UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

~~PURSUANT~~Pursuant TOto ~~SECTION~~Section 13 ORor 15(Dd) ~~OF THE~~of

~~SECURITIES~~the ~~EXCHANGE~~Securities ~~ACT~~Exchange OFAct of 1934

~~DATE~~Date OFof ~~REPORT~~Report (~~DATE~~Date OFof ~~EARLIEST~~earliest ~~EVENT~~event ~~REPORTED~~reported): ~~December~~ 3March 5, ~~2012~~2014

PRIVILEGED WORLD TRAVEL CLUB, INC.

(~~EXACT~~Exact ~~NAME~~Name OFof ~~REGISTRANT~~Registrant ASas ~~SPECIFIED~~Specified INin ~~CHARTER~~its Charter)

Delaware		000-54732		45-5312769
(STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)		(COMMISSION FILE NO.)		(IRS EMPLOYEE IDENTIFICATION NO.)

Delaware

(State or other jurisdiction of incorporation or organization)

Commission File Number

000-54732

45-5312769

(I.R.S. Employer

Identification Number)

1 Blackfield Drive, Tiburon, ~~California~~CA 94920

(~~ADDRESS~~Address OFof ~~PRINCIPAL~~Principal ~~EXECUTIVE~~Executive ~~OFFICES~~Offices and Zip Code)

(415) 888-2478

(~~ISSUER~~Issuer's ~~TELEPHONE~~telephone ~~NUMBER~~number)

~~APEX~~Check 4,the ~~Inc.~~appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

~~4115~~ .Written ~~Blackhawk~~communications ~~Plaza~~pursuant ~~Circle,~~to ~~Suite~~Rule ~~100~~425 under the Securities Act (17 CFR 230.425)

~~Danville,~~ .Soliciting CAmaterial ~~94506~~pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

~~(FORMER~~ .Pre-commencement ~~NAME~~communications ORpursuant ~~FORMER~~to ~~ADDRESS,~~Rule IF14d-2(b) ~~CHANGED~~under ~~SINCE~~the ~~LAST~~Exchange ~~REPORT~~Act (17 CFR 240.14d-2(b))

~~Check the appropriate box below if the Form 8~~ .Pre-Kcommencement ~~filing~~communications ispursuant ~~intended~~ to ~~simultaneously~~Rule ~~satisfy~~13e-4(c) ~~the filing obligation of the registrant~~ under ~~any of~~ the ~~following~~Exchange ~~provisions~~Act (~~see General~~17 ~~Instruction~~CFR A240.~~2. below~~13e-4(c):)

.Section 4 - Matters Related to Accountants and Financial Statements

~~Written~~Item ~~communications~~4.01(a) ~~pursuant~~Changes toin ~~Rule~~Registrant’s ~~425~~Certifying ~~under the Securities Act (17 CFR 230~~Accountant.~~425)~~

On March 5, 2014, Kenne Ruan, CPA, P.C., previously engaged as our principal accountant to audit our financial statements, notified us of its resignation. The reports of Kenne Ruan, CPA, P.C. on our financial statements for fiscal 2012 contained no adverse opinion or a disclaimer of opinion and were not modified; Further, up to and including the date of resignation, there were no disagreements between Kenne Ruan, CPA, P.C. and us on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure; however, the reports were qualified as to the uncertainty of our ability to continue as a going concern due to our lack of revenue to cover our operating costs, lack of liquidity, lack of ability to raise additional financing and our continued losses from operations.

~~Soliciting~~During ~~material~~our ~~pursuant~~two tomost ~~Rule~~recent ~~14a-12~~fiscal ~~under~~years and through the ~~Exchange~~date ~~Act~~of ~~(17~~this ~~CFR~~report ~~240.14a~~on Form 8-12K, there have been no reportable events as defined under Item 304(a)(1)(v) of Regulation S-K adopted by the SEC.

The decision of Kenne Ruan, CPA, P.C. to resign was unilateral and not the subject of any action taken by our Board of Directors.

~~Pre-commencement~~We ~~communications~~provided ~~pursuant~~Kenne Ruan, CPA, P.C., with a copy of this disclosure before its filing with the SEC. We requested that Kenne Ruan, provide us with a letter addressed to ~~Rule~~the ~~14d-2(b)~~SEC ~~under~~stating whether or not it agrees with the ~~Exchange~~above ~~Act~~statements, ~~(17~~and ~~CFR~~we ~~240~~received a letter from Kenne Ruan, stating that it does agree with the above statements.~~14d-~~ A copy of such letter, dated as of March 11, 2014 is filed as Exhibit 16.2~~(b))~~ to this report.

~~Pre-commencement~~Item ~~communications pursuant to Rule 13e-~~4.01(cb) ~~under~~Changes ~~the~~in ~~Exchange~~Registrant’s ~~Act~~Certifying ~~(17 CFR 240~~Accountant.~~13e-4(c))~~

~~Item~~On 1March 10, 2014, we retained Cutler & Co.01, LLC, 12191 W. 64th Avenue, Ste. 205B, Arvada, CO 80004 as our new independent principal accountant to audit the Company’s financial statements. During the Company’s two most recent fiscal years to date, and subsequent interim period through the date of engagement, the Company has not retained or inquired of Cutler & Co. regarding the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the registrant's financial statements. Further, the Company received no written report or oral advice from Cutler & Co. that the Company considered in reaching a decision to retain them, nor has the Company has communicated with or had any disagreements or reportable events that concern Cutler & Co., or the Company’s interactions with its former independent auditor for the previous two most recent fiscal years to date and subsequent interim period through the date of engagement.

~~Entry~~Section ~~into~~9 a- ~~Material~~Financial ~~Definitive~~Statements ~~Agreement.~~and Exhibits

~~Project~~Item ~~Design~~9.01 ~~and~~Financial ~~Administration~~Statements ~~Agreement~~and Exhibits.

OnExhibit December 3, 2012, Privileged World Travel Club, Inc., a Delaware corporation (the “Company”) entered into a Project Design and Administration Agreement (the “Design Agreement”) with MagNet Solutions, Inc., a California corporation (“MagNet”), relating to the development of the Company’s websites for use in connection with the Company’s Travel Club.Index:

Pursuant to the Design Agreement, the Company and MagNet agreed to work together on three projects. The first project is to update and revise the Company’s current website (the “Domestic Website”) to permit online signups for Memberships in the Company’s Travel Club and for sale and purchase of travel and travel related services to the Company’s Members. The second project is to develop a website (the “International Website”) for use in selling tours to US cities to Chinese travelers in China. The third project is to create a system, using the International Website, for Chinese travelers to travel from their homes to Beijing or Shanghai, for further travel to the US cities by connecting to Chinese global distribution systems (GDSs), and to provide travel related services and options to such Chinese travelers.


Exhibit Number		Description
EX – 16.1		Auditor Letter dated March 5, 2014
EX – 16.2		Auditor Letter dated March 11, 2014

~~The parties agreed to work on the projects in the order listed except to the extent that they could be worked on simultaneously.~~ SIGNATURES

~~MagNet~~Pursuant ~~will~~to ~~provide~~ the ~~creative~~requirements ~~design,~~of ~~including initial wire frames for~~ the ~~International~~Securities ~~Website~~Exchange ~~and~~Act ~~the~~of ~~Domestic Website (collectively~~1934, the ~~“Websites”). The~~Registrant ~~Company~~has ~~will~~duly ~~provide~~caused ~~one~~this orreport more Work Specification Documents, which will include the specific terms, systems, abilities, and parameters for each of the Websites. MagNet will build out the Websites, and will populate them with content provided by the Company. MagNet also agreed to ~~design~~be ~~and~~signed ~~develop all underlying site applications; perform functional testing~~ on ~~the~~its ~~Websites~~behalf ~~and~~by ~~systems; and coordinate~~ the ~~launch. The~~undersigned ~~Company~~hereunto ~~and~~duly ~~MagNet agreed that support for the Websites would be covered under a separate support services and service level agreement~~authorized.

~~For~~PRIVILEGED ~~MagNets’s~~WORLD ~~services~~TRAVEL CLUB, ~~the~~INC. ~~Company agreed to pay MagNet as follows:~~(Registrant)

-Date: March 11, 2014

~~Initial Funding – The Company agreed to make an initial payment to MagNet, within ten (10) trading days of the date on which the SEC declares the Company’~~/s/ ~~Registration~~Gregory ~~Statement~~Lykiardopoulos effective, of $40,000 (the “Initial Deposit”). Following the Initial Deposit, MagNet will commence work on all three Projects, until MagNet has incurred costs of $30,000 of the Initial Deposit. Within three days of being notified by MagNet that it has spent $30,000 of the Initial Deposit with respect to work on the Projects, the Company will provide an additional $20,000 (for an aggregate of $60,000), if needed.

-Gregory Lykiardopoulos

~~Expenses~~Chief –Executive ~~The Company agreed to reimburse MagNet’s expenses in accordance with the terms of the Work Specification Document.~~Officer

-(Principal Executive Officer)

Revenue Sharing – In addition to the development fees to be paid, the Company agreed to permit MagNet to share in the gross revenues generated through the Websites, of between 1% and 3%, depending on the amounts received by the Company. Additionally, with respect to any revenues generated from the sale of any other travel related services, the Company will pay to MagNet 10% of the net revenues, on a monthly basis.2

The Design Agreement also outlines the ownership of data generated through the use of the Websites by the Members of the Travel Club, addresses confidentiality of information generated by either party, and includes representations and warranties by both parties.

The foregoing summary of the terms and conditions of the Design Agreement does not purport to be complete, and is qualified in its entirety by reference to the full text of the design Agreement attached as an exhibit hereto.

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits

Exhibit

Description

10.1

Project Design and Administration Agreement

SIGNATURES

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

PRIVILEGED WORLD TRAVEL CLUB, INC.

By:

/s/ Gregory Lykiardopoulos

Gregory Lykiardopoulos

Chief Executive Officer

(Principal Executive Officer)

Date:

December 6, 2012

Filing Compare · PRIVILEGED WORLD TRAVEL CLUB, INC.