
Purchase of intangible assets		(19,949)		-

Net cash used in investing activities		(74,142)		(3,458)

Cash flows from financing activities
Proceeds from issuance of common stock payable		75,010		-
Proceeds from sale of stock		350,000		-
Proceeds from sale of common stock and warrants		-		155,000
Proceeds from issuance of convertible debt		-		20,000

Net cash provided by financing activities		425,010		175,000

Net change in cash		307,647		225,506

Cash, beginning of period		346,699		121,193

Cash, end of period	$	654,346	$	346,699

Supplemental disclosure of cash flow information:
Income taxes paid	$	-	$	-
Interest paid	$	-	$	-

Supplemental disclosure of non-cash flow investing and financing activities:
Common stock issued for accrued bonus	$	20,000	$	-
Common stock issued for accrued wages	$	72,000	$	-
Common stock cancelled for accrued wages	$	72,000	$	-
Conversion of note payable into common stock	$	21,180	$	-
Beneficial conversion feature and warrants associated with convertible debt	$	-	$	20,000
Stock issued in connection with reclassification of derivative liability to permanent equity	$	-	$	32,625

See accompanying notes to financial statements

~~Wages and Professional Fees~~20

~~Wages~~DAVI ~~and~~LUXURY ~~professional~~BRAND ~~fees during fiscal years 2012 and 2011 totaled approximately $457~~GROUP,~~000~~ ~~and $464,000, respectively~~INC. Such fees include costs related to employment and consulting agreements with our Chief Executive Officer, our former Chief Financial Officer, and our former Chairman of the Board totaling approximately $193,000 and $203,000 during fiscal years 2012 and 2011, respectively. The remainder of the expenses during both periods relates primarily to accounting and legal fees incurred in connection with the preparation and filing with the Securities and Exchange Commission of our public company reports, as well as advertising and marketing costs incurred.

AsNOTES TO ~~noted~~THE ~~previously~~FINANCIAL effective February 15, 2012, our Chief Financial Officer resigned concurrent with the end of his one-year employment agreement with the Company. On May 4, 2012, our Chairman of the Board resigned. We anticipate that we will need to hire additional employees and contractors as we grow, and we expect to continue to incur marketing fees related to our skin care products and the launch of new skin care products, if any.STATEMENTS

~~Product~~September 30, ~~Development~~2013

~~Product~~Note ~~development~~1 ORGANIZATION ~~for~~AND ~~fiscal~~NATURE 2012 totaled approximately $39,000, which relates primarily to services provided by a professional skincare formulator to improve and enhance our existing skin care products and to develop additional skin care products. In exchange for these services, beginning in November 2011, we agreed to make twelve monthly payments of $15,000 each. We have since redirected our focus on establishing our product line before moving forward with the skin care formulations. Accordingly, we have terminated the agreement with the skincare formulator and are using its services on an “as needed” basis. No product development costs were incurred during fiscal 2011.OF OPERATIONS

~~General~~Davi Luxury Brand Group, Inc. (“we,” “us,” “our,” “DAVI”, or the “Company”) was incorporated in the State of Nevada on July 26, 2007. We have developed and ~~Administrative~~are ~~Expenses~~expanding our skin care line/cosmetics business based on a series of grape and botanical-based luxury branded skin care products marketed under the “DAVI”, “DAVI SKIN” and “DAVI NAPA” brand names. Directly, or through our licensees, we have developed and currently market a line of high quality skin care products that are sold as prestige products principally through high-end distribution channels to complement the prestige images associated with the DAVI, DAVI SKIN and DAVI NAPA brands. We are currently targeting high-end retail stores, luxury hotels, and in-flight and duty-free shops of global luxury airlines in order to establish our brand as a luxury product used in first class locations. Our goal is to expand the targeted scope of our sales efforts with respect to upscale department stores and specialty retailers. In addition, our Le Grand Cru collection of products are available for sale through our www.daviskin.com website, and we expect to offer additional products online during fiscal year 2014.

~~General~~On September 4, 2012, we entered into a Brand and ~~administrative~~Trademark ~~expenses~~License ~~totaled~~Agreement ~~approximately~~(the ~~$198,000~~“LGHH License Agreement”) with LG Household and ~~$187~~Health Care,~~000~~ ~~during~~Ltd. ~~fiscal~~(“LGHH”). ~~years~~Under ~~2012~~the LGHH License Agreement, we granted LGHH an exclusive license to manufacture, sell, market and ~~2011~~distribute in Korea, ~~respectively~~Japan, China and other Asian markets DAVI branded skin care, cosmetics, hair care and other products including the right to develop retail outlets and other commercial ventures in the Asian-Pacific region. ~~Such~~ LGHH ~~costs~~commenced ~~consist~~sales ~~primarily~~of DAVI products in fiscal 2013 with the opening of ~~our~~four ~~office~~new ~~rent~~DAVI ~~expense~~retail stores in Seoul, ~~travel~~Korea ~~costs~~that ~~primarily~~are dedicated to ~~for~~the ~~marketing~~sale of DAVI branded skincare and ~~business~~cosmetic ~~development~~products. Under ~~trips~~the to10-year ~~Asia~~LGHH License Agreement, ~~inventory~~LGHH has ~~storage~~agreed ~~costs~~to pay us a royalty based on the DAVI branded products that it sells in the licensed territory. During fiscal 2013, we ~~depreciation~~have collaborated with LGHH's research and ~~various~~development ~~corporate~~team to create a new skincare product line utilizing LGHH's advanced technology along with our exclusive Meritage™ Blend and ~~office~~the ~~expenses~~patented Phytosphere technology - "Phyto-Meritage™" that we use for our products. A full line of these skin care products has now been developed and commercially released in Asia.

~~Other~~Note ~~Income~~2 SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES

~~Other~~Basis ~~income (expense) during fiscal 2012 totaled $2,275~~ of income, consisting of $5,000 of interest expense and $7,275 of derivative income. The interest expense resulted from the amortization of the beneficial conversion feature recognized on $20,000 of convertible debt and related warrants. The derivative income relates to a price protection feature included on 70,000 shares of common stock sold for $52,500 during August 2011 pursuant to a stock purchase agreement with an accredited investor. The price protection feature is accounted for as a derivative liability at the date of sale and adjusted to fair value through earnings at each reporting date, and on the date of any modifications. At September 30, 2011, the approximate fair value of this derivative was $39,900, resulting in other expense of $16,380 for fiscal 2011. In connection with the May 16, 2012 amendment to the stock purchase agreement, which removed the price protection feature, the derivative was re-valued to an approximate fair value of $32,625, resulting in derivative income of approximately $7,275.Presentation

~~Net~~The ~~Loss~~accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. The financial statements have, in management's opinion, been properly prepared within the framework of the significant accounting policies summarized below.

~~Our~~Revenue net loss for fiscal years 2012 and 2011 totaled $220,988 and $471,723, respectively. The substantial decrease in our net loss in fiscal 2012 is primarily the result of increased royalty revenues and product sales, as discussed above.recognition

~~Liquidity~~The Company is party to licensing agreements whereby products utilizing the DAVI, DAVI SKIN and ~~Capital~~DAVI ~~Resources~~NAPA name and certain trademarks are manufactured, sold and/or distributed to the licensees’ customers. The Company recognizes royalty revenue as a percentage of sales of the respective products, in accordance with the individual licensing agreements, in the period in which the sales take place and when collectability is reasonably assured. Product sales are recognized when revenue is realized or realizable and has been earned. The Company's policy is to recognize product revenue when risk of loss and title to the product transfers to the consumer. Net sales are comprised of gross revenues less expected returns.

AsThe ofCompany ~~September~~records ~~30,~~deferred ~~2012,~~revenue wewhen it ~~had~~receives ~~approximately~~payments ~~$347,000~~ in ~~cash,~~advance ~~$284,000~~for the delivery of ~~other~~products ~~current~~that ~~assets~~have not yet been purchased by the ultimate consumer and ~~working~~when royalty ~~capital~~revenues ofare ~~$178,000~~received ~~compared~~prior to ~~approximately~~being ~~$121~~earned. Prior to June 30,~~000~~ of2013, ~~cash~~the ~~and~~Company ~~working~~sold ~~capital~~“DAVI” ofbranded ~~$177,000~~products to asKorean ofAir ~~September~~for ~~30,~~re-sale ~~2011~~on-board and through their Skyshop Magazine. ~~The~~Payments ~~amount~~received ofby ~~cash~~the weCompany ~~held~~from asKorean Air for the purchase of ~~September~~the ~~30,~~products ~~2012~~were ~~included~~not arecognized ~~non-refundable~~as ~~advance~~revenue ~~against~~until ~~future~~the ~~royalties~~products ofwere ~~$250,000~~sold ~~(less~~to ~~foreign~~Korean ~~taxes~~Air’s ~~withheld)~~customers. To ~~date,~~These ~~our~~skin care ~~operating~~products ~~activities~~are ~~have~~now ~~been~~sold ~~primarily~~through ~~financed~~our ~~from~~licensee ~~the~~LGHH ~~sales~~for ofwhich ~~our~~we ~~securities~~receive royalties. The Company will, ~~stockholder~~at ~~advances~~times, ~~contributed~~receive ~~capital~~advance payments ~~and~~for ~~royalty~~royalties. These payments ~~received~~are ~~from~~deferred ~~sales~~and ofnot ~~our~~recognized ~~skin~~as ~~care~~revenues until the requisite amount of products tohave been anpurchased ~~international~~by ~~airline~~the ~~and~~ultimate aconsumer ~~luxury~~in ~~hotel~~accordance ~~chain~~with the licensing agreements.

13Cost of Sales

InCost ~~fiscal~~of ~~2012,~~sales ~~our~~includes ~~net~~all ~~loss~~of ~~decreased~~the tocosts ~~approximately $221,000 compared~~ to manufacture athe ~~net~~Company's ~~loss~~products ~~of $472,000 in fiscal 2011. We had net cash provided~~ by ~~operating~~third-party ~~activities~~contractors ofas ~~$54,000~~well inas ~~fiscal~~the ~~2012~~costs ~~compared~~ to ~~net~~ship ~~cash used in operating activities of $456,000 in fiscal 2011. The increase in~~ the ~~net~~products ~~cash~~to ~~provided by operating activities resulted primarily from increases in proceeds received from~~ our ~~royalty~~storage ~~agreements with Korean Air~~ facility and ~~Peninsula~~ultimately ~~Hotels~~the ascustomer. ~~well~~These ascosts ~~from~~are ~~approximately~~reflected ~~$209,000 received as an advanced royalty~~ in ~~connection with~~ the ~~LGHH~~Company's ~~License~~statement ~~Agreement and $97,000~~ of ~~compensation~~operations ~~payable~~when tothe ~~Mr.~~products ~~Medley~~are sold and net ~~Mr.~~sales ~~Mondavi~~revenues ~~being~~are ~~deferred in an effort to preserve cash~~recognized. As Cost of ~~September~~sales ~~30,~~also ~~2012~~includes wecommissions ~~had~~owed ~~approximately~~for ~~$207,000~~the insale ~~outstanding accounts receivable, all~~ of ~~which~~products ~~has~~to ~~been~~Korean ~~collected~~Air asfor ofre-sale on-board ~~the~~and ~~date~~through oftheir ~~this~~Skyshop ~~Annual Report~~Magazine.

~~Net~~Product cash used in investing activities in fiscal 2012 was $3,458 and consisted of the purchase of office furniture and equipment. Net cash used in investing activities in fiscal 2011 was $60,306 and consisted of the payment of the security deposit on our office lease various leasehold improvements and the purchase of office furniture and equipment.Development

~~Net~~Product ~~cash~~development ~~provided~~expenditures byare ~~financing~~expensed ~~activities~~as during fiscal 2012 was $175,000, and consists primarily of funds raised during the fourth quarter of fiscal 2012 from the sale to three accredited investors of an aggregate of 1,550,000 shares of common stock at an aggregate purchase price of $155,000incurred. Additionally, on July 12, 2012, the Company sold to an accredited investor a convertible promissory note in the principal amount of $20,000. The note bears interest at 8% per annum and is due in full on June 30, 2013. At any time prior to the repayment in full of the note, at the election of the holder, the note is convertible into shares of our common stock at a conversion price equal to $0.10 per share. In order to induce the note holder to purchase the note, we issued the holder a warrant to purchase up to 250,000 shares of our common stock at an exercise price of $0.10 per share. The warrant may be exercised at any time beginning on January 1, 2013 to and including June 30, 2013.

Net cash provided by financing activities during fiscal year 2011 was $637,500, and consisted primarily of funds raised in January 2011 from the sale to two foreign investors of 115,000 units at $5.00 per unit, each unit consisting of one share of common stock and one warrant. Each warrant may be exercised for the purchase of one share of the Company’s common stock at a price of $6.00 per share and expires on December 31, 2012. The warrants have been redeemable by the Company at any time since June 30, 2011, upon 30 days’ notice, at a price of $0.50 per warrant, provided that for the 20 trading days prior to the day on which the Company gives notice, the average closing “bid” price of our common stock has been at least $30.00. We also raised $52,500 during August 2011 from the sale to an accredited investor of 70,000 shares of our common stock and a one-year warrant to purchase up to 29,960 shares of our common stock at an exercise price of $1.50 per share. The warrant expired on August 10, 2012. 21

~~Our~~Cash funding raised to date, together with the royalty and sales revenues we received and expect to receive from Korean Air, the Peninsula Hotel chain and LGHH, and other future revenues we expect to generate from sales of our skin care products through other channels are expected to be sufficient to fund our anticipated working capital needs for the next twelve months. However, additional sources of revenues may be needed to enable us to implement our business plan or to otherwise continue to grow. Accordingly, we expect to have to raise additional financing to fund all of our expected additional product manufacturing costs and other anticipated expenditures related to the roll-out of our retail products. Our business plan also calls for us to market our products through other distribution channels. We expect to have to raise additional funds to fund our retail sales and online marketing initiatives and to be able to engage in other distribution activities.

WeCash ~~presently~~equivalents doconsist ~~not have any available credit, bank financing or other external sources~~ of ~~liquidity. Currently,~~highly ~~our~~liquid investments ~~principal source of revenues is derived from the agreements that we have entered into~~ with ~~Korean~~insignificant ~~Air,~~rate ~~the~~risk ~~Peninsula Hotels~~ and ~~LGHH. Sales~~with oforiginal ~~our~~maturities ~~skin care products to Korean Air and the Peninsula Hotels in fiscal 2012 resulted in $435,025~~ of ~~royalty~~three ~~revenue~~months ~~and~~or ~~$57,590~~less ~~of product sales. Both arrangements may be terminated~~ at ~~any time. Further, although we have recently entered into a license agreement with LGHH, as of~~ the date of ~~this~~purchase. ~~Annual~~At ~~Report~~various times, nothe ~~products~~Company ~~have~~had ~~been~~deposits ~~developed or sold~~ in ~~connection~~excess ~~with~~of ~~this agreement. Accordingly, our ability to continue to receive revenues in~~ the ~~future~~Federal ~~from~~Deposit ~~our~~Insurance ~~principal~~Corporation ~~sources of current revenues is uncertain~~limit. ~~Should~~ ~~any~~The orCompany ~~all~~has ofexperienced ~~these~~no ~~revenue~~losses related sources terminate their arrangements with us, our financial condition could be materially and adversely affected, and our on-going operations could be severely hampered. Additionally, our general and administrative expenses are expected to ~~increase,~~these ~~and~~uninsured ~~we may have to incur additional product branding and marketing expenses to further promote our business plan~~amounts. As a result, despite our sale of an aggregate of $782,500 of common stock during fiscal 2012 and 2011, we believe that we will have to obtain additional capital from the sale of additional securities or by borrowing funds from private lenders. There is no assurance that we will be successful in obtaining additional funding.

~~Our~~Accounts current status as a micro-cap company that has limited operations is expected to make it difficult to obtain financing through the issuance of equity or debt securities. If we issue additional equity or debt securities, stockholders may experience additional dilution or the new equity securities may have rights, preferences or privileges senior to those of existing holders of our common stock. If additional financing is not available or is not available on acceptable terms, we expect that we would have to curtail or cease our operations. No assurance can be given that we will be able to obtain sufficient capital to meet our requirements.receivable

~~Inflation~~We ~~and~~extend ~~changing~~credit ~~prices~~based ~~have~~on ~~had~~our noevaluation of ~~effect~~the customer’s financial condition. We carry our accounts receivable at net realizable value. We monitor our exposure to losses on receivables and maintain allowances for potential losses or adjustments. We determine these allowances by (1) evaluating the aging of our ~~continuing~~receivables; ~~operations~~and ~~over~~(2) reviewing high-risk customers financial condition. Past due receivable balances are written off when our ~~two~~internal ~~most~~collection ~~recent~~efforts ~~fiscal~~have ~~years~~been unsuccessful in collecting the amount due. All outstanding receivables at the end of each quarterly period were collected in a timely manner. Our allowance for doubtful accounts was $0 as of September 30, 2013 and 2012.

14Inventory

~~Off~~Inventory as of September 30, 2013 consists primarily of totes provided with the sale of our DAVI, DAVI SKIN and DAVI NAPA skin care products. Inventory at September 30, 2012 consisted primarily of the Davi Le Grand Cru Face Cream on consignment with Korean Air, as well as, containers to be used for our skin care products. Our inventory is valued at the lower of cost (first-~~balance~~in, ~~sheet~~first-out) ~~arrangements~~or net realizable value. The Company evaluates its inventory for excess and obsolescence on a regular basis. In preparing the evaluation the Company looks at the expected demand for the product, as well as changes in technology, in order to determine whether or not a reserve is necessary to record the inventory at net realizable value. During the years ended September 30, 2013 and 2012, we wrote off $62,441 and $0, respectively, of consigned product inventory and container inventory due to the rebranding of our skin care products.

WeProperty ~~have no off-balance sheet arrangements including arrangements that would affect our liquidity, capital resources, market risk support~~ and ~~credit risk support or other benefits.~~Equipment

~~Item~~Property 7Aand equipment consist of office furniture, computer equipment and improvements made to our leased office and are stated at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the three year useful life of the assets or the remaining term of the lease. When property and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Expenditures for maintenance and repairs are expensed as incurred.

~~Quantitative~~Intangible ~~and Qualitative Disclosures About Market Risk.~~Assets

~~Not~~Intangible ~~applicable~~assets are valued at the lower of cost or fair value. Expenditures of costs incurred to renew or extend the term of a ~~“smaller~~recognized ~~reporting~~intangible ~~company”~~asset asand ~~defined~~materially extend inthe ~~Item~~useful ~~10(f)(1)~~life are capitalized. When assets are sold or otherwise written off due to asset impairment, the cost and the related accumulated amortization are removed from the accounts and any realized gain or loss is recognized at that time. Useful lives of ~~SEC~~intangible ~~Regulation~~assets are periodically evaluated for reasonableness and the assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may no longer be recoverable.

~~Item~~Amortization 8is computed primarily on the straight-line method for financial statement purposes over the estimated useful life. Estimated useful lives will vary based on the nature of the intangible asset.

~~Financial~~Trademarks ~~Statements~~are valued at the lower of cost of fair value and ~~Supplementary~~are ~~Data~~accounted for as an indefinite-lived intangible asset. We test our trademarks for impairment annually, or more frequently if events or circumstances indicate that the asset might be impaired. For indefinite-lived intangible assets if the carrying amount exceeds the fair value, an impairment charge is recognized in an amount equal to that excess. No such impairment charge was deemed necessary as of September 30, 2013 or 2012.

15Deferred Lease

~~LBB~~Our &office ~~ASSOCIATES~~lease ~~LTD~~includes lease payments that escalate during the life of the lease, as well as a period where the Company has utilized the property but has not been required to make rental payments (i.e. a rent holiday). Accordingly, ~~LLP~~the Company has followed the guidance of ASC 840 “Leases” and recognized the cost of the lease over the lease term on a straight line basis. The resulting deferred rent is amortized over the life of the lease and is included in accounts payable and accrued expenses in the accompanying financial statements.

~~10260~~Stock ~~Westheimer~~Based ~~Road, Suite 310~~Compensation

~~Houston,~~The Company TXaccounts ~~77042~~for share-based payment awards exchanged for employee services at the estimated grant date fair value of the award. Stock options issued are granted with an exercise price equal to no less than the market price of the Company’s stock at the date of grant and expire up to five years from the date of grant. The vesting period of the options issued vary depending on the individual option agreement.

~~Phone:~~The fair ~~(713)~~value ~~800~~of stock options granted was determined on the grant date using assumptions for risk free interest rate, the expected term, expected volatility, and expected dividend yield. The risk free interest rate is based on U.S. Treasury zero-~~4343~~coupon yield ~~Fax:~~curve ~~(713)~~over ~~456~~the expected term of the option. The expected term assumption is determined using the grant and expiration date for the individual grants. The expected volatility assumption is based on the standard deviation of the Company’s underlying stock price’s daily logarithmic returns. The Company’s model includes a zero dividend yield assumption, as the Company has not historically paid nor does it anticipate paying dividends on its common stock. The Company’s model does not include a discount for post-~~2408~~vesting restrictions, as the Company has not issued awards with such restrictions.

~~Report~~The periodic expense is then determined based on the valuation of ~~Independent~~the ~~Registered~~options, ~~Public~~and ~~Accounting~~at ~~Firm~~that time an estimated forfeiture rate is used to reduce the expense recorded. The Company’s estimate of pre-vesting forfeitures is primarily based on the Company’s historical experience and is adjusted to reflect actual forfeitures as the options vest.

ToThe ~~the~~Company ~~Board~~accounts for equity instruments issued to non-employees for services and goods under Accounting Standard Codification Topic 505-50 “Equity-Based Payments to Non-Employees”. The fair value of ~~Directors~~stock option awards and warrants are estimated using a Black-Scholes valuation model consistent with the method used for equity instruments issued to employees as discussed above. The fair value associated with those securities issued is recognized in the same manner as if the Company had paid cash for the services instead of paying with or using the equity instruments, and expensed over the period in which the Company receives the related services.

~~Davi Luxury Brand Group, Inc.~~22

~~Beverly~~Use ~~Hills,~~of ~~California~~Estimates

WeThe ~~have~~preparation ~~audited~~of ~~the~~financial ~~accompanying~~statements ~~balance~~in conformity ~~sheets~~with ofgenerally ~~Davi~~accepted ~~Luxury~~accounting ~~Brand~~principles ~~Group,~~requires ~~Inc.~~management ~~(the~~to ~~“Company”)~~make asestimates ofand ~~September~~assumptions ~~30,~~that ~~2012~~affect ~~and~~the reported ~~2011,~~amounts of assets and ~~the~~liabilities ~~related~~and ~~statements~~disclosure of ~~operations,~~contingent ~~stockholders'~~assets ~~equity,~~ and ~~cash~~liabilities ~~flows~~at ~~for~~the ~~each~~date of the ~~two~~financial ~~years~~statements and ~~then~~the ~~ended.~~reported ~~These~~amounts ~~financial~~of ~~statements~~revenues ~~are~~and expenses during the ~~responsibility~~reporting ofperiod ~~the~~including ~~Company's~~estimates ~~management.~~for ~~Our~~stock ~~responsibility~~based iscompensation, inventory toobsolescence, ~~express~~and anvaluation ~~opinion~~allowances onrelated ~~these~~to ~~financial~~the ~~statements~~deferred ~~based~~tax onassets. Actual ~~our~~results ~~audits~~could differ from those estimates.

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

InThe ~~our~~Company ~~opinion,~~reviews the ~~financial~~recoverability ~~statements~~of its ~~referred~~long-lived assets to ~~above~~determine ~~present~~whether ~~fairly,~~events or changes in ~~all~~circumstances ~~material~~occurred ~~respects,~~that indicate the ~~financial~~carrying ~~position~~value of ~~Davi~~the asset ~~Luxury~~may ~~Brand~~not ~~Group,~~be ~~Inc~~recoverable. asThe assessment of ~~September~~possible ~~30,~~impairment ~~2012~~is ~~and~~based ~~2011,~~on ~~and~~the ability to recover the ~~results~~carrying value of ~~its~~the asset from the expected future cash flows of the related operations. ~~and~~If ~~its~~these cash flows ~~for~~are ~~each~~less ofthan the ~~two~~carrying ~~years~~value ~~then~~of ~~ended~~such asset, inan ~~conformity~~impairment ~~with~~loss ~~accounting~~is ~~principles~~recognized ~~generally~~for ~~accepted~~the indifference between the ~~United~~estimated ~~States~~fair value and carrying value. The measurement of ~~America~~impairment requires management to make estimates of these cash flows related to long-lived assets, as well as other fair value determinations. To date, no impairment losses have been recognized.

AsFair ~~discussed~~Value in Note 2 to the financial statements, the Company's recurring losses from operations, and its need for additional financing in order to fund its projected loss in 2013 raise substantial doubt about its ability to continue as a going concern. The 2012 financial statements do not include any adjustments that might result from the outcome of this uncertainty.Estimates

~~/s/~~Pursuant ~~LBB~~to &the ~~Associates~~Accounting ~~Ltd~~Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures”, the Company records its financial assets and liabilities at fair value. ASC 820 provides a framework for measuring fair value, ~~LLP~~clarifies the definition of fair value and expands disclosures regarding fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. ASC 820 establishes a three-tier hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:

~~LBB~~Level &1—Inputs are ~~Associates Ltd.~~unadjusted, ~~LLP~~quoted prices in active markets for identical assets or liabilities at the measurement date.

~~Houston,~~Level ~~Texas~~2—Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the asset/liability’s anticipated life.

~~December~~Level ~~20,~~3—Inputs reflect ~~2012~~management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model.

~~F-1~~The carrying values for cash and cash equivalents, accounts receivable, prepaid assets, accounts payable and accrued liabilities approximate their fair value due to their short maturities.

DAVI LUXURY BRAND GROUP, INC.
BALANCE SHEETS
	September 30, 2012		September 30, 2011
ASSETS
Current assets:
Cash	$	346,699	$	121,193
Accounts receivable, net		207,376		113,249
Inventory, net		74,534		21,176
Other current assets		2,192		48,095
Total current assets		630,801		303,713
Property and equipment, net		18,442		31,784
Trademarks		50,000		50,000
Security deposit		21,600		21,600
Total assets	$	720,843	$	407,097
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expenses	$	74,584	$	46,565
Accounts payable - related party		138,000		41,000
Deferred revenue		235,640		-
Convertible debt, net		5,000		-
Derivative liability		-		39,900
Total current liabilities		453,224		127,465
Total liabilities		453,224		127,465
Commitments
Stockholders’ equity:
Common stock, $0.001 par value; 75,000,000 shares authorized; 9,284,117 shares and 7,509,117 shares issued and outstanding at September 30, 2012 and 2011, respectively		9,284		7,509
Additional paid-in capital		1,034,148		826,948
Accumulated deficit		(775,813)		(554,825)
Total stockholders’ equity		267,619		279,632
Total liabilities and stockholders’ equity	$	720,843	$	407,097
See accompanying notes to financial statements

Derivative Instruments

~~F-2~~Our equity instruments may contain embedded derivative instruments, which in certain circumstances may be required to be bifurcated from the associated host instrument and accounted for separately as a derivative instrument liability.

DAVI LUXURY BRAND GROUP, INC.
STATEMENTS OF OPERATIONS
		Year Ended September 30,
		2012		2011
Sales
	Royalty revenues	$	435,025	$	197,505
	Product sales		67,393		1,210
Total sales			502,418		198,715
Cost of goods sold			30,813		2,895
Gross profit			471,605		195,820
Costs and expenses:
	Wages and professional fees		457,110		464,443
	Product development		39,485		-
	General and administrative		198,273		186,720
Total costs and expenses			694,868		651,163
Loss from operations			(223,263)		(455,343)
Other income (expense)
	Interest expense		(5,000)		-
	Derivative income (expense)		7,275		(16,380)
Total other income (expense)			2,275		(16,380)
Net loss		$	(220,988)	$	(471,723)
Weighted average number of common shares outstanding - basic and diluted
			7,904,395		7,125,707
Net loss per share - basic and diluted		$	(0.03)	$	(0.07)
See accompanying notes to financial statements

The identification of, and accounting for, derivative instruments is complex. Our derivative instrument liabilities are re-valued at the end of each reporting period, with changes in the fair value of the derivative liability recorded as charges or credits to income, in the period in which the changes occur.

~~F-3~~Net Loss Per Common Share

DAVI LUXURY BRAND GROUP, INC.
STATEMENTS OF CASH FLOWS
		Year ended September 30,
		2012		2011
Cash flows from operating activities
Net loss		$	(220,988)	$	(471,723)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities
	Depreciation		16,800		6,922
	Stock based compensation		1,350		87,375
	Amortization of debt discount		5,000		-
	Derivative (income) expense		(7,275)		16,380
Changes in operating assets and liabilities
	Accounts receivable		(94,127)		(113,249)
	Inventory		(53,358)		(21,176)
	Other current assets		45,903		(48,095)
	Accounts payable and accrued expenses		28,019		46,565
	Accounts payable - related parties		97,000		41,000
	Deferred revenue		235,640		-
Net cash provided by (used in) operating activities			53,964		(456,001)
Cash flows from investing activities
	Payment of security deposit		-		(21,600)
	Purchase of fixed assets		(3,458)		(38,706)
Net cash used in investing activities			(3,458)		(60,306)
Cash flows from financing activities
	Proceeds from sale of common stock and warrants		155,000		627,500
	Proceeds from issuance of convertible debt		20,000		-
	Contribution to capital		-		10,000
Net cash provided by financing activities			175,000		637,500
Net change in cash			225,506		121,193
Cash, beginning of period			121,193		-
Cash, end of period		$	346,699	$	121,193
Supplemental disclosure of cash flow information:
Income taxes paid		$	-	$	-
Interest paid		$	-	$	-
Supplementary disclosure of noncash financing activities:
Stock issued in connection with modification of stock purchase agreement		$	32,625	$	-
Debt discount on beneficial conversion feature and warrants - convertible debt		$	20,000	$	-
Capital contributions - forgiveness of debt		$	-	$	49,202
Stock issued for trademark purchase		$	-	$	50,000
Initial value of derivative liability		$	-	$	23,520
See accompanying notes to financial statements

Net loss per common share is computed pursuant to ASC 260 “Earnings Per Share”. Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. For the years ended September 30, 2013 and 2012, potentially dilutive securities had an anti-dilutive effect and were not included in the calculation of fully diluted net loss per common share.

~~F-4~~23

DAVI LUXURY BRAND GROUP, INC.
STATEMENT OF STOCKHOLDERS' EQUITY
For the years ended September 30, 2012 and 2011
	Common Stock		Additional	Accumulated
	Shares	Amount	Paid-In Capital	Deficit	Total
Balance, September 30, 2010	5,886,117	$ 5,886	$ 28,014	$ (83,102)	$ (49,202)
Issuance of common stock for trademark	1,500,000	1,500	48,500	-	50,000
Capital contribution	-	-	10,000	-	10,000
Forgiveness of debt	-	-	49,202	-	49,202
Issuance of common stock and warrants for cash, net	115,000	115	603,865	-	603,980
Stock based compensation	8,000	8	87,367	-	87,375
Net loss	-	-	-	(471,723)	(471,723)
Balance, September 30, 2011	7,509,117	7,509	826,948	(554,825)	279,632
Beneficial conversion feature and warrants associated with convertible debt	-	-	20,000	-	20,000
Issuance of common stock for cash	1,645,000	1,645	153,355	-	155,000
Issuance of common stock in connection with modification of stock purchase agreement	130,000	130	32,495	-	32,625
Stock based compensation	-	-	1,350	-	1,350
Net loss	-	-	-	(220,988)	(220,988)
Balance, September 30, 2012	9,284,117	$ 9,284	$ 1,034,148	$ (775,813)	$ 267,619

Income Taxes

~~See~~The ~~accompanying~~Company ~~notes~~uses tothe liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized by applying the statutory tax rates in effect in the years in which the differences between the financial ~~statements~~reporting and tax filing bases of existing assets and liabilities are expected to reverse. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized.

~~F-5~~Management has evaluated and concluded that there were no material uncertain tax positions requiring recognition in the Company’s financial statements as of September 30, 2013. The Company does not expect any significant changes in its unrecognized tax benefits within twelve months of the reporting date.

~~DAVI~~The ~~LUXURY~~Company’s ~~BRAND~~policy ~~GROUP~~is to classify assessments, ~~INC~~if any, for tax related interest as interest expense and penalties as general and administrative expenses in the statements of operations.

~~NOTES TO THE FINANCIAL STATEMENTS~~Reclassifications

~~September~~For 30comparability, ~~2012~~certain prior period amounts have been reclassified, where appropriate, to conform to the financial statement presentation used in fiscal 2013. These reclassifications have no impact on net loss.

~~Note~~Recently 1Issued Accounting Pronouncements

~~ORGANIZATION~~During ~~AND~~July ~~NATURE~~2013, OFthe ~~OPERATIONS~~FASB issued an Accounting Standards Update No. 2013-11, “Income Taxes (Topic 740) - Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (“ASU 2013-11”)”. The objective of ASU 2013-11 is to clarify the financial presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. The assessment of whether a deferred tax asset is available is based on the unrecognized tax benefit and deferred tax asset that exist at the reporting date and should be made presuming disallowance of the tax position at the reporting date. ASU 2013-11 is effective for fiscal years, and interim periods within those years beginning after December 15, 2013. The Company does not expect that the adoption of ASU 2013-11 will have a significant impact on the presentation of its financial statements.

~~Davi~~During ~~Luxury~~July ~~Brand Group~~2012, ~~Inc.~~the ~~(“we,”~~FASB ~~“us~~issued Accounting Standards Update No. 2012-02,” “~~our,”~~Intangibles or– ~~the~~Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment (“~~Company~~ASU 2012-02”). ~~was~~ASU ~~incorporated~~2012-02 inprovides an entity the ~~State~~option ofto ~~Nevada~~first onassess ~~July~~qualitative ~~26,~~factors to ~~2007. The~~determine ~~Company~~whether isthe aexistence ~~skin~~of ~~care/cosmetics~~events ~~business~~and circumstances indicates that ~~offers~~it ais ~~series~~more oflikely ~~all-natural~~than ~~grape-based~~not ~~luxury~~that ~~branded~~the ~~skin~~indefinite-lived intangible ~~care~~asset ~~products~~is ~~marketed~~impaired. ~~under~~If, after assessing the ~~“Davi~~totality ~~Skin”,~~of ~~“Davi”~~events and ~~“Davi~~circumstances, ~~Napa”~~an ~~brand~~entity ~~names. The~~concludes ~~Company~~that it is ~~currently~~not more ~~targeting~~likely ~~high-end~~than ~~luxury~~not ~~hotels~~that ~~and~~the ~~resorts, and in~~indefinite-~~flight~~lived ~~and~~asset ~~duty-free~~is ~~shops~~impaired, inthen ~~order~~the toentity ~~establish~~is ~~our~~not ~~brand~~required asto atake ~~luxury~~further ~~product~~action. ~~used~~However, if inan ~~first~~entity ~~class~~concludes ~~locations.~~otherwise, ~~The~~then ~~Company’s~~it ~~goal~~ is required to ~~expand~~determine ~~our~~the ~~sales~~fair ~~efforts~~value toof ~~upscale~~the ~~department~~indefinite-lived ~~stores,~~intangible ~~specialty~~asset ~~retailers,~~and perform ~~prestige~~the ~~hotels,~~quantitative ~~salons~~impairment ~~and~~test ~~spas. The~~by ~~Company~~comparing ~~receives~~the ~~royalty~~fair ~~revenues~~value ~~through~~with the ~~licensing~~carrying ofamount ~~its~~in ~~products. In~~accordance ~~addition,~~with ~~the~~Subtopic Le350-30. ASU ~~Grand~~2012-02 ~~Cru~~is ~~Face~~effective ~~Cream~~for interim and ~~other~~annual ~~core~~impairment ~~products~~tests ~~are~~performed ~~available~~ for ~~sale~~fiscal ~~through~~years ~~the~~beginning ~~www~~after September 15, 2012.~~daviskin.com~~ Adoption ~~website~~of ~~and~~ASU ~~more~~2012-02 ~~products~~did ~~will~~not behave ~~offered~~an ~~online~~impact ason ~~they~~the ~~are~~carrying ~~developed~~value of our trademarks.

~~Note~~There 2were other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.

~~SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES~~24

~~Basis~~Note of3 RELATED ~~Presentation~~PARTY TRANSACTIONS

~~The~~In ~~accompanying~~order ~~financial~~to ~~statements~~preserve ~~have~~cash ~~been~~for ~~prepared~~other inworking capital ~~conformity~~needs, ~~with~~Parrish ~~accounting~~Medley, ~~principles~~the ~~generally~~Company’s ~~accepted~~Chief inExecutive ~~the~~Officer, ~~United~~agreed ~~States~~to ofaccrue ~~America. The~~a ~~financial~~portion ~~statements~~of ~~have,~~the inamounts ~~management's~~owed ~~opinion,~~to ~~been~~him under ~~properly~~his ~~prepared~~employment ~~within~~agreement. ~~the~~As ~~framework~~ of September 30, 2013, the ~~significant~~Company ~~accounting~~owed ~~policies~~$119,500 ~~summarized~~for ~~below~~such accrued wages.

~~Going~~On ~~concern~~March 11, 2013, the Company entered into a new consulting agreement with Carlo Mondavi, a shareholder and former Chairman of the Board, to provide various services for the Company related to the development and marketing of its products, the Company’s public image, its brand recognition and other public relation matters (the “Agreement”). The Agreement supersedes all prior and existing negotiations and agreements between the Company and Mr. Mondavi and both parties agreed that Mr. Mondavi’s previous consulting agreement with the Company has been terminated and that neither party has any financial obligation to the other party under the previous agreement. In accordance with the Agreement, Mr. Mondavi is to be paid $5,000 per month, plus reasonable out-of-pocket expenses. The Agreement expires on March 11, 2015 unless terminated earlier by either party upon 30 days written notice.

~~These~~Note ~~financial~~4 CUSTOMER statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. At September 30, 2012, the Company had not yet achieved profitable operations, has accumulated losses of $775,813 since its inception, has working capital of $177,577, and expects to incur further losses in the deployment of its business plan, all of which raise substantial doubt about the Company's ability to continue as a going concern. The Company's ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by continuing to receive royalty revenues and by additional equity financing and/or related party advances, however there is no assurance of additional funding being available. CONCENTRATIONS

~~Revenue~~During ~~recognition~~the year ended September 30, 2013 and 2012, 68% and 73%, respectively, of our sales were generated from royalty revenues under a license agreement to provide DAVI branded products to passengers of Korean Air. The Company’s reliance on this licensing agreement makes us vulnerable to the risk of a near-term severe impact. Should the licensee terminate the license agreement, our financial condition could be materially and adversely affected, and our on-going operations could be severely hampered. Included in accounts receivable at September 30, 2013 was approximately $59,000 owed by Korean Air which had been collected as of the date of this report.

~~The~~In ~~Company~~addition, iswe ~~party~~have two toother ~~licensing~~customers ~~agreements~~who ~~whereby~~accounted ~~products~~for ~~utilizing~~13% ~~the “DAVI” name~~ and ~~certain~~11% ~~trademarks~~of ~~are~~total ~~manufactured,~~sales ~~sold~~in ~~and/or~~fiscal ~~distributed to the licensees’ customers~~2013. ~~The~~ ~~Company~~Management ~~recognizes~~does ~~royalty~~not ~~revenue~~anticipate asthat a ~~percentage~~loss of either ~~sales~~ of ~~the~~these ~~respective~~customers ~~products,~~would inhave ~~accordance~~a ~~with~~material ~~the~~adverse ~~individual~~effect ~~licensing~~on ~~agreements, in~~ the ~~period in which the sales take place and when collectability is reasonably assured. Product sales are recognized when revenue is realized or realizable and has been earned. The~~ Company~~'s policy is to recognize product revenue when risk of loss and title to the product transfers to the consumer~~. ~~Net sales are comprised of gross revenues less expected returns.~~

~~The~~Note ~~Company~~5 PROPERTY ~~records~~AND deferred revenue when it receives payments in advance for the delivery of products that have not yet been purchased by the ultimate consumer and when royalty revenues are received prior to being earned. The Company sells “DAVI” branded products to Korean Air for re-sale on-board and through their Skyshop Magazine. Payments received by the Company from Korean Air for the purchase of the products are not recognized as revenue until the products are sold to Korean Air’s customers. The Company will, at times, receive advance payments for royalties. These payments are deferred and not recognized as revenues until the requisite amount of products have been purchased by the ultimate consumer in accordance with the licensing agreements.EQUIPMENT

~~Cost~~Property and equipment, net, consists of the ~~Sales~~following:

Cost of sales includes all of the costs to manufacture the Company's products by third-party contractors as well as the costs to ship the products to our storage facility and ultimately the customer. These costs are reflected in the Company's statement of operations when the products are sold and net sales revenues are recognized. Cost of sales also includes commissions owed for the sale of products to Korean Air for re-sale on-board and through their Skyshop Magazine.

	September 30,
	2013		2012
Leasehold improvements	$	58,228	$	16,429
Office furniture		29,784		20,456
Computers and office equipment		8,345		5,279
Less: accumulated depreciation		(44,548)		(23,722)

Total property and equipment, net	$	51,809	$	18,442

~~Product~~Depreciation ~~Development~~expense for the years ended September 30, 2013 and 2012 was $20,826 and $16,800, respectively.

~~Product~~Note ~~development~~6 CONVERTIBLE ~~expenditures are expensed as incurred.~~ DEBT

~~F-6~~On July 12, 2012, the Company issued a Convertible Promissory Note in the principal amount of $20,000 (the “Convertible Note”) to an accredited investor (the “Holder”). The Convertible Note bears interest at 8% per annum and was due in full on June 30, 2013. On March 25, 2013 the Holder converted the note and all accrued and unpaid interest into 211,800 shares of common stock at a conversion price of $0.10 per share.

~~Cash~~Upon conversion of the Convertible Note the remaining note discount was expensed resulting in $15,000 charged to interest expense for the year ended September 30, 2013.

Cash equivalents consist of highly liquid investments with insignificant rate risk and with original maturities of three months or less at the date of purchase. At various times, the Company had deposits in excess of the Federal Deposit Insurance Corporation limit. The Company has experienced no losses related to these uninsured amounts.25

~~Accounts~~Note ~~receivable~~7 INCOME TAXES

WeThe ~~extend~~Company ~~credit~~uses ~~based~~the onassets ~~our~~and ~~evaluation~~liability method of ~~the~~accounting ~~customer’s~~for ~~financial~~income ~~condition. We~~taxes ~~carry~~pursuant ~~our~~to ~~accounts~~ASC 740 ~~receivable~~Income ~~at net realizable value~~Taxes. Under Wethe ~~monitor~~assets ~~our~~and ~~exposure~~liability tomethod ~~losses~~of onASC 740, deferred ~~receivables~~tax assets and ~~maintain~~liabilities ~~allowances~~are recognized for ~~potential~~the ~~losses~~future ortax ~~adjustments.~~consequences Weattributable ~~determine~~to ~~these~~temporary ~~allowances~~differences bybetween the ~~(1)~~financial ~~evaluating~~statements ~~the~~carrying ~~aging~~amounts of ~~our~~existing ~~receivables;~~assets and ~~(2)~~liabilities ~~reviewing~~and ~~high-risk~~their ~~customers~~respective ~~financial~~tax ~~condition~~bases. Deferred ~~Past~~tax assets ~~due~~and ~~receivable~~liabilities ~~balances~~ are ~~written~~measured ~~off~~using ~~when~~enacted ~~our~~tax ~~internal~~rates ~~collection~~expected ~~efforts~~to ~~have~~apply ~~been~~to ~~unsuccessful~~taxable income in ~~collecting~~ the ~~amount~~years ~~due. All outstanding receivables at the end of each quarterly period were collected~~ in awhich ~~timely~~those ~~manner. Our~~temporary differences ~~allowance~~are ~~for~~expected ~~doubtful~~to ~~accounts~~be ~~was~~recovered $0or ~~as of September 30, 2012 and 2011~~settled.

~~Inventory~~The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows:

Inventory consists primarily of the Davi Le Grand Cru Face Cream, as well as, containers to be used for our skin care products and is valued at the lower of cost (first-in, first-out) or net realizable value. The Company evaluates its inventory for excess and obsolescence on a regular basis. In preparing the evaluation the Company looks at the expected demand for the product, as well as changes in technology, in order to determine whether or not a reserve is necessary to record the inventory at net realizable value. No such reserve has been deemed necessary as of September 30, 2012 and 2011.


			September 30,
			2013		2012
Refundable Federal income tax attributable to:
	Current operations		$	198,000	$	75,100
	Less:	Stock based compensation expense		(89,000)		(400)
		Change in valuation allowance		(109,000)		(74,700)
	Net refundable amount		$	-	$	-

~~Property~~A ~~and~~reconciliation ~~Equipment~~of income tax provision to the provision that would be recognized under the statutory rates is as follows:

Property and equipment consist of office furniture, computer equipment and improvements made to our leased office and are stated at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the three year useful life of the assets or the remaining term of the lease. When property and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Expenditures for maintenance and repairs are expensed as incurred.

			September 30,
			2013		2012
Deferred tax asset attributable to:
	Net operating losses carried forward		$	342,600	$	233,600
	Less:	Valuation allowance		(342,600)		(233,600)
	Net deferred tax asset		$	-	$	-

~~Trademarks~~The Company has determined that a valuation allowance of $342,600 at September 30, 2013, is necessary to reduce the deferred tax assets to the amount that will more than likely not be realized. The change in valuation allowance for 2013 was $109,000. As of September 30, 2013, the Company has a net operating loss carry-forward of approximately $1,009,000, which is available to offset future federal taxable income, if any, with expiration beginning 2028.

Trademarks are valued at the lower of cost of fair value and are accounted for as an indefinite-lived intangible asset. We test our trademarks for impairment annually, or more frequently if events or circumstances indicate that the asset might be impaired. For indefinite-lived intangible assets, other than goodwill, if the carrying amount exceeds the fair value, an impairment charge is recognized in an amount equal to that excess. No such impairment charge was deemed necessary as of September 30, 2012 or 2011.26

~~Deferred~~Note ~~Rent~~8 EQUITY

~~Our~~Common office lease includes lease payments that escalate during the life of the lease, as well as a period where the Company has utilized the property but has not been required to make rental payments (i.e. a rent holiday). Accordingly, the Company has followed the guidance of ASC 840 “Leases” and recognized the cost of the lease over the lease term on a straight line basis. The resulting deferred rent is amortized over the life of the lease and is included in accounts payable and accrued expenses in the accompanying financial statements.Stock

Effective May 10, 2012, our Articles of Incorporation were amended pursuant to a Certificate of Change Pursuant to Nevada Revised Statutes 78.209 (the “Certificate of Change”) filed with the Nevada Secretary of State. The Certificate of Change provided for both a reverse stock split of the outstanding shares of our common stock on a 1-for-10 basis (the “Reverse Stock ~~Based~~Split”), and ~~Compensation~~a corresponding decrease in the number of shares of our common stock that we are authorized to issue (the “Share Decrease”).

As a result of the Reverse Stock ~~based~~Split, ~~compensation~~the ~~expense~~number isof ~~recorded~~issued ~~for~~and outstanding shares of our common stock ~~awarded~~decreased infrom ~~return~~76,040,000 ~~for~~pre-Reverse Stock ~~services~~Split ~~rendered.~~shares ~~The~~to ~~expense~~7,604,117 ispost-Reverse ~~measured~~Stock atSplit shares (after adjustment for any fractional shares). Pursuant to the ~~grant-date~~Share Decrease, ~~fair~~the ~~value~~number of ~~the~~authorized ~~award~~shares ~~and~~of ~~recognized~~our ascommon ~~compensation~~stock ~~expense~~has ondecreased afrom ~~straight-line~~750,000,000 ~~basis~~to 75,000,000 shares ~~which~~of iscommon ~~generally~~stock. ~~commensurate~~All ~~with~~amounts ~~the~~shown ~~vesting~~for ~~period.~~common stock and additional paid in capital included in these financial statements are presented post-Reverse Stock Split.

~~Use~~During fiscal 2013 the Company sold 3,500,000 shares of ~~Estimates~~common stock to accredited investors for total proceeds of $350,000 in cash, issued 211,800 shares of common stock for the conversion of $21,180 of debt and accrued interest and issued 200,000 shares of common stock to Mr. Medley as a performance bonus valued at $20,000. Additionally, as of September 30, 2013, the Company had received proceeds of $75,010 from accredited investors for the purchase of 750,000 shares of common stock and granted 200,000 shares of common stock as payment in full to a consultant for services valued at $20,000. These shares were not issued until subsequent to our fiscal year end and accordingly there is a common stock payable totaling $95,010 included on our Balance Sheet at September 30, 2013.

~~The~~On ~~preparation~~June 24, 2013, the Company and Mr. Medley mutually rescinded the Company's issuance to Mr. Medley of ~~financial~~720,000 ~~statements~~shares inof ~~conformity~~common ~~with~~stock, ~~generally~~valued ~~accepted~~at ~~accounting~~$72,000. ~~principles~~The ~~requires~~shares had ~~management~~originally tobeen ~~make~~issued ~~estimates~~to ~~and~~Mr. ~~assumptions~~Medley ~~that~~on ~~affect~~February ~~the~~28, ~~reported~~2013, ~~amounts~~in lieu of ~~assets~~ and ~~liabilities~~as ~~and~~payment ~~disclosure~~in full of ~~contingent~~$72,000 ~~assets~~of ~~and~~accrued ~~liabilities~~but atunpaid salary that the ~~date~~Company ofowed Mr. Medley under his employment agreement with the ~~financial~~Company. ~~statements~~The Company and ~~the~~Mr. ~~reported~~Medley ~~amounts~~instead determined on June 24, 2013 to, in exchange for Mr. Medley's willingness to defer payment of ~~revenues~~$72,000 of unpaid wages and ~~expenses~~salary, ~~during~~(i) permit the ~~reporting~~Company, ~~period~~at its option, to pay the foregoing, unpaid salary in cash at any time and (ii) give Mr. ~~Actual~~ Medley ~~results~~an ~~could~~option ~~differ~~to ~~from~~purchase ~~those~~720,000 ~~estimates~~shares of common stock at a price of $0.10 per share.

~~Impairment~~During fiscal 2012 the Company had stock sales to accredited investors of ~~Long-Lived~~1,550,000 ~~Assets~~common shares for total proceeds of $155,000 in cash.

~~The~~During August 2011, the Company ~~reviews~~entered into a stock purchase agreement (the ~~recoverability~~“Stock ofPurchase ~~its~~Agreement”) ~~long~~whereby the Company sold 70,000 shares (the “Shares”) and a one-~~lived~~year ~~assets~~warrant to ~~determine~~purchase ~~whether~~up ~~events~~to or29,960 ~~changes~~shares inof ~~circumstances~~our ~~occurred~~common ~~that~~stock ~~indicate~~ (the ~~carrying~~“Warrant ~~value~~Shares”) to a single accredited investor for an aggregate purchase price of ~~the~~$52,500 ~~asset~~which ~~may~~was recorded as a common stock payable at September 30, 2011 as the shares were not beissued ~~recoverable~~to the investor until February 7, 2012. The ~~assessment~~warrant was exercisable at a price of ~~possible~~$1.50 ~~impairment~~per isshare ~~based~~and expired on August 5, 2012. Effective May 16, 2012, the ~~ability~~Stock Purchase Agreement was amended requiring that the Company issue an additional 130,000 shares of common stock to ~~recover~~the investor in exchange for the ~~carrying~~removal of certain price protection provisions included in the Stock Purchase Agreement. The Shares had a price protection feature that ensured the aggregate value of the ~~asset~~Shares ~~from~~would be equal to or greater than $52,500 on August 10, 2012; however, the ~~expected~~May ~~future~~16, ~~cash~~2012 ~~flows~~amendment ofto the ~~related~~Stock ~~operations~~Purchase Agreement removed that price protection feature. IfIn ~~these~~addition, ~~cash~~if ~~flows~~exercised, the Warrant Shares had a price protection feature that ensured the value of the Warrant Shares on the date that is one year after the date the Warrant Shares are ~~less~~purchased would be equal to or greater than the aggregate price paid for the ~~carrying~~Warrant ~~value~~Shares; however, the May 16, 2012 amendment to the Stock Purchase Agreement removed that price protection feature. In connection with the sale of ~~such~~the ~~asset~~Shares during the fiscal year ended September 30, an2011, ~~impairment~~the ~~loss~~Company applied isthe ~~recognized~~guidance ~~for~~of FASB ASC Topic No. 815-40. Accordingly, the ~~difference~~price ~~between~~protection features attached to the ~~estimated~~Shares ~~fair~~were ~~value~~accounted for as derivative liabilities at the date of sale and ~~carrying~~adjusted to fair value through earnings at each reporting date. The ~~measurement~~resulting value ofwas ~~impairment~~allocated ~~requires~~to ~~management~~the proceeds received and applied as a discount to ~~make~~the ~~estimates~~stock ofpayable ~~these~~account ~~cash~~in ~~flows~~paid-in ~~related~~capital on the balance sheet. In connection with the May 16, 2012 amendment to ~~long~~the Stock Purchase Agreement, the Company applied the guidance of FASB ASC Topic No. 815-~~lived~~40-35. ~~assets~~Accordingly, asthe ~~well~~derivative aswas ~~other~~re-valued on May 16, 2012 to an approximate fair value ~~determinations~~of $32,625, resulting in net derivative income of $7,275 during fiscal year 2012. ToAlso ~~date~~in accordance with FASB ASC Topic No. 815-40-35, nothe ~~impairment~~re-valued derivative ~~losses~~balance ~~have~~on ~~been~~May ~~recognized~~16, 2012 was reclassified to paid-in-capital. The 130,000 additional shares were issued to the investor on July 16, 2012.

~~F-7~~On February 15, 2011, the Company entered into a one year employment agreement with J. Bernard Rice as Chief Financial Officer of the Company (the “Rice Employment Agreement”). Effective February 15, 2012, Mr. Rice resigned as Chief Financial Officer and as a member of the Company’s Board of Directors. In accordance with the Rice Employment Agreement and as compensation for his board member services, Mr. Rice was to be granted a total of 30,000 shares of common stock of which 5,000 shares, valued at the then prevailing market rate, or $45,000, were issued during April 2011. Concurrent with his resignation, Mr. Rice was issued the remaining 25,000 shares of common stock for his services rendered as our Chief Financial Officer and as a member of the Board of Directors. These shares were earned over his service period. In the quarter ending March 31, 2012, $1,350 was recognized as an expense for this service.

~~Fair Value Estimates~~27

~~Pursuant~~Common toStock the Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures”, the Company records its financial assets and liabilities at fair value. ASC 820 provides a framework for measuring fair value, clarifies the definition of fair value and expands disclosures regarding fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. ASC 820 establishes a three-tier hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:Warrants

~~Level~~Since ~~1—Inputs~~inception, ~~are~~the ~~unadjusted~~Company has issued warrants to purchase shares of the Company’s common stock to accredited investors and consultants as compensation for services rendered, as ~~quoted~~well ~~prices~~as, in ~~active~~conjunction ~~markets~~with ~~for~~the ~~identical~~purchase ~~assets~~of orour ~~liabilities~~common atstock. A summary of the ~~measurement~~Company’s ~~date~~warrants activity and related information for the year ended September 30, 2013 is provided below.

~~Level~~In ~~2—Inputs~~conjunction ~~(other~~with ~~than~~the ~~quoted~~sale ~~prices~~of ~~included~~2,000,000 shares inof ~~Level~~common 1)stock ~~are~~sold ~~either~~during ~~directly~~fiscal or2013 ~~indirectly~~we ~~observable~~granted ~~for~~to the ~~asset~~investors, orfor ~~liability~~no ~~through~~additional ~~correlation~~consideration, ~~with~~one-year ~~market~~warrants to ~~data~~purchase up to an aggregate of 500,000 shares of common stock at an exercise price of $0.10 per share. The relative fair value of the ~~measurement~~warrants at the date ~~and~~of ~~for~~grant was estimated at approximately $100,800 using the ~~duration~~Black-Scholes ofoption pricing model based on the ~~asset/liability’s~~following ~~anticipated~~assumptions: expected dividend yield 0%, expected volatility 306%, risk-free interest rate 0.11%, and expected life of 1.0 year. The warrants are exercisable at any time.

~~Level~~During ~~3—Inputs~~fiscal ~~reflect~~2013 ~~management’s~~the ~~best~~Company ~~estimate~~issued ofto independent ~~what~~consultants ~~market~~warrants ~~participants~~to ~~would~~purchase ~~use~~up into ~~pricing~~an ~~the~~aggregate ~~asset~~of or1,000,000 ~~liability~~shares of common stock at an exercise price of $0.10 per share. The Company issued the ~~measurement~~warrants ~~date~~as consideration for business development services provided. ~~Consideration~~The isfair ~~given~~value of the warrants was estimated to be $107,502 using the Black-Scholes option pricing model based on the following assumptions: expected dividend yield 0%, expected volatility 306%, risk-free ~~inherent~~interest rate 0.14% - 0.12%, and expected life of 1-2 years and is included in stock based compensation in the ~~valuation~~accompanying ~~technique~~statement of operations. In addition, we issued to a consultant a warrant to purchase up to 375,000 shares of common stock at an exercise price of $0.10 per share, which will vest and become exercisable as of the ~~risk~~date that ~~inherent~~the inconsultant introduces the ~~inputs~~Company to at least three potential strategic partners or licensees of the ~~model~~Company’s products. In accordance with ASC 505-50-25-4, the expense related to these warrants will not be recognized until the performance condition has been met.

The carrying values for cash and cash equivalents, accounts receivable, prepaid assets, accounts payable and accrued liabilities approximate their fair value due to their short maturities.

	Number of
	Warrants

Outstanding and exercisable at September 30, 2011		144,960
Warrants exercised		-
Warrants granted		250,000
Warrants expired		(29,960	)
Outstanding and exercisable at September 30, 2012		365,000
Warrants exercised		-
Warrants granted		1,875,000
Warrants expired		(365,000	)
Outstanding at September 30, 2013		1,875,000

Derivative Instruments

Stock Warrants as of September 30, 2013

Exercise

Warrants

Remaining

Warrants

Price

Granted

Life (Years)

Exercisable

$0.10

1,875,000

0.80

1,500,000

Our equity instruments may contain embedded derivative instruments, which in certain circumstances may be required to be bifurcated from the associated host instrument and accounted for separately as a derivative instrument liability. 28

~~The~~Common ~~identification~~Stock of, and accounting for, derivative instruments is complex. Our derivative instrument liabilities are re-valued at the end of each reporting period, with changes in the fair value of the derivative liability recorded as charges or credits to income, in the period in which the changes occur. Options

~~Net~~Since ~~Loss~~inception, ~~Per~~the ~~Common~~Company ~~Share~~has issued options to purchase shares of the Company’s common stock to employees and consultants as compensation for services rendered. A summary of the Company’s options activity and related information for the year ended September 30, 2013 is provided below.

~~Net~~Option ~~loss~~awards ~~per~~with ~~common~~performance share is computed pursuant to ASC 260 “Earnings Per Share”. Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. For the years ended September 30, 2012 and 2011, potentially dilutive securities had an anti-dilutive effect and were not included in the calculation of fully diluted net loss per common share.service conditions

~~Income~~On ~~Taxes~~February 28, 2013, we granted to Mr. Medley a three-year non-qualified stock option to purchase up to 1,600,000 shares of our common stock at an exercise price equal to $0.10 per share, which was the closing market price of our common stock on February 28, 2013 (i.e., the date of grant). The option will vest and become exercisable only if, and to the extent, the Company achieves the following milestones related to the Company’s trademark products (“Davi Products”): (i) 400,000 shares of the option vested on the date that a recent licensee commercially releases Davi Products in Asia; (ii) 400,000 shares of the option will vest when certain licensed sales of Davi Products exceed $2,000,000; (iii) 400,000 shares of the option will vest when certain licensed sales of Davi Products exceed $5,000,000; and (iv) 400,000 shares of the option will vest on the date that we commercially launch any Davi Product in the U.S., other than on our website; provided, in each case, that Mr. Medley remains in our continuous employ through such vesting date.

~~The~~Option ~~Company~~awards ~~uses~~with ~~the~~no ~~liability~~performance ~~method~~or of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized by applying the statutory tax rates in effect in the years in which the differences between the financial reporting and tax filing bases of existing assets and liabilities are expected to reverse. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized.service requirements

~~Reclassifications~~On June 24, 2013, we granted to Mr. Medley a fully vested, non-qualified stock option to purchase up to 720,000 shares of our common stock anytime before September 30, 2015 at an exercise price equal to $0.10 per share, which was the closing market price of our common stock on June 24, 2013 (i.e., the date of grant).

~~For~~On ~~comparability~~August 8, ~~certain~~2013, ~~prior~~we ~~period~~granted ~~amounts~~to ~~have~~a ~~been~~consultant a ~~reclassified~~fully vested, ~~where~~five-year ~~appropriate,~~non-qualified stock option to ~~conform~~purchase up to 1,000,000 shares of our common stock at an exercise price equal to $0.10 per share, which was the ~~financial~~closing ~~statement~~market ~~presentation~~price ~~used~~of inour ~~fiscal~~common ~~2012~~stock on August 8, 2013 (i.e., the date of grant).

~~Recently~~The ~~Issued~~fair ~~Accounting~~value ~~Pronouncements~~ of these 3,320,000 options was estimated using the Black-Scholes option pricing model based on the following assumptions: expected dividend yield 0%, expected volatility 229% - 338%, risk-free interest rate 0.69% - 1.36% and expected life of 27 – 60 months.

~~During~~Compensation ~~July~~expense ~~2012,~~recognized for the ~~FASB~~above noted ~~issued~~awards ~~Accounting Standards Update No. 2012-02, “Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets~~ for ~~Impairment (“ASU 2012-02”). ASU 2012-02 provides an entity~~ the ~~option~~year toended ~~first~~September ~~assess~~30, ~~qualitative~~2013 ~~factors~~amounted to ~~determine whether the existence of events and circumstances indicates that it is more likely than not that the indefinite-lived intangible asset is impaired. If~~$262,397 ~~after assessing the totality of events~~ and ~~circumstances, an entity concludes that it~~ is ~~not~~included ~~more~~in ~~likely~~stock ~~than~~based ~~not~~compensation ~~that~~in the ~~indefinite-lived~~accompanying statement ~~asset is impaired, then the entity is not required to take further action. However, if an entity concludes otherwise, then it is required to determine the fair value~~ of ~~the indefinite-lived intangible asset and perform the quantitative impairment test by comparing the fair value with the carrying amount in accordance with Subtopic 350-30~~operations. ~~ASU~~ ~~2012-02~~Unamortized iscompensation ~~effective~~cost for ~~interim~~these ~~and~~awards ~~annual~~amounted ~~impairment~~to ~~tests performed for fiscal years beginning after September 15~~$62,864 ~~2012.~~and ~~Early~~will ~~adoption~~be isamortized ~~permitted,~~over ~~if an entity’s financial statements for~~ the ~~most~~remaining vesting ~~recent~~term ~~annual or interim period have not yet been issued. The Company does not expect that the adoption~~ of ~~ASU 2012-02 will have a significant impact on~~ the ~~carrying~~option ~~value of its trademarks~~awards.

~~F-8~~A summary of option activity under the Company’s employee stock option plan for the year ended September 30, 2013, is presented below:

Note 3

	Shares	Weighted Average Exercise Price	Weighted Average Remaining Contractual Life (in years)	Grant Date Fair Value
Outstanding at September 30, 2012	$ -	$ -	-	$ -
Options granted	3,320,000	$0.10	3.44	325,260
Options exercised	-	-	-	-
Options cancelled/ forfeited/ expired	-	-	-	-
Outstanding at September 30, 2013	3,320,000	$0.10	3.06	$325,260

Exercisable at September 30, 2013	2,120,000	$0.10	3.42	$262,397

~~RELATED PARTY TRANSACTIONS~~29

InNote ~~order~~9 COMMITMENTS toAND preserve cash for other working capital needs, the Company’s Chief Executive Officer and the Company’s former Chairman of the Board of Directors agreed to accrue a portion of the amounts owed to them under their employment and consulting agreements. As of September 30, 2012, the Company owed $138,000 for such accrued wages. CONTINGENCIES

OnAs of January 2518, ~~2012~~ 2011, the Company ~~issued~~entered ~~25,000~~into ~~shares~~a oflease ~~common~~with ~~stock~~Resco toLP, ~~our~~a ~~former~~California ~~Chief~~limited ~~Financial~~partnership ~~Officer,~~for asthe ~~payment~~office ofthat ~~employee~~the ~~compensation~~Company ~~for~~is leasing. Under the ~~period~~lease, ~~from~~the ~~May~~Company 15occupies approximately 1,500 ~~2011~~square ~~through~~feet ~~February~~of ~~15,~~office ~~2012~~space ~~and~~at ~~board~~9426-9428 ~~member~~Dayton ~~compensation~~Way, ~~for~~Beverly ~~the~~Hills, ~~period~~California. The ~~from~~lease ~~April~~term ~~27,~~expires ~~2011~~on ~~through~~January ~~April~~31, 262016, ~~2012~~unless terminated earlier in accordance with the lease. The ~~stock~~Company’s ~~was~~monthly rent ~~valued~~expense atunder ~~prices~~the ~~ranging~~lease ~~from~~is approximately $~~1.85~~5,700 toper month, plus payments of approximately $~~0.08~~1,000 per ~~share~~month onfor ~~the~~common ~~dates~~area operating ~~the~~expenses. ~~shares~~The ~~were~~Company ~~payable~~has the option to ~~Mr.~~extend ~~Rice~~the ~~and~~term ~~totaled~~of anthe ~~aggregate~~lease ofby ~~approximately~~two ~~$15,525~~additional years.

~~Note~~At 4September 30, 2013, aggregate future minimum payments under the lease (including common area operating expense) is as follows:

CUSTOMER CONCENTRATIONS

2014	$	82,743
2015		85,225
2016		28,687
Total	$	196,655

~~During~~Lease ~~fiscal~~expense ~~year~~for the ~~2012~~years ~~and~~ended ~~2011~~September 30, ~~84%~~2013 and ~~73%,~~2012 ~~respectively, of our sales~~ were generated from royalty revenues under a licensing agreement to provide DAVI branded products to passengers of Korean Air. The Company’s reliance on this licensing agreement makes us vulnerable to the risk of a near-term severe impact. Should this licensee terminate its arrangement$76,033 ~~our financial condition could be materially~~ and ~~adversely affected~~$67,560, ~~and our on-going operations could be severely hampered~~respectively.

~~Note~~From 5time to time, we may be involved in routine legal proceedings, as well as demands, claims and threatened litigation that arise in the normal course of our business. The ultimate amount of liability, if any, for any claims of any type (either alone or in the aggregate) may materially and adversely affect our financial condition, results of operations and liquidity. In addition, the ultimate outcome of any litigation is uncertain. Any outcome, whether favorable or unfavorable, may materially and adversely affect us due to legal costs and expenses, diversion of management attention and other factors. We expense legal costs in the period incurred. We cannot assure you that additional contingencies of a legal nature or contingencies having legal aspects will not be asserted against us in the future, and these matters could relate to prior, current or future transactions or events. We are not currently a party to any litigation.

~~PROPERTY~~Note ~~AND EQUIPMENT~~10 SUBSEQUENT EVENTS

~~Property~~During ~~and~~October ~~equipment~~2013, ~~net,~~we purchased ~~consists~~inventory consisting of products from the ~~following:~~new DAVI skin care product line from LGHH valued at approximately $35,000. The inventory will be used to fulfill orders made on our website and in any retail stores that may offer for sale DAVI products in the future.

	September 30,
	2012		2011
Leasehold Improvements	$	16,429	$	16,429
Computers and office equipment		25,735		22,277
Less: accumulated depreciation		(23,722)		(6,922)
Total property and equipment, net	$	18,442	$	31,784

~~Depreciation~~Item ~~expense~~9. ~~for~~Changes ~~the~~in ~~years~~and ~~ended~~Disagreements ~~September~~with ~~30,~~Accountants ~~2012~~on ~~and~~Accounting ~~2011 was $16,800~~ and ~~$6,922,~~Financial ~~respectively~~Disclosure.

~~Note 6~~None.

~~CONVERTIBLE~~Item ~~DEBT~~9A. Controls and Procedures

~~On July 12, 2012, the Company entered into a Convertible Promissory note in the principal amount of $20,000,~~ (~~the “Convertible Note”) with~~ a ~~shareholder of the Company (the “Holder”~~)~~. The~~ Evaluation ~~Convertible Note bears interest at 8% per annum and is due in full on June 30, 2013 (the “Maturity Date”). The Holder~~ of ~~the~~Disclosure ~~Convertible~~Controls Note may at any time prior to the Maturity Date, convert the principal amount of the Convertible Note into shares of common stock of the Company on the basis of one share of such stock for each $0.10 (the “Conversion Price”) in unpaid principal and accrued interest. The number of shares of common stock that may be acquired by the Holder upon any conversion shall be limited to the extent necessary to insure that, following such exercise, the total number of shares of common stock owned by the Holder does not exceed 9.9% of the total number of issued and outstanding shares of common stock.Procedures

AsOur anmanagement ~~incentive~~(consisting of toour ~~enter~~Chief ~~into~~Executive ~~the~~Officer, ~~Convertible~~who ~~Note~~also weserves ~~issued~~as ~~the~~our ~~Holder~~interim aChief ~~warrant~~Financial toOfficer) ~~purchase~~is ~~250,000~~responsible ~~shares~~for establishing and maintaining a system of ~~common~~disclosure ~~stock~~controls atand aprocedures ~~price~~(as ofdefined ~~$0.10~~in ~~per~~Rule ~~share. This~~13a-15(e)) ~~warrant~~under ~~may~~the Exchange Act) that is designed to ensure that information required to be ~~exercise~~disclosed atby ~~any~~the ~~time~~Company ~~beginning~~in onthe ~~January~~reports 1that we file or submit under the Exchange Act is recorded, processed, ~~2013~~summarized and ~~expires~~reported, onwithin ~~June~~the ~~30,~~time ~~2013~~specified in the SEC's rules and forms. ~~The~~ ~~relative~~Disclosure ~~fair~~controls ~~value~~and ofprocedures include, ~~the~~without ~~warrant~~limitation, ~~was~~controls ~~estimated~~and procedures designed to ensure that information required to be ~~$16,000~~disclosed ~~using~~by an issuer in the ~~Black-Scholes~~reports ~~option~~that ~~pricing~~it ~~model~~files ~~based~~or onsubmits under the ~~following~~Exchange ~~assumptions:~~Act ~~expected~~is ~~dividend~~accumulated ~~yield~~and 0%communicated to the issuer's management, ~~expected~~including its ~~volatility~~principal ~~385%~~executive officer or officers and principal financial officer or officers, ~~risk-free~~or ~~interest~~persons ~~rate~~performing ~~.2%~~similar functions, as ~~and~~appropriate ~~expected~~to ~~life~~allow oftimely 1decisions ~~year~~regarding required disclosure.

~~The~~Pursuant ~~intrinsic~~to ~~value~~Rule of13a-15(b) under the ~~embedded~~Exchange ~~beneficial~~Act, ~~conversion~~the ~~feature~~Company carried out an evaluation with the participation of the ~~Convertible~~Company's ~~Note~~management and consultants of the ~~warrant~~effectiveness ~~was~~of ~~determined~~the toCompany's bedisclosure ~~$20,000. The~~controls ~~intrinsic~~and ~~value~~procedures of(as ~~$20,000~~defined ~~was~~under ~~charged~~Rule to13a-15(e) under the ~~note~~Exchange ~~discount~~Act) as ~~and~~of ~~credited~~the tofiscal ~~Additional~~year ~~Paid~~ended inSeptember ~~Capital~~30, 2013. ~~The~~ ~~note~~Based ~~discount~~upon isthat ~~amortized~~evaluation, ~~over~~ the ~~term~~Company's ofmanagement concluded that the ~~Convertible~~Company's disclosure ~~Note~~controls and ~~charged~~procedures towere ~~interest~~not ~~expense. For~~effective ~~the~~as ~~year~~of ~~ended~~ September 30, ~~2012~~2013 ~~interest~~due ~~expense~~to ~~related~~the tocircumstances ~~such~~noted ~~amortization~~below in ~~totaled~~management’s ~~$5,000~~report on internal control over financial reporting.

WeManagement ~~reviewed~~will ~~the~~not ~~Convertible~~be able ~~Note~~to ~~for~~implement ~~evidence~~a ofmore ~~embedded~~effective ~~derivative~~system ~~instruments,~~to ~~which~~ensure ~~may~~that beinformation required to be ~~bifurcated~~disclosed ~~from~~in ~~the~~this ~~associated~~annual ~~host~~report ~~instrument~~on Form 10-K has been recorded, processed, summarized and ~~accounted~~reported ~~for~~accurately ~~separately~~until aswe ~~derivative~~hire ~~instrument~~additional ~~liabilities~~staff. ~~Based~~While onwe ~~this~~anticipate ~~review~~that we ~~noted~~will in nothe ~~such~~future ~~embedded~~hire ~~derivative~~the ~~instruments~~employees necessary to implement and ~~concluded~~maintain appropriate controls and procedures, no assurance can be made at this point that the ~~Convertible~~implementation ~~Note~~of ~~was~~such ~~conventional~~controls ~~convertible~~and ~~debt.~~procedures will be completed in the near future or that they will be adequate once implemented.

~~F-9~~(b) Management’s Report on Internal Control Over Financial Reporting

~~Note~~Management 7is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f) under the Exchange Act. Our management conducted an evaluation of the effectiveness of our control over financial reporting based on the framework in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on management’s evaluation under the framework, management has concluded that our internal control over financial reporting was not effective as of September 30, 2013.

~~INCOME~~In ~~TAXES~~connection with the preparation of our financial statements for the year ended September 30, 2013 and 2012 certain internal control weaknesses became evident that, in the aggregate, represent material weaknesses, including: (i) lack of segregation of incompatible duties; (ii) inability to have multiple levels of transaction review and (iii) insufficient Board of Directors representation.

~~The~~These ~~Company~~weaknesses ~~uses~~are due ~~the~~to ~~assets~~our ~~and~~inadequate ~~liability~~staffing ~~method~~during ofthe ~~accounting~~period ~~for~~covered ~~income~~by ~~taxes~~this ~~pursuant~~Annual toReport ~~ASC 740 Income Taxes. Under the assets~~ and ~~liability~~our ~~method~~lack of ~~ASC 740,~~working ~~deferred~~capital ~~tax~~to ~~assets~~hire ~~and~~additional staff. Although ~~liabilities~~management ~~are~~will ~~recognized~~periodically ~~for~~re-evaluate ~~the~~this ~~future~~situation, ~~tax~~at ~~consequences~~this ~~attributable~~point toit ~~temporary~~considers ~~differences~~that ~~between~~ the ~~financial~~risk ~~statements~~associated with ~~carrying~~such ~~amounts~~lack of ~~existing~~segregation ~~assets~~of duties and ~~liabilities~~the ~~and~~potential ~~their~~benefits ~~respective~~of ~~tax~~adding ~~bases. Deferred~~employees ~~tax~~to ~~assets~~segregate ~~and~~such ~~liabilities~~duties are ~~measured~~not ~~using~~cost ~~enacted~~justified. We ~~tax~~intend ~~rates expected~~ to ~~apply~~hire toadditional ~~taxable~~accounting ~~income~~personnel into ~~the~~assist ~~years~~with infinancial ~~which~~reporting ~~those~~as ~~temporary~~soon ~~differences~~as ~~are~~our ~~expected~~finances towill ~~be recovered or settled~~allow.

~~The~~This ~~cumulative~~Annual ~~tax~~Report ~~effect~~does not atinclude ~~the~~an ~~expected~~attestation ~~rate~~report of ~~34%~~our ofregistered ~~significant~~public ~~items~~accounting ~~comprising~~firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our ~~net~~registered ~~deferred~~public ~~tax~~accounting ~~amount~~firm ispursuant asto ~~follows:~~temporary rules of the SEC that permit us to provide only management’s report in this Annual Report.

			September 30,
			2012		2011
Refundable Federal income tax attributable to:
	Current operations		$	75,100	$	160,400
	Less:	Stock based compensation expense		(400)		(29,700)
		Change in valuation allowance		(74,700)		(130,700)
	Net refundable amount		$	-	$	-

AThere ~~reconciliation~~have ofbeen ~~income~~no ~~tax~~changes in ~~provision~~our tointernal control over financial reporting during the ~~provision~~fourth fiscal quarter that ~~would~~have bematerially ~~recognized~~affected, ~~under~~or ~~the~~are ~~statutory~~reasonably likely ~~rates~~to ismaterially asaffect, ~~follows:~~our internal control over financial reporting.

			September 30,
			2012		2011
Deferred tax asset attributable to:
	Net operating losses carried forward		$	233,600	$	158,900
	Less:	Valuation allowance		(233,600)		(158,900)
	Net deferred tax asset		$	-	$	-

~~The~~Item ~~Company has determined that a valuation allowance of $233,600 at September 30, 2012, is necessary to reduce the deferred tax assets to the amount that will more than likely than not be realized~~9B. ~~The~~Other ~~change in valuation allowance for 2012 was $74,700~~Information. As of September 30, 2012, the Company has a net operating loss carry-forward of approximately $688,100, which is available to offset future federal taxable income, if any, with expiration beginning 2028.

~~Note~~From August 8, 2013 to September 9, 2013, we approved the issuance of securities of the Company as described below:

~~EQUITY~~On August 8, 2013, we approved the issuance to a consultant of 200,000 shares of common stock for finance, accounting and business development services rendered during fiscal year 2013 valued at $20,000, and a five-year, fully-vested option to purchase up to 1,000,000 shares of common stock at an exercise price of $0.10 per share in recognition of such consultant's services to the Company since March 2011.

~~Common~~On ~~Stock~~August 22, 2013, we issued to a consultant a one-year warrant to purchase up to 375,000 shares of common stock of the Company, at an exercise price equal to $0.10 per share, which will vest and become exercisable as of the date that the consultant has introduced the Company to at least three potential strategic partners or licensees of the Company's products.

~~Effective~~On ~~May~~August 1023, ~~2012~~2013, ~~our~~we sold ~~Articles~~250,000 ofshares ~~Incorporation were amended pursuant to a Certificate~~ of ~~Change~~common ~~Pursuant~~stock to ~~Nevada~~an ~~Revised~~accredited ~~Statutes~~investor ~~78.209~~for ~~(the~~proceeds ~~“Certificate~~ of ~~Change”)~~$25,000. ~~filed~~On ~~with~~September ~~the~~9, ~~Nevada~~2013, ~~Secretary~~we ofsold ~~State. The~~500,000 ~~Certificate~~ shares of ~~Change~~common ~~provided~~stock ~~for~~to ~~both~~another aaccredited ~~reverse~~investor ~~stock~~for ~~split~~proceeds of ~~the~~$50,000. ~~outstanding~~The foregoing shares ofwere ~~our~~issued ~~common~~in ~~stock~~reliance onupon aan ~~1-for-10~~exemption from ~~basis (~~the ~~“Reverse~~registration ~~Stock~~requirements ~~Split”),~~pursuant ~~and~~to aSection ~~corresponding~~4(2) ~~decrease~~of in the ~~number~~Securities ofAct ~~shares~~ of ~~our~~1933, ~~common~~as ~~stock that we are authorized to issue (the “Share Decrease”)~~amended.

AsPART a result of the Reverse Stock Split, the number of issued and outstanding shares of our common stock decreased from 76,040,000 pre-Reverse Stock Split shares to 7,604,117 post-Reverse Stock Split shares (after adjustment for any fractional shares). Pursuant to the Share Decrease, the number of authorized shares of our common stock has decreased from 750,000,000 to 75,000,000 shares of common stock. All amounts shown for common stock and additional paid in capital included in these financial statements are presented post-Reverse Stock Split.III

F-Item 10. Directors, Executive Officers and Corporate Governance.

~~During~~The ~~August~~following ~~2011,~~table ~~the~~sets ~~Company~~forth ~~entered into a stock purchase agreement (~~the ~~“Stock Purchase Agreement”) whereby the Company sold 70~~ name,~~000~~ ~~shares~~age ~~(the “Shares”)~~ and aposition ~~one-year~~held ~~warrant~~by toeach ~~purchase up to 29,960 shares~~ of our ~~common~~executive ~~stock~~officers (the “Warrant Shares”) to a single accredited investor for an aggregate purchase price of $52,500. The Shares were issued to the investor on February 7, 2012. The warrant was exercisable at a price of $1.50 per share and ~~expired~~directors on August 5, 2012. Effective May 16, 2012, the Stock Purchase Agreement was amended requiring that the Company issue an additional 130,000 shares of common stock to the investor in exchange for the removal of certain price protection provisions included in the Stock Purchase Agreement. The Shares had a price protection feature that ensured the aggregate value of the Shares would be equal to or greater than $52,500 on August 10, 2012; however, the May 16, 2012 amendment to the Stock Purchase Agreement removed that price protection feature. In addition, if exercised, the Warrant Shares had a price protection feature that ensured the value of the Warrant Shares on the date that is one year after the date the Warrant Shares are purchased would be equal to or greater than the aggregate price paid for the Warrant Shares; however, the May 16, 2012 amendment to the Stock Purchase Agreement removed that price protection feature. In connection with the sale of the Shares during the fiscal year ended September 30, 2011, the Company applied the guidance of FASB ASC Topic No. 815-40. Accordingly, the price protection features attached to the Shares were accounted for as ~~derivative liabilities at the date~~ of ~~sale~~December and adjusted to fair value through earnings at each reporting date. The resulting value was allocated to the proceeds received and applied as a discount to the stock payable account in paid-in capital on the balance sheet. In connection with the May 1627, 2012 amendment to the Stock Purchase Agreement, the Company applied the guidance of FASB ASC Topic No. 815-40-35. Accordingly, the derivative was re-valued on May 16, 2012 to an approximate fair value of $32,625, resulting in net derivative income of $7,275 during fiscal year 2012. Also in accordance with FASB ASC Topic No. 815-40-35, the re-valued derivative balance on May 16, 2012 was reclassified to paid-in-capital. The 130,000 additional shares were issued to the investor on July 16, 2012.2013:

On August 14 and 16, 2012, the Company entered into two separate stock purchase agreements with a single accredited investor for the sale of 250,000 and 250,000 shares of common stock, respectively, resulting in proceeds of $25,000 and $25,000, respectively.

Name

Age

Position

Parrish Medley

President, Chief Executive Officer, interim Chief Financial Officer and Chairman of the Board

OnOur ~~July~~director ~~30,~~will serve ~~2012,~~until the ~~Company~~next ~~entered~~annual ~~into~~meeting aof ~~stock purchase agreement with a single accredited investor for~~ the ~~sale~~stockholders of ~~250,000~~the ~~shares~~Company ofor ~~common~~until ~~stock,~~his ~~resulting~~successor inis ~~proceeds~~elected ofand ~~$25,000~~qualified.

OnOur ~~August~~Chief 6Executive Officer serves pursuant to an employment agreement that will continue until January 1, ~~2012~~2015, ~~the~~subject ~~Company~~to ~~entered~~earlier ~~into~~termination aas provided ~~stock~~in ~~purchase~~the employment agreement. ~~with~~See a“Item ~~single~~11, ~~accredited~~Employment ~~investor~~Agreement” for ~~the~~a ~~sale~~summary of ~~800,000~~the ~~shares~~material terms of ~~common~~employment agreements ~~stock,~~between ~~resulting~~the inCompany ~~proceeds~~and ofour ~~$80,000~~officer.

OnBiographical February 15, 2011, the Company entered into a one year Employment Agreement with J. Bernard Rice as Chief Financial Officer of the Company (the “Rice Employment Agreement”). Effective February 15, 2012, Mr. Rice resigned as Chief Financial Officer and as a member of the Company’s Board of Directors. In accordance with the Rice Employment Agreement and as compensation for his board member services, Mr. Rice was to be granted a total of 30,000 shares of common stock of which 5,000 shares, valued at the then prevailing market rate, or $45,000, were issued during April 2011. As of September 30, 2011 $14,175 had been accrued as stock based compensation, for his unpaid compensation as the Chief Financial Officer and as a Board member based on the prevailing common stock prices on the dates the shares were supposed to be issued. Concurrent with his resignation, Mr. Rice was issued the remaining 25,000 shares of common stock for his services rendered as our Chief Financial Officer and as a member of the Board of Directors. Stock based compensation expense earned over his service period totaled $1,350 and $59,175 during fiscal year 2012 and 2011, respectively, based on the prevailing common stock prices on the dates the shares were supposed to be issued.information

~~During~~Parrish ~~April~~Medley was ~~2011~~appointed as President, Chief Executive Officer, and a director of this company in December 2010. In February 2012, Mr. Medley was appointed the Company’s ~~granted~~interim 3Chief Financial Officer and in May,~~000~~ ~~shares~~2012, Mr. Medley was appointed Chairman of ~~common~~the ~~stock~~Board. Mr. toMedley also was the President, Chief Executive Officer, and a ~~private~~director ~~Los~~of ~~Angeles~~UHF Logistics Group, ~~California~~Inc. ~~based~~(formerly ~~elementary~~Regal ~~school~~Group, Inc. ~~The~~), ~~prevailing~~a ~~market~~public ~~value~~company ofengaged in the ~~stock~~business onof developing and integrating off-the-shelf ~~date~~and ofproprietary ~~issuance~~RFID ~~was~~solutions, ~~$28~~from February 2010 until December 23,~~200~~ or2011. $9In 2003, Mr.40 ~~per~~Medley ~~share~~co-founded Davi Skin, Inc. and issubsequently ~~included~~served as its President until December 2006. Between 2006 and 2010, Mr. Medley was involved in ~~stock~~real ~~based~~estate ~~compensation~~and venture capital investments for his own account. Mr. Medley was a venture capitalist and a private money manager from 1997 to 2004. His previous experience includes roles as manager and financial consultant for numerous registered broker dealers, including Bear Stearns & Co. From 1999 to 2001, Mr. Medley was a partner at Century Financial Partners, a venture capital firm. Mr. Medley also founded Palm Beach Tan, Inc., one of the nation’s largest indoor chains and franchise operations, as well as Mystic Tan, one of the largest spray on tanning systems in the ~~accompanying~~world. ~~financial~~Mr. ~~statements~~Medley graduated from Southern Methodist University in 1986 with a Bachelor’s degree in Business Administration. We believe that Mr. Medley's executive management experience with public companies that do business and background in financial business transactions makes him qualified to serve as our President and Chief Executive Officer, and as a director.

During January 2011, the Company raised $575,000 from the sale to two foreign investors of an aggregate of (i) 115,000 shares of the Company’s common stock (at a price of $5.00 per share), and (ii) warrants to purchase 115,000 shares of common stock (“Warrants”). Each Warrant entitles the registered holder thereof to purchase one share of common stock at a price of $6.00, subject to adjustment in certain circumstances, through and including December 31, 2012. The Warrants are redeemable by the Company at any time commencing June 30, 2011, upon 30 days’ notice, at a price of $0.50 per Warrant, provided that for the 20 trading days prior to the day on which the Company gives notice, the average closing “bid” price of the Company’s common stock has been at least $3.00. The relative fair value of the 115,000 warrants was estimated to be $276,000 using the Black-Scholes option pricing model based on the following assumptions: expected dividend yield 0%, expected volatility 90%, risk-free interest rate .61%, and expected life of 2 years. 32

~~F-11~~Family Relationships

~~Common~~There ~~Stock~~are ~~Warrants~~no family relationships among any of the executive officers and directors, as Mr. Medley is our sole officer and director as of the date of this Annual Report.

ANominations ~~summary~~ of ~~the Company’s warrants activity and related information for the twelve months ended September 30, 2012 is provided below:~~Directors

	Number of
	Warrants
Outstanding and exercisable at September 30, 2011		144,960
Warrants exercised		-
Warrants granted		250,000
Warrants expired		(29,960)
Outstanding at September 30, 2012		365,000

There are no material changes to the procedures by which security holders may recommend nominees to our Board of Directors.

Stock Warrants as of September 30, 2012
Exercise	Warrants	Remaining	Warrants
Price	Granted	Life (Years)	Exercisable
$6.00	115, 000	0.25	115,000
$0.10	250,000	0.75	-
	365,000		115,000

Board Committees

~~Note~~Pursuant 9to our Bylaws, our Board of Directors may establish committees of one or more directors from time-to-time, as it deems appropriate. Our common stock is quoted on the OTC Bulletin Board under the symbol “MDAV.” The OTC Bulletin Board does not maintain any standards requiring us to establish or maintain an audit, nominating or compensation committee. As of December 27, 2013, our Board of Directors does not maintain any audit, nominating or compensation committee, or any other committees. The Company does not have an audit committee financial expert.

~~COMMITMENTS~~Code ~~AND~~of ~~CONTINGENCIES~~ Ethics

AsThe ~~of January 18, 2011, the~~ Company ~~entered~~has adopted ~~into~~ a ~~lease~~Code ~~with~~of ~~Resco~~Business ~~LP,~~Conduct aand ~~California~~Ethics ~~limited partnership,~~ (the ~~landlord~~“Code”) ~~of the office~~ that ~~the~~applies ~~Company~~to isall ~~leasing. Under~~of the ~~lease, the~~ Company’s ~~occupies~~Directors, ~~approximately~~officers and 1employees,~~500~~ ~~square~~including ~~feet~~its ofprincipal ~~office~~executive ~~space~~officer atand ~~9426-9428~~principal ~~Dayton~~financial ~~Way, Beverly Hills, California~~officer. The ~~lease~~Code ~~term~~is ~~expires~~posted on ~~January 31, 2016, unless earlier terminated in accordance with~~ the ~~lease. The~~ Company’s website ~~monthly~~at ~~rent expense under the lease is approximately $5,600 per month, plus payments of 10% of common area operating expenses~~www. daviskin.com. The Company ~~has~~intends ~~the option~~ to ~~extend~~disclose ~~the~~any ~~term~~amendments ofto the ~~lease~~Code by ~~two~~posting ~~additional~~such ~~years~~amendments on its website.

~~From~~Section time to time, we may be involved in routine legal proceedings, as well as demands, claims and threatened litigation that arise in the normal course of our business. The ultimate amount of liability, if any, for any claims of any type 16(~~either alone or in the aggregate~~a) ~~may~~Beneficial ~~materially~~Ownership Reporting and adversely affect our financial condition, results of operations and liquidity. In addition, the ultimate outcome of any litigation is uncertain. Any outcome, whether favorable or unfavorable, may materially and adversely affect us due to legal costs and expenses, diversion of management attention and other factors. We expense legal costs in the period incurred. We cannot assure you that additional contingencies of a legal nature or contingencies having legal aspects will not be asserted against us in the future, and these matters could relate to prior, current or future transactions or events. We are not currently a party to any litigation.Compliance

~~F-12~~Section 16(a) of the Securities Exchange Act requires the Company’s executive officers and directors, and persons who own more than 10% of a registered class of the Company’s equity securities, to file reports of ownership and changes in ownership with the SEC. Executive officers, directors and greater than 10% stockholders are required by SEC regulations to furnish the Company with copies of all Section 16(a) forms they file.

~~Item~~Based 9.on our review of copies of such forms we have received, the Company believes that during its most recent fiscal year ended September 30, 2013, its executive officers, directors and greater than 10% stockholders complied with the filing requirements under Section 16(a), except as follows:

~~Changes~~· inReports ~~and~~on ~~Disagreements~~Form ~~with~~4 ~~Accountants~~of onthree ~~Accounting~~transactions ~~and~~by ~~Financial~~Mr. ~~Disclosure~~Medley were filed late.

~~None.~~· A Report on Form 3 of two greater than 10% stockholders listed in the beneficial stock ownership table under Item 12, below, has not been filed.

~~Item 9A.~~33

~~Controls~~Item ~~and Procedures~~11. Executive Compensation.

~~(a)~~Summary Compensation Table.

~~Evaluation~~The offollowing table ~~Disclosure~~sets ~~Controls~~forth certain information concerning the compensation for services rendered to us in all capacities for the fiscal years ended September 30, 2013 and ~~Procedures~~2012 of all persons who served as our principal executive officer during the fiscal year ended September 30, 2013. No other executive officers earned annual compensation during the fiscal year ended September 30, 2013 that exceeded $100,000. The principal executive officer is referred to as the “Named Executive Officer.”

~~Based~~Summary ~~upon~~Compensation an evaluation of the effectiveness of our disclosure controls and procedures performed by our management (consisting of our Chief Executive Officer, who also served as our interim Chief Financial Officer) as of the end of the period covered by this Annual Report, our management concluded that our disclosure controls and procedures have not been effective as a result of a weakness in the design of internal control over financial reporting identified below.Table

As used herein, “disclosure controls and procedures” mean controls and other procedures of our company that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act is accumulated and communicated to our management, including our principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Name and Principal Position	Fiscal Year Ended 09/30	Salary Paid or Accrued	Bonus Paid or Accrued	Stock Awards	Option Awards	Non-Equity Incentive Plan Compensation	Nonqualified Deferred Compensation Earnings	All Other Compensation	Total
Name and Principal Position	Fiscal Year Ended 09/30	($)	($)	($)⁽²⁾	($)⁽³⁾	($)	($)	($)⁽⁴⁾	($)

Parrish Medley	2013	124,000	0	20,000⁽¹⁾	159,372⁽¹⁾	0	0	0	303,372
President, CEO, Interim CFO Chairman (Principal Executive and Interim Principal Financial Officer)	2012	96,000	0	0	0	0	0	0	96,000

(b)

⁽¹⁾	Effective February 28, 2013, the Company (i) issued Mr. Medley 200,000 shares of common stock valued at $0.10 per share as a performance bonus, and (ii) granted Mr. Medley a stock option to purchase up to 1,600,000 shares of common stock at an exercise price equal to $0.10 per share (which vest and become exercisable only if, and to the extent, the Company achieves certain milestones related to the Company’s trademark products). Effective June 24, 2013, we granted Mr. Medley a stock option to purchase up to 720,000 shares of common stock at an exercise price equal to $0.10 per share in consideration for Mr. Medley's willingness to defer payment of certain accrued but unpaid wages totaling $72,000. Such option is exercisable at any time prior to the option’s expiration date on September 30, 2015. The Salary Conversion Agreement, dated as of June 24, 2013, between the Company and Mr. Medley was corrected and replaced with the Salary Deferral Agreement, dated as of June 24, 2013, between the Company and Mr. Medley, to reflect the deferral of the $72,000 in accrued but unpaid wages owed to Mr. Medley, and the Company’s grant to Mr. Medley of the foregoing option to purchase 720,000 shares of common stock. Effective as of June 30, 2013, Mr. Medley waived any right he had to exercise the option by offsetting any amounts then owed to Mr. Medley by the Company as payment of the exercise price.
⁽²⁾	The values shown in this column represent the aggregate grant date fair value of stock awards granted during the fiscal year, in accordance with FASB ASC Topic 718. For additional information on the valuation assumptions with respect to the stock awards, refer to Notes 8 of our financial statements in this Annual Report.
⁽³⁾	The values shown in this column represent the aggregate grant date fair value of equity-based awards granted during the fiscal year, in accordance with FASB ASC Topic 718. For additional information on the valuation assumptions with respect to the option grants, refer to Note 8 of our financial statements in this Annual Report. These amounts reflect our accounting expense for these awards, which is being expensed over the vesting period of the option awards, and does not correspond to the actual value that may be recognized by the named executive from these awards.
⁽⁴⁾	The values shown in this column include additional employee benefits paid including auto, health insurance, and cellular phone service.

~~Management’s~~Equity ~~Report on Internal Control over Financial Reporting~~Awards

~~Management~~Outstanding Equity isAwards responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f) under the Securities Exchange Act of 1934. Our management conducted an evaluation of the effectiveness of our control over financial reporting based on the framework in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on management’s evaluation under the framework, management has concluded that our internal control over financial reporting was not effective as of September 30, 2012.

InThe ~~connection~~following table ~~with~~sets ~~the~~forth ~~preparation~~information as of ~~our financial statements for the year ended~~ September 30, ~~2012~~2013 ~~and~~concerning ~~2011~~unexercised ~~certain~~options, ~~internal~~unvested ~~control~~stock ~~weaknesses~~and ~~became~~equity ~~evident~~incentive ~~that,~~plan awards infor the ~~aggregate,~~Named ~~represent~~Executive ~~material weaknesses, including: (i) lack of segregation of incompatible duties; and (ii) insufficient Board of Directors representation~~Officer.

~~These~~Outstanding ~~weaknesses~~Equity ~~are~~Awards due to our inadequate staffing during the period covered by this Annual Report and our lack of working capital to hire additional staff. Although management will periodically re-evaluate this situation, at this point it considers that the risk associated with such lack of segregation of duties and the potential benefits of adding employees to segregate such duties are not cost justified. We intend to hire additional accounting personnel to assist with financial reporting as soon as our finances will allow. Fiscal Year-End

This Annual Report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit us to provide only management’s report in this Annual Report.

Name		Number of Securities Underlying Unexercised Options (#) Exercisable	Number of Securities Underlying Unexercised Options (#) Unexercisable	Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)	Option Exercise Price ($)	Option Expiration Date	Number of Shares or Units of Stock That Have Not Vested (#)	Market Value of Shares or Units of Stock That Have Not Vested ($)	Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other rights That Have Not Vested (#)	Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)
Parrish Medley		400,000⁽¹⁾	1,200,000	--	$0.10/share	2/28/2016	--	--	--	--
		400,000⁽¹⁾	1,200,000	--	$0.10/share	2/28/2016	--	--	--	--
		720,000⁽²⁾	--	--	$0.10/share	9/30/2015	--	--	--	--
⁽¹⁾	As an incentive to Mr. Medley to further monetize the LGHH License Agreement and further expand the Company’s presence in the U.S. market, on February 28, 2013, we granted Mr. Medley a three-year option to purchase up to 1,600,000 shares of the Company’s common stock at a price of $0.10 per share. The option will vest and become exercisable only if, and to the extent, the Company achieves the following milestones related to the Company’s trademark products (“Davi Products”): (i) 400,000 shares of the option vested on the date that LGHH commercially released a Davi Product in Asia; (ii) 400,000 shares of the option will vest when LGHH reports that sales of Davi Products exceed $2,000,000; (iii) 400,000 shares of the option will vest when LGHH reports that sales of Davi Products exceed $5,000,000; and (iv) 400,000 shares of the option will vest on the date that we commercially launch any Davi Product in the U.S., other than on our website.
⁽²⁾	As consideration for the Company's deferral of the payment to Mr. Medley of certain accrued but unpaid wages totaling $72,000, as of June 24, 2013, we granted Mr. Medley an option to purchase 720,000 shares of the Company’s common stock at an exercise price of $0.10 per share. The option is exercisable at any time prior to the option’s expiration date on September 30, 2015.

~~(c)~~34

~~Changes~~Compensation inof ~~Internal Control over Financial Reporting~~Directors

~~There~~No ~~have~~director ~~not~~has received ~~been~~compensation ~~any~~for ~~changes~~his inservices ~~our~~as ~~internal~~a ~~controls~~director orfor ~~in other factors that occurred during the fourth~~ fiscal ~~quarter that have materially affected or are reasonably likely to materially affect our internal control over financial reporting~~2013.

~~Item~~Employment ~~9B.~~Agreement

~~Other~~Employment ~~Information.~~Agreement with Parrish Medley

~~None~~On January 25, 2011, the Company entered into an employment agreement with Mr. Medley, pursuant to which Mr. Medley agreed to serve as the Company’s Chief Executive Officer. The employment agreement will continue until January 1, 2015, subject to earlier termination as provided in the employment agreement. Under the employment agreement, Mr. Medley was entitled to be paid $8,000 per month for his service as Chief Executive Officer. Effective March 1, 2013, Mr. Medley’s salary was increased to $12,000 per month.

16Equity Compensation Plans

~~PART~~We ~~III~~have no equity compensation plans as of the date of this Annual Report.

Item 1012. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

~~Directors~~The following table sets forth certain information regarding beneficial ownership of our common stock as of December 27, 2013 (a) by each person known by us to own beneficially 5% or more of any class of our common stock, (b) by each of our named executive officers identified in the "Summary Compensation Table" under "Executive ~~Officers~~Compensation" in this Annual Report who was still serving in such capacity on December 27, 2013 and ~~Corporate~~each ~~Governance~~of our directors and (c) by all executive officers and directors of the Company as a group. As of December 27, 2013, there were 14,145,917 shares of our common stock issued and outstanding. Unless otherwise noted, we believe that all persons named in the table have sole voting and investment power with respect to all the shares beneficially owned by them.

The following table sets forth the name, age and position held by each of our executive officers and directors as of December 27, 2012:

Name and Address of Beneficial Owner ⁽¹⁾	Shares Beneficially Owned	Percent of Class
Named Executive Officer and Directors:

Parrish Medley, President, CEO, Interim CFO and Chairman of the Board (9426 Dayton Way, Beverly Hills, CA 90210)	2,070,000⁽²⁾	13.56%

All Named Executive Officers and Directors as a group (1 person)	2,070,000	13.56%
Owners of More Than 5% of Common Stock
Carlo Mondavi PO Box 2 Oakville, CA 94562	1,875,000⁽³⁾	13.25%
Peter Kim 1231 South Gerhart Ave, Commerce, CA 90022	1,011,800	7.15%
Frank Mancuso 9440 Santa Monica Blvd #400, Beverly Hills, CA 90210	1,500,000⁽⁴⁾	10.60%
Gavin Rubin 10947 Wonderland Trail, Dallas, TX 75229	1,500,000⁽⁵⁾	10.60%
Robert Dankanyin 20700 Rockpoint Road, Malibu, CA 90265	1,000,000⁽⁶⁾	7.07%
Murray Williams 2079 Culmination Lane, Las Vegas, NV 89119	1,200,000⁽⁷⁾	7.92%

Name	Age	Position
Parrish Medley	51	President, Chief Executive Officer, interim Chief Financial Officer and Chairman of the Board

⁽¹⁾Under Rule 13d-3, a beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares outstanding is deemed to include the amount of shares beneficially owned by such person (and only such person) by reason of these acquisition rights. As a result, the percentage of outstanding shares of any person as shown in this table does not necessarily reflect the person's actual ownership or voting power with respect to the number of shares of common stock actually outstanding.

~~Each~~(2) ~~director~~The ~~will~~1,483,333 ~~serve~~shares ~~until~~beneficially ~~the~~owned ~~next~~include ~~annual~~950,000 ~~meeting~~shares of ~~the~~common ~~stockholders~~stock, ofand ~~the~~533,333 ~~Company~~stock ~~or until his successor is elected and qualified~~options.

~~Our~~(3) ~~Chief~~Represents ~~Executive~~shares ~~Officer~~registered ~~serves pursuant~~ to anCarlo ~~employment agreement that will continue until January 1, 2015, subject to earlier termination as provided in the employment agreement~~C. ~~See “Item 11~~Mondavi, ~~Employment~~Trustee ~~Agreement” for a summary~~ of the ~~material~~Carlo ~~terms~~C. ofMondavi ~~employment~~2011 ~~agreements~~Separate ~~between~~Property ~~the~~Trust ~~Company~~dated ~~and~~May ~~our~~17, ~~officers~~2011.

~~Biographical~~(4) ~~information~~The 1,500,000 shares beneficially owned include (i) a warrant to purchase 250,000 shares of common stock registered to Frank Mancuso, and (ii) 250,000 shares of common stock registered to FMG3. Mr. Mancuso has voting and investment control over such shares.

Parrish Medley was appointed as President, Chief Executive Officer, and a director of this company in December 2010. In February 2012, Mr. Medley was appointed the Company’s interim Chief Financial Officer and in May, 2012, Mr. Medley was appointed Chairman of the Board. Mr. Medley also was the President, Chief Executive Officer, and a director of UHF Logistics Group, Inc. (~~formerly Regal Group, Inc.~~5), aThe ~~public company engaged in the business of developing and integrating off-the-shelf and proprietary RFID solutions~~1, ~~from February 2010 until December 23~~500,000 ~~2011. In~~shares ~~2003,~~beneficially ~~Mr.~~owned ~~Medley~~include co-founded Davi Skin, Inc. and subsequently served as its President until December 2006. Between 2006 and 2010, Mr. Medley was involved in real estate and venture capital investments for his own account. Mr. Medley was a ~~venture~~warrant ~~capitalist and a private money manager from 1997~~ to ~~2004. His~~purchase ~~previous experience includes roles as manager and financial consultant for numerous registered broker dealers~~250,000 ~~including~~shares ~~Bear Stearns & Co. From 1999 to 2001, Mr. Medley was a partner at Century Financial Partners, a venture capital firm. Mr. Medley also founded Palm Beach Tan, Inc., one~~ of ~~the~~common ~~nation’s largest indoor chains and franchise operations, as well as Mystic Tan, one of the largest spray on tanning systems in the world~~stock. ~~Mr. Medley graduated from Southern Methodist University in 1986 with a Bachelor’s degree in Business Administration.~~

~~Family~~(6) ~~Relationships~~Mr. Dankanyin shares voting and investment control over such shares with four other individuals who each hold 250,000 shares with Mr. Dankanyin

~~There~~(7) ~~are~~The no1,200,000 ~~family~~shares ~~relationships~~beneficially ~~among~~owned ~~any~~include ofa ~~the~~fully-vested, ~~executive~~five-year ~~officers~~option ~~and~~to ~~directors,~~purchase asup ~~Mr.~~to ~~Medley~~1,000,000 isshares ~~our~~of ~~sole~~common ~~officer~~stock, ~~and~~at ~~director~~an asexercise price of $0.10 per share, which the ~~date~~Company ofgranted ~~this~~on ~~Annual~~August ~~Report~~8, 2013.

~~Nominations of Directors~~35

~~There~~Item 13. Certain ~~are~~Relationships noand ~~material~~Related ~~changes~~Transactions, toand ~~the~~Director ~~procedures by which security holders may recommend nominees to our Board of Directors~~Independence.

~~Board~~Certain ~~Committees~~Relationships and Related Transactions

~~Pursuant~~On toMarch ~~our~~11, ~~Bylaws~~2013, the ~~our~~Company ~~Board~~entered ofinto ~~Directors~~a ~~may~~new ~~establish~~consulting ~~committees~~agreement ofwith ~~one~~Carlo orMondavi, ~~more~~a ~~directors~~shareholder ~~from~~and ~~time-to-time,~~former asChairman itof ~~deems~~the ~~appropriate. Our~~Board, ~~common~~to ~~stock~~provide various isservices ~~quoted~~for onthe Company related to the ~~OTC~~development ~~Bulletin~~and ~~Board~~marketing ~~under~~of its products, the ~~symbol~~Company’s public image, its brand recognition and other public relation matters (the “~~MDAV.~~Agreement”). The ~~OTC~~Agreement ~~Bulletin~~supersedes ~~Board~~all ~~does~~prior ~~not~~and ~~maintain~~existing negotiations ~~any~~and ~~standards~~agreements ~~requiring~~between usthe toCompany ~~establish~~and orMr. ~~maintain~~Mondavi anand ~~audit,~~both ~~nominating~~parties oragreed ~~compensation~~that ~~committee~~Mr. As ofMondavi’s ~~December~~previous ~~27,~~consulting agreement ~~2012,~~with ~~our~~the ~~Board~~Company ofhas ~~Directors~~been ~~does~~terminated ~~not~~and ~~maintain~~that neither party has any ~~audit~~financial obligation to the other party under the previous agreement. In accordance with the Agreement, ~~nominating~~Mr. orMondavi ~~compensation~~is ~~committee~~to be paid $5,000 orper ~~any~~month, ~~other~~plus ~~committees~~reasonable out-of-pocket expenses. The ~~Company~~Agreement ~~does~~expires ~~not~~on ~~have~~March an11, ~~audit~~2015 ~~committee~~unless ~~financial~~terminated ~~expert.~~earlier by either party upon 30 days written notice.

~~Code~~The Company has an oral agreement with FA Corp to provide accounting and financial consulting services on an as needed basis. Murray Williams, President and CEO of ~~Ethics~~FA Corp, is also a shareholder of the Company. FA Corp charges the Company for services rendered on a monthly basis. In fiscal 2013 the Company paid FA Corp approximately $40,000 and granted Mr. Williams 200,000 shares of common stock valued at $20,000 and a fully-vested, five-year option to purchase up to 1,000,000 shares of common stock at an exercise price of $0.10 per share for such services.

~~The~~Promoters ~~Company has adopted a Code of Business Conduct~~ and ~~Ethics~~Certain (the “Code”) that applies to all of the Company’s Directors, officers and employees, including its principal executive officer and principal financial officer. The Code is posted on the Company’s website at www.daviskin.com. The Company intends to disclose any amendments to the Code by posting such amendments on its website. Control Persons

17None.

~~Compliance~~Item 14. Principal ~~with~~Accountant ~~Section~~Fees ~~16(a)~~and ~~of the Exchange Act~~Services.

~~Section 16~~(a) Previous ofindependent ~~the~~auditor Securities Exchange Act of 1934 requires the Company’s executive officers and directors, and persons who own more than 10% of a registered class of the Company’s equity securities, to file reports of ownership and changes in ownership with the Securities and Exchange Commission (“SEC”). Executive officers, directors and greater than 10% stockholders are required by SEC regulations to furnish the Company with copies of all Section 16(a) forms they file.

~~The~~On ~~Company~~June ~~believes that during its most recent fiscal year ended September 30~~26, ~~2012~~2013, we ~~its~~dismissed ~~executive~~LBB ~~officers,~~& ~~directors~~Associates ~~and~~Ltd., ~~greater~~LLP ~~than~~as ~~10%~~our ~~stockholders~~independent ~~complied with the filing requirements under Section 16(a), except that Mr~~auditor. ~~Medley,~~This ~~filed~~dismissal aof ~~Form~~LBB 4& ~~late~~Associates inwas ~~connection~~approved ~~with~~by our ~~his~~board ~~gift~~of indirectors ~~November~~(we ~~2011~~have ofno ~~360,000~~audit ~~shares~~ committee).

~~Item~~LBB 11& Associates Ltd., LLP’s reports on our consolidated financial statements for each of our fiscal years ended September 30, 2012 and 2011 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles, except that each of such reports contained a going concern qualification.

~~Executive~~During ~~Compensation~~the years ended September 30, 2012 and 2011 and the interim period between September 30, 2012 and June 26, 2013: (i) there were no disagreements between our company and LBB & Associates Ltd., LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to LBB & Associates Ltd., LLP’s satisfaction, would have caused LBB & Associates Ltd., LLP to make reference to the subject matter of the disagreement in connection with its report for such years; and (ii) LBB & Associates Ltd., LLP did not advise us of any of the events requiring reporting in this Current Report on Form 8-K under Item 304(a)(1)(v) of Regulation S-K.

~~Summary~~(b) New ~~Compensation~~independent ~~Table.~~ auditor

~~The~~On ~~following~~June ~~table~~25, ~~sets~~2013, we ~~forth~~engaged ~~certain~~KBL, ~~information~~LLP ~~concerning the compensation for services rendered~~ to usserve ~~in all capacities for the fiscal years ended September 30, 2012 and 2011 of all persons who served~~ as our ~~principal~~independent ~~executive~~auditors ~~officer~~for ~~and principal financial officer during~~ the fiscal year ~~ended~~ending September 30, ~~2012~~2013. No ~~other~~The ~~executive~~engagement ~~officers~~of ~~earned annual compensation during the fiscal year ended September 30~~KBL, LLP ~~2012~~was ~~that~~approved ~~exceeded~~by ~~$100,000. The~~our ~~principal~~board ~~executive~~of ~~officer and the other named officers are collectively referred to as the “Named Executive Officers~~directors.”

~~Summary~~During ~~Compensation~~the ~~Table~~years ended September 30, 2012 and 2011 and the interim period between September 30, 2012 and June 25, 2013, neither we nor anyone acting on our behalf consulted KBL, LLP regarding either (i) the application of accounting principles to a specific, completed or proposed transaction, or the type of audit opinion that might be rendered on our financial statements, or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) or a reportable event (as defined in Item 304(a)(1)(v) of Regulation S-K).

Name and Principal Position		Fiscal Year Ended 09/30		Salary Paid or Accrued ($)		Bonus Paid or Accrued ($)		Stock Awards ($)		Option Awards ($)		All Other Compensation ($)		Total ($)
Parrish Medley President, CEO, Interim CFO Chairman (Principal Executive and Interim Principal Financial Officer)		2012 2011		96,000 72,000		0 0		0 0		0 0		0 0		96,000 72,000

The following table shows the fees that were paid or accrued by us for audit and other services during the fiscal years ended September 30, 2013 and 2012:

Equity Awards

	Fiscal year ended September 30, 2013	Fiscal year ended September 30, 2012
Audit Fees	$31,790⁽¹⁾	$33,010
Audit Related Fees	$0	$0
All Other Fees	$0	$0

~~There~~(1) Fees ~~were~~attributable noto ~~options~~KBL, ~~warrants~~LLP orduring ~~other~~fiscal ~~security~~2013 ~~awards~~totaled ~~outstanding as of September 30~~$3, ~~2012~~750.

~~Compensation~~Audit Fees. Consists of ~~Directors~~fees billed and estimated for professional services rendered for the audit of the Company’s financial statements and review of the interim financial statements included in quarterly reports and services that are normally provided in connection with statutory and regulatory filings or engagements.

~~With~~Audit-Related Fees. ~~the~~Consists ~~exception~~ of ~~Mr.~~fees ~~Rice,~~billed aand ~~former~~estimates ~~director who resigned in February 2012, no director has received compensation~~ for ~~his~~assurance ~~services~~and asrelated ~~a director. During April 2011, Mr. Rice was appointed as a member of the Company’s Board of Directors. In consideration for his~~ services, ~~Mr.~~that ~~Rice~~are ~~was~~reasonably ~~entitled~~related to ~~receive 2,500 shares of~~ the ~~Company’s common stock on a quarterly basis, beginning on May 16, 2011, which shares were to be issued in arrears provided that Mr. Rice was still a member~~ performance of the ~~Board~~audit onand ~~the~~review ~~issuance date. Concurrent with the end~~ of the ~~term of Mr. Rice~~Company’s ~~employment~~financial ~~agreement~~statements and ~~his~~are ~~resignation~~not asreported ~~Chief~~under ~~Financial~~“Audit ~~Officer, Mr~~Fees.” ~~Rice~~These services ~~was~~include ~~granted~~professional ~~the total 10,000 shares of common stock owed to him for his~~ services asrequested aby ~~director. The~~the ~~shares~~Company ~~were~~in ~~valued~~connection atwith ~~the~~accounting ~~prevailing~~consultations ~~market~~in ~~rates~~connection ~~during~~with acquisitions ~~the~~and ~~time~~consultations inconcerning ~~which~~financial ~~they~~accounting ~~were~~and ~~earned~~reporting ~~or $7,325~~standards.

~~Employment Agreements~~ 36

~~Employment~~Item 15. Exhibits, ~~Agreement~~Financial ~~with~~Statement ~~Parrish Medley~~ Schedules.

On(a) Financial December 22, 2010, upon the resignation of our prior President, Mr. Beddome, Mr. Medley became our President. On January 25, 2011, the Company entered into an employment agreement with Mr. Medley, pursuant to which Mr. Medley agreed to serve as the Company’s Chief Executive Officer. The employment agreement is effective retroactively to January 1, 2011, and will continue until January 1, 2015, subject to earlier termination as provided in the employment agreement. Under the employment agreement, Mr. Medley is entitled to be paid $8,000 per month for his service as Chief Executive Officer. Statements

18See pages 15 through 30 in this report for the following information:

~~Item~~Report ~~12.~~of Independent Registered Public Accounting Firm

~~Security~~Balance ~~Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.~~ Sheets

~~The~~Statements ~~following table sets forth certain information regarding beneficial ownership~~ of our common stock as of December 27, 2012 (a) by each person known by us to own beneficially 5% or more of any class of our common stock, (b) by each of our named executive officers identified in the "Summary Compensation Table" under "Executive Compensation" in this Annual Report who was still serving in such capacity on December 27, 2012 and each of our directors and (c) by all executive officers and directors of the Company as a group. As of December 27, 2012, there were 9,284,117 shares of our common stock issued and outstanding. We believe that all persons named in the table have sole voting and investment power with respect to all the shares beneficially owned by them.Operations

Name and Address of Beneficial Owner (1)	Shares Beneficially Owned	Percent of Class
Named Executive Officer and Directors:
Parrish Medley, CEO, Interim CFO and Chairman of the Board (9426 Dayton Way, Beverly Hills, CA 90210)	750,000	8.1%
All Named Executive Officers and Directors as a group (1 persons)	750,000	8.1%
Owners of More Than 5% of Common Stock
Carlo Mondavi (9426 Dayton Way, Beverly Hills, CA 90210)	1,875,000(2)	20.2%
Peter Kim (4411 Dundee Drive, Los Angeles, CA 90027)	800,000	8.6%
TZA, LLC (2907 Motor Ave., Los Angeles, CA 90064)	500,000	5.4%

Statements of Stockholders’ Equity

~~(1)~~Statements of Cash Flows

~~For~~Notes ~~purposes of this table, shares are considered beneficially owned if the person directly or indirectly has the sole or shared power~~ to ~~vote~~Financial or direct the voting of the securities or the sole or shared power to dispose of or direct the disposition of the securities. Shares are also considered beneficially owned if a person has the right to acquire beneficial ownership of the shares within 60 days of December 27, 2012.Statements

(2b) Exhibits INDEX TO EXHIBITS

Represents shares registered to Carlo C. Mondavi, Trustee of the Carlo C. Mondavi 2011 Separate Property Trust dated May 17, 2011.

Number		Exhibit Description
3.1		Articles of Incorporation.⁽¹⁾
3.2 3.3		Certificate of Change Pursuant to NRS 78.209. ⁽²⁾ Bylaws. ⁽⁵⁾
4.1		Form of Warrant to Purchase Shares of Common Stock of Davi Luxury Brand Group, Inc., Issued in to investors in 2013.**
10.1		Form of Indemnification Agreement entered into between Davi Luxury Brand Group, Inc. and its executive officers and directors. ⁽⁴⁾
10.2		Employment Agreement, dated January 25, 2011, between Parrish Medley and Davi Luxury Brand Group, Inc. ⁽³⁾
10.3		Industrial/Commercial Multi-Tenant Lease, dated January 18, 2011, between Resco LP and Davi Luxury Brand Group, Inc. ⁽³⁾
10.4 10.5 10.6 10.7		First Amendment to Standard Industrial/Commercial Multi-Tenant Lease, dated July 6, 2012, between Resco, LP and Davi Luxury Brand Group, Inc.⁽⁷⁾ Form of Davi Luxury Brand Group, Inc. Subscription Agreement.⁽⁸⁾ Stock Option Agreement, effective as of February 28, 2013, between Davi Luxury Brand Group, Inc. and Parrish Medley.⁽⁸⁾ Salary Deferral Agreement, entered into as of June 24, 2013, between Davi Luxury Brand Group, Inc. and Parrish Medley, and Salary Deferral Agreement Waiver, effective as of June 30, 2013, by Parrish Medley. **
10.8		Brand and Trademark License Agreement, dated September 15, 2012, between Davi Luxury Brand Group, Inc. and LG Household and Health Care**⁺
14.1		Code of Ethics.⁽⁶⁾
31.1		Certificate of principal executive officer and principal financial officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.^**
32.1		Certificate of principal executive officer and principal financial officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.^**
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema
101.CAL		XBRL Taxonomy Extension Calculation
101.DEF		XBRL Taxonomy Extension Definition

101.LAB		XBRL Taxonomy Extension Label

101.PRE		XBRL Taxonomy Extension Presentation

~~Equity Compensation Plans~~__________________________

We* ~~have~~Indicates noa ~~equity~~management ~~compensation~~contract ~~plans~~or ascompensatory ofplan ~~the~~or ~~date of this report~~arrangement.

~~Item~~** 13Filed herewith.

~~Certain~~+ This ~~Relationships~~exhibit ~~and~~was ~~Related~~filed ~~Transactions,~~separately ~~and~~with ~~Director~~the ~~Independence~~Commission pursuant to an application for confidential treatment. The confidential portions of the exhibit have been omitted and have been marked by an asterisk.

~~Certain~~(1) ~~Relationships~~Filed as an exhibit to our registration statement on Form S-1 filed December 31, 2008 and ~~Related~~incorporated ~~Transactions~~herein by this reference.

On(2) ~~January~~Filed ~~25,~~as ~~2011,~~an ~~the~~exhibit ~~Company~~to ~~entered~~our ~~into~~quarterly areport ~~consulting~~on ~~agreement~~Form ~~with~~10-Q ~~Carlo~~filed ~~Mondavi, former Chairman of the Board of Directors of the Company. The consulting agreement was effective retroactively to January 1, 2011. During~~ May ~~2012~~15, ~~Mr. Mondavi resigned as Chairman of the Board of Directors. Under the consulting agreement, Mr. Mondavi was initially entitled to be paid $8,000 per month. Since May~~ 2012, ~~Mr.~~and ~~Mondavi~~incorporated ~~has~~herein ~~been~~by ~~providing consulting services to the Company on an “as needed” basis to the Company. As of the date of~~ this ~~Annual Report, the consulting agreement has been terminated~~reference.

~~Promoters~~(3) Filed as an exhibit to our quarterly report on Form 10-Q filed February 14, 2011 and ~~Certain~~incorporated ~~Control~~herein ~~Persons~~by this reference.

~~None~~(4) Filed as an exhibit to our current report on Form 8-K filed January 31, 2011 and incorporated herein by this reference.

19(5) Filed as an exhibit to our annual report on Form 10-K filed January 6, 2012 and incorporated herein by this reference.

~~Item~~(6) 14Filed as an exhibit to our annual report on Form 10-K filed November 16, 2009 and incorporated herein by this reference.

~~Principal~~(7) ~~Accountant~~Filed ~~Fees~~as an exhibit to our annual report on Form 10-K filed December 28, 2012 and ~~Services.~~incorporated herein by this reference.

~~The~~(8) ~~following~~Filed ~~table~~as ~~shows~~an ~~the~~exhibit ~~fees~~to ~~billed~~our byquarterly ~~LBB~~report &on ~~Associates~~Form ~~Ltd.,~~10-Q ~~LLP,~~filed ~~our~~May ~~current auditors~~15, ~~for~~2013 ~~the~~and ~~fiscal~~incorporated ~~years~~herein ~~ended~~by ~~September~~this ~~30, 2012 and 2011:~~reference.

	Fiscal year ended September 30, 2012	Fiscal year ended September 30, 2011
Audit Fees	$33,010	$28,840
Audit Related Fees	$0	$0
All Other Fees	$0	$0

Audit Fees. Consists of fees billed and estimated for professional services rendered for the audit of the Company’s financial statements and review of the interim financial statements included in quarterly reports and services that are normally provided by LBB & Associates Ltd., LLP in connection with statutory and regulatory filings or engagements.SIGNATURES

~~Audit-Related~~Pursuant ~~Fees. Consists of fees billed and estimates for assurance and related services that are reasonably related~~ to the requirements ~~performance~~ of ~~the~~Section ~~audit~~13 ~~and~~or ~~review~~15(d) of the ~~Company’s~~Securities ~~financial~~Exchange ~~statements~~Act ~~and~~of ~~are~~1934, ~~not~~the ~~reported~~Registrant ~~under~~has ~~“Audit~~duly ~~Fees.”~~caused ~~These~~this ~~services~~Report ~~include~~to ~~professional~~be ~~services~~signed on ~~requested~~its behalf by the ~~Company~~undersigned, inthereunto ~~connection~~duly ~~with accounting consultations in connection with acquisitions and consultations concerning financial accounting and reporting standards~~authorized.

~~Item~~December 1530, 2013 DAVI LUXURY BRAND GROUP, INC. By: /s/ Parrish Medley Parrish Medley President, Chief Executive Officer and interim Chief Financial Officer (Principal Executive Officer and Principal Financial Officer)

~~Exhibits~~In accordance with the Securities Exchange Act of 1934, ~~Financial~~this ~~Statement~~Report ~~Schedules~~has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.

December 30, 2013 By: /s/ Parrish Medley Parrish Medley, Sole Director, President, Chief Executive Officer and interim Chief Financial Officer (aPrincipal Executive Officer and Principal Financial Officer)

~~Financial Statements~~38

See pages F-1 through F-12 in this report for the following information:

Report of Independent Registered Public Accounting Firm

Balance Sheets

Statements of Operations

Statements of Cash Flows

Statements of Stockholders’ Equity

Notes to Financial Statements

(b)

Exhibits

INDEX TO EXHIBITS

Number		Exhibit Description
3.1		Articles of Incorporation (1)
3.2 3.3		Certificate of Change Pursuant to NRS 78.209 (2) Bylaws (6)
4.1		Form of Class A Redeemable Warrant issued in January 2011 by the Company to investors. (3)
4.2 4.3 10.1		Form of Convertible Promissory Note of the Company., Issued in July 2012.(4) Form of Warrant to Purchase Shares of Common Stock of the Company, Issued in July 2012.(4) Form of Indemnification Agreement entered into between the Company and its executive officers and directors. (5)
10.2		Form of Securities Purchase Agreement entered into in January 2011 by the Company and investors. (3)
10.3		Employment Agreement, dated January 25, 2011, between Parrish Medley and the Company. (3)
10.4		Consulting Agreement, dated January 25, 2011, between Carlo Mondavi and the Company. (3)
10.5		Industrial/Commercial Multi-Tenant Lease, dated January 18, 2011, between Resco LP and the Company. (3)
10.6		Employment Agreement, effective as of February 15, 2011, between J. Bernard Rice and the Company. (6)
10.7		Form of Subscription Agreement of the Company. (4)
10.8		First Amendment to Standard Industrial/Commercial Multi-Tenant Lease, dated July 6, 2012, between Resco, LP and the Company**
14.1		Code of Ethics (7)
31.1		Certificate of principal executive officer and principal financial officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.**
32.1		Certificate of principal executive officer and principal financial officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema
101.CAL		XBRL Taxonomy Extension Calculation
101.DEF		XBRL Taxonomy Extension Definition
101.LAB		XBRL Taxonomy Extension Label
101.PRE		XBRL Taxonomy Extension Presentation

__________________________

Filed herewith.

(1)

Filed as an exhibit to our registration statement on Form S-1 filed December 31, 2008 and incorporated herein by this reference.

(2)

Filed as an exhibit to our quarterly report on Form 10-Q filed May 15, 2012 and incorporated herein by this reference.

(3)

Filed as an exhibit to our quarterly report on Form 10-Q filed February 14, 2011 and incorporated herein by this reference.

(4)

Filed as an exhibit to our current report on Form 10-Q filed August 14, 2012 and incorporated herein by this reference.

(5)

Filed as an exhibit to our current report on Form 8-K filed January 31, 2011 and incorporated herein by this reference.

(6)

Filed as an exhibit to our annual report on Form 10-K filed January 6, 2012 and incorporated herein by this reference.

(7)

Filed as an exhibit to our annual report on Form 10-K filed November 16, 2009 and incorporated herein by this reference.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

December 27, 2012 DAVI LUXURY BRAND GROUP, INC. By: /s/ Parrish Medley Parrish Medley President, Chief Executive Officer and interim Chief Financial Officer (Principal Executive Officer and Principal Financial Officer)

In accordance with the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.

December 27, 2012 By: /s/ Parrish Medley Parrish Medley, Sole Director, President, Chief Executive Officer and interim Chief Financial Officer (Principal Executive Officer and Principal Financial Officer)

Filing Compare · DAVI LUXURY BRAND GROUP, INC.